Effective Date: 15 December 2025
Business Information
Business Name: Idealistlab
Owner: Prem Sagar
Registered Office:
Bhagwan Bazar, Chapra, Bihar – 841301, India
Branch Office:
Ramlal Kapoor Marg, Dhaka Village, Mukherjee Nagar, Delhi – 110033, India
Email: Idealistlabs@gmail.com
Phone: +91 80926 89486
1. Introduction
This Master Client Service Agreement (“Agreement”) governs all professional services provided by Idealistlab.
This Agreement becomes legally binding upon acceptance through any legally recognized method, including electronic acceptance where permitted under applicable law.
2. Services Covered
This Agreement applies to services including, but not limited to:
- Website Development
- Shopify Store Development
- Performance Marketing
- Meta Ads Management
- Google Ads Management
- Search Engine Optimization (SEO)
- Branding
- Graphic Design
- Video Editing
- Social Media Management
- AI Solutions
- Business Automation
- Lead Generation
- Marketplace Management
- Dropshipping Consultancy
- Product Research
- Product Procurement Support
- Business Consulting
- Related Digital Services
3. Scope of Work
Only the services expressly stated in the accepted:
- Quotation
- Proposal
- Invoice
- Statement of Work (SOW)
- Work Order
- Written Confirmation
are included within the agreed scope.
Any service not expressly included in these documents shall be considered outside the scope and may require a separate quotation or agreement.
4. Change Requests
Any request for additional work or modification to the agreed scope shall require:
- Written approval from both parties
- Revised pricing, where applicable
- Updated delivery timelines
No additional work shall commence until such changes are approved.
5. Project Timeline
Project timelines are estimates only and may be affected by:
- Client delays
- Scope changes
- Third-party service providers
- Technical issues
- Force majeure events
- Other unforeseen circumstances
Idealistlab will use reasonable efforts to meet estimated delivery dates but does not guarantee specific completion dates.
6. Client Responsibilities
The Client agrees to:
- Provide accurate and complete information
- Supply all required content, branding assets, and materials
- Obtain all necessary legal permissions and licenses
- Provide timely approvals and feedback
- Grant required system access and credentials
- Make payments according to the agreed schedule
Failure to meet these responsibilities may result in revised timelines or additional charges.
7. Payment Terms
Payments shall be made according to the applicable quotation, proposal, invoice, or Statement of Work.
Idealistlab reserves the right to:
- Suspend services
- Delay project work
- Withhold deliverables
until all outstanding payments have been received.
8. Refund & Cancellation
Completed work, consultations, custom development, domain registrations, hosting services, software licenses, third-party purchases, and other non-refundable items remain subject to the applicable Refund Policy and governing law.
Cancellation of services does not relieve the Client from payment obligations for completed work or expenses already incurred.
9. Revisions
Only the revisions specifically included in the accepted quotation or proposal are covered.
Additional revisions, redesigns, or changes requested after the agreed revision limit may incur additional charges.
10. Intellectual Property
Ownership of custom project deliverables transfers to the Client only after full payment of all outstanding amounts, unless otherwise agreed in writing.
Idealistlab retains ownership of its proprietary tools, frameworks, templates, methodologies, workflows, and internal systems.
11. Confidentiality
Both parties agree to maintain the confidentiality of all confidential information exchanged during the engagement.
Confidential information shall not be disclosed except:
- With written authorization
- Where required by law
- Where necessary to perform the agreed services
12. Portfolio Rights
Unless otherwise agreed in writing, Idealistlab reserves the right to display completed work, project summaries, and non-confidential screenshots for promotional purposes, including on its website, portfolio, and marketing materials.
Reasonable efforts will be made to protect confidential information.
13. Third-Party Services
Idealistlab may rely upon third-party providers, including but not limited to:
- Meta
- Shopify
- WordPress
- Hosting Providers
- Domain Registrars
- Payment Gateways
- Cloud Service Providers
Idealistlab shall not be responsible for outages, suspensions, pricing changes, policy updates, service interruptions, or failures caused by such third-party providers.
