Terms of Service

Services provided by Dhruv Automates as an independent contractor. By using our website or services, you agree to these absolute and binding Terms.

Welcome to Dhruv Automates. These Terms of Service (Terms) govern your access to and use of our website, services, and any automation solutions provided to you. By engaging with our services, you expressly agree to comply with and be bound by these terms. If you do not agree with any part of these terms, you must not use our services.

1. Scope of Services & "As-Is" Delivery

Dhruv Automates provides custom automation solutions, including but not limited to workflow automation, API integrations, and AI-driven processes.

• Provided "As-Is": All code, scripts, and automations are provided on a strictly "as-is" and "as-available" basis. We expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• Project-Specific Scope: Services are scoped per individual project agreement as documented in the statement of work or project proposal. Services are limited to the specific deliverables, features, and systems explicitly outlined in the project agreement. The Client may not assume that services extend beyond the agreed scope or that Dhruv Automates will provide services on other systems, integrations, or use cases without a separate contract.
• Scope Change / Change Order: Any changes to the project scope, additional features, expanded integrations, or modifications requested by the Client after project commencement require a separate written change order and additional compensation. The Client may not assume that out-of-scope work will be included at no cost. Dhruv Automates is not obligated to accommodate scope changes without a formalized amendment to the contract.
• Access Revocation: If the Client revokes API access, credentials, system access, or any other integration access needed to complete the project, Dhruv Automates is not responsible for incomplete deliverables or delays. The Client must maintain continuous access to all systems required for automation development and testing.
• No Ongoing Maintenance: No ongoing maintenance, support, or bug fixes are implied unless specifically contracted separately in writing. The Client may not assume that Dhruv Automates will provide free support, maintenance, or fixes beyond the initial project delivery date. We are not responsible for breaks caused by third-party API changes, platform updates, or other external factors occurring after project completion.
• Six-Month Assumption Clause: Services provided are limited to the project period specified in the agreement. The Client assumes sole responsibility for maintaining, updating, and supporting all automations deployed. Dhruv Automates is not obligated to provide free fixes, updates, or modifications to automations six months or any time after project delivery, regardless of whether the Client requests it or assumes it was included.

2. Payment & No-Refund Policy

• Late Fees & Collection: We reserve the right to apply late fees for overdue invoices. The Client is responsible for any legal or collection fees incurred by Dhruv Automates to recover unpaid invoices.
• Absolute No-Refund Policy: Due to the digital and custom labor required, all sales are absolutely final once work has commenced. No refunds will be issued under any circumstances, regardless of the project's outcome or changes in your business needs.

3. Absolute Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Under no circumstances shall Dhruv Automates, its owners, freelancers, or affiliates be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages.
• This includes, but is not limited to, damages for loss of profits, downtime, goodwill, data loss, account bans, API penalties, or other intangible losses, even if we have been advised of the possibility of such damages.
• Liability Cap: Our total aggregate liability for any claim arising out of or relating to these Terms or our services shall be strictly limited to the amount you paid directly to Dhruv Automates for the specific project milestone that gave rise to the dispute, or $0 if no payment was made.
• Gross Negligence Exception: Notwithstanding the foregoing, nothing in this section shall exclude or limit liability that cannot legally be excluded or limited, including gross negligence or willful misconduct as defined by applicable law.

4. Indemnification & Hold Harmless

You agree to fully indemnify, defend, and hold harmless Dhruv Automates and its representatives from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that such parties may incur as a result of or arising from:

• Your use of our automation templates, code, or services.
• Your violation of these Terms or any third-party API Terms of Service.
• Any data breaches, legal penalties, or regulatory fines incurred by your business while using our tools.

