Terms & Conditions

1. About these terms

These terms are an agreement between you and Wolke Systems, Patna, Bihar, India ("Wolke Systems", "we", "us"). By using this website, signing a proposal, paying an invoice, or using our platform, you agree to them. If you are agreeing on behalf of a business, you confirm you have authority to bind it.

These terms are an electronic record under the Information Technology Act, 2000 and the rules made under it, and are enforceable under section 10A of that Act and the Indian Contract Act, 1872 without a physical or digital signature.

Our services are offered to businesses and professionals for business purposes. You must be at least 18 years old and competent to contract under section 11 of the Indian Contract Act, 1872.

2. Definitions

• "Client" or "you" — the person or business that engages us or uses the platform.
• "Proposal" — the written proposal, statement of work, or email we both agree to, setting out scope, fee and start date for an engagement.
• "Services" — paid social, search and shopping campaign management, creative production, landing pages, tracking and related work described in a Proposal.
• "Platform" — our campaign-management software, including any version given to you to use.
• "Ad Network" — a third-party advertising platform such as Meta (Facebook, Instagram) or Google Ads.
• "Ad Spend" — money paid to an Ad Network to run your ads. It is separate from our fee.
• "Client Materials" — logos, product images, videos, copy, data and anything else you give us.
• "Deliverables" — creative, copy, landing pages, reports and other work we produce specifically for you.

3. Using the website

The website describes who we are and how we work. It is general information, not an offer or a contract for any particular service. You may read, link to and share it. You may not copy its design or content for commercial use, scrape it in bulk, attempt to break or overload it, or use it for any purpose unlawful under Indian law.

Links to other websites are provided for convenience. We are not responsible for their content or their privacy practices.

4. Our services

Each engagement is defined by its Proposal, which sets out scope, deliverables, fee and start date. Work outside that scope needs a written change, which may change the fee.

A typical engagement begins with a review of your account history, creative and lead path, followed by a test period and then scaling of what works, with a monthly review together. Timelines we give are good-faith estimates and depend on you providing access, materials and approvals on time.

We may use trained staff or vetted contractors to perform the Services. We remain responsible for their work and they are bound by confidentiality obligations no weaker than ours.

5. Fees, GST and payment

• Flat fee. We charge a flat monthly fee agreed in the Proposal. We do not take a percentage of your Ad Spend or any commission or rebate from Ad Networks on your account.
• Invoices. Monthly fees are invoiced in advance at the start of each month and are due within 7 days of the invoice date. One-off work is invoiced as set out in its Proposal.
• Taxes. Fees exclude Goods and Services Tax (GST), which is added at the applicable rate (currently 18% for advertising and related services) and shown on a GST-compliant tax invoice. If you deduct tax at source (TDS), please send us the TDS certificate in time for our filings.
• Ad Spend. You pay Ad Spend directly to the Ad Network using your own payment method. We do not handle, hold or advance Ad Spend unless a Proposal says otherwise in writing.
• Late payment. If an invoice is unpaid 15 days after its due date, we may pause the Services after giving you written notice, and charge simple interest at 1.5% per month on the overdue amount. Pausing does not extend the commitment period.
• Refunds. Monthly fees cover our time and are not refundable once the month has started, except where we have failed to provide the Services and not put it right after notice, or where the law requires a refund.
• Price changes. We may change fees for future periods by giving at least 30 days' written notice. Fees for a period already invoiced do not change.

6. Term and termination

• Initial commitment. Campaign engagements start with a 90-day commitment, because paid campaigns need that long to give an honest reading. There is no annual lock-in.
• After 90 days. The engagement continues month to month. Either of us can end it by giving 30 days' written notice (email is fine).
• Ending early. If you end the engagement during the first 90 days for convenience, the fees for the remainder of the 90 days remain payable.
• For cause. Either of us may end the engagement immediately by written notice if the other materially breaches these terms or the Proposal and does not fix the breach within 15 days of being told, or becomes insolvent. We may also stop immediately if continuing would require us to break the law or an Ad Network's policies.
• On ending. You pay for work done up to the end date. We hand over Deliverables that have been paid for, remove our access to your ad accounts, revoke Platform tokens, and delete your data as set out in our Privacy Policy.

7. Your responsibilities

You agree to:

• Give us timely access to your ad accounts, business manager, website, analytics and CRM as needed, and keep ownership of them in your name.
• Provide accurate information about your products, services, pricing and offers, and tell us promptly when anything changes.
• Hold every licence, registration or approval your business needs to advertise — for example FSSAI for food, RERA registration for real estate, SEBI or RBI authorisation for financial products, or AYUSH and drug-licensing approvals for health products — and share proof when we ask.
• Have the rights to all Client Materials, including consent from any person shown in them and permission for any music, fonts or third-party content.
• Review and approve creative and claims before they go live. Approval by you, or silence for 3 working days after we send something for review, counts as approval.
• Comply with each Ad Network's terms and advertising policies, which apply to your account.
• Give the people who respond to your ads a proper privacy notice and obtain any consent the Digital Personal Data Protection Act, 2023 requires.

