Terms of Service

1. Parties and Agreement

These Terms of Service ("Terms") govern your use of the website located at boomymarketing.com (the "Website") and any digital marketing, SEO, paid advertising, social media, web design, or related services (collectively, "Services") provided by Boomy Marketing Inc. ("Boomy Marketing," "we," "us," or "our"), a corporation incorporated under the laws of Ontario, Canada, with its registered address at 240 Richmond St W, Toronto, ON M5V 1V6.

"You" or "Client" means any individual or legal entity that accesses the Website or enters into a service agreement with Boomy Marketing. These Terms are effective as of the date you first access the Website or execute a service agreement, whichever is earlier.

2. Services

2.1 Scope of Services

Boomy Marketing provides digital marketing services including, but not limited to, search engine optimization (SEO), Google Ads management, Meta Ads management, programmatic advertising, social media marketing, email marketing, web design and development, content creation, AI-driven marketing automation, and analytics consulting. The specific scope, deliverables, timeline, and fees for each client engagement are set out in a separate Statement of Work or Service Agreement.

2.2 Service Standards

We will perform all Services with reasonable care and skill, in accordance with industry best practices and applicable Canadian regulations. However, we cannot guarantee specific outcomes including, without limitation, particular search rankings, advertising performance metrics, or revenue targets, as these depend on factors beyond our reasonable control, including search engine algorithm changes, market conditions, competitor activity, and client-side factors.

2.3 Client Responsibilities

To enable effective service delivery, you agree to:

• Provide accurate, complete, and timely information, materials, and access credentials as reasonably requested
• Grant us necessary permissions to access relevant platforms (Google Ads, Meta Business Manager, Analytics, etc.)
• Review and approve deliverables within the timelines specified in the applicable Statement of Work
• Ensure that all content, trademarks, and materials you provide to us do not infringe third-party intellectual property rights
• Promptly notify us of any changes to your business, products, services, or target audience that may affect the Services
• Pay all fees in accordance with the payment terms in Section 5

2.4 Third-Party Platforms

Many of our Services involve working within third-party platforms such as Google, Meta, LinkedIn, and others. These platforms operate independently of Boomy Marketing and may change their policies, algorithms, or pricing at any time without notice. We are not responsible for changes made by third-party platforms that affect Service performance or costs.

3. Website Use

3.1 Permitted Use

You may access and use our Website for lawful, personal, or business informational purposes. You agree not to:

• Use the Website in any way that violates applicable Canadian or international laws or regulations
• Transmit any unsolicited or unauthorized advertising or promotional material (spam)
• Attempt to gain unauthorized access to any part of our systems, networks, or databases
• Introduce viruses, trojans, worms, or other malicious code to the Website
• Scrape, harvest, or systematically extract data from the Website without our written consent
• Use the Website in a manner that could damage, disable, overburden, or impair our servers or networks
• Reproduce, duplicate, copy, or re-sell any part of the Website in violation of these Terms

3.2 Account Registration

If you create an account or client portal access with us, you are responsible for maintaining the confidentiality of your credentials and for all activities that occur under your account. Notify us immediately at care@boomymarketing.com if you suspect unauthorized use of your account.

4. Intellectual Property

4.1 Our Intellectual Property

All content on the Website, including text, graphics, logos, icons, images, audio clips, software, and the compilation thereof, is owned by or licensed to Boomy Marketing and is protected by Canadian copyright law and international intellectual property conventions. You may not reproduce, distribute, modify, or create derivative works from any Website content without our prior written consent.

4.2 Deliverables Ownership

Upon receipt of full payment for a project, ownership of custom deliverables created exclusively for you (such as website code, custom graphics, and written content) transfers to you, as specified in the relevant Statement of Work. Boomy Marketing retains ownership of all pre-existing materials, tools, frameworks, proprietary methodologies, templates, and general know-how used in delivering Services. We reserve the right to use anonymized or aggregated performance data and to display completed work in our portfolio unless otherwise agreed in writing.

4.3 Client-Provided Materials

You retain all rights to materials you provide to us. By providing us with materials, you grant Boomy Marketing a non-exclusive, royalty-free licence to use such materials solely for the purpose of delivering the contracted Services.

5. Fees and Payment

5.1 Fees

Our fees are as set out in your signed Statement of Work or as published on our Pricing page at boomymarketing.com/pricing. All fees are quoted in Canadian dollars and are exclusive of applicable taxes (including HST) unless otherwise stated.