5. Client Testing & Production Responsibility

Mandatory Testing Requirement:

• The Client is solely responsible for thoroughly testing all automation workflows, integrations, and data processes in a non-production environment (development or staging) before deploying to live production systems.
• Dhruv Automates will provide the automation solution, but the Client must validate functionality, error handling, data accuracy, and security in their own environment before going live.
• Deploying untested automations directly to production without Client verification is entirely the Client's risk and responsibility. Dhruv Automates assumes zero liability for issues, data loss, or business disruption caused by production deployment of untested code.
• The Client must establish monitoring, logging, and rollback procedures and execute them before any production rollout.

6. Data Backup Disclaimer

Client Backup Responsibility:

• The Client is entirely responsible for maintaining current, tested backups of all critical data before, during, and after the use of our automation services.
• Dhruv Automates provides no backup services, data recovery services, or recovery guarantees. Any data loss due to automation execution, system failures, API errors, or any other cause is the sole responsibility of the Client to restore from their backups.
• The Client must maintain multiple independent backup copies stored in separate systems or locations, and regularly test backup restoration procedures.
• Dhruv Automates is not liable for any inability to recover lost or corrupted data under any circumstances.

7. Third-Party & High-Risk Disclaimers

• Third-Party Dependencies: Automations rely heavily on third parties (Zapier, Make, OpenAI, Meta, Google, etc.). We accept zero responsibility if a third-party service experiences downtime, revokes your access, changes pricing, or breaks the automation.
• API Overage & Runaway Costs: The Client is solely responsible for all API usage costs generated by their automations, including OpenAI tokens, Zapier tasks, API overages, rate-limiting charges, or unexpected costs from automation executions. If an automation runs more than expected, hits rate limits, or enters a loop generating excessive API calls, the Client is responsible for all incurred charges. Dhruv Automates is not liable for surprise API bills or unexpected service costs.
• Platform Bans: Using automation for social media, web scraping, email marketing, or lead generation carries inherent risks of shadowbans or account suspension. The Client assumes 100% of this risk. Dhruv Automates is not liable for any banned accounts or lost revenue.
• AI Hallucinations: We use LLMs and AI. We are entirely free from liability regarding any output generated by AI that is inaccurate, offensive, hallucinatory, or financially damaging.
• Compliance: The Client is solely legally responsible for ensuring their automations comply with GDPR, CAN-SPAM, TCPA, and any other regional laws.

7A. High-Risk Automation Type Disclaimers

Depending on the type of automation, additional risks and Client responsibilities apply:

• Financial & Payment Automations: Dhruv Automates is not liable for financial loss, transaction errors, or payment processing failures caused by bugs, API issues, or system failures. The Client must thoroughly test all financial automations in a sandbox/staging environment before deploying to production systems handling real money.
• Email Marketing & Communication Automations: The Client is solely responsible for CAN-SPAM, GDPR, CCPA, TCPA, and all regional email compliance laws. Dhruv Automates is not liable for regulatory fines, unsubscribe handling, consent verification, or list management compliance.
• AI/LLM-Generated Content Automations: AI outputs are not guaranteed to be accurate, appropriate, or legally compliant. The Client assumes full responsibility for reviewing, editing, and validating all AI-generated content before publishing. Dhruv Automates is entirely free from liability for inaccurate, offensive, or harmful content produced by AI systems.
• Web Scraping & Data Collection Automations: The Client is entirely responsible for ensuring that web scraping complies with the target website's Terms of Service, robots.txt, and applicable laws (CFAA, GDPR, etc.). Dhruv Automates is not liable for legal action, IP bans, account suspensions, or damages arising from scraping activities.
• Database & CRM Automations: Dhruv Automates is not liable for data corruption, data loss, or unintended modifications caused by automation logic. The Client must backup all critical data before any automation deployment and maintain offline copies throughout the project lifecycle.
• Social Media Automations: The Client assumes 100% risk of platform shadowbans, account suspensions, rate-limiting, or permanent account closure. Social platforms routinely change policies and suspend accounts using automation. Dhruv Automates is not liable for lost accounts, lost revenue, or reputational damage.
• Workflow Automation (Zapier/Make/n8n): Third-party workflow platforms (Zapier, Make, n8n, etc.) experience frequent API changes, service interruptions, and pricing changes. Dhruv Automates is not responsible for platform downtime, API deprecations, breaking changes, or service discontinuation that breaks your automations.
• Webhook Security: If Dhruv Automates builds webhooks to receive data from external sources, the Client is entirely responsible for securing their webhook endpoints, protecting incoming data, and implementing proper authentication and validation. Dhruv Automates is not liable for exposed, compromised, or insecurely configured webhooks on the Client's systems.

