Agreement to Terms
These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Top Nex Media Solutions Pvt. Ltd. ("Top Nex Media," "Company," "we," "us," or "our"), a private limited company incorporated under the laws of India and engaged in the business of digital marketing, search engine optimization, paid advertising, social media management, content strategy, creative design, web development, analytics, and related professional services. By accessing or using topnexmedia.com and any subdomains, mobile interfaces, or online portals operated by Top Nex Media (collectively, the "Website"), or by engaging our services through a proposal, statement of work, master services agreement, or purchase order, you agree to be bound by these Terms and all policies incorporated by reference, including our Privacy Policy, Cookie Policy, and Refund and Cancellation Policy.
If you are entering into these Terms on behalf of a company, partnership, trust, or other legal entity, you represent and warrant that you have authority to bind that entity, and "you" refers to that entity. If you do not agree with any provision of these Terms, you must not use the Website or engage our services. Questions regarding these Terms may be directed to info@topnexmedia.com.
Eligibility and Account Registration
Use of certain features of the Website or client portals may require registration. You agree to provide accurate, current, and complete information during registration and to update such information promptly when it changes. You are responsible for safeguarding login credentials and for all activities occurring under your account. You must notify Top Nex Media immediately at info@topnexmedia.com if you suspect unauthorized access. We reserve the right to suspend or terminate accounts that violate these Terms, pose security risks, or remain inactive for extended periods, subject to any contractual obligations toward paying clients.
The Website and services are intended for users who are at least eighteen years of age or the age of majority in their jurisdiction, whichever is higher. By using the Website, you represent that you meet this requirement. Services directed toward businesses assume that authorized representatives act on behalf of their organizations.
Description of Services
Top Nex Media provides professional digital marketing services that may include, without limitation, audit and strategy development, keyword research, on-page and technical SEO, link building and digital public relations, local SEO, Google Ads and Microsoft Advertising campaign management, Meta and LinkedIn advertising, programmatic media where offered, social media content calendars and community management, influencer coordination subject to client approval, email marketing setup, marketing automation integrations, landing page design, WordPress and custom web development, conversion tracking implementation, dashboard reporting, and training sessions for client teams. Specific deliverables, timelines, fees, and performance expectations are defined in mutually executed commercial documents and take precedence over general Website descriptions in the event of conflict.
We may modify, expand, or discontinue service offerings on the Website for operational or strategic reasons. Material changes to active engagements will be communicated through account managers and documented through change orders where required.
Client Responsibilities
Cooperation and Timely Inputs
Successful marketing outcomes depend on timely cooperation from clients. You agree to provide access to websites, hosting environments, domain registrars, advertising accounts, analytics properties, social media profiles, brand guidelines, product information, legal disclaimers, and approval stakeholders within reasonable time frames specified in project plans. Delays in approvals, missing assets, or failure to implement recommended technical changes may affect schedules and results without constituting breach by Top Nex Media.
Lawful Content and Permissions
You represent that all materials you supply—including logos, images, video, copy, trademarks, customer lists, and testimonials—are owned by you or licensed for the intended use, and that campaigns comply with applicable advertising standards, consumer protection laws, sector-specific regulations, and platform policies such as Google Ads policies, Meta Advertising Standards, and email marketing laws including CAN-SPAM where relevant to cross-border campaigns. You indemnify Top Nex Media against claims arising from content or data you provide, except to the extent caused by our gross negligence or willful misconduct.
Accurate Business Information
You agree not to misrepresent your products, services, pricing, guarantees, or affiliations in materials we publish on your behalf. Misleading claims expose both parties to regulatory and platform enforcement risk; we may pause campaigns if we reasonably believe content violates law or third-party terms.
Fees, Invoicing, and Payment Terms
Fees for services are set forth in proposals, contracts, or rate cards accepted by you. Unless otherwise stated, invoices are payable in Indian Rupees within the net terms indicated on the invoice, commonly fifteen or thirty days from invoice date. Late payments may accrue interest at the rate permitted under Indian law or as specified in your agreement. We may suspend work, withhold deliverables, or pause advertising spend if invoices remain overdue beyond any grace period stated in writing. Third-party pass-through costs—such as ad spend, software subscriptions, stock media licenses, domain registrations, and premium tool fees—are billed separately unless bundled in a fixed package clearly described in your quote.
