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LEGAL

Terms & Conditions

Effective Date: July 25, 2026 · Last Updated: July 25, 2026

Please read these Terms and Conditions carefully before engaging House of Scale for any services. By signing a proposal, service agreement, or continuing to use our services, you agree to be bound by these terms.

01.
Definitions

In these Terms and Conditions, the following definitions apply:

  • ‘Company’ refers to House of Scale, a performance marketing agency.
  • ‘Client’ refers to the individual, business, or entity engaging the Company for services.
  • ‘Services’ refers to any performance marketing, paid media management, creative strategy, analytics, or related services provided by the Company.
  • ‘Agreement’ refers to the signed proposal, statement of work, or service contract between the Company and the Client.
  • ‘Ad Spend’ refers to the budget allocated by the Client for advertising on third-party platforms such as Meta and Google.

02.
Scope of Services

2.1
General Scope

The Company agrees to provide the Services as outlined in the signed Agreement or proposal. The specific deliverables, timelines, platforms, and responsibilities of each party will be defined in the respective Statement of Work (SOW).

Any changes to the agreed scope of work — including additional platforms, new campaigns, or expanded deliverables — must be requested in writing and may result in revised pricing. The Company reserves the right to decline scope changes that conflict with strategic recommendations.

House of Scale acts as a service provider and marketing partner. We do not guarantee specific business outcomes, revenue targets, or returns on ad spend, as results depend on multiple external factors beyond our control.

2.2
Scope Changes

Any modification, addition, or reduction to the agreed scope of services must be documented in a written Change Order signed by both parties. Verbal instructions or informal communications shall not constitute a binding change to scope.

2.3
Sub-contracting

The Company reserves the right to sub-contract or delegate specific tasks to qualified third-party vendors or freelancers where necessary, while retaining overall responsibility for the quality of deliverables.

2.4
Product Authenticity & Genuineness Representation

This clause constitutes a material representation by the Client and forms a fundamental basis of this Agreement.

The Client hereby expressly represents, warrants, and undertakes that all products, goods, merchandise, brands, and items listed, marketed, advertised, promoted, or sold by the Client through any channel are genuine, authentic, legally sourced, and compliant with all applicable laws and regulations.

The Client further confirms and undertakes that:

  • No counterfeit, duplicate, fake, replica, unbranded, copied, infringing, or unauthorised products shall be supplied, marketed, or sold.
  • The Client possesses all necessary rights, approvals, licences, authorisations, and permissions required for the sale and promotion of such products.
  • No product shall infringe upon any trademark, copyright, patent, design, intellectual property, or proprietary rights of any third party.
  • In the event it is discovered at any time that the Client has supplied or sold counterfeit, duplicate, fake, defective, infringing, or unauthorised products, the same shall constitute a material breach of this Agreement. In such circumstances:

 

    (a) House of Scale shall have the immediate right to terminate this Agreement without prior notice;

    (b) the Client shall be solely and absolutely liable for all consequences arising therefrom; and

    (c) House of Scale shall bear no responsibility whatsoever for any legal, financial, regulatory, criminal, civil, or reputational consequences arising from such acts.

03.
Fees, Payments & Billing

3.1
Payment Terms

We retain your personal information for as long as necessary to fulfil the purposes outlined in this policy, maintain our business relationship, and comply with legal obligations.

Campaign data and performance records are typically retained for a minimum of 3 years following the end of an engagement. You may request deletion of your data at any time, subject to legal retention requirements.

3.2
Refunds

Retainer fees and advance payments made to the Company are non-refundable once the billing cycle has commenced, except where the Company has materially failed to deliver agreed services

3.3
Ad Spend Management

Where the Company manages ad spend on behalf of the Client, the Client remains the beneficial owner of the ad accounts and all associated funds. The Company shall manage such accounts in accordance with the Client’s instructions and agreed campaign strategy.

3.4
Disputed Invoices

Any dispute regarding an invoice must be raised in writing within 5 business days of receipt. Failure to raise a timely dispute shall be deemed acceptance of the invoice. Disputes do not excuse the Client from paying undisputed portions of an invoice.

3.5
Price Revisions

The Company reserves the right to revise its service fees upon giving 30 days’ written notice to the Client. Continued engagement after such notice constitutes acceptance of the revised fees.

3.6
Agency Capacity & Limited Role

House of Scale acts solely as a marketing, technology, branding, and consulting service provider and shall function strictly in the capacity of an agent/service provider acting upon instructions provided by the Client.

