Terms and Conditions

Welcome to Rupam NXT (“Rupam NXT”, “Agency”, “we”, “our”, or “us”). These Terms and Conditions (“Terms”), along with any mutually agreed Statements of Work (“SOW”), Service Agreements, or Proposals, govern your access to our website (https://rupamnxt.com) and your engagement with our specialized real estate marketing, lead generation, presales, and digital technology services.

By accessing this website, submitting an inquiry via our contact form, executing a service proposal, or commissioning our agency for campaign services, you (“Client”, “Partner”, “you”) acknowledge that you have read, understood, and agree to be legally bound by these Terms. If you are entering into this agreement on behalf of a corporation, partnership, or other legal entity, you represent and warrant that you possess the full legal authority to bind that entity.

For the purposes of these Terms and any associated commercial documentation:

• “Agency Services” refers to all digital marketing, performance advertising, brand identity, creative production, search engine optimization (SEO), social media marketing (SMM), presales workflow management, and CRM integration services provided by Rupam NXT.
• “Client Materials” means all logos, trademarks, floor plans, RERA numbers, pricing sheets, brochures, photographs, renders, videos, and specifications supplied by the Client to the Agency.
• “Deliverables” refers to final advertising creatives, landing pages, copy, reports, and digital collateral produced specifically for the Client pursuant to an active engagement.
• “Media Ad Spend” refers to direct advertising charges levied by third-party ad networks (including but not limited to Meta Ads, Google Ads, LinkedIn Ads, Bing Ads, and programmatic networks).
• “Prospective Lead” means an individual consumer, homebuyer, or investor who submits contact information in response to a digital campaign operated on behalf of the Client.
• “RERA” refers to the Real Estate (Regulation and Development) Act, 2016, and the regulations enacted by respective state authorities, including the Maharashtra Real Estate Regulatory Authority (MahaRERA).

Rupam NXT delivers specialized end-to-end digital growth systems designed specifically for real estate developers and project mandates. Our capabilities encompass:

• Performance Media & Lead Generation: Strategy, launch, targeting, A/B testing, and daily management of paid ad campaigns on Meta, Google, LinkedIn, and partner channels.
• Brand Building & Reputation Management: Project positioning, launch narrative development, public relations coordination, Google Business Profile management, and online review monitoring.
• Creative Production & Content: High-impact ad creatives, static banners, animated motion assets, walkthrough video edits, and conversion-focused copy.
• Presales & Conversion Infrastructure: Lead routing workflows, automated WhatsApp/SMS/Email instant response triggers, CRM onboarding, and qualification tracking to improve site visit turnouts.
• Real Estate Technology Solutions: High-speed landing page development, tracking pixel architecture, custom webhook pipelines, and analytics dashboards.

Specific scopes, project deliverables, campaign durations, performance targets, and fee schedules shall be detailed in individual Proposals, Retainer Agreements, or Statements of Work (“SOW”) executed between Client and Rupam NXT.

In the event of an express conflict between the provisions of an executed SOW and these general Terms, the specific terms of the executed SOW shall prevail regarding that specific project or campaign phase. Any work requested outside the agreed SOW scope shall require mutual written agreement and may be subject to additional fees at our standard professional rates.

Successful campaign execution requires active collaboration and timely inputs. The Client expressly covenants and agrees to:

• Accurate Project Information: Provide truthful, up-to-date, and legally verified project details, carpet areas, approvals, possession dates, and pricing structures.
• RERA Disclosures: Guarantee that all advertised real estate projects possess valid RERA registrations where required by law. The Client shall supply the official MahaRERA (or relevant state RERA) registration number and website QR code for mandatory inclusion in all digital advertisements.
• Timely Creative Approvals: Review and provide feedback or written sign-off on ad copy, designs, and landing page previews within three (3) business days to prevent campaign launch delays.
• Prompt Lead Follow-ups: Deploy an adequate presales or telecalling team to contact incoming campaign inquiries within industry-standard response windows (recommended under 15 minutes) to ensure optimal conversion into scheduled site visits.

A clear operational distinction is maintained between Agency professional service fees and third-party advertising network spend:

• Direct Ad Network Billing: Where feasible, ad campaigns will be run using Client-owned business managers (e.g., Meta Business Manager, Google Ads Account) linked directly to the Client's corporate credit card or pre-funded credit lines.
• Agency-Disbursed Spend: If the Client requests Rupam NXT to disburse ad budgets on its behalf, the entire agreed media budget must be paid in full to the Agency in advance before campaign activation. Under no circumstances will the Agency extend credit for ad network spend.
• Platform Levies & Taxes: All statutory levies, digital equalization levies, or Goods and Services Tax (GST) charged by advertising platforms shall be borne entirely by the Client.

Service retainers and milestone payments shall be billed as outlined in the applicable SOW. Unless otherwise specified in writing:

• Payment Timeline: Invoices are payable within seven (7) calendar days from the invoice issuance date.
• Applicable Taxes: All quoted professional fees are exclusive of Goods and Services Tax (GST) or other applicable Indian statutory duties, which shall be charged at the prevailing rate on every invoice.
• Late Payments & Campaign Pauses: If an invoice remains unpaid for more than ten (10) calendar days beyond the due date, Rupam NXT reserves the right to immediately pause active advertising campaigns, suspend lead synchronization, and halt creative production until all outstanding dues are cleared.

