Client Service Agreement / Master Service Agreement (MSA)

1. PARTIES

This Client Service Agreement / Master Service Agreement (“Agreement”) is entered into between:

Service Provider

Mohit Lakhera, sole proprietor of Adsyntra AI, having its business location at Jabalpur, Madhya Pradesh, India, and operating virtually (“Adsyntra”, “Service Provider”, “we”, “us” or “our”).

and

Client

Legal Name: [CLIENT LEGAL NAME]

Business/Brand Name: [CLIENT BUSINESS NAME]

Entity Type: [COMPANY / LLP / PARTNERSHIP / SOLE PROPRIETORSHIP / INDIVIDUAL / OTHER]

Registered/Business Address: [ADDRESS]

Authorized Representative: [NAME & DESIGNATION]

Email: [EMAIL]

Phone: [PHONE]

The Service Provider and Client are individually a “Party” and collectively the “Parties”.

The Client represents that the person accepting or signing this Agreement has the authority to bind the Client.

2. PURPOSE OF THE AGREEMENT

This Agreement establishes the general legal and commercial framework under which Adsyntra may provide digital marketing, advertising, lead-generation, technology, automation, AI, website, funnel, CRM, analytics, consulting, or related services to the Client.

The exact services, deliverables, fees, timelines and commercial requirements applicable to a particular engagement shall be described in a separate:

• Proposal;
• Statement of Work (“SOW”);
• Order Form;
• Quotation;
• Scope Document; or
• other written commercial document

accepted by both Parties (“SOW”).

The SOW and this Agreement together constitute the contractual arrangement between the Parties.

3. DEFINITIONS

For purposes of this Agreement:

3.1 “Services”

Means the services agreed between the Parties, including any combination of advertising, lead generation, marketing strategy, landing pages, websites, CRM implementation, automation, AI systems, analytics, tracking, SEO, consulting, creative services or other services expressly described in the applicable SOW.

3.2 “Client Data”

Means information, content, customer information, lead information, business information, credentials, databases, files, documents or other information supplied by or on behalf of the Client.

3.3 “Deliverables”

Means the specific final outputs expressly identified as deliverables in the applicable SOW.

3.4 “Third-Party Platforms”

Means services and platforms operated by third parties, including advertising platforms, social-media platforms, payment processors, CRM providers, hosting providers, messaging platforms, analytics providers, AI providers and other external technology providers.

3.5 “Confidential Information”

Means non-public business, commercial, technical, financial, customer, marketing, operational or other confidential information disclosed by one Party to the other.

3.6 “Business Day”

Means a day other than a Sunday or public holiday in the applicable jurisdiction.

4. SERVICES

Adsyntra may provide some or all of the following, subject to the applicable SOW:

1. Meta advertising;
2. Google advertising;
3. lead-generation campaigns;
4. landing-page and funnel development;
5. website development or modification;
6. conversion tracking;
7. CRM setup and integration;
8. WhatsApp automation;
9. Instagram automation;
10. email/SMS automation;
11. AI agents and chatbots;
12. AI-assisted customer communication;
13. marketing automation;
14. SEO;
15. analytics and reporting;
16. creative strategy and advertising creatives;
17. marketing strategy and consulting;
18. sales-funnel optimisation;
19. technology and workflow implementation; and
20. other services mutually agreed in writing.

The actual Services shall be limited to those included in the applicable SOW unless additional work is agreed.

5. STATEMENT OF WORK / SCOPE

Each engagement may have a separate SOW specifying:

• Services;
• deliverables;
• campaign scope;
• platforms;
• number/type of creatives;
• landing pages;
• websites;
• integrations;
• automation workflows;
• AI systems;
• reporting;
• timelines;
• fees;
• payment schedule;
• minimum commitment;
• renewal terms;
• Client responsibilities;
• other project-specific conditions.

If the SOW conflicts with this Agreement, the following order of precedence shall apply:

1. Any later written amendment specifically signed/accepted by both Parties;
2. applicable SOW or Order Form;
3. this Agreement;
4. Adsyntra's website Terms & Conditions and other general policies.

However, a SOW shall not be interpreted as removing statutory rights or obligations that cannot legally be excluded.

6. TERM

The term of each engagement shall be stated in the applicable SOW and may be:

• 3 months;
• 6 months;
• 12 months; or
• another period expressly agreed in writing.

