1. Client Responsibilities

As a client of Zain Tech House, you agree to:

• Provide timely, accurate, and complete information, content (text, images, videos, logos, access credentials), and feedback as reasonably required for the project.
• Ensure that all content provided to us is owned by you or that you have obtained all necessary licenses, permissions, and rights for its use, and that such content does not infringe on any third-party intellectual property rights, privacy rights, or other legal rights.
• Appoint a primary contact person for communication, approvals, and decision-making, and ensure timely responses to our inquiries.
• Review and approve deliverables within the agreed-upon timeframes specified in the Service Agreement or other communications. Delays in client feedback or approvals may impact project timelines and potentially incur additional costs.
• Make timely payments as per the agreed payment schedule outlined in the Service Agreement.
• Maintain the security of your own accounts and systems, including providing us with secure access credentials only when necessary and revoking them upon project completion.

2. Payments and Billing

• Pricing: Our pricing for services will be clearly outlined in the individual Service Agreement.
• Payment Schedule: Payment terms, including initial deposit requirements, milestone payments, recurring fees for ongoing services, and final payment, will be specified in the Service Agreement.
• Invoicing: Invoices will be issued as per the agreed-upon schedule. All invoices are due upon receipt unless otherwise specified.
• Late Payments: Payments not received by the due date may be subject to a late fee of [e.g., 1.5% per month or the maximum amount permitted by New York law, whichever is less] on the outstanding balance, compounded monthly. We reserve the right to suspend services, withhold deliverables (including website launch or access to completed work), or terminate the Service Agreement if payments are not received within [e.g., 7-15] days of the due date.
• Taxes: All prices are exclusive of applicable federal, state, and local taxes (e.g., New York sales tax), which will be added to invoices where required by law.
• Refunds: Our refund policy, available on our website at [Link to your Refund Policy Page], forms an integral part of these Terms.

3. Project Timelines and Deliverables

• Estimates: Project timelines and delivery dates provided are estimates based on initial discussions and client cooperation. They are subject to change based on factors such as client delays, scope changes, unforeseen technical issues, or force majeure events.
• Approvals: Client approval is required at various stages of the project. Client will be provided with opportunities for review and feedback. Failure to provide timely feedback or approvals may extend project timelines.
• Deliverables: Deliverables will be provided as outlined in the Service Agreement. Once deliverables are approved by the client and full and final payment has been received, ownership transfers to the client, subject to Section 5 herein.

4. Intellectual Property

• Client Content: You represent and warrant that you own all intellectual property rights (including copyrights, trademarks) or have obtained all necessary licenses and permissions for any content (text, images, videos, logos, etc.) you provide to Zain Tech House for use in our services. You grant Zain Tech House a non-exclusive, royalty-free, worldwide license to use, reproduce, modify, adapt, publish, display, and distribute your content solely for the purpose of providing the agreed-upon services and fulfilling our obligations under the Service Agreement.
• Agency Work Product: Upon full and final payment for a project, and unless otherwise specified in the Service Agreement, ownership of the final, completed work product (e.g., website code, final graphic designs, delivered marketing copy) developed specifically for the client will transfer to the client. This transfer does not include our pre-existing intellectual property, proprietary tools, or third-party licensed materials.
• Agency Tools & Resources: Zain Tech House retains all intellectual property rights to its proprietary tools, methodologies, pre-existing software, templates, libraries, and any other intellectual property that we owned or developed prior to or independently of the client project. These are licensed to the client for use as part of the delivered service, but ownership remains with Zain Tech House.
• Portfolio Rights: We reserve the right to display the completed work for portfolio, case study, and marketing purposes (e.g., on our website, social media, proposals), unless otherwise agreed upon in writing in the Service Agreement. We will respect confidentiality regarding sensitive client information when showcasing work.

5. Confidentiality

Both Zain Tech House and the client agree to keep confidential all non-public information obtained from the other party during the course of the engagement, including but not limited to business strategies, client lists, financial data, marketing plans, technical specifications, and trade secrets. This obligation of confidentiality shall survive the termination of the Service Agreement. This obligation does not apply to information that is: (a) publicly available; (b) independently developed by the receiving party; (c) lawfully obtained from a third party without restriction; or (d) required to be disclosed by law or court order.

6. Warranties and Disclaimers

• Our Warranty: We warrant that our services will be performed in a professional and workmanlike manner, utilizing reasonable care and skill, and in accordance with generally accepted industry standards.
• No Guarantees: While we strive for excellent results, we do not guarantee specific outcomes, such as exact rankings in search engines, specific conversion rates, sales figures, or business success. Digital marketing results can vary due to numerous external factors beyond our control, including changes in algorithms, market conditions, competitor activities, and client’s internal operations.
• Third-Party Services: We are not responsible for the performance, availability, or policies of third-party services, software, or platforms (e.g., Google, Facebook, hosting providers, payment gateways) that may be used in conjunction with our services.
• Disclaimer: OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZAIN TECH HOUSE (INCLUDING ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS) SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES, ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, ANY CONTENT OBTAINED FROM THE SERVICES, OR UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF ZAIN TECH HOUSE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL ZAIN TECH HOUSE’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNT PAID BY YOU TO ZAIN TECH HOUSE FOR THE SPECIFIC SERVICES DIRECTLY GIVING RISE TO THE CLAIM IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

8. Indemnification

You agree to indemnify, defend, and hold harmless Zain Tech House and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from: (a) your access to or use of the services; (b) your violation of these Terms or any Service Agreement; (c) your infringement of any third-party intellectual property or other right; (d) your provision of content that is unlawful, defamatory, or infringes on any third-party rights; or (e) any breach of your representations and warranties.

9. Termination

• Termination by Client: You may terminate a Service Agreement with Zain Tech House by providing written notice as specified in your Service Agreement. Early termination may result in forfeiture of deposits and/or require payment for all work completed up to the termination date, as well as any non-cancelable commitments or third-party costs incurred.
• Termination by Agency: We may terminate a Service Agreement or suspend services immediately if you breach these Terms, fail to make timely payments, engage in fraudulent or unlawful activity, or for other justifiable reasons, with written notice.
• Effect of Termination: Upon termination, any outstanding payments for services rendered become immediately due. We will deliver any completed work for which full payment has been received. Certain provisions of these Terms, including but not limited to sections on Intellectual Property, Confidentiality, Warranties and Disclaimers, Limitation of Liability, Indemnification, Governing Law, and Dispute Resolution, shall survive termination.

10. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law principles.

Any dispute arising out of or relating to these Terms or our services shall first be attempted to be resolved amicably through good-faith negotiations between the parties. If an amicable resolution cannot be reached, the parties agree to submit to the exclusive jurisdiction of the state and federal courts located in New York City, New York.

11. Changes to These Terms

We reserve the right to modify or replace these Terms at any time. Suppose a revision is material (as determined in our sole discretion). In that case, we will provide at least thirty (30) days’ notice before any new terms take effect, typically by posting on our website or sending an email notification. By continuing to access or use our services after those revisions become effective, you agree to be bound by the revised terms.

12. Entire Agreement

These Terms, together with any applicable Service Agreement and our Privacy Policy and Refund Policy, constitute the entire agreement between you and Zain Tech House regarding the use of our website and services, superseding all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.