Terms & Conditions

1. Definitions

2. Agreement

These terms apply to all Services unless a signed agreement says otherwise. Accepting a Quote, paying a deposit, or instructing us to begin work constitutes acceptance of these terms.

Where a Quote and these terms conflict, the Quote governs for that engagement.

3. Quotes and scope

• Quotes are valid for 30 days from issue unless stated otherwise
• Scope is what is written on the Quote. Anything not listed is outside scope
• Out-of-scope work is quoted separately and started only on your written approval
• Estimates of timelines are made in good faith and assume timely client input
• We may decline work that is unlawful, misleading, or that we consider likely to damage your business

4. Fees, GST and payment

• GST is charged in addition to quoted amounts and shown as a separate line on every invoice
• Project work is confirmed by a deposit; the balance is due on completion or before delivery or installation
• Retainers are billed monthly in advance and are due on receipt unless the Quote states net terms
• Accepted payment methods are Interac e-Transfer (preferred, no fee) and cheque
• Credit card payments carry a 2.4% processing surcharge, disclosed before payment and never applied silently
• Returned or NSF cheques attract a $45.00 administration fee
• Overdue amounts may attract interest at 1.5% per month (19.56% per annum) from the due date
• We may suspend Services on accounts more than 15 days overdue, after written notice

5. Deposits and cancellations

Deposits reserve production capacity and a start date, and are non-refundable once work has begun. Where a project is cancelled before work begins, a deposit may be transferred to a future engagement within 12 months at our discretion.

Work already performed at the point of cancellation is invoiced at the proportion completed. See our Refund & Cancellation Policy for detail.

6. Advertising spend

• Ad Spend is billed directly to you by Google, Meta or the relevant platform and is not included in our fees
• We do not mark up Ad Spend and take no percentage of it
• You are responsible for the payment method attached to your advertising accounts
• Platform performance, pricing and policies are outside our control and may change without notice
• We are not responsible for account suspensions arising from platform policy decisions, though we will assist in appealing them

7. Revisions and approvals

Design and build work includes up to three rounds of revisions. A round means one consolidated set of feedback. Additional rounds are quoted before they are undertaken.

Where written approval is given for artwork, copy or a build, we are not responsible for errors subsequently discovered in the approved material. Reprints or rebuilds required as a result are chargeable.

8. Client responsibilities

• Providing content, images, approvals and account access promptly
• Ensuring you hold the rights to any material you supply to us
• Ensuring information you ask us to publish is accurate and not misleading
• Maintaining your own backups of any systems we do not host
• Nominating a single individual with authority to approve work

Delays in these areas move delivery dates accordingly and may attract a re-scheduling fee where production capacity was reserved.

9. Intellectual property

• On payment in full, ownership of final approved Deliverables transfers to you, including editable source files where they exist
• Until payment in full, all rights remain with us and any licence to use the Deliverables is revocable
• Working files, internal research, tools, templates, frameworks and methodologies remain our property
• Third-party assets — fonts, stock imagery, plugins, libraries — are licensed, not sold, and remain subject to their own licence terms
• We may reference the engagement and display non-confidential work in our portfolio unless you ask us in writing not to

10. Third-party platforms

Services frequently depend on platforms we do not control, including Google, Meta, hosting providers, payment processors and content management systems. We are not responsible for their availability, pricing changes, policy changes, algorithm changes, outages or account actions, and no such event constitutes a failure to perform on our part.

11. Confidentiality

Each party will keep the other’s confidential information in confidence, use it only for the purposes of the engagement, and not disclose it without consent, except where disclosure is required by law. These obligations continue for three years after the engagement ends, and indefinitely for information that constitutes a trade secret. Our full commitments are set out in our Confidentiality & NDA Policy.

12. Warranties and disclaimers

We warrant that Services will be performed with reasonable skill and care by suitably experienced people.

We do not warrant or guarantee search rankings, traffic volumes, lead volumes, conversion rates, advertising returns, sales, or any specific commercial outcome. Marketing results depend on your offer, your market, your pricing, your competitors, your ability to respond to enquiries, and platform behaviour — none of which we control. Except as expressly stated, all conditions and warranties implied by statute or common law are excluded to the fullest extent permitted by law.

13. Limitation of liability

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence), statute or otherwise, is limited to the total fees paid by you to us for that engagement in the six months preceding the event giving rise to the claim.

Neither party is liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, goodwill, business opportunity, data or anticipated savings, however arising. Nothing in these terms limits liability for fraud, wilful misconduct, or any liability that cannot lawfully be limited.

14. Indemnity

You agree to indemnify us against claims, losses and reasonable legal costs arising from material you supply or instruct us to publish, including claims of infringement, defamation, misleading advertising, or breach of privacy or consumer protection law.

15. Term and termination

• Retainers continue month to month after any agreed initial term
• Either party may terminate a retainer with 30 days’ written notice before the next billing date
• We may terminate immediately for non-payment, unlawful instructions, or abusive conduct toward our people
• On termination, fees for work performed to that date become payable
• On termination we hand over accounts, files and access, and remove our own access, without withholding materials that have been paid for

16. Non-solicitation

During an engagement and for 12 months afterwards, neither party will directly solicit for employment any individual employed or engaged by the other who was materially involved in the engagement, without the other’s written consent. General advertising not targeted at those individuals is not a breach.

17. Force majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disaster, fire, flood, epidemic, war, civil unrest, labour disruption, failure of utilities or telecommunications, government action, or large-scale failure of internet infrastructure or third-party platforms.

18. Governing law and disputes

These terms are governed by the laws of the Province of Alberta and the federal laws of Canada applicable in Alberta. The parties submit to the exclusive jurisdiction of the courts of Alberta.

Before commencing proceedings, the parties will attempt in good faith to resolve any dispute by direct discussion for at least 30 days, and will consider mediation in Calgary before litigation.

19. General

• If any provision is found unenforceable, the remainder continues in force
• Failure to enforce a term is not a waiver of it
• You may not assign an agreement without our written consent; we may assign to a successor of our business
• Notices may be given by email to the addresses on the most recent invoice
• These terms, with the Quote and the policies referenced in them, form the entire agreement between the parties

20. Changes

We may update these terms. The version in effect for an engagement is the version published when the Quote was accepted. Material changes affecting active clients will be communicated directly and will take effect at the start of the next billing period.