Terms of Service

1. Who you are contracting with

These Terms form a binding agreement between you and Shivansh Chawla, a sole proprietor established in India, trading as Endorphyn^™ Web by Endorphyn ("Endorphyn^™ Web", "we", "us", "our"). "Client", "you" refers to the individual or business purchasing services.

Because we operate as a sole proprietorship, there is no separate company: the operator is personally the contracting party. We serve clients in India, the United States, the United Kingdom, Australia and Canada.

By paying any invoice, confirming a brief in writing, or instructing us to begin work, you accept these Terms, our Refund and Cancellation Policy, and our Privacy Policy.

2. Services

We provide:

• website design and development, in the fixed-price packages described on our pricing page;
• paid strategy sessions, being the Exploration Call and the Consultation Call, and the Digital Audit;
• ongoing marketing services, being the monthly retainers described on our marketing page: Performance Marketing on Google Ads and/or Meta Ads, Social Media Management, Local Search Optimisation, and AI Search Visibility;
• one-off ads audits and account reviews, being the Google, Meta, and Combined Ads Audits, the New Account Setup Review, the Suspended Account Review, the Google Business Profile Overhaul, and the Digital Cost Audit; and
• optional post-launch maintenance, being the Care Plan.

Each is provided as described in the relevant service listing or written proposal. Scope is defined at the time of purchase. Changes outside the agreed scope are subject to additional fees, agreed in writing before work proceeds. Ongoing marketing services are additionally governed by section 21, and one-off ads audits and account reviews by section 22.

3. Payment

• Starter package: 100% of the total fee is required upfront before any work begins.
• Growth and Premium packages: 70% of the total fee is required upfront. The remaining 30% is due upon your approval of the final deliverable, before file transfer or go-live.
• Exploration Call: $99.99 paid in full before the call is confirmed. Consultation Call: $249 paid in full before the call is confirmed. Both fees are non-refundable. 100% credited toward your final invoice if you proceed within 7 days of your initial call. Past 7 days, the fee is no longer credited.
• After your brief is reviewed, we send you an invoice by email. The invoice carries the bank details of an account local to your own country, and you pay by bank transfer. Full payment instructions are provided privately; we never publish bank details on this website.
• Invoices are issued through Zoho Invoice in your own currency, to an account in your own country, so no currency conversion arises for you.
• Overdue balances (unpaid beyond 7 days of invoice date) may result in work being paused.

4. When work commences, and when the clock starts

Work is deemed to have commenced, and the delivery clock starts, only when both of the following have happened:

• (a) we have confirmed receipt of your deposit or full upfront payment, as applicable to your package; and
• (b) you have confirmed your project brief in writing, including all content, assets, and answers we have asked for.

Both conditions must be met. Payment alone does not start the clock, and a confirmed brief alone does not start the clock. Day one is the day the later of the two occurs. The clock does not start from your first enquiry, from a Consultation Call, or from the date you sent payment before it cleared.

We confirm the commencement date to you in writing at kick-off, along with the target delivery date for your project.

5. Client-caused delay

The delivery clock pauses for as long as we are waiting on you. This includes waiting for content, copy, images, logins, access credentials, feedback, sign-off, or an approval decision. The clock restarts on the business day we receive what we were waiting for.

Stated timelines are estimates that assume timely responses from you. A stated timeline is not a guarantee for any period during which a client response is outstanding. Delays caused by missing client inputs extend the delivery date on a day-for-day basis and do not constitute a breach by us, and do not give rise to any refund claim under our Refund and Cancellation Policy.

Where a project stalls on your side for more than 30 consecutive days, we may place it on hold and reschedule it into our next available slot when you are ready to resume. Fees already paid remain applied to your project.

6. Deemed acceptance of delivered work

When we deliver a milestone, a preview, a staging link, or a final build, you have 7 business days from the date of delivery to raise objections in writing. Objections must be specific and must identify what does not match the agreed scope.

