Terms & Conditions

1. Introduction

Welcome to Ayranio Ventures Private Limited ("Ayranio Ventures," "we," "us," or "our"). These Terms and Conditions ("Terms") govern your use of our services including marketing, branding, digital solutions, strategic sourcing, business financing, and related business solutions ("Services").

By engaging our Services, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree with these Terms, please do not use our Services.

Company Details:
Ayranio Ventures Private Limited
11th Cross Rd, Govindaraja Nagar Ward, Krishnananda Nagar
Naagarabhaavi, Bengaluru, Karnataka 560072, India
Phone: +91 7975360570 | Email: info@ayranio.in | Website: ayranio.in

2. Payment Terms

2.1 Advance Payment Requirement

2.2 Payment Schedule

• 50% Advance: Payable upon acceptance of proposal/quotation before project commencement
• 50% Balance: Payable upon project completion and before final delivery of assets/materials
• Monthly Retainers: For ongoing services, payment is due on or before the 5th of each month
• Milestone-Based Projects: Payments as per agreed milestones in the contract

2.3 Payment Methods

We accept payments through:

• Bank Transfer/NEFT/RTGS/IMPS
• UPI Payments
• Cheque (for amounts above ₹50,000)
• Online Payment Gateway

2.4 Late Payment

Late payments will attract interest at 2% per month (24% per annum) or the maximum rate permitted under Indian law, whichever is lower. Services may be suspended for non-payment beyond 7 days of the due date.

2.5 GST & Taxes

All prices are exclusive of Goods and Services Tax (GST) at applicable rates (currently 18%) unless stated otherwise. TDS (Tax Deducted at Source) as per Income Tax Act will be adjusted against the invoice if applicable.

3. Service Scope & Deliverables

3.1 Scope of Work

The scope of work for each project will be defined in a separate proposal, quotation, or Statement of Work (SOW). Services include but are not limited to:

• Online Marketing (Brand Strategy, Web Design, Social Media, Paid Advertising, Content Creation)
• Offline Marketing (Visual Merchandising, In-Store Branding, POSM, Signage, Fulfilment, Campaigns)
• Strategic Sourcing (Vendor Management, B2B Data, Technology, Security, Materials, Events)
• Business Finance (Loan facilitation and advisory services)

3.2 Revisions & Changes

Included Revisions: Each project includes up to 2 rounds of revisions as specified in the proposal.

Additional Revisions: Beyond the included revisions, additional charges will apply at our standard hourly rate or as mutually agreed.

Scope Changes: Any changes to the agreed scope of work may result in additional costs and timeline extensions, subject to written approval.

3.3 Timeline & Delivery

Project timelines will be specified in the proposal/SOW. Timelines are estimates and may be extended due to client delays, scope changes, force majeure events, or factors beyond our reasonable control. We will make reasonable efforts to notify clients of any delays promptly.

4. Client Responsibilities

The Client agrees to:

• Provide accurate and complete information, materials, and access required for service delivery
• Respond to communications and requests for feedback within 3 business days
• Make timely payments as per agreed terms
• Ensure all content, materials, and instructions provided do not violate any third-party rights or applicable laws
• Provide necessary approvals and sign-offs within agreed timeframes
• Grant access to required platforms, accounts, and systems (e.g., social media, websites, analytics)

Delays Due to Client: Project delays caused by client non-responsiveness or failure to provide required materials will not be the responsibility of Ayranio Ventures and may result in timeline extensions.

5. Intellectual Property Rights

5.1 Ownership of Deliverables

Upon full payment of all fees, the Client will own the final deliverables created specifically for the Client. However, Ayranio Ventures retains:

• Rights to use project work in portfolios, case studies, and marketing materials
• Ownership of concepts, methodologies, tools, templates, and processes
• Rights to any pre-existing intellectual property or third-party licensed materials

5.2 Third-Party Materials

Stock images, fonts, icons, plugins, or other third-party materials used in projects are licensed and not owned by the Client. Clients are responsible for obtaining separate licenses if required for their use beyond the scope of our services.

