Terms of Service

Agreement to Terms

These Terms of Service ("Terms") govern your use of adgenispro.com and any services provided by Rishabh Ghai, operating as AdGenisPro ("we", "us", "our").

By visiting our website, requesting a free audit, booking a strategy call, or engaging our paid services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

These Terms apply to all visitors, prospective clients, and active clients. Additional terms specific to a particular engagement will be outlined in a separate service agreement signed by both parties.

Our Services

AdGenisPro is a paid search and paid social media advertising agency based in [Province/State], [Country]. We provide the following services to businesses in Canada and the United States:

• Google Ads Management — Search, Display, Shopping, Performance Max, and AI Max campaign management
• Meta & Instagram Ads Management — Acquisition and retargeting campaign management including Advantage+ setup
• Conversion Landing Page Design & Development — Strategy, copy, design, build, and tracking implementation
• Tracking & Analytics Setup — Google Tag Manager, GA4, Meta Pixel, Conversions API, and reporting dashboards

We reserve the right to modify, suspend, or discontinue any service at any time. We will give reasonable advance notice where such changes affect active client engagements.

Services are provided to businesses only. We do not provide services to individuals for personal use.

How We Work — The Engagement Process

Our standard engagement process is as follows:

Free Audit

All paid engagements begin with a free audit of your current advertising setup. The audit is provided at no cost and with no obligation to proceed. We deliver the audit within 48 business hours of receiving the necessary access.

Service Agreement

Before commencing any paid work, both parties sign a written service agreement that specifies the scope of services, fees, deliverables, and timeline. These Terms are incorporated by reference into every service agreement.

Build Before Launch

For campaigns involving landing pages and/or tracking setup, we complete and verify these components before any advertising campaigns go live. We will not deploy ad spend to an unverified or incomplete funnel.

Ongoing Engagement

Monthly retainer services operate on a rolling month-to-month basis unless otherwise stated in the service agreement. We monitor accounts daily, optimise weekly, and provide reporting as specified in the service agreement.

Fees & Payment

Management fees

Our fees are fixed monthly retainers or one-time project fees as specified in your service agreement and on our Packages page. All prices are in USD unless otherwise stated in writing.

Ad spend is separate

Monthly retainer billing

• Retainer fees are invoiced monthly in advance, on the same date each month
• Payment is due within 14 calendar days of the invoice date
• Late payments may be subject to a late fee of 2% per month on the outstanding balance
• We reserve the right to pause active campaigns if payment is more than 14 days overdue

One-time project billing

• A 50% deposit is required before project work commences
• The remaining 50% is due on delivery (before files are transferred or pages are launched)
• Projects are considered complete upon delivery — not upon the client's approval of the final product, provided the work meets the agreed specification

Refunds

Monthly retainer fees are non-refundable for the current billing period. If you cancel with proper notice, your service continues until the end of the paid period. Pre-paid fees for work not yet commenced on one-time projects will be refunded on a pro-rata basis.

Taxes

Fees are exclusive of applicable taxes. Canadian clients may be subject to HST/GST as required by law. You are responsible for any taxes applicable in your jurisdiction.

Your Obligations as a Client

A successful engagement requires your active participation. By engaging our services, you agree to:

• Comply with Google Ads policies, Meta advertising policies, and all applicable laws and regulations governing your industry and advertising
• Ensure you have the legal right to advertise your products and services, including any required licenses, permits, or regulatory approvals
• Not engage any other paid advertising agency for the same platforms and campaigns we are managing without notifying us first
• Not make direct changes to active campaigns we are managing without prior agreement — uncoordinated changes can damage campaign performance and tracking integrity

Intellectual Property & Ownership

What you own — always

From day one of any engagement, you own all of the following, regardless of who created them:

• Your Google Ads and Meta advertising accounts and all historical data within them
• All campaign structures, keywords, audiences, and settings we configure in your accounts
• All landing pages we design and build for you
• All tracking configurations, GTM containers, and analytics properties set up in your name
• All advertising copy, headlines, descriptions, and creative we produce as part of your engagement
• All reporting dashboards and documentation delivered to you

We will never hold your assets, data, or accounts hostage. Everything transfers to you immediately and completely upon request or termination of the engagement.

What we retain

• Our proprietary methodologies, frameworks, processes, and internal documentation
• Our internal templates, checklists, and operational tools
• The right to reference the general nature of our work with you (e.g., "we manage paid ads for businesses in X industry") unless you request otherwise in writing

AdGenisPro website content

All content on adgenispro.com — including text, graphics, logos, and design — is owned by AdGenis Pro and may not be reproduced, distributed, or used without written permission.

Confidentiality

Both parties understand that they may receive confidential information in the course of the engagement. We treat all client information with discretion.