Unless otherwise stated in the SOW, the engagement begins on the agreed commencement date or the date on which Services actually begin, whichever is specified by the Parties.

A fixed-term commitment is not automatically converted into a month-to-month engagement merely because either Party provides notice.

7. RENEWAL

Where the applicable SOW provides for automatic renewal, the engagement shall renew for the stated renewal period unless either Party provides written notice of non-renewal at least 15 days before the applicable renewal date, subject to the specific terms of the SOW.

The Client acknowledges that renewal terms and applicable fees should be reviewed before accepting the SOW.

Where required by applicable law, mandatory renewal disclosures, notices or cancellation rights shall apply.

8. FEES

The Client shall pay the fees specified in the applicable SOW.

Unless otherwise agreed:

• fees are payable in advance;
• fees are based on the agreed scope;
• third-party costs are separate;
• taxes may be charged where applicable;
• payment processing or foreign-exchange charges may apply where legally and commercially applicable.

Adsyntra is not responsible for costs incurred directly by the Client with third-party platforms.

9. ADVERTISING SPEND

Advertising spend is separate from Adsyntra's professional/service fees, unless expressly stated otherwise in writing.

Where technically and commercially feasible, the Client should maintain its own advertising account and pay advertising platforms directly.

Examples include:

• Meta;
• Google;
• LinkedIn;
• TikTok; or
• other advertising platforms.

Adsyntra does not guarantee the pricing, availability, approval, delivery, reach or performance of any third-party advertising platform.

10. PAYMENT DEADLINE AND GRACE PERIOD

Unless the SOW provides otherwise, payments are due according to the agreed invoice/payment schedule.

A 3-day grace period may be provided after the applicable payment due date.

If payment remains outstanding after the applicable grace period, Adsyntra may:

• pause Services;
• pause campaigns;
• suspend automation;
• withhold further work;
• restrict access to certain non-client-owned systems where legally permitted;
• postpone deliverables; and/or
• terminate the engagement in accordance with this Agreement.

Suspension resulting from Client non-payment does not automatically extend deadlines or create an obligation to provide additional Services without charge.

11. NO GUARANTEE OF RESULTS

The Client acknowledges that digital marketing and technology services involve variables outside Adsyntra's control.

Accordingly, unless expressly guaranteed in a written agreement signed by Adsyntra, Adsyntra does not guarantee:

• a specific number of leads;
• sales;
• revenue;
• profit;
• return on ad spend (ROAS);
• conversion rate;
• customer acquisition cost;
• advertising approval;
• rankings;
• traffic;
• engagement;
• business growth;
• campaign performance; or
• any specific commercial outcome.

Historical results, case studies, examples, projections, estimates or performance benchmarks are illustrative only and do not constitute guarantees.

12. THIRD-PARTY PLATFORMS

The Client understands that Services may depend upon third-party platforms.

These may include:

• Meta;
• Google;
• WhatsApp;
• Instagram;
• LinkedIn;
• payment processors;
• hosting providers;
• domain providers;
• CRM platforms;
• analytics platforms;
• AI providers;
• email/SMS providers;
• APIs;
• cloud infrastructure; and
• other external services.

Third-party platforms may:

• change their policies;
• change their pricing;
• modify APIs;
• suspend accounts;
• restrict functionality;
• reject advertisements;
• experience outages;
• delete or restrict data; or
• discontinue services.

Adsyntra is not responsible for third-party actions or failures outside its reasonable control.

Where a third-party change materially affects the agreed Services, the Parties may need to modify the applicable scope, timeline or pricing.

13. CLIENT RESPONSIBILITIES

The Client agrees to:

1. provide accurate and complete information;
2. provide timely approvals;
3. provide legally usable content and materials;
4. provide required access;
5. maintain required third-party accounts;
6. maintain sufficient advertising budgets where applicable;
7. ensure that its products/services comply with applicable law;
8. ensure that claims made about its products/services are accurate;
9. promptly review materials requiring approval;
10. notify Adsyntra of material changes affecting the campaign or project;
11. maintain required licences, registrations and permissions;
12. ensure that customer/lead data supplied to Adsyntra may lawfully be processed;
13. respond to leads and customers appropriately where lead handling remains the Client's responsibility; and
14. cooperate reasonably with Adsyntra.

