TOFFYJAR
Terms and conditions
The terms that govern use of toffyjar.com and the services of Toffyjar Digital Private Limited, governed by the laws of India.
These terms and conditions ("Terms") govern your use of toffyjar.com (the "Site") and the services provided by Toffyjar Digital Private Limited, a company incorporated in India ("Toffyjar", "we", "us" or "our"), to clients in India, the United States, the United Kingdom and worldwide. By using the Site or engaging our services, you agree to these Terms. If you are accepting on behalf of a company, you confirm you have authority to bind it, and "you" or "Client" means that company.
- Registered office: No. 2179/1, 3rd Cross, Basaveshwara Road, KR Mohalla, Mysuru, Karnataka 570004, India
- Corporate Identification Number (CIN): U72900KA2021PTC146591 (Registrar of Companies, Bangalore; incorporated 15 April 2021; status Active). Toffyjar has operated as a brand since 2017; the company was incorporated in 2021.
- Email: [email protected] · Phone: +91 98455 00065
- Contact: ourcontact page
1. Use of the Site
You may use the Site for lawful purposes only. You must not attempt to disrupt, overload or gain unauthorized access to the Site, scrape it in a way that breaches applicable law, or use it to send spam or malicious code. Content on the Site, including prices, guides and examples, is general information. It may change without notice and is not professional, legal or financial advice for your specific situation.
2. Services
We provide website design and development (including WordPress, Webflow and Framer), search engine optimization (SEO), answer engine optimization (AEO), generative engine optimization (GEO), website maintenance and dedicated developer services. The scope, deliverables, timeline and fees for each engagement are set out in a written proposal, statement of work, order form or retainer agreement (each an "Order"). If an Order conflicts with these Terms, the Order prevails for that engagement.
- Client responsibilities: you will provide timely feedback, content, approvals, accurate information and the access we reasonably need (such as hosting, domain, CMS and analytics accounts). Delays in these may move timelines and may incur additional fees.
- Changes: work outside the agreed scope is a change request and will be quoted separately before we start it.
- Third-party platforms: services depend on third-party platforms (hosts, CMS, plugins, search engines and AI assistants) that we do not control. Their fees, terms and changes are your responsibility unless the Order says otherwise.
- Results: search rankings, AI citations, traffic and leads depend on factors outside our control. We do not guarantee any specific ranking, citation, traffic or revenue outcome.
3. Quotes and payment
- Quotes: quotes and proposals are valid for 30 days unless stated otherwise and are based on the information you provide.
- Fees and invoicing: fees are as stated in the Order, in the currency stated there. Projects are usually invoiced with an advance before work starts and the balance at milestones or on delivery. Retainers and dedicated developer plans are invoiced monthly in advance.
- Payment terms: invoices are due within 15 days of the invoice date unless the Order states otherwise.
- Taxes: fees exclude taxes. Indian GST applies where required by law, and you are responsible for any withholding, sales, use or similar taxes in your country. If you are required to withhold tax, you will gross up the payment or provide the tax certificate so we receive the full fee.
- Late payment: we may charge interest on overdue amounts at 1.5% per month or the maximum rate permitted by law, whichever is lower, and may pause work until overdue amounts are paid.
- Expenses: pre-approved third-party costs (such as premium plugins, themes, stock assets or tools) are billed at cost unless included in the Order.
- Refunds: fees for work already performed are non-refundable. Advances are refundable only as set out in the Order.
4. Intellectual property
- Deliverables: on receipt of full payment, we assign to you the intellectual property rights in the final deliverables created specifically for you under an Order, excluding the items below.
- Our pre-existing materials: we keep ownership of our pre-existing know-how, code libraries, frameworks, templates, tools and processes. Where they are included in a deliverable, we grant you a perpetual, non-exclusive, worldwide license to use them as part of that deliverable.
- Third-party materials: open-source software, plugins, fonts, stock images and other third-party materials remain subject to their own licenses.
- Your materials: you keep ownership of content, trademarks and data you provide, and you grant us a license to use them to perform the services. You confirm you have the rights to provide them.
- Portfolio: unless you tell us otherwise in writing, we may describe the work in anonymized form in our portfolio and case studies, without naming you or disclosing confidential information.