What we keep confidential

• Your specific campaign performance data, cost per lead, ROAS, and budget information
• Your business strategy, product pricing, and market positioning as shared with us
• Any business information you explicitly designate as confidential

What we may reference

Unless you request otherwise in writing, we may:

• Reference your business as a client (e.g., on a case studies page) using anonymised or aggregated metrics
• List your company name or logo as a client reference

To opt out of any public reference, email hello@adgenispro.com at any time. We will remove references within 14 business days.

Duration

Confidentiality obligations survive the termination of this agreement for a period of two years from the date of termination.

Results, Warranties & Disclaimers

No guarantee of results

While we apply best-in-class strategies and work hard to achieve the best possible outcomes, we cannot and do not guarantee:

• Specific click-through rates, conversion rates, cost per lead, or return on ad spend (ROAS)
• A minimum volume of leads, sales, or enquiries from any campaign
• That campaign performance will remain consistent — advertising platforms change frequently
• That our strategies will perform identically to results achieved for other clients

Platform dependency

Our services rely on third-party platforms — primarily Google Ads and Meta. We are not affiliated with, endorsed by, or responsible for:

• Changes to platform algorithms, bidding systems, or ad policies
• Platform outages, account suspensions due to policy violations, or technical errors on the platform's end
• Increases in advertising costs due to increased market competition

Website disclaimer

The information on adgenispro.com is provided for general information purposes. We make reasonable efforts to keep content accurate and up to date but make no warranties about completeness, accuracy, or fitness for any particular purpose.

Limitation of Liability

To the maximum extent permitted by applicable law in Quebec, Canada:

• Cap on liability: AdGenisPro's total liability for any claim arising from these Terms or our services shall not exceed the total fees paid by you to AdGenisPro in the three calendar months immediately preceding the event giving rise to the claim
• Excluded damages: We are not liable for any indirect, incidental, consequential, punitive, or special damages — including lost profits, lost revenue, lost data, or business interruption — even if we were advised of the possibility of such damages
• Ad spend losses: We are not liable for losses in advertising spend resulting from platform errors, algorithm changes, or campaign performance that falls below expectations
• Third-party actions: We are not responsible for the actions or inactions of third-party platforms, tools, or services (Google, Meta, Netlify, Calendly, etc.)
• Your content: We are not liable for claims arising from advertising content, products, or services you instruct us to promote

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded by law.

Termination

Termination by either party

Either party may terminate a service agreement by providing 30 days written notice via email to the other party's primary contact. Service continues through the end of the notice period.

Immediate termination

Either party may terminate immediately (without notice) if the other party:

• Materially breaches the service agreement and fails to cure the breach within 7 days of written notice
• Becomes insolvent, bankrupt, or ceases to operate
• Engages in fraudulent, illegal, or seriously unethical conduct

We may also pause or suspend services (without terminating) if your advertising accounts are suspended, billing fails, or you are in breach of platform policies.

What happens on termination

• All outstanding invoices become immediately due and payable
• We transfer full admin access to all accounts to you within 5 business days
• We provide a transition document summarising all work completed, campaign structure, and any outstanding items
• Pre-paid fees for work not yet commenced on one-time projects are refunded pro-rata
• Monthly retainer fees already paid are non-refundable for the current billing period

Sections covering Intellectual Property, Confidentiality, Limitation of Liability, and Governing Law survive termination of any service agreement.

Governing Law & Disputes

These Terms and any disputes arising from them are governed by and construed in accordance with the laws of Quebec, Canada, without regard to conflict of law provisions.

Dispute resolution

We prefer to resolve disputes informally. If you have a concern, please contact us first:

• Email hello@adgenispro.com with the subject "Dispute"
• We will respond within 5 business days
• Both parties agree to attempt good-faith resolution for at least 30 days before pursuing formal proceedings

If informal resolution fails, disputes shall be resolved through the courts of Quebec, Canada. You agree to submit to the personal jurisdiction of those courts.

Changes to These Terms & Contact

Changes

We may update these Terms from time to time. For material changes — those that meaningfully affect your rights or obligations — we will:

• Update the "Last Updated" date at the top of this page
• Notify active clients by email at least 14 days before the new Terms take effect

For minor changes (typos, clarifications, non-substantive wording), we may update without specific notice. Continued use of our services after updated Terms are posted constitutes acceptance.

If you disagree with updated Terms, you may terminate your service agreement with appropriate notice as described in the Termination section above.

Entire agreement

These Terms, together with any signed service agreement, constitute the entire agreement between you and AdGenisPro regarding the subject matter herein. They supersede all prior discussions, representations, or agreements, whether oral or written.

Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

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