Terms & Conditions
These Terms and Conditions ("Terms") govern the relationship between Artwing Studios ("Agency") and the client ("Client"), for the provision of digital marketing services ("Services").
1. Services
1.1. The specific Services to be provided will be outlined in a separate Service Agreement ("Agreement") between Agency and Client.
1.2. The Agreement will detail the scope of work, deliverables, timelines, and fees for the Services.
2. Client Responsibilities
2.1. Client shall provide Agency with all necessary materials, information, and access to Client's accounts and platforms in a timely manner to complete the Services.
2.2. Client is responsible for the accuracy and legality of all content provided to Agency for use in the Services.
2.3. Client shall promptly review and approve all deliverables submitted by Agency.
2.4. Client agrees to cooperate with Agency in all aspects of the Services.
3. Agency Responsibilities
3.1. Agency will perform the Services with reasonable skill and care in accordance with the Agreement.
3.2. Agency will use commercially reasonable efforts to meet the deadlines outlined in the Agreement.
3.3. Agency will keep Client informed of the progress of the Services and any potential issues.
3.4. Agency will not be held liable for any delays or failures caused by Client's failure to provide necessary materials or approvals on time.
4. Intellectual Property
4.1. Client retains ownership of all intellectual property rights ("IPR") in the materials provided to Agency.
4.2. Agency retains ownership of all IPR created by Agency in the course of performing the Services, unless otherwise agreed upon in writing.
4.3. Agency grants Client a non-exclusive, royalty-free license to use the deliverables created for the Services for the sole purpose of Client's marketing activities.
5. Confidentiality
5.1. Both parties agree to keep confidential all non-public information disclosed by the other party in connection with the Services.
5.2. This obligation shall not apply to information that is already publicly known, is independently developed, or is rightfully obtained from a third party.
6. Term and Termination
6.1. The term of these Terms shall commence on the Effective Date of the Agreement and shall continue until the Agreement is terminated as provided herein.
6.2. Either party may terminate the Agreement for any reason upon written notice to the other party.
6.3. In the event of termination, Client shall pay Agency for all Services rendered up to the date of termination.
7. Payment
7.1. Client shall pay Agency the fees set forth in the Agreement in accordance with the payment schedule specified therein.
7.2. Late payments shall be subject to a late fee at the rate set out in the agreement.
8. Disclaimer of Warranties
8.1. THE SERVICES ARE PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. AGENCY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9. Limitation of Liability
9.1. IN NO EVENT SHALL AGENCY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, EVEN IF AGENCY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Use of Your Personal Data
The Company may use Personal Data for the following purposes:
To provide and maintain our Service, including to monitor the usage of our Service.
To manage Your Account: to manage Your registration as a user of the Service. The Personal Data You provide can give You access to different functionalities of the Service that are available to You as a registered user.
For the performance of a contract: the development, compliance and undertaking of the purchase contract for the products, items or services You have purchased or of any other contract with Us through the Service.
To contact You: To contact You by email, telephone calls, SMS, or other equivalent forms of electronic communication, such as a mobile application’s push notifications regarding updates or informative communications related to the functionalities, products or contracted services, including the security updates, when necessary or reasonable for their implementation.
To provide You with news, special offers and general information about other goods, services and events which we offer that are similar to those that you have already purchased or enquired about unless You have opted not to receive such information.
To manage Your requests: To attend and manage Your requests to Us.
For business transfers: We may use Your information to evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Data held by Us about our Service users is among the assets transferred.
For other purposes: We may use Your information for other purposes, such as data analysis, identifying usage trends, determining the effectiveness of our promotional campaigns and to evaluate and improve our Service, products, services, marketing and your experience.
We may share Your personal information in the following situations:
With Service Providers: We may share Your personal information with Service Providers to monitor and analyze the use of our Service, to contact You.
For business transfers: We may share or transfer Your personal information in connection with, or during negotiations of, any merger, sale of Company assets, financing, or acquisition of all or a portion of Our business to another company.
With Affiliates: We may share Your information with Our affiliates, in which case we will require those affiliates to honor this Privacy Policy. Affiliates include Our parent company and any other subsidiaries, joint venture partners or other companies that We control or that are under common control with Us.
With business partners: We may share Your information with Our business partners to offer You certain products, services or promotions.
With other users: when You share personal information or otherwise interact in the public areas with other users, such information may be viewed by all users and may be publicly distributed outside.
With Your consent: We may disclose Your personal information for any other purpose with Your consent.