- Site content: the content, branding and design of the Site belong to Toffyjar or its licensors. You may not copy or reuse them without our permission, except for personal reference or as allowed by law.
5. Confidentiality
Each party will keep the other's confidential information (including business plans, credentials, code, data and pricing) confidential, use it only to perform or receive the services, and share it only with personnel and contractors who need to know it and are bound by similar obligations. These duties do not apply to information that is public through no fault of the receiving party, already known to it, independently developed or lawfully received from a third party, and disclosure is allowed where required by law with notice where permitted. These obligations survive for 3 years after the engagement ends, and indefinitely for credentials and trade secrets. Where we process personal data on your behalf, we will do so under your instructions and, on request, a data processing agreement. Our privacy policy explains how we handle personal data as a controller.
6. Warranties and disclaimers
- We will perform the services with reasonable skill and care, in line with generally accepted industry practice.
- If a deliverable does not materially conform to the agreed specification and you tell us in writing within 30 days of delivery, we will fix the non-conformity at no extra cost. This is your sole remedy for non-conforming deliverables.
- Except as expressly stated in these Terms or an Order, the Site and the services are provided "as is" and "as available", and to the fullest extent permitted by law we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Site or deliverables will be uninterrupted, error-free or free of vulnerabilities, or that they will achieve particular search or AI visibility results.
7. Limitation of liability
- Neither party is liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, business, goodwill or data, even if advised of the possibility.
- Our total aggregate liability arising out of or relating to these Terms, the Site or any Order is limited to the fees you paid us under the relevant Order in the 12 months before the event giving rise to the claim.
- Nothing in these Terms limits liability that cannot be limited by law, including liability for fraud, or for death or personal injury caused by negligence.
- You will indemnify us against third-party claims arising from content or materials you supply, or from your breach of law or of these Terms.
8. Term and termination
- Either party may terminate an Order for convenience with 30 days' written notice, unless the Order sets a different notice period or minimum term.
- Either party may terminate immediately by written notice if the other materially breaches these Terms or an Order and does not cure the breach within 15 days of notice, or becomes insolvent.
- On termination, you will pay for all work performed and expenses incurred up to the termination date. We will hand over completed deliverables and, once paid in full, work in progress, and return or delete your confidential information on request, subject to legal retention obligations.
- Sections on payment, intellectual property, confidentiality, disclaimers, limitation of liability and governing law survive termination.
9. Non-solicitation
During an engagement and for 12 months after it ends, you will not directly hire or engage any of our team members who worked on your project without our written consent. This does not restrict general job advertisements.
10. Force majeure
Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, such as natural disasters, epidemics, war, government action, power or internet failures, or failures of third-party platforms, provided it notifies the other party promptly and takes reasonable steps to limit the impact. Payment obligations for work already performed are not excused.
11. Governing law and jurisdiction
These Terms and any Order, and any dispute or claim arising out of or in connection with them, are governed by the laws of India, without regard to conflict of laws principles. The courts at Bengaluru, Karnataka, India have exclusive jurisdiction. Before starting proceedings, the parties will try in good faith to resolve the dispute by negotiation for 30 days. Nothing prevents either party from seeking urgent injunctive relief in any competent court. Mandatory consumer protection laws of your country continue to apply where they cannot be excluded.
12. General
- Entire agreement: these Terms, together with any Order, are the entire agreement between us on their subject and replace prior discussions.
- Changes: we may update these Terms by posting a new version on this page with a new "Last updated" date. Changes do not affect Orders already signed unless both parties agree in writing.
- Assignment: neither party may assign these Terms without the other's consent, except to a successor in a merger or sale of business.
- Independent contractors: the parties are independent contractors. Nothing creates a partnership, agency or employment relationship.
- Severability and waiver: if any provision is unenforceable, the rest remains in effect. Failure to enforce a provision is not a waiver.
- Notices: notices must be in writing and sent by email to the addresses in the Order or through ourcontact page.
13. Contact
Questions about these Terms: use our contact page. Registered office: No. 2179/1, 3rd Cross, Basaveshwara Road, KR Mohalla, Mysuru, Karnataka 570004, India.