Delays caused by the Client may affect timelines and deliverables.

14. ACCOUNT ACCESS AND CREDENTIALS

Where possible, the Client should provide Adsyntra access through:

• official account invitations;
• role-based permissions;
• administrator access;
• partner access;
• API access; or
• other authorised access mechanisms.

The Client should not unnecessarily provide personal passwords.

Where passwords or sensitive credentials are exceptionally required, the Parties should use reasonable security measures.

The Client remains responsible for maintaining ownership and control of its accounts unless otherwise agreed.

Adsyntra shall not knowingly request access beyond what is reasonably necessary for the agreed Services.

15. CLIENT DATA

The Client retains ownership of Client Data.

The Client authorises Adsyntra to access, use, store and process Client Data to the extent reasonably necessary to provide the Services, comply with contractual obligations, maintain security, troubleshoot systems, provide support, or otherwise perform the engagement.

Where Adsyntra processes personal data on behalf of the Client, the Parties may enter into a separate Data Processing Agreement (“DPA”) or applicable data-processing terms where required.

The Client remains responsible for determining the lawful basis, notices, permissions and other requirements applicable to its collection and use of personal data, except to the extent responsibility is expressly allocated to Adsyntra under a written agreement.

16. PERSONAL DATA AND PRIVACY

Each Party shall comply with applicable privacy and data-protection laws to the extent applicable to its activities.

Depending on the engagement, applicable laws may include Indian data-protection requirements and, where relevant, foreign privacy laws applicable to the Client or affected individuals.

The Parties shall cooperate reasonably regarding:

• data-subject requests;
• security incidents;
• deletion requests;
• access requests;
• correction requests;
• consent-related requirements;
• data-processing instructions; and
• legally required notifications.

Nothing in this Agreement is intended to exclude or limit a right or obligation that cannot legally be excluded or limited.

17. AI SYSTEMS AND AUTOMATION

Adsyntra may use artificial intelligence, machine-learning systems, automation platforms, APIs and other technology as part of the Services where agreed or reasonably required.

Depending on the project, such systems may process information including:

• names;
• phone numbers;
• email addresses;
• enquiries;
• conversation history;
• customer preferences;
• lead information;
• business information; and
• other information supplied through connected systems.

The Client authorises such processing only to the extent reasonably necessary for the agreed Services.

AI-generated or automated outputs may contain errors, omissions, inappropriate responses or inaccuracies.

Where AI-generated content is used for important business, legal, financial, medical, employment, safety or other consequential decisions, appropriate human review should be maintained.

Adsyntra does not represent that AI outputs will always be accurate, complete, unbiased, uninterrupted or suitable for every purpose.

18. AUTOMATED CUSTOMER COMMUNICATION

Where Adsyntra implements automated communication through WhatsApp, Instagram, websites, email, SMS, CRM or other channels, the Client remains responsible for:

• the legality of its offers;
• the accuracy of its business information;
• required customer disclosures;
• required consent/opt-out mechanisms;
• regulatory requirements applicable to its industry;
• customer support obligations; and
• the underlying products or services being promoted.

Adsyntra may configure reasonable safeguards based on the agreed scope, but cannot guarantee that every automated communication will satisfy every legal or industry-specific requirement unless expressly contracted to provide such compliance services.

19. CLIENT APPROVALS

Where Client approval is required, Adsyntra may provide materials through email, project-management software, messaging applications, documents or other agreed communication channels.

The Client is responsible for reviewing approved materials before publication where approval has been requested.

Once the Client approves material, the Client authorises Adsyntra to implement it within the agreed scope.

Material changes requested after approval may be treated as additional work.

20. SCOPE CHANGES

Requests outside the agreed SOW may be treated as change requests.

Additional work may require:

• additional fees;
• revised deadlines;
• revised deliverables;
• a new SOW; or
• written approval.

Adsyntra is not required to provide unlimited revisions or additional work merely because the Client requests changes.

21. DELIVERABLES

Adsyntra shall provide the Deliverables expressly specified in the applicable SOW.

Deliverables may include, depending on the engagement:

• advertising campaigns;
• creative assets;
• landing pages;
• websites;
• automation workflows;
• CRM configurations;
• reports;
• tracking implementations;
• AI workflows;
• documentation; and
• other agreed outputs.