Ownership of digital assets and intellectual property is allocated as follows:

• Client Property: The Client retains all exclusive rights, title, and ownership in all pre-existing Client Materials, trademarks, developer branding, and proprietary project documentation supplied to us.
• Client Deliverables: Subject to full payment of all corresponding invoices, the Client shall own the copyright in custom-created visual creatives, project landing page text, and promotional banners created specifically for its campaigns.
• Agency Retained Assets: Rupam NXT retains full and exclusive ownership of all pre-existing software scripts, proprietary AI prompt frameworks, tracking algorithms, media buying methodologies, CRM configurations, and generic template architectures developed independently by the Agency.
• Portfolio License: The Client grants Rupam NXT a non-exclusive, royalty-free, perpetual license to display anonymized campaign performance metrics, non-confidential creative samples, and developer logos on our website, social media, and sales presentations as professional proof of work.

Rupam NXT applies rigorous data analysis, creative testing, and optimization strategies to maximize campaign efficiency. However, real estate purchasing decisions depend on an extensive array of external commercial factors beyond digital marketing control:

The conversion of marketing leads into actual site visits, token payments, and registered agreements depends squarely on factors including property location, project pricing versus micro-market competition, developer track record, bank loan approvals, and the speed and skill of the Client's internal salesforce.

Both parties agree that during the term of engagement, each party may disclose to the other confidential or proprietary technical, financial, or commercial information (“Confidential Information”).

Both parties agree to exercise the same degree of care as used for their own confidential data (and no less than reasonable care) to prevent unauthorized disclosure, dissemination, or copying of Confidential Information. Confidential Information does not include information that is publicly known through no breach, was independently developed without reference to the disclosing party's data, or is required to be disclosed by judicial order.

In conducting lead generation and performance campaigns, Rupam NXT processes prospective homebuyer contact information on behalf of the Client. Both parties agree to handle all prospective customer information in strict accordance with the Information Technology Act, 2000, the Digital Personal Data Protection Act, 2023 (DPDPA), and our published Privacy Policy.

Prospective leads generated through the Client's campaigns are treated as exclusive to that Client and will never be resold, leased, or cross-marketed to competing real estate developments.

To the maximum extent permitted by applicable Indian law:

• In no event shall Rupam NXT, its founder, employees, or contractors be liable for any indirect, punitive, special, incidental, or consequential damages, including loss of profits, lost revenue, missed business opportunities, or damage to brand reputation, arising from or related to our services.
• The aggregate total financial liability of Rupam NXT for all claims, causes of action, or breaches arising out of or related to this agreement, regardless of the legal theory, shall be strictly capped at the total professional service fees actually received by Rupam NXT from the Client under the specific SOW in the two (2) calendar months preceding the event giving rise to the claim.

The Client agrees to defend, indemnify, and hold harmless Rupam NXT, its directors, and staff against any and all third-party claims, liabilities, damages, fines, regulatory penalties, and legal expenses (including reasonable attorney fees) resulting from:

• Any infringement of third-party intellectual property or publicity rights arising from Client Materials supplied to the Agency;
• Any inaccurate, misleading, or non-compliant representations made concerning property approvals, amenities, or RERA registrations;
• Any regulatory actions initiated by MahaRERA, consumer forums, or advertising authorities concerning the developer's real estate project.

The initial term of an engagement shall be defined in the applicable SOW. Unless specified otherwise:

• Termination for Convenience: Either party may terminate a monthly retainer agreement by providing thirty (30) calendar days written notice via registered email.
• Termination for Cause: Either party may terminate immediately if the other party commits a material breach that remains uncured for fifteen (15) days after written notification, or enters into insolvency or liquidation.
• Financial Settlement on Termination: Upon termination, the Client shall immediately remit payment for all work performed, Deliverables produced, and media commitments incurred up to the effective termination date.

Rupam NXT relies on global third-party advertising ecosystems (such as Meta Business Suite, Google Ads, LinkedIn Campaign Manager, and WhatsApp Business API). We shall not be liable for campaign disruptions, account reviews, delays, or algorithm adjustments caused directly by platform policy revisions, outages, or unannounced system migrations by these independent providers.

Neither party shall be liable for failure or delay in performing obligations (excluding payment dues) caused by circumstances beyond reasonable control, including natural disasters, acts of government, strikes, power grid failures, or telecommunications outages.

These Terms and all commercial engagements between Rupam NXT and the Client shall be governed by, construed, and enforced in accordance with the substantive laws of India, without regard to conflict of laws principles.

In the event of any dispute, disagreement, or claim arising out of or related to these Terms, the parties shall first attempt to resolve the issue amicably through good-faith executive discussion within thirty (30) days. If unresolved, the courts of competent jurisdiction located exclusively in Mumbai, Maharashtra, India shall possess exclusive jurisdiction to adjudicate any dispute.

Rupam NXT reserves the right to modify, revise, or update these Terms periodically to reflect evolving legal requirements, digital advertising policies, or agency service updates. The updated version will be indicated by an updated “Effective Date” at the top of this document. Continued use of our website or engagement of our services after such publication constitutes your agreement to the modified Terms.

For any inquiries, official communications, or legal notices concerning these Terms and Conditions, please contact us through any of the following channels: