1. Growthz.ai provides comprehensive AI-powered marketing services, delivered through expert-guided workflows. Our Services are designed to enhance your digital marketing across content strategy, creation, distribution, and conversion optimization. Specific offerings include, but are not limited to

• Content Strategy & Research: In-depth analysis and planning for data-driven content development.
• AI Workflow Adaptation & Content Production: Use of proprietary AI models and expert review to create high-quality, on-brand content (e.g., ad copy) and ad creatives (static, animated, or video).
• Content Calibration & Optimization: Continuous refinement and performance improvement of generated content and creatives.
• Campaign Management & Launch: Support with ad account creation, campaign setup, and launching on designated platforms.
• Performance Optimization: Ongoing monitoring, AI-driven performance predictions, and real-time optimization of live campaigns to maximize results and ROI. This includes a comprehensive "Hawkeye" dashboard view of key performance metric
• Reporting & Insights: Concise, actionable reports and recommendations informed by campaign data.

2. The precise scope, deliverables, timelines, and pricing for your specific engagement will be set out in a mutually agreed Statement of Work (SOW) or Service Agreement.

1. Timely Provision of Information and Access: To ensure the successful delivery of Services, you agree to provide Growthz.ai with accurate, complete, and timely information, including but not limited to:
   • Access credentials for required marketing platforms (e.g., ad accounts, analytics tools, CMS).
   • Relevant App/Play Store links for creative production.
   • Comprehensive brand guidelines, style guides, and marketing assets.
   • Any specific data or performance insights relevant to the Services.

Delay Impact: Delays or failure to provide requested information or access in a timely manner may directly impact Growthz.ai's ability to deliver Services within agreed-upon timelines and may necessitate adjustments to project schedules or deliverables.

2. Prompt Review and Approvals: You are responsible for reviewing and approving all deliverables in a timely manner, including but not limited to ad copy, creatives (static, animated, or video), content drafts, campaign strategies, and proposed optimizations.
   • Growthz.ai will establish clear channels for communication and feedback (Depending on the plan.. In general it will be email but for Enterprise there will be scheduled review calls).
   • Delay Impact: Extended delays in providing feedback or approvals may cause campaign launch postponements, missed optimization opportunities, or necessary adjustments to agreed timelines or fees.
3. Active Communication: You agree to maintain open, clear, and timely communication with your dedicated Growthz.ai team throughout the engagement.
4. Ad Account Authorization & Compliance: When Services involve managing your advertising accounts, you will grant Growthz.ai the required administrative or editor-level access. You acknowledge and agree that:
   • You remain the sole owner of your ad accounts and are financially responsible for all ad spend incurred on third-party platforms.
   • You are solely responsible for ensuring compliance with applicable laws, regulations, and the terms of service of all third-party advertising platforms (e.g., Google Ads, Meta Ads).
5. Content & Creative Vetting: While Growthz.ai works to create compliant content and creatives based on the information and guidelines you provide, final responsibility for the accuracy, legality, and appropriateness of all ad copy, visuals, and content rests with you.

1. Service Fees: You agree to pay Growthz.ai the fees for the Services as specified in your Service Agreement. Our managed service model is subscription-based, with fees billed either monthly or annually, depending on the plan you select.
2. Advance Payments: All Services are provided on a prepaid basis. Payments are due in advance of each service period, as outlined in your Service Agreement. Invoices will be issued accordingly, and payment must be completed before Services are activated or renewed.
3. Recurring Billing: Unless otherwise stated, subscriptions automatically renew at the end of each billing cycle (monthly or annual). By subscribing, you authorize Growthz.ai (or its designated payment processor) to charge recurring payments using the payment method on file.
4. Payment Failure: If your payment method is declined, expired, or otherwise fails, Growthz.ai will notify you to update your billing information. If payment is not received within 24 hours (1) day of the due date, Growthz.ai may suspend or terminate your access to the Services until payment is successfully processed.
5. Late Payments: Because all Services are prepaid, traditional late payment fees do not apply. However, failure to authorize recurring billing or to complete payment prior to the start of a new billing cycle may result in suspension or termination of the Services.
6. Taxes: All fees are quoted exclusive of any applicable taxes (including, without limitation, Goods and Services Tax (GST), Value Added Tax (VAT), sales tax, or withholding tax). Any such taxes will be added to your invoice where required by law, and you are solely responsible for their payment.
7. Ad Spends & Third-Party Costs: The Service fees do not include your advertising budget for third-party ad platforms or any other external expenses (e.g., stock media licensing, platform fees). You are solely responsible for managing and paying all such third-party costs directly to the respective providers.
8. Client-Provided Credit Line: If you use your own credit line with third-party advertising platforms (e.g., Google, Meta, TikTok), you will be responsible for making all ad spend payments directly to those platforms. Growthz.ai will continue to monitor account activity and provide alerts regarding low balances or credits, along with reminders to top up your wallet as required by the respective platform.

1. Term: These Terms remain in effect for the entire duration of your active engagement with Growthz.ai, as defined in your Service Agreement.
2. Cancellation: To cancel your Growthz.ai subscription, you may do so at any time via your user profile. Once your cancellation request is processed, auto-renewal will be stopped for future billing cycles. Your subscription will remain active until the end of the current paid billing cycle, and you will not be charged beyond that period.
3. Continued Service Access After Cancellation: Even after submitting a cancellation request, you will continue to enjoy full access to Growthz.ai Services until the end of your current paid billing cycle. This includes access to our team, AI-powered workflows, campaign management, and reporting features.