The Client shall receive agreed final Client-specific Deliverables after applicable payment obligations have been satisfied, subject to the intellectual-property provisions below.

22. INTELLECTUAL PROPERTY

22.1 Client-Owned Materials

The Client retains ownership of intellectual property that it owned before the engagement, including:

• trademarks;
• logos;
• proprietary content;
• customer databases;
• photographs;
• videos;
• business information;
• documents; and
• other Client materials.

22.2 Final Client-Specific Deliverables

Subject to full payment of all amounts due for the relevant work, the Client shall own the agreed final Client-specific Deliverables expressly identified in the SOW as transferable to the Client, except for third-party materials and Adsyntra's pre-existing intellectual property.

22.3 Adsyntra Pre-Existing IP

Adsyntra retains all rights in its pre-existing or independently developed:

• systems;
• frameworks;
• methodologies;
• know-how;
• strategies;
• templates;
• reusable components;
• software;
• automation structures;
• internal tools;
• prompts;
• workflows;
• libraries;
• processes;
• documentation;
• generic designs; and
• other proprietary materials.

Nothing in this Agreement transfers such pre-existing intellectual property to the Client unless expressly agreed in writing.

22.4 Third-Party Materials

Third-party software, fonts, stock assets, APIs, plugins, templates, AI models, libraries and other third-party materials remain subject to their respective licences and terms.

23. PORTFOLIO AND CASE STUDIES

Adsyntra shall not publicly use the Client's:

• name;
• logo;
• confidential information;
• campaign results;
• screenshots;
• testimonials; or
• case-study information

for portfolio, promotional or marketing purposes without the Client's prior written permission.

Any permission may be subject to conditions agreed between the Parties.

24. CONFIDENTIALITY

Each Party shall keep the other Party's Confidential Information confidential and shall use it only for legitimate purposes connected with the engagement.

A receiving Party may disclose Confidential Information where disclosure is:

• required by law;
• required by a competent authority;
• necessary to professional advisers subject to confidentiality obligations;
• necessary to approved service providers; or
• otherwise authorised by the disclosing Party.

Confidentiality obligations shall not apply to information that:

• is publicly available without breach;
• was already lawfully known;
• is independently developed without use of Confidential Information; or
• is lawfully received from another source without confidentiality restrictions.

These obligations shall continue after termination for so long as the information remains confidential, subject to applicable law.

25. SECURITY

Adsyntra shall take reasonable technical and organisational measures appropriate to the nature of the information and Services.

However, no internet-based system, software, cloud platform, messaging system, API or digital infrastructure can be guaranteed to be completely secure.

The Client acknowledges that third-party systems may introduce additional security risks outside Adsyntra's direct control.

Each Party shall promptly notify the other where it becomes aware of a material security incident affecting the other Party's Confidential Information or Client Data, subject to applicable law and contractual obligations.

26. DATA RETENTION

Adsyntra may retain information for as long as reasonably necessary for:

• providing Services;
• contractual purposes;
• accounting and financial records;
• legal obligations;
• dispute resolution;
• security;
• fraud prevention;
• compliance;
• legitimate business administration; or
• other lawful purposes.

When information is no longer reasonably required, Adsyntra may delete, anonymise or otherwise dispose of it, subject to legal, contractual, technical and backup requirements.

27. ACCEPTABLE USE

The Client shall not knowingly use Adsyntra's Services to:

• violate applicable law;
• infringe intellectual-property rights;
• commit fraud;
• distribute malware;
• conduct deceptive schemes;
• impersonate another person or organisation;
• send unlawful communications;
• unlawfully collect personal data;
• promote prohibited products or activities;
• violate third-party platform policies; or
• engage in conduct reasonably likely to expose Adsyntra to legal or regulatory liability.

Adsyntra may refuse or suspend work that it reasonably believes would require unlawful or prohibited activity.

28. ADVERTISING AND REGULATORY COMPLIANCE

The Client is responsible for ensuring that its products, services, claims, offers, pricing and business practices comply with applicable law.

This includes industry-specific requirements where applicable.

Adsyntra may advise on advertising practices, but unless expressly contracted otherwise, Adsyntra is not the Client's legal or regulatory adviser.

The Client shall not instruct Adsyntra to knowingly publish false, misleading, fraudulent or unlawful advertising.

29. WARRANTIES AND DISCLAIMERS

Except where expressly stated in writing, Services are provided on an “as available” and commercially reasonable basis.

To the maximum extent permitted by applicable law, Adsyntra does not warrant that:

• Services will be uninterrupted;
• every third-party platform will remain available;
• campaigns will be approved;
• systems will remain unchanged;
• AI outputs will always be accurate;
• Services will achieve a particular commercial result; or
• all errors will be immediately identified or corrected.

Nothing in this Agreement excludes warranties, rights or remedies that cannot legally be excluded.

30. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, Adsyntra shall not be liable for indirect, incidental, special, consequential or punitive losses, or for loss of:

• anticipated profits;
• revenue;
• business opportunities;
• goodwill;
• reputation;
• data; or
• expected savings,

arising from or related to the Services.

To the maximum extent legally permitted, Adsyntra's aggregate liability arising out of or relating to a particular engagement shall not exceed the total professional/service fees actually paid to Adsyntra by the Client for that engagement during the three (3) months immediately preceding the event giving rise to the claim, unless the applicable SOW expressly provides a different limitation.

This limitation shall not apply to liability that cannot legally be limited or excluded, including where applicable liability arising from fraud, wilful misconduct or other matters that mandatory law does not permit the Parties to limit.

31. CLIENT INDEMNIFICATION

To the extent permitted by applicable law, the Client shall indemnify and hold harmless Adsyntra and its proprietor, personnel and authorised contractors from third-party claims, losses, liabilities and reasonable expenses arising from:

• Client-provided materials;
• unlawful Client instructions;
• infringement caused by Client-provided content;
• Client's products or services;
• Client's violation of applicable law;
• Client's unlawful use of personal data; or
• Client's breach of this Agreement,

except to the extent the claim results from Adsyntra's own breach, negligence, fraud or wilful misconduct, as determined under applicable law.

32. SUSPENSION

Adsyntra may suspend some or all Services where reasonably necessary due to:

• non-payment;
• security concerns;
• unlawful instructions;
• third-party platform restrictions;
• Client breach;
• technical limitations;
• regulatory concerns; or
• circumstances beyond Adsyntra's reasonable control.

Where reasonably practicable, Adsyntra shall provide notice of material suspension.

Suspension does not automatically terminate the Agreement.

33. TERMINATION

Either Party may terminate an engagement in accordance with the applicable SOW and this Agreement.

Unless the SOW provides otherwise, a Party intending to cancel or not renew shall provide 15 days' written notice.

For fixed-term engagements, the Parties acknowledge that a notice provision does not necessarily eliminate obligations arising from the agreed minimum term.

Adsyntra may terminate immediately where reasonably necessary due to:

• unlawful activity;
• serious breach;
• fraud;
• non-payment;
• repeated failure to cooperate;
• serious security risk;
• abusive conduct;
• instructions that would expose Adsyntra to significant legal risk; or
• circumstances where continued performance is reasonably impracticable or unlawful.

The Client may terminate for a material breach by Adsyntra where such breach remains uncured after reasonable written notice and opportunity to cure, where legally and commercially appropriate.

34. EFFECT OF TERMINATION

Upon termination:

1. outstanding amounts that are due shall remain payable;
2. applicable non-refundable paid service periods shall remain subject to the agreed commercial terms;
3. access to Client-owned accounts may be transitioned as reasonably practicable;
4. agreed final Deliverables shall be provided subject to applicable payment obligations;
5. confidential information shall continue to be protected;
6. intellectual-property rights already transferred shall remain with the applicable owner;
7. provisions intended to survive termination shall continue.

Termination does not automatically entitle either Party to a refund unless required by applicable law or expressly provided in the Agreement/SOW.

35. THIRD-PARTY PURCHASES

Where Adsyntra purchases third-party services, software, domains, hosting, plugins, APIs, advertising credits or other products on the Client's behalf, the Client may be responsible for the applicable third-party charges.

Third-party products may be subject to separate terms and refund policies.

Ownership or transfer of third-party subscriptions shall depend on the relevant provider's terms and the applicable SOW.

36. TAXES

Fees are exclusive of taxes unless expressly stated otherwise.

The Client shall be responsible for applicable taxes, duties, withholding requirements or similar charges to the extent legally applicable.

