Last updated:
Sep 10, 2025
Introduction
Welcome to Marketives (“Marketives,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your access to and use of our website, communications, and the creative, strategy, development, and media services we provide (collectively, the “Services”). By signing a proposal, estimate, Statement of Work (“SOW”), or using our Services, you agree to these Terms.
If you are entering these Terms on behalf of a company or organization, you represent that you have the authority to bind that entity. If you do not agree, do not use the Services.
Effective Date: The earlier of (a) the date you sign an SOW or (b) the date you first use our Services.
Definitions
Client (“you,” “your”): The individual or entity purchasing Services from Marketives.
SOW: A written scope of work, proposal, estimate, order form, or email confirmation describing Services, deliverables, timelines, and fees.
Deliverables: The tangible outputs we create under an SOW (e.g., brand assets, designs, code, copy, photos, audio).
Media Spend: Budgets paid to third-party platforms (e.g., Google, Meta, Spotify, OOH vendors).
Pre-Existing IP: Methods, tools, code libraries, templates, and other intellectual property owned by Marketives prior to or outside an SOW.
How We Work (SOWs, Changes, Approvals
SOW Required. Each engagement will be governed by an SOW. If there is a conflict, the SOW controls over these Terms.
Discovery & Assumptions. Estimates rely on information available at the time. If scope changes, we’ll notify you and submit a change order or revised SOW.
Revisions. Unless stated otherwise in the SOW, creative Deliverables include two (2) rounds of revisions per milestone. Additional rounds are billed at our then-current rates.
Approvals & Timelines. Client approvals must be in writing (email is fine). Timelines depend on your timely feedback, content, and access. Delays by you may extend timelines.
Acceptance. Deliverables are deemed accepted the earlier of (a) written approval or (b) five (5) business days after delivery with no written rejection specifying reasonable, objective issues against the SOW.
Client Responsibilities
Access & Assets. You’ll provide timely access to accounts (e.g., Google, Meta, Shopify), stakeholders, brand assets, product info, and any third-party approvals (e.g., legal, regulatory, medical).
Rights & Permissions. You represent that any materials you supply (logos, photos, testimonials, music, fonts, data, claims) are accurate and you have the rights to use them.
Compliance. You are responsible for compliance with laws applicable to your business and content (e.g., advertising standards, consumer protection, privacy, health and financial regulations).
Email/SMS List Quality. For MarketEmail or SMS, you confirm recipients have valid consent and that sending complies with CAN-SPAM, TCPA, GDPR/UK-GDPR, and similar laws.
Fees, Invoicing, and Taxes
Fees. Fees are set out in the SOW. Unless specified, media spend is separate from our fees.
Retainers & Deposits. We may require an upfront retainer or deposit before work begins. Ongoing retainers are billed monthly in advance.
Payment Terms. Invoices are Net 15 unless otherwise stated. Late amounts may incur the lesser of 1.5% per month or the maximum allowed by law. We may pause work for overdue balances.
Expenses. Reasonable out-of-pocket costs (e.g., stock, OOH production, travel, usage fees, talent/model fees, transcription, shipping) will be pre-approved and invoiced to you at cost.
Taxes. Fees exclude taxes. You are responsible for applicable sales, use, VAT/GST, or similar taxes (excluding our income taxes).
Media Funds. Media spend is typically paid directly by Client to the platform/vendor. If we advance funds, you agree to reimburse within 5 business days of invoice.
Advertising, PR, and Performance Disclaimers
No Guaranteed Results. We cannot guarantee rankings, coverage, specific placements, impressions, conversions, or revenue. Platform algorithms, auctions, inventory, and editorial decisions are outside our control.
Platform Compliance. Ads/content must comply with platform policies (e.g., Google, Meta, Spotify, iHeart, OOH vendors). Rejections or takedowns by platforms/vendors are not our breach.
Earned Media & PR. Editorial mentions are at the sole discretion of publishers. We do not pay for coverage unless expressly labeled as paid placements and approved by you.
ORM/Reviews. We cannot remove third-party content we do not control. ORM efforts are best-effort, not guaranteed.
Web, Commerce, and Hosting
Third-Party Services. Websites, shops, analytics, and integrations may rely on third-party platforms (e.g., Framer, Shopify, Cloudflare, Google). Their performance, updates, or outages are not our responsibility.
Security & Backups. Unless your SOW includes maintenance, hosting, or security services, you are responsible for hosting, backups, SSL, updates, and account security.
Open-Source & Licenses. Some Deliverables may include open-source or third-party components subject to their licenses. Font/software licenses are typically non-transferable and may require separate purchase by Client.
Accessibility. We aim for best practices; formal accessibility conformance (e.g., WCAG 2.2 AA audits and remediation) is included only if explicitly scoped.