5.3 Client Materials

Client warrants that all materials provided (logos, images, content, trademarks) are owned by them or they have permission to use them. Client indemnifies Ayranio Ventures against any claims arising from use of client-provided materials.

6. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the engagement. This obligation continues for 2 years after termination of services.

Confidential information does not include information that: (a) is publicly available, (b) was known prior to disclosure, (c) is independently developed, or (d) must be disclosed by law.

7. Cancellation, Termination & Refund Policy

7.1 Cancellation by Client

Before Work Commences: If cancelled before any work begins, 100% refund of advance payment minus 10% administrative fee.

After Work Commences: The 50% advance payment is non-refundable. Client must pay for work completed up to the cancellation date.

Monthly Retainers: Cancellation requires 30 days written notice. The current month's payment is non-refundable.

7.2 Termination by Ayranio Ventures

We reserve the right to terminate services immediately if: (a) Client fails to make payment within 15 days of due date, (b) Client breaches these Terms, (c) Client's requests are unethical, illegal, or violate third-party rights, or (d) relationship becomes untenable.

7.3 No Refund for Completed Work

Once work is completed and delivered, no refunds will be provided. Any dissatisfaction should be communicated during the revision phase included in the project scope.

8. Warranties & Disclaimers

8.1 Our Warranties

We warrant that:

• Services will be performed professionally and competently
• Work will substantially conform to the agreed specifications
• We will use reasonable efforts to meet agreed timelines

8.2 Disclaimer

NO GUARANTEE OF RESULTS: Marketing, sourcing, and business services involve variables outside our control. While we use industry best practices, we do not guarantee specific results, outcomes, sales, leads, ROI, or business growth.

Third-Party Services: We are not responsible for the performance, availability, or actions of third-party platforms (Google, Facebook, vendors, suppliers, financial institutions, etc.).

Business Finance: We provide loan facilitation and advisory services only. Loan approvals, terms, and disbursements are at the sole discretion of financial institutions. We are not a lending entity.

9. Limitation of Liability

To the maximum extent permitted by Indian law, Ayranio Ventures' total liability for any claims arising from services will not exceed the total fees paid by the Client for the specific project or service in question.

We are not liable for: (a) Indirect, incidental, special, or consequential damages, (b) Loss of profits, revenue, data, or business opportunities, (c) Third-party claims, (d) Force majeure events, or (e) Client's failure to follow our recommendations.

Force Majeure: We are not liable for delays or failures due to circumstances beyond our reasonable control (natural disasters, government actions, internet outages, pandemics, strikes, etc.).

10. Indemnification

Client agrees to indemnify and hold harmless Ayranio Ventures from any claims, damages, losses, or expenses (including legal fees) arising from: (a) Client's breach of these Terms, (b) Use of client-provided materials that violate third-party rights, (c) Client's business operations or use of our deliverables, or (d) Any misrepresentation by the Client.

11. Governing Law & Dispute Resolution

11.1 Governing Law

These Terms are governed by the laws of India. Any disputes will be subject to the exclusive jurisdiction of the courts in Bangalore, Karnataka.

11.2 Dispute Resolution

In case of disputes, parties agree to first attempt resolution through good-faith negotiation. If unresolved within 30 days, disputes will be resolved through:

• Mediation: Voluntary mediation with a mutually agreed mediator in Bangalore
• Arbitration: If mediation fails, binding arbitration under the Arbitration and Conciliation Act, 1996, conducted in Bangalore in English
• Courts: As a last resort, exclusive jurisdiction of Bangalore courts

12. General Provisions

12.1 Entire Agreement

These Terms, together with any proposals, SOWs, or contracts, constitute the entire agreement between the parties and supersede all prior agreements.

12.2 Amendments

We reserve the right to modify these Terms at any time. Updated Terms will be posted on our website with the "Last Updated" date. Continued use of services constitutes acceptance of modified Terms.

12.3 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full effect.

12.4 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

12.5 Assignment

Client may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations to any successor entity.

12.6 Communication

All formal communications must be in writing via email to info@ayranio.in or registered post to our office address.

13. Contact Us

For questions about these Terms or our services, please contact: