This Agreement is made on                             in Bengaluru, India, Rockreach Ventures Pvt. Ltd. having its Registered office at 402 Marigold Complex, Viman Nagar, Pune, Maharashtra – 411014 (hereinafter referred to as “Agency”) of the ONE PART; 

 (Hereinafter referred to as “Client”, which term shall mean and include its successors and permitted assigns) of the OTHER PART. Agency and Client are here after each referred to as a “Party” and together the “Parties“. 

• SCOPE OF AGREEMENT
  The Scope of this Agreement includes Digital Marketing activities for Client as a brand and is defined in detail in the final DIGITAL MARKETING PROPOSAL (“Proposal”) annexed to this Agreement. Digital/Social Media Platforms mutually shortlisted and agreed upon by both parties shall be managed by the Agency. Anything beyond the scope of the agreement and activities as mentioned in the Proposal will be charged separately. 

• DIGITAL MARKETING SERVICES TO BE PROVIDED BY AGENCYIt is hereby agreed that Agency shall provide following professional services for one brand of the Client Al Health Highway India Private Limited on terms and conditions of this Agreement: 

1. Agency shall conceptualize, design, create strategies & campaigns for Client on the following Platforms:

• Facebook 
• LinkedIn
• Instagram

1. Agency shall provide all ongoing necessary bandwidth, networking, any other technical support as requiredAgency shall be responsible for all the content, creative and communication done across Social-Media platforms from the official accounts of Client

1. Agency shall ensure that there is uniform communication across all the Digital Platforms and if required will sync/replicate the Offline Communication and Campaigns on the Digital Media. 

1. Agency shall be responsible for following deliverables for SOCIAL MEDIA: 

• Social Media Management
• Social Media Content Calendar
• 3 Social Networks ( FB, IG, LinkedIn)
• 2 Ad campaigns per month
• 20 design posts (Carousel/Single) per month
• 4 small video/GIF Based editing per month
• 4 Infographics per month
• Clips for Youtube to be provided by the client
•  Marketing Dashboard on Cloud

1. Agency shall be responsible for following deliverables for EMAIL MARKETING:

• Maintenance and Management of Customer Emails list and Mailchimp account
• Design and Copy Writing of Email Marketing campaigns
• 5 Email Campaigns per month
• Lead acquistion on website

1. Agency shall be responsible for following deliverables for SEARCH OPTIMIZATION MARKETING:

• 100 Backlinks per month
• On-page SEO
• Off-page SEO
• 3 SEO Optimised Blogs per month
• Title Optimizations
• Meta Description Optimizations
• Blog Commenting
• Pinterest Optimisation
• Guest Posting ($50 – $100)
• Press Release Content Writing
• Content Optimizations
• Tag-based Optimizations
• Site-wide Optimizations
• Image ALT tag optimization
• Submission to Google/Bing/Yahoo
• Webmaster Tools Optimizations
• Google Places Submission
• Local Citation Submissions
• Google Localized Map Submissions
• Search Indexing Link-building
• URL Canonicalization
• Page weight checking
• Search engine spider simulation
• Keyword relevancy modification
• Optimize robots.txt, sitemaps, and more!

1. Agency shall assign a SPOC (Single Point of Contact) Account Manager to Client 

1. Agency shall regularly track important KPIs like (i) Impressions (ii) Website Clicks (iii) Landing Page Views and (iv) Sales conversions.

1. This Agreement is for a single brand and website called  Al Health Highway India Private Limited. Any other brand and/or website that is added to the scope of services of the Agency will replicate the same terms and conditions as of this Agreement.

• OPTIONAL EXTRA SERVICES
  It is hereby agreed that Agency shall provide following optional professional services outside of this Agreement chargeable as per: 

• EXTRA graphic designs charged at ₹500 per extra design 
• LOGO Design at ₹7500
• Extra Blog Writing at ₹1500 per blog
• Marketing movie creation at ₹500 per second

• CONFIDENTIALITY
  Agency and Client will maintain in confidence and will not disclose to third parties without the other’s prior written consent (i) the specific terms of this Agreement; and (ii) information that is proprietary or confidential to Client. The confidentiality provisions of this Agreement will not apply to and will exclude information generally available to the public, or disclosed to a third party by the owning party without restriction, information rightfully obtained from other sources, information independently developed by the receiving Party or information previously known to a Party (and all analyses, compilations, studies or other documents prepared by the Parties, their agents, employees or professional advisors, which are based on such non-confidential information) 