Taxes including GST apply as required by Indian tax law; you are responsible for providing valid GSTIN and other tax documentation for billing. Disputes regarding invoices must be raised in writing within ten business days of receipt, specifying the disputed amount and factual basis; undisputed portions remain due. Detailed refund and cancellation rules appear in our Refund and Cancellation Policy, which forms part of these Terms.
Intellectual Property Rights
Top Nex Media Materials
The Website, proprietary methodologies, templates, software tools developed internally, training materials, and pre-existing creative assets owned by Top Nex Media remain our exclusive property. Nothing in these Terms transfers ownership of our intellectual property except a limited license for you to use deliverables as described below.
Client Materials
You retain ownership of trademarks, product data, and pre-existing content you provide. You grant Top Nex Media a non-exclusive, worldwide, royalty-free license during the engagement to use, reproduce, adapt, and display client materials solely to perform services and showcase work in portfolios or case studies only where you have given prior written consent or where anonymized aggregate results are presented.
Deliverables
Upon full payment of applicable fees, you receive ownership or license rights to final deliverables specifically created for you—such as custom graphics, website code excluding third-party themes or plugins subject to their licenses, and ad copy—unless the agreement states otherwise. We may retain archival copies for legal, backup, and portfolio purposes subject to confidentiality. Open-source components, licensed stock assets, and platform-specific templates remain governed by their respective licenses, which you agree to honor post-delivery.
Acceptable Use of the Website
You agree not to misuse the Website or any communication channel operated by Top Nex Media. Prohibited conduct includes attempting unauthorized access to systems, networks, or data; probing or scanning vulnerabilities; introducing malware; scraping content in violation of robots.txt or technical barriers; impersonating any person or entity; harvesting email addresses for spam; interfering with Website performance; using the Website for unlawful, harassing, defamatory, or infringing activities; or reverse engineering proprietary features except where permitted by mandatory law.
We may monitor usage for security and analytics in accordance with our Privacy Policy. Violations may result in immediate suspension, legal action, and cooperation with law enforcement where appropriate.
Confidentiality
Each party may receive non-public information from the other marked confidential or reasonably understood to be confidential given its nature, including business strategies, pricing, campaign data, conversion metrics, unreleased products, and technical configurations. The receiving party agrees to use confidential information only for purposes of the engagement, to protect it with at least reasonable care, and not to disclose it to third parties except to employees, contractors, and advisers with a need to know and bound by confidentiality obligations, or as required by law after providing notice where legally permitted.
Confidentiality obligations survive termination for a period specified in your master agreement or, if unspecified, for three years from disclosure, except trade secrets and personal data which remain protected as long as applicable law requires.
Disclaimers Regarding Marketing Results
Digital marketing involves variables outside our exclusive control, including search engine algorithm updates, advertising auction dynamics, competitor activity, seasonality, economic conditions, and client implementation of recommendations. Unless expressly guaranteed in a signed addendum with defined metrics and measurement methodology, we do not warrant specific rankings, traffic volumes, lead counts, return on ad spend, revenue outcomes, or viral reach. Projections in proposals are good-faith estimates based on experience and available data at the time of quoting and are not binding guarantees.
The Website may contain articles, benchmarks, and general guidance for educational purposes; such content does not constitute legal, financial, or professional advice tailored to your circumstances. You should consult qualified advisers for decisions beyond marketing execution.
Limitation of Liability
To the maximum extent permitted by applicable law, Top Nex Media and its directors, officers, employees, contractors, and affiliates shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including loss of profits, revenue, goodwill, data, or business opportunity, arising from or related to these Terms, the Website, or services, even if advised of the possibility of such damages. Our aggregate liability for direct damages arising from a specific engagement shall not exceed the fees paid by you to Top Nex Media for that engagement during the twelve months preceding the event giving rise to the claim, except where liability cannot be limited under Indian law for fraud, willful misconduct, or death or personal injury caused by negligence.