If we receive no written objection within those 7 business days, the milestone is deemed accepted. Silence constitutes acceptance. Once a milestone is accepted, whether expressly or by deemed acceptance, further changes to it are treated as new work and are quoted separately.

Deemed acceptance does not remove your rights under any mandatory consumer law that applies to you. See section 15.

7. Revisions: what one round means

Each project includes the number of revision rounds stated in the package. One revision round means a single consolidated set of feedback, delivered to us at one time. Compile everything you want changed and send it as one list.

Feedback sent piecemeal counts separately. If you send three items on Monday, two more on Wednesday, and one more on Friday, that is three rounds consumed, not one. This is not a penalty: it is how the work is actually scheduled, because each round is a fresh pass over the build.

Additional revision rounds beyond those included are billed at $75/hour (minimum 1 hour), agreed in writing before work begins. Revisions cover alignment with the agreed scope. They do not cover new pages, new features, or a change of creative direction; those are quoted as new work.

8. Intellectual property and ownership

8.1 Ownership before full payment

All work product, source code, designs, layouts, written copy we authored, and assets we produced remain the sole and exclusive property of Shivansh Chawla trading as Endorphyn^™ Web until the final invoice for the engagement is paid in full. Until that point you have no ownership, no licence to publish, and no right to reuse, adapt, or transfer the work. Access to a staging link is for review only.

8.2 Transfer on full payment

On receipt of full and final payment, and conditional on that payment remaining final, all custom deliverables produced for your project are assigned to you. You receive full ownership with no ongoing licence fee owed to us. Third-party licences (fonts, stock images, plugins, platform subscriptions) are not ours to assign and remain subject to their own terms.

8.3 Revocation on payment reversal

If any payment is reversed, charged back, recalled, or otherwise fails to remain final for any reason, every licence and every transfer of ownership granted under this section terminates immediately and automatically, without notice and without any action required by us. Ownership reverts to Shivansh Chawla trading as Endorphyn^™ Web.

From the moment of reversal, continued use, publication, hosting, copying, adaptation, or distribution of the work product constitutes infringement of our intellectual property rights, and we may pursue every remedy available to us. The termination is automatic; a later reinstatement of ownership requires the outstanding sum to be paid in cleared funds and confirmed by us in writing.

This section applies only where a payment has actually failed to clear or has been reversed. It does not apply because you have raised a complaint, a query, or a concern about a payment, and it does not apply where you are exercising a right that cannot be excluded by agreement. See section 15.

8.4 Portfolio and handover

We retain the right to display completed work in our portfolio and marketing materials unless you request confidentiality in writing at project completion. We build under temporary credentials, transfer all access to you on final payment, and remove our own access entirely. Care Plan clients give us collaborator access only, never owner credentials.

9. Chargebacks and payment disputes: material breach

We ask you to raise any concern with us directly first. In our experience, direct contact resolves legitimate concerns faster than a formal dispute process. Email get@endorphynweb.com before initiating anything.

Initiating a chargeback, payment reversal, or bank dispute without first raising the matter with us in good faith is a material breach of this agreement. On such a breach, and without prejudice to any other right we hold:

• every licence and ownership transfer granted to you terminates immediately, as described in section 8.3;
• we may suspend all ongoing services, including any Care Plan, with immediate effect;
• we may pursue recovery of the disputed sum, plus any costs and fees reasonably incurred in recovering it, through the channels available to us; and
• we may decline to work with you on any future engagement.

Nothing here is intended to discourage you from exercising a genuine legal right, including any non-excludable statutory right described in section 15.

10. Client warranties

10.1 Business purpose

You warrant that you are acquiring our services for the purposes of a business, trade, profession, or commercial activity, and not as a private consumer for personal, domestic, or household use. You warrant that the person accepting these Terms has authority to bind the business named on the invoice.

This warranty is given expressly subject to section 15. Where a mandatory consumer law applies to you regardless of this warranty, that law prevails over this clause to the extent of any inconsistency.

