1. Acceptance of Terms

By accessing our website at marketwiseconsulting.ca or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. These Terms constitute a legally binding agreement between you and MarketWise Consulting regarding your use of our website and services.

We reserve the right to update or modify these Terms at any time without prior notice. Your continued use of our services following any changes indicates your acceptance of the revised Terms. It is your responsibility to review these Terms periodically.

2. Services Description

MarketWise Consulting provides marketing consulting services to businesses in Canada, including but not limited to strategic marketing planning, digital marketing optimization, market research and analysis, brand development, marketing automation implementation, and marketing team training.

Our services are provided on an "as is" and "as available" basis. We reserve the right to modify, suspend, or discontinue any part of our services at any time without notice or liability.

3. Client Responsibilities

When engaging our services, you agree to:

• Provide accurate, complete, and up-to-date information as required for the provision of our services
• Cooperate with our team members and respond to requests for information or approvals in a timely manner
• Pay all fees and charges associated with your use of our services according to the agreed-upon terms
• Use our services in compliance with all applicable laws and regulations
• Maintain the confidentiality of any login credentials provided to you

4. Intellectual Property Rights

4.1 Our Content

All content on our website, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, and software, is the property of MarketWise Consulting or its content suppliers and is protected by Canadian and international copyright, trademark, and other intellectual property laws.

You may access, download, or print content from our website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any content from our website without our express written permission.

4.2 Client Materials

You retain all ownership rights to any content, data, or materials you provide to us in connection with our services ("Client Materials"). By providing Client Materials to us, you grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display such materials solely for the purpose of providing our services to you.

4.3 Deliverables

Upon full payment of all applicable fees, you will receive ownership of the final deliverables created specifically for you as part of our services, subject to the following limitations:

• We retain ownership of all pre-existing materials and any generic or reusable components incorporated into the deliverables
• We reserve the right to display and reference the deliverables as examples of our work, unless otherwise agreed in writing
• Any third-party materials (such as stock photos or licensed software) incorporated into the deliverables are subject to the terms of their respective licenses

5. Privacy Policy

Your privacy is important to us. Our Privacy Policy, which is incorporated into these Terms by reference, explains how we collect, use, and protect your personal information. By using our services, you consent to the collection and use of your information as described in our Privacy Policy.

6. Payment Terms

6.1 Fees and Invoicing

Our fees for services will be as set forth in a written proposal or agreement. Unless otherwise specified, all fees are quoted in Canadian dollars and do not include applicable taxes, which will be added to invoices where required by law.

We will invoice you according to the payment schedule outlined in our agreement. Invoices are due upon receipt unless otherwise specified.

6.2 Late Payments

If payment is not received by the due date, we reserve the right to:

• Charge a late payment fee of 1.5% per month on outstanding balances
• Suspend or terminate the provision of services until payment is received
• Retain any materials or deliverables created on your behalf until full payment is made

6.3 Refunds

Our refund policy will be as specified in our written agreement with you. In the absence of specific refund terms, all fees are non-refundable unless we fail to provide the agreed-upon services.

7. Limitation of Liability

To the maximum extent permitted by applicable law, MarketWise Consulting shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses, resulting from:

• Your use of or inability to use our services
• Any unauthorized access to or use of our servers and/or any personal information stored therein
• Any interruption or cessation of transmission to or from our website
• Any bugs, viruses, trojan horses, or the like that may be transmitted to or through our website
• Any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through our website

In no event shall our total liability to you for all claims exceed the amount you have paid to us for services in the six (6) months preceding the event giving rise to the claim.

8. Disclaimer of Warranties

Our services are provided on an "as is" and "as available" basis. MarketWise Consulting makes no warranties or representations about the accuracy or completeness of the website's content or the content of any sites linked to this website and assumes no liability or responsibility for any:

• Errors, mistakes, or inaccuracies of content
• Personal injury or property damage, of any nature whatsoever, resulting from your access to and use of our website or services
• Any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein
• Any interruption or cessation of transmission to or from our website
• Any bugs, viruses, trojan horses, or the like which may be transmitted to or through our website by any third party

MarketWise Consulting expressly disclaims all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

9. Indemnification

You agree to defend, indemnify, and hold harmless MarketWise Consulting, its officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:

• Your use of and access to our services
• Your violation of any term of these Terms
• Your violation of any third-party right, including without limitation any copyright, property, or privacy right
• Any claim that your Client Materials caused damage to a third party

This defense and indemnification obligation will survive these Terms and your use of our services.

10. Termination

10.1 Termination by You

You may terminate your engagement with us as specified in our written agreement. In the absence of specific termination provisions, you may terminate by providing thirty (30) days' written notice.

10.2 Termination by Us

We may terminate or suspend your access to our services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms.

10.3 Effect of Termination

Upon termination:

• All rights and licenses granted to you will immediately cease
• You remain liable for all outstanding fees for services provided prior to termination
• Any provisions of these Terms that by their nature should survive termination shall survive termination

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict of law provisions.

Any dispute arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the courts of the Province of Ontario, and you hereby submit to the personal jurisdiction of such courts.

12. General Provisions

12.1 Entire Agreement

These Terms, together with any other legal notices and agreements published by MarketWise Consulting, constitute the entire agreement between you and MarketWise Consulting concerning your use of our services.

12.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect and enforceable.

12.3 No Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of MarketWise Consulting.

12.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. We may freely assign or transfer these Terms without restriction.

13. Contact Information

If you have any questions about these Terms, please contact us at:

MarketWise Consulting
120 Adelaide Street West, Suite 2500
Toronto, ON M5H 1T1
Email: [email protected]
Phone: (416) 555-7890