8. Advertising law and what we won't run

Advertising in India is regulated, and both the advertiser and those who design or run ads can be held responsible. You and we will each comply with, as they apply:

• The Consumer Protection Act, 2019, including its provisions on misleading advertisements and unfair trade practices, and the Central Consumer Protection Authority's Guidelines for Prevention of Misleading Advertisements and Endorsements, 2022 and Guidelines for Prevention and Regulation of Dark Patterns, 2023.
• The Advertising Standards Council of India (ASCI) Code for Self-Regulation of Advertising Content, including its guidelines on influencer disclosures.
• Sector-specific laws such as the Drugs and Magic Remedies (Objectionable Advertisements) Act, 1954, the Cigarettes and Other Tobacco Products Act, 2003, the Food Safety and Standards (Advertising and Claims) Regulations, 2018, and rules issued by SEBI, RBI, IRDAI and RERA authorities.
• The Information Technology Act, 2000 and the IT (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, as amended.

Claims in your ads must be truthful and you must hold evidence to back them. We may refuse, edit or pause any ad that we reasonably believe is misleading, unsubstantiated, discriminatory, defamatory, infringes someone's rights, uses dark patterns, targets children, or breaks the law or an Ad Network's policies. Doing so is not a breach of our obligations.

We do not run advertising for gambling or betting, unlicensed financial schemes, tobacco or surrogate liquor products, prescription drugs, weapons, or any product or service prohibited in India.

9. AI-assisted creative

Part of our creative production uses automated and AI generation tools, working from your real product material. A person on our team chooses the angle, writes or edits the script, and makes the final call on every piece before it is sent to you for approval.

• We will not create synthetic images, video or audio that depict a real, identifiable person without that person's documented consent, or that falsely present a real event.
• Where creative contains realistic synthetically generated content, we will label it as the IT Rules, 2021 (as amended in February 2026) and each Ad Network's policies require, and we will not remove required labels or provenance metadata.
• AI-generated imagery must not exaggerate what your product actually looks like or does. If a product shot is generated or materially edited, the result must still be a fair representation.
• AI output may resemble existing works by chance. We review for obvious conflicts, but you should tell us if you know of a risk specific to your market.

10. The campaign platform

The Platform is currently in private use with our own accounts and selected clients. If we give you access:

• Accounts. Keep your login private and tell us immediately about any unauthorised use. You are responsible for activity under your account.
• Connecting ad accounts. You connect your Ad Network accounts through the Ad Network's official sign-in. You authorise us to read data and to create, edit, launch and pause campaigns within those accounts on your instructions. You can revoke this at any time; we delete the access token when you do.
• Acceptable use. You must not reverse-engineer, copy, resell or sublicense the Platform; probe or bypass its security; upload malware or unlawful content; or use it to run ads that break section 8 above.
• Availability. We aim to keep the Platform available and accurate but provide it without a service-level guarantee. Features may change. We may suspend access to fix a security issue, to comply with law, or if you breach these terms.
• Your data. Data you put into the Platform remains yours. You can ask for an export of your campaign data at any time during the engagement and up to 30 days after it ends.

11. Ad networks and third parties

Ad Networks are independent companies with their own terms, policies, review systems and pricing. They may reject ads, restrict or suspend accounts, change algorithms, or report figures that differ between tools. We are not responsible for their decisions, outages, billing or reporting errors, although we will help you appeal or resolve them as part of the Services.

12. No guaranteed results

We work with care and skill and will tell you honestly what is and isn't working. But campaign outcomes depend on things outside our control — your product, price, offer, sales follow-up, competition, seasonality and Ad Network behaviour. We do not guarantee any particular number of leads, sales, cost per lead, return on ad spend or ranking. Projections and benchmarks we share are estimates, not promises.

13. Intellectual property

• Your materials. You keep all rights in Client Materials. You give us a non-exclusive, royalty-free licence to use them only to perform the Services.
• Deliverables. Once you have paid for them in full, we assign to you, under section 18 of the Copyright Act, 1957, the copyright in Deliverables made specifically for you, worldwide and for the full term of copyright. Until then, you may use them under a licence while the engagement continues.
• Our tools. We keep all rights in the Platform, our software, templates, scripts, prompts, methods, know-how and anything we made before or independently of your engagement. Where any of these are part of a Deliverable, you get a perpetual, non-exclusive licence to use them as part of that Deliverable.
• Third-party elements. Stock assets, fonts and music in Deliverables are licensed under their own terms, which we will tell you about.
• Portfolio. We will not name you as a client or show your work publicly without your written permission.