The Client acknowledges and agrees that: 

  • House of Scale is not the manufacturer, importer, seller, distributor, supplier, or owner of the products sold by the Client. 
  • House of Scale merely performs promotional, digital marketing, advertising, website, branding, and related support activities on behalf of the Client.
  • All actions undertaken by House of Scale shall be based upon information, approvals, representations, and instructions received from the Client.
  • Ultimate control, ownership, and responsibility for products, representations, pricing, claims, and business operations shall remain exclusively with the Client.

House of Scale shall not be deemed responsible for any act undertaken strictly pursuant to Client instructions.

3.7
Client Instructions Disclaimer

The Client acknowledges that House of Scale may prepare advertisements, promotional content, product descriptions, website content, marketplace listings, and campaigns solely based upon information and approvals provided by the Client.

The Client shall remain solely responsible for accuracy, legality, completeness, and authenticity of all such information.

House of Scale shall not be liable for any claim arising due to misleading statements, false descriptions, inaccurate specifications, or representations supplied by the Client.

04.
Client Responsibilities

The Client agrees to fulfil the following obligations to enable the Company to deliver Services effectively:

  • Provide timely access to ad accounts, analytics platforms, website backends, and any other tools required.
  • Supply accurate brand guidelines, creative assets, product information, and target audience details. 
  • Review and approve creative materials, strategies, and reports within agreed turnaround times. Delays in approvals may impact campaign timelines. 
  • Maintain sufficient ad spend budget in the respective advertising platforms. 
  • Designate a primary point of contact who has authority to make decisions on behalf of the Client.
  • Promptly inform the Company of any changes to business objectives, products, pricing, or compliance requirements.

The Company will not be held liable for delays or underperformance resulting from the Client’s failure to meet these responsibilities

05.
Intellectual Property

All creative assets, strategies, reports, and deliverables produced by the Company specifically for the Client under the Agreement shall become the Client’s property upon receipt of full payment for the relevant work.

The Company retains ownership of:

  • Pre-existing tools, templates, frameworks, proprietary methodologies, and internal processes used in delivering the Services. 
  • Any work product for which full payment has not been received.

The Client grants the Company a non-exclusive, royalty-free licence to use the Client’s brand assets, logos, and materials solely for the purpose of delivering the agreed Services.

The Company may reference the Client’s name and general campaign results (without disclosing confidential data) in its portfolio, case studies, or marketing materials, unless the Client requests otherwise in writing.

06.
Confidentiality

Both parties agree to keep confidential any proprietary, business, financial, or strategic information shared during the course of the engagement. This obligation continues for a period of 2 years following the termination of the Agreement.

Confidential information does not include: 

  • Information that is publicly available through no breach of this Agreement. 
  • Information independently developed by either party without reference to confidential information. 
  • Information required to be disclosed by law or regulatory authority.

The Company will not share the Client’s campaign data, ad account performance, or business metrics with any third party without prior written consent, except as required to deliver the Services.

07.
Performance & Disclaimers

The Company will use commercially reasonable efforts, industry best practices, and data-driven strategies to maximise the performance of campaigns. However, the Client acknowledges that:

  • Digital advertising performance is subject to platform algorithm changes, market conditions, competition, seasonality, and other external factors beyond the Company’s control.
  • The Company does not guarantee specific ROAS, CPA, revenue, or sales outcomes.
  • Ad platform policies and restrictions may limit certain campaign strategies. The Company will advise on alternatives where possible.
  • Past campaign results referenced in proposals are indicative only and not a guarantee of future performance.

The Company’s liability in any event is limited to the fees paid by the Client for the month in which the issue arose. The Company is not liable for indirect, consequential, or incidental losses.

08.
Indemnity & Liability

8.1
Complete Indemnity Against Claims, Proceedings & Actions

This indemnity is comprehensive, unconditional, and survives the termination of this Agreement.

The Client agrees to fully defend, indemnify, and hold harmless House of Scale, its partners, employees, consultants, agents, affiliates, and representatives against any and all:

  • claims, demands, lawsuits, penalties, and notices; 
  • legal proceedings, police inquiries, criminal complaints, and FIRs; 
  • investigations, consumer complaints, regulatory proceedings, and government actions;
  • tax proceedings, intellectual property disputes; 
  • damages, losses, liabilities, costs, and expenses (including legal fees)

 

arising directly or indirectly from:

(a) products sold by the Client;

(b) business activities of the Client;

(c) customer complaints;

(d) breach of laws;

(e) counterfeit or duplicate products;

(f) false claims made by the Client; or

(g) any act or omission attributable to the Client.

