1. Agreement to Terms

By accessing this website, submitting a form, accepting a proposal, or otherwise engaging DigitalGrid360 ("we," "us," "our"), you agree to these Terms of Services and to any statement of work, proposal, or order form that references them. If you are agreeing on behalf of a company, you confirm you have authority to bind that company. If you do not agree, do not use the site or our services.

2. Our Services

We provide digital services including, without limitation:

• Web and app development (custom websites, ecommerce, iOS, Android, cross-platform)
• Digital marketing (SEO, local SEO, PPC, social media, content, email)
• AI automation, chatbots, analytics, and reporting
• UI/UX design, graphic design, logo and brand identity
• Consulting, maintenance, and support retainers

The exact services, deliverables, timeline, and fees for your engagement are defined in the proposal or statement of work (SOW) you accept. Where a proposal and these terms conflict, the proposal controls for that project's scope and pricing.

3. Proposals & Scope

• Proposals are valid for 14 days from the issue date unless stated otherwise.
• A proposal becomes binding when you approve it in writing (email or e-signature) and, where required, the initial payment is received.
• Work outside the agreed scope — extra pages, features, rounds, or rush requirements — is quoted separately and starts only after your written approval.
• Timelines assume timely feedback and access from your side; delays in client responses extend delivery dates day for day.

4. Fees & Payment

• Pricing: fees are quoted per proposal, in the currency stated there, and are exclusive of taxes, duties, and third-party costs (hosting, domains, plugins, ad spend, stock assets) unless the proposal says otherwise.
• Deposits: most projects require a non-refundable deposit (typically 40–50%) before work begins, with the balance due at milestones or before final handover.
• Invoices: payable within 7 days of the invoice date by the agreed payment method. Retainers are billed in advance.
• Late payment: overdue balances accrue a late fee of 1.5% per month (or the maximum allowed by law if lower), and we may pause work or withhold deliverables after 10 days' written notice.
• Ad spend & media: advertising budgets must be funded by you before campaigns launch; management fees are separate from media spend.

5. Client Responsibilities

• Provide accurate information, content, brand assets, logins, and access needed to complete the work.
• Review deliverables and give consolidated feedback within 5 business days of each submission.
• Ensure you have rights to all materials you supply (text, images, logos, data) and that they do not infringe third-party rights.
• Keep account credentials secure and notify us promptly of any unauthorized access.
• Appoint one decision-maker authorized to approve work on your behalf.

6. Intellectual Property

• Your content: you retain ownership of materials you provide to us and grant us a license to use them solely to deliver the services.
• Final deliverables: upon full payment, you receive ownership of the final custom deliverables created specifically for you (design files, code, and content listed in the SOW), excluding pre-existing tools, libraries, frameworks, and components.
• Our tools: anything we develop for internal use, or reuse across clients (components, scripts, templates, processes) remains ours; we grant you a perpetual, non-exclusive license to use it as part of the deliverables.
• Portfolio rights: unless you opt out in writing, we may display the work and describe the engagement in our portfolio, case studies, and awards submissions.
• Third-party IP: open-source and commercial components remain subject to their own licenses, which we will identify on request.

7. Third-Party Tools & Licenses

Projects may rely on third-party services such as hosting providers, domain registrars, analytics, payment gateways, stock imagery, font licenses, plugins, and APIs. These are governed by their own terms and pricing, which are your responsibility unless the proposal states we manage them. We are not liable for outages, price changes, or policy changes from third-party providers, but we will help mitigate impacts where reasonably possible.

8. Revisions & Support

• Proposals that include revision rounds cover the number stated (typically two rounds per milestone); additional rounds are billed at the standard hourly rate.
• Post-launch support windows and response times are defined in your proposal or maintenance plan; work outside the plan is billed hourly.
• Bug fixes for defects against the agreed scope are addressed at no charge within 30 days of handover; issues caused by third-party updates, content edits, or code you modify are billable.
• Retainer hours do not roll over unless the proposal says so.

9. Confidentiality

Each party will protect the other's confidential information with at least the care it uses for its own, use it only to perform the engagement, and not disclose it to third parties except to personnel and subcontractors who need it and are bound by similar obligations. Confidential information does not include information that is public, independently developed, or already known to the receiving party. This obligation continues for 3 years after the engagement ends.

10. Warranties & Disclaimers

We warrant that our services will be performed with reasonable skill and care and in line with generally accepted industry standards. Except for that, the website and services are provided "as is" and "as available." We do not warrant any specific search ranking, traffic, revenue, conversion rate, uptime of third-party services, or that the site will be error-free or uninterrupted. We are not responsible for results that depend on factors outside our control, including platform algorithm changes, market conditions, or your own content and operations.

11. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or business opportunities, arising out of these terms or the services — even if advised of the possibility. Our total aggregate liability for any claim relating to the services will not exceed the total fees you paid to us for the specific service giving rise to the claim in the 3 months before the claim occurred. Nothing in these terms limits liability that cannot be limited by law, including for fraud or willful misconduct.

12. Indemnification

You agree to indemnify and hold us harmless from claims, damages, and costs (including reasonable legal fees) arising from: materials you provide that infringe third-party rights; your misuse of the deliverables after handover; your violation of law or third-party terms; or your breach of these terms. We will indemnify you against claims that the custom deliverables we created infringe third-party intellectual property rights, provided you notify us promptly and allow us to defend or settle the claim.

13. Termination & Cancellation

• Either party may terminate an engagement for material breach if the breach is not cured within 10 days of written notice.
• You may cancel a project at any time by written notice; you remain responsible for work completed, committed costs, and the non-refundable deposit up to the cancellation date.
• We may suspend or terminate work immediately for non-payment or illegal or harmful use of our services.
• On termination, we will hand over paid-for work in progress and invoice for work completed; provisions on payment, IP, confidentiality, liability, and indemnity survive termination.

14. Governing Law

These terms are governed by the laws of the State of Texas, United States, without regard to conflict-of-law rules. Any dispute will first be addressed through good-faith negotiation; if unresolved, the courts located in Texas shall have exclusive jurisdiction, unless mandatory consumer protection laws in your place of residence provide otherwise. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

15. Changes to These Terms

We may update these Terms of Services as our services or legal requirements evolve. The "Last updated" date reflects the latest revision. Material changes will be posted on this page and, for active engagements, communicated by email. Continued use of the site or services after an update constitutes acceptance of the revised terms.

16. Contact Us

Questions about these terms? Reach us any of these ways:

• Email: info@digitalgrid360.com
• WhatsApp USA: +1 (857) 318-3463
• WhatsApp Saudi Arabia: +966 54 166 9261
• WhatsApp Pakistan: +92 344 8895418
• Contact form: digitalgrid360.com/contact