The Wolke Systems name, logo and website content belong to us and may not be used without our written permission.

14. Confidentiality

Each of us will keep the other's non-public business information — account data, performance figures, pricing, strategy, customer lists and these engagement details — confidential, use it only for the engagement, and share it only with people who need it and are bound to keep it confidential. This does not apply to information that is public through no fault of the receiver, already known to it, independently developed, or required to be disclosed by law or a court (with notice to the other party where lawful). This obligation lasts for 3 years after the engagement ends, and indefinitely for personal data and trade secrets.

15. Personal data

How we handle personal data about you and your team is explained in our Privacy Policy.

For personal data of your customers and leads that we handle while running your campaigns, you are the Data Fiduciary and we are your Data Processor under the Digital Personal Data Protection Act, 2023. We will process that data only on your documented instructions; keep it confidential and secure with reasonable safeguards; not use it for ourselves or any other client; tell you without undue delay about any personal data breach affecting it; help you respond to requests from individuals; and delete or return it when the engagement ends, unless the law requires us to keep it. You confirm you have a lawful basis to give it to us.

16. Warranties and limitation of liability

We will perform the Services with reasonable care and skill, in line with good industry practice. Apart from that, and to the extent the law allows, the website, Services and Platform are provided "as is", without other warranties, express or implied.

To the extent permitted by law:

• Neither of us is liable to the other for indirect or consequential losses, or for loss of profit, revenue, goodwill or data, however caused, as section 73 of the Indian Contract Act, 1872 contemplates.
• We are not liable for Ad Spend, for losses caused by Ad Network decisions or outages, or for losses caused by ad content or claims you supplied or approved.
• Our total liability arising from or relating to an engagement, in contract, tort or otherwise, is limited to the fees you paid us for that engagement in the 3 months before the event giving rise to the claim.

Nothing in these terms limits liability for fraud, wilful misconduct, or anything that cannot be limited under Indian law, or any rights you have under the Consumer Protection Act, 2019 that cannot be excluded by contract.

17. Indemnity

You will indemnify us against claims, penalties and reasonable costs (including legal fees) brought by third parties or regulators that arise from Client Materials, from ad claims you supplied or approved, from your products or services, or from your breach of law or of these terms. We will indemnify you in the same way for claims that our own original Deliverables infringe a third party's intellectual property, except where the claim arises from Client Materials or your changes. The party seeking indemnity must notify the other promptly and allow it to control the defence.

18. Force majeure

Neither of us is responsible for delay or failure caused by events beyond reasonable control — natural disasters, epidemics, war, riots, government action, internet or power outages, or Ad Network or hosting-provider failures. The affected party will tell the other promptly and resume as soon as possible. Payment obligations for work already done are not suspended. If the event lasts more than 30 days, either party may end the engagement by notice.

19. Governing law and disputes

These terms and every engagement are governed by the laws of India.

1. Talk first. If a dispute arises, either party may give written notice and both will try in good faith to resolve it within 30 days, including through a meeting between decision-makers.
2. Arbitration. If it is not resolved, it will be referred to a sole arbitrator appointed by mutual agreement under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration will be Patna, Bihar; proceedings will be in English; and the award will be final and binding.
3. Courts. Subject to arbitration, the courts at Patna, Bihar have exclusive jurisdiction, including for interim relief.

Nothing in this section prevents a consumer from approaching a Consumer Disputes Redressal Commission where the Consumer Protection Act, 2019 allows.

20. General

• Order of precedence. If a signed Proposal conflicts with these terms, the Proposal applies for that engagement.
• Changes. We may update these terms. Changes take effect for new engagements when published, and for ongoing engagements 30 days after we email you about them. If you don't agree, you may end the engagement within those 30 days without the early-termination charge in section 6.
• Notices. Notices may be sent by email to the addresses each party uses for the engagement, and take effect on the next working day after sending.
• Assignment. Neither party may transfer its rights under an engagement without the other's written consent, except to a successor of its whole business.
• Independent parties. We are independent contractors. Nothing here creates a partnership, agency or employment relationship.
• Non-solicitation. During an engagement and for 6 months after, neither party will directly solicit the other's staff who worked on it, without consent.
• Severability and waiver. If a court finds any part unenforceable, the rest stays in force. Not enforcing a right is not a waiver of it.
• Entire agreement. These terms, the Privacy Policy and the Proposal are the whole agreement for an engagement and replace earlier discussions about it.

21. Contact and grievances

Questions about these terms or the Services: hello@wolkesystems.in.

We acknowledge complaints within 48 hours and aim to resolve them within 30 days.