8. Governing Law, Jurisdiction & Dispute Resolution

These Terms of Service shall be governed by and construed in accordance with the laws of India, without regard to its conflict of laws principles. Any dispute, claim, or controversy arising out of or relating to these Terms or the services provided shall be subject to the exclusive jurisdiction of the courts located in India.

Dispute Resolution Process: Before initiating legal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation and mediation. If negotiation fails, either party may pursue arbitration or court proceedings as permitted by Indian law. The prevailing party in any dispute may recover reasonable attorneys' fees and costs from the losing party.

9. Intellectual Property Ownership

Intellectual property ownership depends on the type of engagement and is clarified at project inception:

• Custom Bespoke Work Model: If the Client contracts Dhruv Automates to build a custom automation solution from scratch based on their specific business requirements, the Client owns the resulting custom code, logic, and configurations built specifically for their use case (work-for-hire). However, Dhruv Automates retains ownership of all underlying base components, frameworks, reusable libraries, design patterns, and automation templates used in building the solution. Dhruv Automates may reuse these base components in other projects, provided they do not expose the Client's proprietary business logic or sensitive data.
• Template & White-Label License Model: If the Client licenses, deploys, or purchases a pre-built automation template, product, or workflow (whether branded as Dhruv Automates or white-labeled), Dhruv Automates retains full ownership and intellectual property rights. The Client receives a non-exclusive, non-transferable, perpetual license to use the template for their business purposes only. Dhruv Automates may license the same template to unlimited other clients and may resell, redistribute, or remarket the template under any branding. The Client may not reverse-engineer, redistribute, sublicense, or claim ownership of the template.
• Clarification at Engagement: The delivery model (Custom Build vs Template License) must be explicitly stated in the statement of work or project agreement. Absence of written clarification defaults to the Custom Build model. If the Client contracts for custom work and later requests that Dhruv Automates convert it to a white-label template for resale, the Client must negotiate a separate amendment.
• Base Layer Always Dhruv's Ownership: Regardless of delivery model (custom or template), Dhruv Automates retains perpetual ownership of all foundational code, architectural patterns, reusable connectors, platform integrations, and automation frameworks developed. These base layers may be reused, modified, and relicensed across all future projects and products.
• Portfolio & Case Studies: Unless explicitly prohibited in writing by the Client, Dhruv Automates may display the automation project as a portfolio example, case study, or public reference (without revealing sensitive business details or data). The Client may request portfolio usage restrictions at project inception.
• Third-Party Integrations: Any third-party APIs, services, platforms, or tools integrated into the automation remain the property and intellectual property of their respective owners. The Client must comply with their Terms of Service and licensing agreements.

10. Project Acceptance & UAT Sign-Off

• Delivery & Testing Period: Upon delivery of the final automation, the Client has 14 calendar days (or as specified in the project agreement) to conduct user acceptance testing (UAT), report issues, and request final modifications.
• Acceptance Criteria: The Client must provide specific, measurable acceptance criteria at the project's start. Acceptance is based solely on whether the automation meets the documented requirements in the statement of work.
• Deemed Acceptance: If the Client does not formally object to or report issues within the UAT period, the project is deemed fully accepted and complete. The Client may not claim the work is incomplete or demand free revisions after the UAT period expires.
• Change Requests During UAT: If the Client identifies issues during UAT that are within scope, Dhruv Automates will address them. Issues identified after the UAT period or out-of-scope modifications require a separate change order and additional compensation.
• Project Completion: Once the Client signs off on the project (or the UAT period expires without objection), the project is considered complete and delivered. No ongoing support or fixes are implied unless contracted separately.