Some jurisdictions do not allow certain limitations; in such cases, our liability is limited to the fullest extent permitted by law.
Indemnification
You agree to defend, indemnify, and hold harmless Top Nex Media from claims, damages, losses, liabilities, costs, and expenses—including reasonable legal fees—arising from your breach of these Terms, your violation of law or third-party rights, content or data you provide, your products or services marketed through our campaigns, or unauthorized use of your account, except where a claim results primarily from our breach of these Terms or negligent performance.
Third-Party Services and Platforms
Services frequently integrate with third-party platforms such as Google, Meta, LinkedIn, hosting providers, email service providers, and analytics tools. Your use of those platforms is subject to their terms and policies. Top Nex Media is not responsible for platform outages, policy enforcement actions, account suspensions, billing disputes with platforms, or changes to APIs and features. We will use commercially reasonable efforts to notify you of material platform changes affecting active campaigns and to recommend mitigation steps.
Employment and Internship Inquiries
Career-related submissions through the Website or email to hr@topnexmedia.com do not create an employment contract. Recruitment decisions remain at our sole discretion. Processing of applicant data is described in our Privacy Policy.
Termination and Suspension
Either party may terminate an engagement according to the notice period and conditions in the applicable contract or statement of work. We may suspend or terminate Website access or services immediately for non-payment, material breach, illegal conduct, or threats to security or reputation, with notice where practicable. Upon termination, you remain responsible for fees accrued and non-cancellable third-party commitments initiated with your authorization. Provisions that by nature should survive—including confidentiality, intellectual property allocations for paid work, limitation of liability, indemnity, and dispute resolution—shall survive termination.
Governing Law and Dispute Resolution
These Terms are governed by the laws of India, without regard to conflict-of-law principles that would apply another jurisdiction's laws. Courts located in India shall have exclusive jurisdiction over disputes arising from these Terms or the Website, subject to any mandatory arbitration or mediation clause in a separate signed agreement between you and Top Nex Media. Before initiating formal proceedings, parties agree to attempt good-faith resolution by contacting info@topnexmedia.com and engaging in discussions within thirty days, except where injunctive relief is necessary to prevent irreparable harm.
Force Majeure
Neither party shall be liable for failure or delay in performance due to events beyond reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, government actions, internet backbone failures, widespread platform outages, or strikes, provided the affected party notifies the other promptly and uses reasonable efforts to resume performance. Payment obligations for work already performed and non-refundable third-party costs are not excused by force majeure.
Assignment
You may not assign or transfer your rights or obligations under these Terms without our prior written consent, except to a successor entity in a merger or acquisition involving your organization with notice to Top Nex Media. We may assign these Terms to an affiliate or in connection with a corporate transaction, continuing protection of your personal data as described in our Privacy Policy.
Severability and Waiver
If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable. Failure to enforce any right or provision does not constitute a waiver of that right or provision unless acknowledged in writing by Top Nex Media.
Entire Agreement and Order of Precedence
For Website use, these Terms together with incorporated policies constitute the entire agreement between you and Top Nex Media regarding the Website. For paid services, a executed statement of work, master services agreement, or proposal accepted in writing prevails over these Terms where they conflict on commercial topics such as scope, fees, and termination. Policies linked from the Website remain applicable to the extent they do not conflict with signed commercial documents.
Contact Information
Top Nex Media Solutions Pvt. Ltd. welcomes inquiries about these Terms at info@topnexmedia.com. For human resources matters unrelated to contractual interpretation, contact hr@topnexmedia.com. Please review our Privacy Policy, Cookie Policy, and Refund and Cancellation Policy for additional information governing your relationship with us.
Changes to These Terms
We may revise these Terms from time to time. Updated Terms will be posted on the Website with a revised effective date. Material changes affecting active clients may be communicated via email or account notice. Continued use of the Website after changes become effective constitutes acceptance. If you object to revised Terms for an active paid engagement, you may terminate according to your contract's cancellation provisions; otherwise, the updated Terms apply to ongoing Website use and new engagements.