• REMUNERATION
  In consideration of providing the services envisaged under clause 2 and 3 here in above. Client shall pay a fixed and a variable fee:

1. Fixed amount of                                                                                                plus taxes per month for a duration of 3 months of the full-service package as defined in the Proposal, i.e., from                             to                           , which is mutually agreed between both parties in writing or over email (hereinafter referred to as “Effective Date”)

1. Variable amounts payable are defined below, to be billed as per the actuals:

• 10% of total ad cost if total ad cost exceeds INR 40,000 in a month
• 10% of influencer fees for influencer marketing (if availed)

• PAYMENT TERMS AND DATES
  In consideration of remuneration as above under clause 5, Client shall pay the sum in clause 5 as follows: 

1. The fixed amount of INR 40,000 plus taxes will be due each month on the 3rd working day of each monthly cycle starting from the Effective Date (16-08-2022) i.e. first bill to be due on 19-08-2022

1. Variable bills raised as per Clause 5.  

• TERM AND TERMINATION 
  This Agreement shall become effective on 16-08-2022

1. This agreement can be terminated by either party with a written notice of minimum 30 days without assigning any reason
2. Agency hereby undertakes to complete all pending assignments being performed / to be performed by it for Client here under prior to such a termination and continue to perform all the Services of a continuous nature till the termination becomes effective. 

1. In the event of closure of any service or termination of the Agreement, Agency would transfer all accounts and files to Client provided that no dues are pending from Client. 

• NON-SOLICITATION

8.1 During the Agreement period and for a period of 6 months after the end of Agreement period, Client agrees that in no circumstances, whether directly or indirectly, shall solicit the customers/business of the Agency.

8.2 During the Agreement period and for a period of 6 months after the end of Agreement period, Client agrees that in no circumstance, whether directly or indirectly induce or attempt to induce or cause others to induce or attempt to induce;

1. Any employee of  Agency to leave Agency,
2. Or divert customers or obtain any benefit from any customer of the Agency.

8.3 The Agency may initiate any action and/or other proceedings whatsoever, civil or criminal against the Client including recovery of damages caused to Agency for breach of the conditions mentioned in clauses 8.1 and 8.2.

• MISCELLANEOUS: 

1. This Agreement constitutes the entire agreement between the parties hereto in relation to its subject matter and supersedes all prior agreements and understandings whether oral or written with respect to such subject matter and no variation of this Agreement shall be effective unless reduced to writing and signed by or on behalf of each Party. 

1. In the event that any term, condition or provision of this Agreement is held to be in violation of any applicable law, statute or regulation the same shall be deemed to be severable from the other provisions of this Agreement and this Agreement shall be construed as if such term, condition or provision had not been contained in this Agreement. 

1. Neither Party shall be liable or responsible for any failure or delay to perform any of their obligations under this Agreement when such failure or delay is due to Force Majeure, which term shall include fire, riot, strike, lockout, war, civil commotion, accident, breakdown of plant or machinery, flood, labour unrest, acts of God, omissions or acts of public authorities, changes in law, regulations or policies of the Government or any other reason beyond the control of Parties. 

1. Any notice to be given by either Party to this Agreement shall be in writing and shall be deemed to be duly served if delivered by hand, prepaid registered post or through a delivery service/courier at that Party’s address stated above or any other address which that Party may have intimated the other Party for this purpose in accordance with the provisions of this clause. 

1. This agreement does not constitute any partnership or joint-venture between the Parties hereto and is an agreement on principal to principal and non-exclusive basis. 

1. This agreement does not constitute any guarantee of sales to Client in any kind and the same shall not be contested.

1. This Agreement is to be construed in accordance with the laws prevailing in India and is subject to the exclusive jurisdiction of courts at Bengaluru, Karnataka. Intending to be bound, the parties do hereby execute this agreement: 

Read, Agreed, and Accepted 
For Al Health Highway India Private Limited
by its Authorised Signatory: 

__________________________ __________________________ __________________________ 
ASHWIN CHANDRASEKARAN
Read, Agreed, and Accepted
by Rockreach Ventures Pvt Ltd its Authorised Signatory: SAHIL SHRIVASTAVA