1. Introduction
Welcome to AdMesh, operated by Rethela Technology Private Limited, a company incorporated under the Companies Act, 2013 ("Company", "we", "us", "our"). These Terms of Service ("Terms") govern your access to and use of the AdMesh platform, including our website, brand dashboard, carrier portal, and all related services (collectively, the "Services").
By registering an account, accessing the platform, or using any of our Services, you agree to be bound by these Terms. If you are using our Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.
Important: If you do not agree to these Terms, please do not access or use our Services. Continued use constitutes acceptance.
2. Definitions
3. Eligibility & Account Registration
To use our Services, you must be at least 18 years of age and legally capable of entering into binding contracts under Indian law. By using the Platform, you represent and warrant that you meet these requirements.
4. Our Services
AdMesh provides a two-sided marketplace connecting Brand Partners seeking verified physical retail advertising placements with Carriers who host those placements at their stores. Our Services include:
We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time with reasonable notice, except where immediate action is required for security or legal compliance.
5. Brand Partner Obligations
As a Brand Partner, you agree to:
6. Carrier Obligations
As a registered Carrier, you agree to:
7. Payments & Billing
7.1 Brand Partner Fees
Campaigns are billed on a per-node, per-day basis. Applicable rates are ₹12/node/day (Self-Verified) or ₹20/node/day (Agent-Verified). GST at applicable rates will be charged additionally. All fees are exclusive of taxes unless stated.
7.2 Carrier Payouts
Carrier earnings are calculated based on verified active display days and paid weekly via UPI to the registered account. Payments are subject to TDS deductions as per applicable income tax provisions.
7.3 Non-Payment
Brand Partners who fail to pay invoices within 15 days of due date may have their campaigns suspended. We reserve the right to pursue recovery of outstanding amounts including through legal action.
7.4 Refunds
Prepaid amounts for unverified or inactive node-days are credited back to your AdMesh account balance. Cash refunds are processed within 14 business days upon request, subject to verification.
7.5 Disputes
Any billing disputes must be raised within 30 days of invoice date by emailing hello@admesh.co.in. We will investigate and respond within 10 business days.
8. Intellectual Property
All intellectual property rights in the AdMesh Platform, including software, design, trademarks, logos, and proprietary technology, are owned by or licensed to Rethela Technology Private Limited. Nothing in these Terms grants you any right, title, or interest in our IP.
By uploading Content to the Platform, you grant us a non-exclusive, worldwide, royalty-free licence to use, reproduce, and display that Content solely for the purpose of delivering the Services.
You retain ownership of all Content you upload. You represent and warrant that you have all necessary rights to grant this licence and that your Content does not infringe any third-party intellectual property rights.
9. Prohibited Conduct
You agree not to:
10. Disclaimers
THE PLATFORM AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
We do not warrant that the Platform will be uninterrupted, error-free, or completely secure. Campaign performance outcomes (impressions, sales uplift, brand recall) are estimates based on historical averages and are not guaranteed.
AdMesh is a technology platform and marketplace. We are not responsible for the actions or omissions of Brand Partners or Carriers beyond our contractual obligations to verify placements and process payments.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RETHELA TECHNOLOGY PRIVATE LIMITED SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES.
OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
12. Indemnity
You agree to indemnify, defend, and hold harmless Rethela Technology Private Limited, its directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the Platform; (b) your violation of these Terms; (c) your Content; or (d) your violation of any applicable law or third-party rights.
13. Termination
Either party may terminate these Terms at any time with 30 days written notice. We may terminate immediately upon material breach, fraudulent conduct, or violation of applicable law.
Upon termination: (a) active campaigns will be wound down within the notice period; (b) outstanding Carrier payouts for verified active days will be settled within 14 days; (c) prepaid Brand Partner balances will be refunded within 14 business days; (d) your account access will be revoked.
Provisions that by their nature should survive termination (including Intellectual Property, Limitation of Liability, Indemnity, and Governing Law) shall survive.
14. Governing Law & Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of India. The courts at Mumbai, Maharashtra shall have exclusive jurisdiction over any disputes arising from these Terms.
Before initiating legal proceedings, the parties agree to attempt resolution through good-faith negotiation for a period of 30 days. If unresolved, disputes shall be submitted to arbitration under the Arbitration and Conciliation Act, 1996, with a sole arbitrator appointed by mutual agreement.
Nothing in this clause prevents either party from seeking urgent injunctive relief from a court of competent jurisdiction.
15. Changes to Terms
We reserve the right to modify these Terms at any time. We will provide at least 14 days notice of material changes by email and via a prominent notice on the Platform. Your continued use after the effective date constitutes acceptance.
Non-material changes (such as typographical corrections or clarifications) may be made without notice.
16. Contact Us
Company: Rethela Technology Private Limited
Platform: AdMesh
General Enquiries: hello@admesh.co.in
Legal & Compliance: legal@admesh.co.in
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