Terms and Conditions

Last Updated: 12 Dec 2025

1. Introduction

These Terms and Conditions ("Terms") govern the relationship between PhilanthroForge ("Agency," "we," "us") and the entity engaging our services ("Client," "you"). By accepting a Proposal, signing a Statement of Work (SOW), or using our services, you agree to these Terms.

2. Services & Scope

The specific services to be provided (e.g., Fundraising Audits, Campaign Strategy, System Optimization, Web Development) will be outlined in a separate Statement of Work (SOW) or Proposal.

• Change Orders: Any requests outside the scope of the signed SOW will require a separate agreement or Change Order and may incur additional fees.

• Non-Exclusivity: We retain the right to perform similar services for other non-profits or organizations, provided we do not breach our confidentiality obligations to you.

3. Client Responsibilities

To ensure the success of our "forging" process, you agree to:

• Access: Provide strictly necessary access to your CRM, donation platforms, analytics tools, and website backend as required.

• Materials: Provide all necessary text, images, and branding assets in a timely manner. You represent that you own the rights to all materials you provide to us.

• Approvals: Respond to requests for review and approval within 3 business days to avoid project delays.

4. Fees and Payment

• Invoicing: We will invoice you according to the schedule in the SOW (e.g., 50% upfront, 50% on completion, or monthly retainers).

• Payment Terms: Invoices are due within 30 days of receipt.

• Late Payments: Late payments shall incur interest at the rate of 1.5% per month or the maximum allowed by law. We reserve the right to pause work if invoices remain unpaid past 35 days.

5. Intellectual Property (The "Forge" Clause)

• Client Ownership: Upon full payment, you will own the final deliverables created specifically for you (e.g., specific campaign copy, custom report designs, specific website code).

• Agency Ownership: Philanthroforge retains all rights to our pre-existing background technology, methodologies, frameworks, generalized code, and tools (our "Background IP") used to create the deliverables. We grant you a non-exclusive, perpetual license to use this Background IP solely as part of the deliverables.

• No White Labeling: Unless explicitly agreed otherwise, you may not resell or white-label our proprietary strategies or tools.

6. Confidentiality

We acknowledge that we may have access to sensitive donor data and internal strategies.

• Obligation: We agree to keep all Client Confidential Information (including donor lists, financial data, and strategic plans) strictly confidential and use it solely for the purpose of providing Services.

• Exceptions: Confidential Information does not include information publicly known or independently developed by us.

7. Disclaimers & Warranties

• No Fundraising Guarantee: While we use evidence-based optimization and best practices, Philanthroforge expressly disclaims any guarantee of specific fundraising results, donation volumes, or ROI. Donor behavior is unpredictable; we promise professional effort, not specific financial outcomes.

• "As Is" Service: Services are provided on a professional basis. We do not warrant that software or digital systems will be entirely error-free or uninterrupted.

8. Limitation of Liability

To the maximum extent permitted by law, Philanthroforge’s liability for any claim arising out of these Terms shall be limited to the amount of fees actually paid by Client to Agency in the six (6) months preceding the claim. In no event shall we be liable for lost profits, lost donor data (unless due to our gross negligence), or consequential damages.

9. Termination

• For Convenience: Either party may terminate an ongoing retainer agreement with days' written notice.

• For Cause: Either party may terminate immediately if the other party breaches a material term and fails to cure it within days of notice.​

• Effect: Upon termination, Client shall pay for all work completed up to the termination date.

10. Governing Law

These Terms shall be governed by the laws of India.