14. No Verbal Commitments
Only the written terms contained within this Agreement and associated written documents are legally binding.
Verbal discussions, informal communications, or unofficial representations shall not modify this Agreement unless confirmed in writing by both parties.
15. No Guarantee of Results
Idealistlab does not guarantee:
- Profits
- Sales
- Revenue
- Return on Investment (ROI)
- Return on Ad Spend (ROAS)
- Search Rankings
- Leads
- Website Traffic
- Business Growth
- Commercial Success
Business outcomes depend on numerous factors beyond Idealistlab’s reasonable control.
16. Performance Expectations
Case studies, projections, testimonials, forecasts, expected outcomes, or previous client results are provided for illustrative purposes only.
They do not constitute guarantees, warranties, or contractual commitments regarding future performance.
17. External Factors
Business performance may be influenced by numerous factors beyond Idealistlab’s reasonable control, including but not limited to:
- Market competition
- Advertising budgets
- Product quality
- Customer behavior
- Platform algorithms
- Government regulations
- Logistics and supply chains
- Technical failures
- Economic conditions
Idealistlab shall not be liable for outcomes arising from such external factors.
18. Limitation of Liability
To the fullest extent permitted by applicable law:
- Idealistlab’s total liability for any claim arising from this Agreement shall not exceed the total fees actually paid by the Client for the specific service giving rise to the claim.
- Idealistlab shall not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages where such exclusions are permitted by law.
Nothing in this Agreement excludes or limits liability where such exclusion or limitation is prohibited by applicable law.
19. Indemnification
The Client agrees to indemnify, defend, and hold harmless Idealistlab, its owner, employees, contractors, consultants, and representatives against claims, liabilities, damages, losses, costs, or expenses arising from:
- Client-provided materials
- Unlawful activities
- Intellectual property infringement by the Client
- Breach of this Agreement
- Misuse of the services
20. Force Majeure
Neither party shall be liable for delays or failure to perform obligations resulting from events beyond their reasonable control, including natural disasters, government actions, cyber incidents, internet failures, labor disputes, pandemics, war, or similar events.
21. Termination
Either party may terminate this Agreement by providing written notice.
Upon termination:
- Outstanding payments remain immediately payable.
- Completed work remains payable.
- Confidentiality obligations survive termination.
- Intellectual property provisions continue to apply where applicable.
22. Entire Agreement
This Agreement, together with the accepted:
- Quotation
- Proposal
- Invoice
- Statement of Work (SOW)
- Approved Change Requests
constitutes the complete and entire agreement between the parties and supersedes all prior discussions, negotiations, understandings, or representations.
23. Governing Law & Jurisdiction
This Agreement shall be governed by and interpreted in accordance with the laws of India.
Subject to applicable law, any disputes arising under or relating to this Agreement shall be subject to the exclusive jurisdiction of the competent courts located in Chapra, Bihar, India.
24. Electronic Acceptance
Electronic acceptance may constitute valid acceptance of this Agreement where recognized by applicable law.
Methods of acceptance may include:
- Email confirmation
- Digital signatures
- OTP verification
- Online acceptance
- Payment of an invoice
- Other legally recognized electronic methods
25. Client Declaration
By accepting this Agreement, the Client acknowledges and agrees that:
- Only the written scope expressly approved by both parties is included in the engagement.
- Any additional work outside the agreed scope may be subject to additional charges.
- No guarantees have been made regarding profits, sales, business growth, advertising performance, rankings, or commercial success.
- The Client has read, understood, and agrees to be bound by the terms of this Agreement.
Contact Information
Idealistlab
Registered Office:
Bhagwan Bazar, Chapra, Bihar – 841301, India
Branch Office:
Ramlal Kapoor Marg, Dhaka Village, Mukherjee Nagar, Delhi – 110033, India
Email: Idealistlabs@gmail.com
Phone: +91 80926 89486