Where withholding is legally required, the Client shall provide appropriate documentation evidencing the withholding/payment.

International transactions may involve additional banking, currency conversion, tax or regulatory requirements.

37. FORCE MAJEURE

Neither Party shall be liable for failure or delay caused by circumstances beyond its reasonable control, including:

• natural disasters;
• war;
• terrorism;
• government action;
• widespread internet failure;
• major cyber incidents;
• infrastructure failure;
• platform outages;
• telecommunications failure;
• strikes;
• epidemics/pandemics;
• changes in law; or
• other events reasonably beyond the affected Party's control.

The affected Party shall take reasonable steps to mitigate the impact.

38. INDEPENDENT CONTRACTOR

The Parties are independent contracting parties.

Nothing in this Agreement creates:

• a partnership;
• joint venture;
• employment relationship;
• franchise;
• fiduciary relationship; or
• agency relationship,

except where expressly agreed in writing.

Adsyntra has no authority to bind the Client unless expressly authorised.

39. NON-EXCLUSIVITY

Unless expressly agreed in writing, the relationship is non-exclusive.

Adsyntra may provide services to other businesses, including businesses operating in similar industries, provided that it does not misuse the Client's Confidential Information.

40. NON-SOLICITATION

Unless expressly stated in the applicable SOW, neither Party shall knowingly use Confidential Information obtained through the engagement for the purpose of unlawfully soliciting or interfering with the other Party's employees or contractors.

This clause shall apply only to the extent permitted by applicable law.

41. ELECTRONIC ACCEPTANCE AND SIGNATURES

The Parties agree that this Agreement and related SOWs may be accepted electronically through:

• electronic signatures;
• digitally signed documents;
• email acceptance;
• online proposal acceptance;
• checkbox acceptance;
• platform-based acceptance;
• other electronic records; or
• other legally recognised electronic methods.

Electronic acceptance shall be treated as evidence of the Parties' intention to be legally bound, subject to applicable law.

42. NOTICES

Formal notices under this Agreement shall be sent to the email addresses specified in the Agreement/SOW or subsequently notified in writing.

For Adsyntra:

Email: official@wolfsmedia.in

For Client:

Email: [CLIENT EMAIL] A notice shall be considered received according to applicable law and, where relevant, reasonable evidence of successful electronic delivery.

43. DISPUTE RESOLUTION

The Parties shall first attempt in good faith to resolve disputes through direct discussion.

Where a dispute cannot be resolved informally, the Parties may pursue mediation, arbitration or court proceedings as applicable under the agreed legal framework.

Unless the SOW states otherwise, the Agreement shall be governed by the laws of India, subject to mandatory laws applicable to the Parties or transaction.

The courts/competent dispute-resolution forum having jurisdiction in Jabalpur, Madhya Pradesh, India, shall have jurisdiction to the extent legally permissible, unless the Parties agree otherwise in writing.

For international Clients, mandatory laws applicable to the Client or transaction may continue to apply where legally required.

44. COMPLIANCE WITH MANDATORY LAW

Nothing in this Agreement is intended to:

• waive a statutory right that cannot legally be waived;
• exclude mandatory consumer protections;
• exclude mandatory privacy rights;
• restrict legally protected remedies; or
• contract out of any mandatory legal requirement.

If any provision conflicts with a mandatory legal requirement, the mandatory requirement shall prevail to the extent of the conflict.

45. SEVERABILITY

If any provision of this Agreement is found invalid, illegal or unenforceable, that provision shall be modified or limited to the minimum extent necessary, where legally permissible, and the remaining provisions shall continue in effect.

46. NO WAIVER

Failure by either Party to enforce a provision shall not constitute a permanent waiver of that provision or any other right.

A waiver must be made intentionally and, where appropriate, in writing.

47. AMENDMENTS

Any material change to this Agreement or an SOW should be made in writing and accepted by both Parties.

Changes may be accepted electronically where legally valid.

48. ENTIRE AGREEMENT

This Agreement, together with the applicable SOW, proposal, order form and expressly incorporated documents, constitutes the agreement between the Parties concerning the applicable Services.

It supersedes prior discussions or communications relating to the same subject matter, except where expressly preserved in writing.