11. No Guarantee of Results or ROI

• No Outcome Guarantees: Dhruv Automates makes no guarantee regarding the results, outcomes, revenue impact, lead generation, conversion rates, efficiency gains, or return on investment (ROI) that the Client will achieve from their automations.
• Automation Execution Only: Dhruv Automates guarantees that the automation will execute as designed and documented. Success depends on data quality, Client implementation, market conditions, third-party service reliability, and countless business factors outside Dhruv Automates' control.
• Business Results Dependent on Client: The Client's business outcomes depend on their marketing strategy, sales execution, product quality, market conditions, and dozens of factors beyond automation. Automations are tools, not guarantees of business success.
• No Liability for Underperformance: If the automation does not generate the lead volume, revenue, or efficiency the Client expected, Dhruv Automates is not liable for damages or refunds. The Client remains responsible for validating whether the automation is meeting their business goals.

12. Client Response Time & Project Delays

• Timely Client Communication: The Client is responsible for responding to questions, providing feedback, approving designs, and supplying necessary information within 5 business days of request (or as specified in the project agreement).
• Delays Due to Client Inaction: If the Client fails to respond, revokes access, delays approvals, or does not provide necessary information, project timelines will be extended accordingly. Dhruv Automates is not liable for project delays caused by Client inaction or delayed responses.
• Blocked Work: If the Client blocks critical project work (no response, missing data, revoked access), Dhruv Automates may pause work until the Client unblocks the project. Paused time does not count against the project timeline, and resume dates will be renegotiated.
• Communication Expectations: The Client acknowledges that Dhruv Automates works as an independent contractor with multiple concurrent projects. While Dhruv Automates strives for quick responses, 24-48 hour turnaround should be expected on non-urgent communication.

13. Portfolio & Attribution Rights

• Default Portfolio Usage: Unless explicitly requested otherwise in writing at project inception, Dhruv Automates may display the automation project in their portfolio, case studies, website, or social media (without revealing sensitive business data or proprietary processes).
• Portfolio Restrictions: If the Client requests that the project NOT be shown publicly, they must specify this in writing before work begins. Projects marked as confidential will not be shared or displayed publicly.
• Case Study & Testimonials: If Dhruv Automates creates a case study, the Client may be referenced by company name, industry, and measurable results (lead volume, efficiency gains, etc.) unless confidentiality is requested.
• Attribution: Dhruv Automates may include attribution such as "Built by Dhruv Automates" in comments, documentation, or portfolio materials unless explicitly requested not to.

14. Force Majeure

• Unforeseeable Events: Dhruv Automates is not liable for delays, failures, or breaks in service caused by events beyond reasonable control, including but not limited to: platform shutdowns or deprecations (Google, Meta, OpenAI, Zapier, etc.), regulatory bans on automation services, acts of God, internet outages, natural disasters, government actions, or widespread technical failures.
• Third-Party Service Disruptions: If a critical third-party service (OpenAI, Zapier, Make, etc.) permanently shuts down, discontinues an API, or changes their terms making the automation impossible to maintain, Dhruv Automates is not liable for the consequences. The Client assumes the risk of third-party service dependency.
• API Deprecations & Breaking Changes: If a third-party service releases breaking API changes that render the automation non-functional, Dhruv Automates is not responsible for rebuilding or fixing the automation unless a separate support contract is in place.
• Mitigation Efforts: Dhruv Automates will make reasonable efforts to communicate force majeure events and propose alternative solutions, but is under no obligation to fix or rebuild automations affected by force majeure.