Terms & Conditions
1. Team in India SEO is located at - Unit 2, Albourne Court, Henfield Road, Albourne, West Sussex, BN6 9DB, United Kingdom.
2. The primary area of business for Team in India SEO is (but not limited to) providing Search Engine Optimization, Pay Per Click Management, Apps Store Optimization, Social Media Optimization services. Team in India SEO also holds expertise in offering Branding & reputation management, E-commerce solutions, Email Marketing, iOS app marketing, Local SEO services and Website maintenance.
3. Team in India SEO undertakes projects on time and materials basis. All fees are estimated and exclusive of VAT or any other taxes as may be applicable, estimates are valid for 30 days from the date of issue. The Payment terms are generally based on prior daily, weekly or monthly bookings. All bookings are units of time.
4. In Team in India SEO the client is allocated dedicated resource(s) along with the necessary functional and support staff such as a team leader and a project manager (who may not be dedicated).
5. The resource(s) would be operating out of the Indian office of Team in India SEO, unless the resource is operating onsite or from our UK / US / Australian offices. The Indian office operates Monday - Friday, 10 AM to 7:30 PM (India's time zone is GMT + 5:30 / BST +4.30). All the public holidays are notified in advance and communicated by the team directly; the holidays are generally compensated by working extra hours in the evenings, at weekends or as per the agreed time schedule with the client.
6. During the term of the project, each party (the "Disclosing Party - client") may provide the other (the "Receiving Party - Team in India SEO") with certain confidential and proprietary information ("Confidential Information"). Confidential Information includes, without limitation, business methods, plans, systems, finances, projects, trade secrets or provision of products or services to which it attaches confidentiality or in respect of which it holds an obligation to a third party, the terms of the Agreement, customer contracts, work product, any written information which is marked "Confidential" and any information which is orally disclosed, identified as confidential at the time of disclosure and confirmed in writing as being confidential within 30 days thereafter. However, "Confidential Information" will not include information that (a) is publicly known at the time of its disclosure, (b) is lawfully received by the Receiving Party from a third party not under an obligation of confidentiality to the Disclosing Party, (c) is published or otherwise made known to the public by the Disclosing Party, or (d) was generated independently by the Receiving Party before disclosure by the Disclosing Party. The Receiving Party will likewise restrict its disclosure of the Disclosing Party's Confidential Information to those who have an absolute "need to know" such Confidential Information in order for the Receiving Party to perform its obligations and enjoy its rights under this Agreement. Such persons will be informed of and will agree to the provisions of this div, and the Receiving Party shall remain responsible for any unauthorized use or disclosure of the Confidential Information by any of. Upon termination of the Project / Agreement for whatever reason both Parties shall deliver to the other Party all working papers or other material and copies thereof provided to it or prepared by it either in pursuance of this Agreement or otherwise.
7. During the project / agreement whilst they are contracted to each other, and for a period of five (5) years afterward from the date of this agreement, Team In India SEO and the client will not directly or indirectly participate in a business with their contacts or employees now or later operated by them in all countries throughout the globe. In particular, they or their representatives will not:
- Solicit or attempt to solicit any business or trade from their actual or prospective customers.
- Employ or attempt to employ any employees of each other.
- Divert or attempt to divert business away from each other, or
- Encourage any independent client, consultant, or business to compete with each other.
- Encourage any independent client, consultant, or business to end a relationship with each other.
The client will not attempt to engage in business with current or ex-staff on a personal basis. Contravention of this will lead to legal proceedings involving all parties. The employees of Team in India SEO have confidentiality clauses in their employment contract and have signed non-disclosure agreements.
8. Both the parties undertake to disclose the information including "confidential information" only to a minimum number of its employees who need to have the information disclosed to them only on a "need-to-know" basis and to ensure that the obligations on use and disclosure of the information are observed by all of the said employees.
9. The Online Project Management Area (supplied at Team in India SEO discretion) will only be available to Team in India SEO customers who have entered into a legally binding agreement with Team in India SEO regarding the build of web sites and applications. Team in India SEO customers will be given a specific user name and password and as part of their use of the Online Project Management Area and agree not to share this log in details with any third party. The use of the Online Project Management Area is entirely at the Team in India SEO Customer’s risk. In no way Team in India SEO be held liable for eventual damages arising from the inaccessibility to personal information, from the loss or alteration of stored materials or by any other event, including any service interruptions.
10. Team in India SEO customers conduct within the Online Project Management Area
The Team in India SEO customers has the sole responsibility for any content uploaded, published, or in any other way transmitted or distributed through the Service. The Team in India SEO Customers agrees not to use the Online Project Management Area to the following:
- Upload, publish, or make available in any other way Content that is unlawful or prohibited;
- Harm people under the age of 18 in any way;
- Upload, publish, or make available in any other way Content that the User does not have the right to distribute;
- Upload, publish, or make available in any other way Content which infringes any Patent, Law, Trade Secrets, Copyright or other Proprietary Rights;
- Disturb or interfere with the Service, the servers or the networks connected to the Service;
- Violate any Local or International Law or applicable regulations;
- Collect and store other Team in India SEO Customer’s personal data without their explicit permission;
11. Team in India SEO has the right to remove any Team in India SEO Customer’s files at any moment, and to cancel any login without prior notice. It is the sole responsibility of the Team in India SEO Customers to keep a copy of the Content uploaded. Team in India SEO does not assume any responsibility in case of partial or total loss of the User's material. Although Team in India SEO is not obliged to pre-screen and screen the files uploaded by Users, Team in India SEO reserves the right to access any account and any file, without prior notice, in order to verify the Users' compliance with the Terms and Conditions. Personal data provided to Team in India SEO remain the Team in India SEO Customer’s property. The Team in India SEO Customer allows Team in India SEO to collect and use this information for both operational and marketing purposes. Team in India SEO agrees not to distribute this information to any third parties, unless specifically required to by Law, or unless give specific permission by the Team in India SEO Customer.
12. Any party may terminate the services / contract / agreement in writing by providing notice. Notice period for large projects is 3 months & 1 month for small to medium sized project. For clients with On-going Time & Materials Projects (weekly & monthly running projects with dedicated SEO executive), the notice period is a minimum of 1 week. Team in India SEO has the right to "define" the "type" of a project. Third party services might require additional time.
13. This agreement will be governed by and construed in accordance with British laws of England and Wales.
14. During the course of the "project" it is the client's responsibility to provide all (but not limited to the following) the relevant information, content, pictures, previous code etc... In order to make the project technically feasible and viable - in the absence of the above or any other relevant material Team in India SEO will use freeware / shareware material as deemed fit. In this scenario you will not hold commercial rights over third party software.
15. Team in India SEO will not be held responsible in case the client insists on using a particular "copyrighted" material. Team in India SEO would assume that the client has taken care of the legal and copyright implications of using the same and once the final payment has been made "live" it is deemed that the client has given the go ahead to use the above mentioned material at its own risk and consequences.
16. After the receipt of final payment, the client will own the specific instances of all code we produce for you but not the algorithms, techniques, methods, or trade secrets we use to produce it and which belong to Team in India SEO (this condition takes precedence over any contrary conditions).
17. If during the course of the work the client is unable to provide us with necessary information, materials or feedback in a timely manner when requested (within 24 hours) it could become necessary to reschedule the team / resource to other projects while we are waiting. Any delay in re-allocating resources off the project during these waiting periods will be taken from the allocated project time. If we request materials, information, decisions, or approvals from you that we need to complete the work, and you do not provide them within 3 requests or thirty days of our initial request, we will deem the work to be completed and all payments due.