10.2 Content and rights

You warrant that all content, images, logos, text, video, and other materials you provide do not infringe any third-party intellectual property right, are not defamatory, and comply with applicable law. You agree to indemnify and hold harmless Endorphyn^™ Web, its operator, and its contractors against any claim, damage, loss, or cost (including reasonable legal fees) arising from materials you provided or from your breach of this agreement.

10.3 Your other responsibilities

• Provide accurate, complete business information, content, and required assets promptly.
• Review and approve, or object to, deliverables within the window in section 6.
• Maintain all hosting, domain, and third-party account credentials after handover.
• Not use our deliverables for unlawful, deceptive, or harmful purposes.

11. Third-party services

Your website depends on services we neither own nor control. These include, without limitation: hosting providers and CDNs; domain registrars and DNS providers; payment gateways and invoicing platforms; email and form-delivery providers; booking, chat, and newsletter tools; search engines and business-listing platforms; and advertising and social media platforms.

We are not responsible for the availability, performance, pricing, policies, or continued existence of any third-party service. We are not responsible for outages, data loss, account suspensions, policy changes, algorithm changes, review or listing removals, deprecated APIs, or price increases imposed by those providers. Where a third party changes or withdraws something your site relies on, any resulting rework is quoted as new work.

Where we recommend a provider, we do so in good faith on the information available at the time. The contract for that service is between you and that provider, on their terms, and you are responsible for reading and complying with them.

12. Warranties and disclaimers

We warrant that deliverables will be built with reasonable skill and care, and will function as described on current major browsers at the time of delivery. We make no warranty regarding search engine rankings, advertising performance, traffic, conversions, revenue, or any other business outcome. Those depend on many factors outside our control, including your market, your competitors, the content you publish, and your own marketing effort.

13. Limitation of liability

To the fullest extent permitted by applicable law, and subject to section 15, Endorphyn^™ Web shall not be liable for: loss of revenue, profits, or business; loss of anticipated savings; loss or corruption of data; loss of goodwill; indirect, incidental, consequential, special, or punitive damages; the acts, omissions, or outages of any third-party service described in section 11; or any harm arising from content you provided.

Our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence), statute, or otherwise, is limited to the total fees actually paid by you to us for that specific engagement. Fees paid for a different engagement do not increase the cap for this one. Where no fee has been paid, no liability arises.

Nothing in these Terms excludes or limits liability for death or personal injury resulting from negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

14. Termination

14.1 By you

You may terminate an active project at any time by written notice. On termination you remain liable for all work completed up to the effective date of termination, calculated against the milestones reached and the time already spent. Deposits and payments already made are applied against that liability, subject to our Refund and Cancellation Policy and to section 15. Where work completed exceeds the amount already paid, the balance is invoiced and due within 14 days. Where the amount you have already paid exceeds the value of the work completed, the unearned portion is refunded to you, subject to that same policy and to this exception: the non-refundable deposit or upfront payment defined in section 2 of that policy is not part of the unearned portion and is not refunded.

14.2 By us

We may terminate an active project by written notice if: you fail to pay a due invoice within 14 days of a written reminder; you fail to provide required inputs for more than 60 consecutive days after a written request; you breach section 10; you initiate a chargeback in the circumstances described in section 9; or the working relationship becomes untenable, including through abusive conduct toward us or anyone working with us.

Where we terminate for a reason other than your breach, we invoice only for work completed to that date and refund any portion of a prepayment that relates to work not yet performed.

14.3 On termination

Sections 8, 9, 10.2, 11, 13, 15, 16, and 17 survive termination. No ownership passes for work that has not been paid for in full, whichever party terminated and for whatever reason.

15. Your non-excludable statutory rights

Nothing in these Terms excludes, restricts, or modifies any guarantee, right, or remedy that applies to you under a law that cannot be excluded by agreement. Where any clause here conflicts with such a law, that law prevails and the clause applies only to the extent permitted.