49. SURVIVAL

Provisions relating to:

• payment obligations;
• intellectual property;
• confidentiality;
• privacy and data protection;
• limitation of liability;
• indemnification;
• dispute resolution;
• ownership;
• accrued rights; and
• any provisions that by their nature should survive

shall survive termination or expiry of the Agreement.

50. CLIENT ACKNOWLEDGEMENT

By signing, electronically accepting, paying an invoice pursuant to, or otherwise clearly accepting this Agreement/SOW, the Client confirms that:

1. it has had an opportunity to review the Agreement;
2. it has authority to enter into the Agreement;
3. the Services and fees have been explained sufficiently for the applicable engagement;
4. no specific result has been guaranteed unless expressly stated in writing;
5. advertising spend is separate unless otherwise stated;
6. third-party platforms are outside Adsyntra's complete control;
7. Client responsibilities are understood;
8. applicable privacy/data-processing responsibilities are understood;
9. the applicable SOW forms part of the engagement; and
10. the Client agrees to be bound by this Agreement.

51. SIGNATURES

SERVICE PROVIDER

Mohit Lakhera Sole Proprietor — Adsyntra AI

Signature: ________

Date: ______

Email: official@wolfsmedia.in

CLIENT

Legal Name: ____

Authorised Representative: ____

Designation: ____

Signature: ________

Date: ______

Email: ______

SCHEDULE A — COMMERCIAL TERMS

Client: [CLIENT NAME]

Service Start Date: [DATE]

Contract Term: [3 / 6 / 12 MONTHS / OTHER]

Renewal: [YES / NO]

Renewal Period: [MONTHS]

Notice Period: 15 days unless otherwise stated in the SOW

Professional Fee: ₹[AMOUNT] / [MONTH OR PROJECT]

Payment Frequency: [ADVANCE / MONTHLY / PROJECT-BASED]

Payment Due Date: [DATE / TERMS]

Grace Period: 3 days unless otherwise agreed

Advertising Budget: Paid separately by Client unless expressly stated otherwise

Taxes: [AS APPLICABLE]

Primary Services: [SERVICES]

Key Deliverables: [DELIVERABLES]

Client Approvals Required: [YES / NO / DETAILS]

Primary Platforms: [META / GOOGLE / CRM / WHATSAPP / WEBSITE / OTHER]

Special Terms: [ANY PROJECT-SPECIFIC TERMS]

SCHEDULE B — SCOPE OF WORK

The following Services are included:

1. [SERVICE]

Description: [DETAILS]

2. [SERVICE]

Description: [DETAILS]

3. [SERVICE]

Description: [DETAILS]

Deliverables

[LIST]

Exclusions

[LIST]

Timeline

[DETAILS]

Revision/Approval Process

[DETAILS]

Additional Work

Additional work outside the agreed scope shall require written approval and may incur additional fees.

SCHEDULE C — CLIENT ACCESS

Where applicable, Client shall provide authorised access to:

• Meta Business Manager;
• Meta Ads Manager;
• Google Ads;
• Google Analytics;
• Google Tag Manager;
• website/CMS;
• domain/hosting;
• CRM;
• WhatsApp Business;
• Instagram;
• Facebook Page;
• email marketing platform;
• customer database;
• analytics tools;
• other systems reasonably required for the Services.

Access should preferably be provided using official invitation/role-based access rather than personal passwords.

The Client remains responsible for ensuring that it has the legal authority to provide such access.

SCHEDULE D — DATA PROCESSING

Where Adsyntra processes personal data on behalf of the Client, the Parties may execute a separate Data Processing Agreement or incorporate applicable data-processing terms.

The applicable arrangement should identify, where relevant:

• categories of personal data;
• categories of data subjects;
• processing purposes;
• processing duration;
• permitted instructions;
• security requirements;
• subprocessors;
• international transfers;
• deletion/return requirements;
• assistance with data-subject requests; and
• breach/incident procedures.

Where no separate DPA is executed, the Parties shall still comply with applicable mandatory data-protection obligations applicable to their respective roles.

SCHEDULE E — ORDER OF CONTRACT DOCUMENTS

For clarity, the applicable contractual documents should normally be read in the following order:

1. Signed/accepted amendment ↓
2. Specific SOW / Order Form ↓
3. Master Service Agreement ↓
4. General Website Terms & Conditions ↓
5. Other general policies

Where a conflict concerns mandatory law, mandatory law shall prevail.