18. Existing sites – Work done on an existing site is done on an unseen basis: Due to the nature of existing sites (sites already finished or part finished by a third party) we cannot predict code integrity. We undertake this work on the understanding that we will research and develop the existing code, but we make no guarantees that the previous work is a suitable framework for us to work with.
19. Payment Terms - Projects running on a dedicated basis: 100% in advance at the time of issue of the Work Order (WO). This applies to Daily rated projects, Weekly rated projects, On-going Time & Materials projects, and projects running on the Team in India SEO "Bucket System".
20. Back-up, it is the client’s responsibility to ensure they have a back-up of the work. We recommend taking back-ups of the work at all stages (we recommend an automated scheduled back-up, which can be set-up alongside any work by our server technicians). Live servers, all development work takes place “off-site” on a Sandbox environment provided by us. On occasion, it may be requested that development takes places on live servers (time constraints, upon client request, licensing reasons for example). This is done so at your own risk. We do not take responsibility for any impact this may have to either the live site or your ability to work. We strongly recommend the use of a Sandbox server.
21. In case of payment not received as per the terms set out above, Interest would be charged on the outstanding amount at the rate of 4 % per month.
22. Payments for time worked are not refundable if the work is cancelled before completion.
23. A man-month would be defined as 160 Hrs of work in a month.
24. When a SEO executive(s) is working on a dedicated basis, they are allocated for 40 hours per week, 160 hours per month etc. This time includes all required SEO activities and time spent awaiting feedback requested by the SEO executive (s) to the client.
25. If the total man-hours logged by a resource are more than 15% over the hours defined above, then the Management of Team in India SEO reserves the right to charge the client for the additional man-hours.
Payment of the advance / first invoice is an acceptance of the above terms and conditions.
Intellectual Property Rights
(Subject to accounts reconciliation)
Each party reserves all its proprietary rights in its Confidential Information and no rights or obligations, other than those expressly recited herein, are granted or to be implied. In particular, no license is hereby granted directly or indirectly under or in respect of any invention, discovery, patent, copyright or any other intellectual property right now or in the future held, made, obtained or licensable by the Disclosing Party. The property in all Confidential Information disclosed pursuant to an agreement / contract / project shall, subject to any right of any other owner, remain with the original owner / party.
Use of Intellectual Property: Each party acknowledges that the other party owns or licenses Intellectual Property related to its or its affiliates' existing businesses and such Intellectual Property may be used and further developed in the course of this Agreement. Each party understands that the other party intends to continue to develop and commercially exploit its own Intellectual Property during and after the term of this Agreement.
Developed Intellectual Property for clients: All right, title and interest of every kind and nature, whether now known or unknown, in and to any Intellectual Property created, written, developed, furnished or produced by us during the term of the agreement / project, whether alone or jointly with others and whether or not during work hours, that are within the scope of the agreement or any applicable Statement of Work shall be the exclusive property of the client (subject to the other conditions and specifically the payment of all the dues). As used herein, the term "Intellectual Property" shall include, without limitation, any inventions, technological innovations, discoveries, designs, formulae, know-how, processes, patents, trademarks, service marks, copyrights, computer software, ideas, creations, improvements to all such property, and all recorded material defining, describing or illustrating all such property, whether written or not and whether stored in plain or in code form. .
Team in India SEO understands that it shall have no right, title or interest of any kind or nature in or to any item of Intellectual Property, or in or to any results and/or proceeds from any item of Intellectual Property created or developed for the client (once final payment has been received). Team in India SEO agrees to assist the client, at client's expenses, to obtain patents, copyrights, trademarks, service marks and similar protections in all countries on any item of Intellectual Property, and agrees to execute any and all documents necessary to obtain such patents, copyrights trademarks, service marks and similar protections in all foreign countries in the name of client. Team in India SEO further agree to assist the client or its nominees in the performance of any lawful acts that the client, at its discretion deems necessary to secure proper patent, copyright, trademark, service mark and other protection for any item of Intellectual Property or Improvements thereon, and to vest the client the entire interest therein all countries.