This includes, without limitation: the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) for clients in Australia; the Consumer Rights Act 2015 and related legislation in the United Kingdom; the Consumer Protection Act 2019 in India; applicable consumer protection legislation in the European Union, in United States federal and state law, and in Canadian federal and provincial law.

The Australian Consumer Law position is set out in full and prominently in our Refund and Cancellation Policy.

16. Confidentiality

We treat all client business information as confidential and will not share it with third parties except as required to deliver the services (form processors, hosting platforms, payment processors) or as required by applicable law. This obligation survives termination.

17. Governing law and jurisdiction

This agreement is governed by the laws of India. Any dispute arising from or related to it is subject to the exclusive jurisdiction of the courts at Gurgaon, India. For international clients, you agree that Indian law governs this agreement and you submit to jurisdiction at Gurgaon for any legal proceedings.

This clause is subject to section 15. Where a mandatory law of your own country gives you a right to bring proceedings in your local courts or to have your local law applied, this clause does not take that right away from you.

18. Raising a concern before proceedings

Before either of us starts legal proceedings, the party with the concern raises it with the other in writing, and both of us attempt in good faith to resolve it within 21 days of that notice. This does not prevent either of us from applying for urgent injunctive relief, and it does not affect any right or remedy that cannot be excluded by agreement, or any right you have to complain to a regulator or an ombudsman. Section 15 applies to this section.

19. Domain and hosting

Your domain is registered in one of two ways, agreed with you in writing before we start:

• you register it on your own account with a registrar of your choice, and we guide you through the setup; or
• we register it on a new account opened for that domain, and we hand the account credentials to you on final payment.

Either way the domain is yours, and you maintain it after handover as described in section 10.3. We do not promise to move a domain from one registrar to another. A newly registered domain is locked against transfer to another registrar for 60 days under ICANN rules, so no transfer can be promised inside that window.

Hosting is your own account. We build under temporary credentials and transfer access to you on final payment, as described in section 8.4. Your registrar and your hosting provider are third-party services, and section 11 applies to them as it does to any other.

20. Care Plan

Monthly Care Plans are billed in advance. Either party may cancel with 30 days' written notice. The Care Plan covers minor content updates and small fixes within the original build scope. It does not cover security services, hosting infrastructure, third-party platform issues, new features, redesigns, or additional integrations; those are quoted separately.

21. Marketing services: ongoing retainers

This section applies to our ongoing marketing retainers: Performance Marketing (one platform or both), Social Media Management, Local Search Optimisation, and AI Search Visibility. It applies in addition to the rest of these Terms.

• Minimum term. Every retainer runs on a three-month minimum term, starting from the first month billed. Paid campaigns need a learning period before the data means anything, and three months is the shortest engagement in which the work can honestly be judged.
• Ending a retainer. After the minimum term, either party may end the retainer with 30 days' written notice. We keep working through the notice period, hand over access, and stop. The minimum term is a minimum term, not a lock-in: nothing renews automatically beyond the notice you give.
• Ad spend is separate and is yours. The monthly fee covers our management work only. Ad spend is paid by you directly to Google, Meta, or any other platform, on your own payment method, in your own account. We never bill media spend through us, never hold it, and never mark it up. Any spend commitment you make is a contract between you and that platform, not with us.
• You own the accounts, the profiles, and the content. Ad accounts, business profiles, social profiles, and everything created for you under a retainer belong to your business. You hold the owner or admin role and we are added as a manager. When a retainer ends, we remove our own access and everything stays exactly where it is.
• No guaranteed outcomes. We do not promise, and these Terms do not create, any guarantee of a return on ad spend, a lead volume, a cost per lead, a conversion rate, follower growth, engagement, a ranking position, or a citation by any AI assistant. Those depend on your market, your competitors, your pricing, your reviews, and platform algorithms, none of which we control. What we commit to is the work described on the relevant service listing, performed each month, and a monthly written report of what was done.
• Platform decisions are not ours. Account approvals, disapprovals, suspensions, policy enforcement, and ranking or placement decisions are made by the platform. We can do the work and make the case; we cannot direct the outcome.