1. Client's Existing Intellectual Property: Any intellectual property, data, content, or materials you provide to Growthz.ai ("Client Materials") will remain your exclusive property. By providing Client Materials, you grant Growthz.ai a limited, non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display them solely for the purpose of delivering the Services.
2. Deliverables: All final and approved deliverables created by Growthz.ai under a Service Agreement (e.g., original ad copy, static or animated creatives, video ads, content pieces) will become your property once all service fees have been paid in full.
3. Growthz.ai's Proprietary Technology: Growthz.ai retains all rights, title, and interest in its proprietary technologies, including AI algorithms, models, methodologies, expert-guided workflows, software (such as the "Hawkeye" system), tools, templates, and know-how used to provide the Services. Nothing in these Terms or any Service Agreement gives you any rights to use, copy, access, or reverse-engineer Growthz.ai technology beyond receiving the Services themselves.
4. Data Usage for Service Improvement: You agree that Growthz.ai may use anonymized and aggregated data derived from your use of the Services to improve its AI models, algorithms, and overall offerings. This data will not identify you or disclose your specific business performance.
5. Testimonials and Case Studies: Growthz.ai may, with your prior written approval for each specific instance, use your company name, logo, and a general description of the Services provided and results achieved for limited marketing, promotional, or educational purposes (e.g., our website, presentations, or case studies).

1. Both parties acknowledge that during the course of these Terms, they may obtain or develop confidential Information of the other party. "Confidential Information" means any non-public, proprietary information, including but not limited to business plans, strategies, financial information, customer data, technical data, marketing plans, and trade secrets.
2. Each party agrees to keep the other party's confidential Information and use it solely to fulfill its obligations under these Terms. Neither party shall disclose, reproduce, or distribute the other party's confidential information to any third party without prior written consent, except as required by law.
3. The obligations of confidentiality survive termination of these Terms or indefinitely in the case of trade secrets.
4. Confidential Information does not include information that
   • (a) is or becomes publicly available without fault of the receiving party
   • (b) was already known to the receiving party prior to disclosure
   • (c) is rightfully obtained from a third party without restriction
   • (d) is independently developed without use of the disclosing party's Confidential Information

1. Services Provided "As Is" and "As Available": The Services are provided on an "as is" and "as available" basis. Growthz.ai disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement
2. Limitation of Liability: To the fullest extent permitted by law, Growthz.ai and its affiliates, directors, employees, agents, suppliers, or licensors shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including loss of profits, data, goodwill, or other intangible losses, arising from
   • Your access to or use, or inability to access or use, the Services
   • Any third-party content or conduct on the Services
   • Content obtained through the Services
   • Unauthorized access, use, or alteration of Your transmissions or content, whether based on warranty, contract, tort (including negligence), or other legal theory, even if Growthz.ai was advised of the possibility of such damages
3. Maximum Aggregate Liability: Growthz.ai's total liability to You for all claims related to these Terms or Services shall not exceed the fees paid by You in the two (2) months immediately preceding the event giving rise to the claim.
4. No Guarantees of Performance: Growthz.ai uses advanced AI, data analytics, and expertise to optimize marketing performance. However, due to the inherent unpredictability of digital advertising, evolving market conditions, platform algorithm changes, and competition, Growthz.ai does not guarantee specific sales, leads, conversions, ROI, or other financial outcomes. All predictions and optimizations are based on historical data and probabilistic models and are not assurances of future results.

You agree to defend, indemnify, and hold harmless Growthz.ai, its affiliates, licensors, employees, contractors, agents, officers, and directors from any claims, damages, losses, liabilities, costs, or expenses (including attorney's fees) arising from

1. Your use of the Services
2. Content or data You provide;
3. Your breach of these Terms or any Statement of Work;
4. Violation of any applicable law
5. Violation of third-party rights, including intellectual property or privacy rights.

1. Governing Law: These Terms shall be governed by the laws of India, without regard to conflict of law principles
2. Dispute Resolution: Any disputes shall be resolved exclusively by arbitration under the Arbitration and Conciliation Act, 1996, as amended. A sole arbitrator appointed by mutual agreement shall conduct the arbitration in Gurugram, Haryana, India, in English. The arbitrator's decision shall be final and binding.

1. Severability: If any provision is found unenforceable, it will be limited or removed to the minimum extent necessary, and the remaining Terms will remain effective.
2. Waiver: No waiver of any term shall be considered a continuing waiver, and failure to enforce any right is not a waiver.
3. Assignment: You may not assign your rights or obligations without Growthz.ai's written consent, while Growthz.ai may assign at its discretion, provided it does not materially reduce your rights.
4. Entire Agreement: These Terms and any executed Service Agreements constitute the entire agreement and supersede prior agreements, written or oral.

1. Growthz.ai may modify these Terms at its sole discretion. For material changes, Growthz.ai will make reasonable efforts to provide at least 30 days' notice before changes take effect. What is material is determined solely by Growthz.ai.
2. Continued use of Services after changes indicates your acceptance of the revised Terms. If you do not agree, you must stop using the Services.