Intellectual Property
Ownership. Upon full payment of all amounts due under the applicable SOW, Marketives assigns to you the ownership of final, approved Deliverables expressly identified as final (e.g., final logo files, final site/theme code, final ad assets).
Agency Tools & Pre-Existing IP. We retain all rights to our Pre-Existing IP and any general know-how, frameworks, and processes used to create the Deliverables. We grant you a non-exclusive, perpetual, worldwide license to use embedded Pre-Existing IP solely as part of the Deliverables.
Third-Party Materials. Stock images, music, fonts, code, and other third-party assets are subject to their own licenses and may impose usage limits. You agree to comply with such terms.
Working Files. Unless your SOW states otherwise, editable working files (e.g., raw design files, layered PSD/AE, RAW photos, project files) are not included. Delivery comprises industry-standard export formats suitable for the intended use.
Portfolio Use. We may reference the project (name, logo, screenshots, non-confidential results) in our portfolio, website, creds, and award submissions. If you require confidentiality, notify us in writing before the SOW begins.
Content Standards
You will not request or require us to produce content that is illegal, defamatory, infringing, deceptive, discriminatory, or otherwise violates law or platform policies. Health, finance, environmental, or efficacy claims must be substantiated by you with credible evidence.
Subcontractors & Independent Contractor
We may use vetted subcontractors or freelancers. We remain responsible for the work. Marketives acts as an independent contractor; nothing creates a partnership, franchise, or employment relationship.
Non-Solicitation
During the engagement and for 12 months thereafter, you agree not to solicit or hire Marketives employees or key contractors who worked on your project, unless we give prior written consent.
Term, Suspension, and Termination
Term. These Terms start on the Effective Date and continue while any SOW is active.
Convenience. Either party may terminate an SOW for convenience with 30 days’ written notice.
For Cause. Either party may terminate immediately for a material breach not cured within 10 days after written notice.
Suspension. We may suspend Services for non-payment, legal risk, or policy violations.
Effect of Termination. You will pay for (a) Services performed through the termination date, (b) non-cancelable commitments, and (c) any agreed wind-down fees. Upon full payment, we will deliver in-progress work appropriate for handover.
Warranties & Disclaimers
Our Warranties. We warrant that we will perform Services in a professional and workmanlike manner consistent with industry standards.
Your Warranties. You warrant that materials you provide do not infringe third-party rights and that your products, claims, and required disclosures are lawful.
Disclaimer. Except as expressly stated, the Services and Deliverables are provided “as is” without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant uninterrupted or error-free operation or specific outcomes.
Indemnification
By Client. You will defend, indemnify, and hold Marketives harmless from claims, damages, liabilities, costs, and expenses arising out of (a) materials or instructions you provide, (b) your products/services, (c) your misuse of the Deliverables, or (d) your breach of these Terms.
By Marketives. We will defend, indemnify, and hold you harmless from third-party claims that the final, paid Deliverables (excluding Client materials or third-party components) infringe a valid IP right, provided you promptly notify us and allow us to control the defense. Our obligations do not apply to combinations or modifications not made by us.
Limitation of Liability
To the fullest extent permitted by law, Marketives’ total liability for any claim arising out of or relating to the Services, these Terms, or an SOW is limited to the amount you paid to Marketives for the Services giving rise to the claim in the three (3) months preceding the event. We are not liable for indirect, incidental, special, punitive, or consequential damages (including lost profits, revenue, data, or goodwill), even if advised of the possibility.
Force Majeure
Neither party is liable for delays or failures due to events beyond reasonable control (e.g., natural disasters, strikes, war, acts of government, widespread platform outages, or network failures). Payments due for work already performed remain payable.
Notices
Notices must be in writing and sent to the addresses in the SOW or by email with confirmation of receipt. Notices are deemed given upon confirmation or one business day after dispatch by a reputable courier.
Governing Law; Dispute Resolution
These Terms and any SOW are governed by the laws of the State of New York, without regard to conflict of laws rules. Disputes will be resolved by binding arbitration in New York City, New York, conducted in English under the rules of the American Arbitration Association. Class actions are waived. Either party may seek injunctive relief in a court of competent jurisdiction (New York County) to protect IP or Confidential Information.
Changes to Terms
We may update these Terms from time to time. Material changes will be posted on our website. The version in effect when you sign an SOW will continue to govern that SOW unless both parties agree otherwise.
Entire Agreement; Order of Precedence
These Terms, together with any SOW, are the entire agreement between you and Marketives regarding the Services and supersede all prior discussions. If there’s a conflict, SOW → Terms → proposal is the order of precedence. No waiver is effective unless in writing.
Contact Us
Questions about these Terms?
Marketives
East Royal Lane, #290, Irving, TX-75039
Email: hello@marketives.io
Phone: +91 8977768894
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