Such indemnity obligations shall survive termination of this Agreement.

8.2
No Criminal or Regulatory Liability

The Client expressly agrees that House of Scale acts solely as a service provider and shall not be considered responsible or liable for any criminal complaint, police inquiry, FIR, regulatory proceeding, consumer action, governmental investigation, tax proceeding, or legal action arising out of products, transactions, or business operations conducted by the Client.

The Client shall appear, respond, cooperate, and bear all costs relating to such proceedings

8.3
Duty to Defend

In the event House of Scale or its partners, employees, or representatives are named, summoned, questioned, or implicated in any legal proceeding, consumer complaint, investigation, police inquiry, or court matter due to actions of the Client, the Client shall, at its sole cost and expense: 

  • provide legal representation and arrange legal defence; 
  • reimburse all legal expenses incurred by House of Scale; and
  • compensate all losses, reputational harm, and business disruption suffered by House of Scale.

8.4
Limitation on Legal Actions

No legal proceeding, claim, suit, or action shall be initiated against House of Scale by any third party for matters arising from the Client’s products or business operations.

The Client shall take all reasonable steps necessary to ensure House of Scale is removed from any proceedings where House of Scale acts merely as a marketing agency and is not the principal party responsible.

09.
Third-Party Platforms

Services delivered by the Company involve third-party platforms including but not limited to Meta (Facebook/Instagram), Google, YouTube, and other advertising networks. The Client acknowledges that: 

  • These platforms operate under their own terms of service, policies, and guidelines, which may change without notice.
  • Account suspensions, policy violations, or restrictions imposed by platforms are outside the Company’s control.
  • The Company will make commercially reasonable efforts to resolve platform issues, but cannot be held liable for actions taken by third-party platforms.
  • Ad spend disbursed to platforms is non-refundable by the Company once submitted.

10.
Term & Termination

10.1 – 10.5
General Termination Terms

The Agreement commences on the date specified in the proposal or contract and continues for the initial term agreed upon (typically 3 or 6 months), after which it may renew on a month-to-month basis unless terminated. Either party may terminate the Agreement by providing 30 days’ written notice. During the notice period, both parties are expected to fulfil their obligations.

  • The Client remains liable for all fees due up to and including the termination date.
  • Fees for any remaining portion of a prepaid retainer period are non-refundable.
  • The Company may terminate the Agreement immediately if the Client breaches these Terms, fails to make payment, or engages in unlawful conduct.

Upon termination, the Company will transfer access credentials, campaign data, and assets belonging to the Client within 7 business days, subject to settlement of all outstanding dues.

10.6
Reliance on Client Representations

House of Scale shall be entitled to rely upon all documents, declarations, licences, approvals, information, and representations provided by the Client without independent verification.

House of Scale shall have no obligation to investigate the authenticity, legality, ownership, or compliance of any information, product, or representation furnished by the Client, unless expressly agreed to do so in writing.

Any liability arising from incorrect, incomplete, false, or misleading representations made by the Client shall rest exclusively with the Client.

11.
Non-Solicitation

During the term of the Agreement and for a period of 12 months following its termination, the Client agrees not to directly solicit, recruit, or hire any employee, contractor, or team member of the Company who was involved in delivering the Services.

A breach of this clause entitles the Company to claim damages equivalent to 6 months of the relevant individual’s compensation.

12.
Dispute Resolution

In the event of a dispute arising from or related to this Agreement, both parties agree to first attempt resolution through good-faith negotiation within 15 business days of written notice of the dispute.

If unresolved, the dispute shall be referred to mediation. Should mediation fail, the matter shall be subject to the exclusive jurisdiction of the courts located in New Delhi, India.

These Terms and Conditions shall be governed by and construed in accordance with the laws of India

13.
Amendments

The Company reserves the right to update these Terms and Conditions from time to time. Clients will be notified of material changes via email or written notice at least 14 days before they take effect.

Continued engagement with the Company after changes take effect constitutes acceptance of the revised Terms.

14.
Entire Agreement

These Terms and Conditions, together with the signed Agreement or proposal, constitute the entire agreement between the parties and supersede all prior discussions, representations, or agreements relating to the subject matter.

If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

15.
Contact & Governing Entity

For any questions regarding these Terms and Conditions, please contact us:

House of Scale Performance Marketing Agency
Email
hello@houseofscale.in
Website
www.houseofscale.in
Jurisdiction
New Delhi, India

India’s leading brand scaling agency. We help D2C brands grow faster, scale profitably and build businesses that last.

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