22. One-off ads audits and account reviews

The one-off Google Ads, Meta Ads, and Combined Ads Audits, the New Account Setup Review, the Suspended Account Review, the Google Business Profile Overhaul, and the Digital Cost Audit are deliverable-based services. What you are buying is a written report or written recommendation, prepared once, against your accounts as they stand at the time of review. There is nothing ongoing attached to them and no retainer is implied.

The applicable tier depends on account size and complexity and is confirmed to you in writing, with the scope, before you pay anything.

These are diagnostics, not outcomes. No one-off review guarantees a ranking, a traffic level, a cost per result, an account approval, or the reinstatement of a suspended account. The Suspended Account Review in particular is review and appeal support only: whether an account is reinstated is the platform's decision alone and is not guaranteed by us. Our total aggregate liability arising from any one-off review is limited to the fee paid for that review.

23. Digital Audit: scope and disclaimer

The Digital Audit ($519, one-time) is a written report identifying issues, gaps, and loopholes we observe in your website, advertising accounts, and/or local search presence, based on our professional review of the information and access you provide and on our experience at the time of the audit. It is delivered within 5 business days of payment confirmation, after a written agreement has been sent and you have confirmed and paid the fee in full in advance.

The Audit does not guarantee any specific business outcome, ranking, traffic, conversion, or revenue result. It reflects a point-in-time review and may not capture changes that occur afterward. Our total aggregate liability arising from the Audit is limited to the $519 fee paid. The report is prepared solely for your internal business use and is not to be relied upon by any third party. The Audit fee is non-refundable once your signed agreement and payment are confirmed, as described in our Refund and Cancellation Policy.

24. Payment security

Payment is made by bank transfer against an invoice we send you by email. The invoice carries the bank details of an account local to your own country. We do not publish bank account details on this website, and we do not take or store card details. Never send payment based on bank details received in an email you did not initiate. Verify first at shivansh@endorphynweb.com.

25. Trademark

ENDORPHYN is a trademark of Shivansh Chawla, applied for in India in classes 25 and 42. The Endorphyn^™ Web name and logo are used under that mark. No licence to use these marks is granted by your use of this website or your purchase of our services, except as expressly permitted by us in writing.

26. Promotional offers

Where a promotion is running, the terms published on our Offer Terms page apply in addition to these Terms. If an offer term conflicts with these Terms, the offer term prevails for that offer only and only for bookings confirmed inside the offer window.

27. Force majeure

Neither party is liable for any delay in performing, or any failure to perform, an obligation under this agreement where the delay or failure is caused by an event beyond that party's reasonable control. The affected party notifies the other promptly and resumes performance as soon as it is practicable to do so. Any deadline affected by the event is extended by the length of the event.

Where the event continues for more than 60 days, either party may terminate the affected engagement by written notice. On termination under this section, any prepayment that relates to work not yet performed is refunded.

28. Entire agreement, assignment and subcontractors

These Terms, together with the proposal you accepted, form the whole agreement between us for that engagement. No earlier statement, quote, email, or message forms part of it.

Neither party may assign or transfer its rights or obligations under this agreement without the written consent of the other.

We may use subcontractors to carry out part of the work. We remain responsible to you for the work of anyone we engage, and the confidentiality obligation in section 16 binds them as it binds us.

29. Severability and changes

If any provision is found invalid, illegal, or unenforceable, it is modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions continue in full force. We may update these Terms; active clients are notified of material changes by email, and the terms in force at the time your engagement was confirmed continue to govern that engagement.

30. Contact

General: get@endorphynweb.com · Grievances and formal notices: shivansh@endorphynweb.com · Shivansh Chawla, trading as Endorphyn^™ Web by Endorphyn, India.