5.2 Invoicing and Payment Terms

Invoices are issued monthly in advance for retainer-based services, or as milestones are reached for project-based engagements. Payment is due within fourteen (14) calendar days of the invoice date. Advertising media spend billed directly to client accounts is separate from our management fees.

5.3 Late Payments

Invoices not paid by the due date will accrue interest at 2% per month (24% per annum) on the outstanding balance, calculated from the due date until full payment is received. We reserve the right to suspend or terminate Services where invoices remain unpaid for more than thirty (30) days.

5.4 Expense Reimbursement

Reasonable pre-approved out-of-pocket expenses incurred in delivering Services will be invoiced to you at cost. Advertising media spend paid on your behalf via Boomy Marketing-managed accounts will be invoiced with supporting platform receipts.

6. Term and Termination

6.1 Term

These Terms remain in force for as long as you use our Website or have an active service engagement with us. Specific service agreements set out their own initial term and renewal provisions.

6.2 Termination by Client

You may terminate a retainer-based service agreement by providing sixty (60) days' written notice to care@boomymarketing.com, unless a different notice period is specified in your Statement of Work. Project-based agreements may only be cancelled prior to commencement; cancellation after work has begun may result in fees being charged for work completed to date.

6.3 Termination by Boomy Marketing

We may terminate or suspend Services immediately, without prior notice, if you breach any material term of these Terms, fail to pay fees when due, engage in fraudulent or unlawful activity, or if continuing the engagement would expose Boomy Marketing to legal, reputational, or regulatory risk.

6.4 Effect of Termination

Upon termination, all outstanding fees become immediately due and payable. Sections relating to intellectual property, payment obligations, limitation of liability, indemnification, and governing law survive termination.

7. Confidentiality

Both parties may disclose confidential information to the other in connection with the Services. Each party agrees to hold the other's Confidential Information in strict confidence, to use it only for the purposes of the engagement, and not to disclose it to any third party without prior written consent, except as required by law. "Confidential Information" means any non-public business, technical, financial, or strategic information disclosed by one party to the other that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.

8. Warranties and Representations

8.1 Our Warranties

We warrant that: (a) we have the right to enter into service agreements with you; (b) our Services will be performed by qualified personnel with reasonable skill and care; and (c) we will comply with applicable Canadian laws in delivering our Services.

8.2 Disclaimer of Other Warranties

Except as expressly stated in these Terms, our Website and Services are provided "as is" and "as available" without any warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or specific performance outcomes. We do not warrant that the Website will be uninterrupted, error-free, or free of viruses or other harmful components.

9. Limitation of Liability

To the maximum extent permitted by applicable Canadian law, Boomy Marketing shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of our Website or Services, including but not limited to loss of revenue, loss of profits, loss of business opportunity, loss of data, or reputational harm, even if we have been advised of the possibility of such damages.

Our total cumulative liability to you for any and all claims arising out of or related to a specific service engagement shall not exceed the total fees paid by you to Boomy Marketing during the three (3) months immediately preceding the event giving rise to the claim.

These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise.

10. Indemnification

You agree to indemnify, defend, and hold harmless Boomy Marketing Inc., its directors, officers, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your breach of these Terms; (b) your use of our Website or Services; (c) any content or materials you provide to us; (d) your infringement of any third-party intellectual property, privacy, or other rights; or (e) any misrepresentation made by you.

11. Governing Law and Dispute Resolution

These Terms are 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 conflict-of-law principles. The parties submit to the exclusive jurisdiction of the courts of the Province of Ontario for the resolution of any disputes arising under these Terms.

Before initiating formal legal proceedings, the parties agree to attempt in good faith to resolve any dispute through direct negotiation. If negotiation does not resolve the dispute within thirty (30) days, either party may pursue available legal remedies.

12. General Provisions

• Entire Agreement: These Terms, together with any applicable Statement of Work and our Privacy Policy, constitute the entire agreement between the parties with respect to the subject matter herein and supersede all prior agreements and understandings
• Amendments: We may update these Terms by posting the revised version on our Website. Continued use of our Website or Services after the posting date constitutes acceptance of the revised Terms
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect
• Waiver: Failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce it later
• Force Majeure: Neither party is liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including natural disasters, government actions, internet outages, or third-party platform failures
• Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to a successor entity in connection with a merger or acquisition
• Language: These Terms are written in English. Any French translation provided is for convenience only; the English version governs in the event of any inconsistency

13. Contact Us

If you have any questions or concerns about these Terms of Service, please contact us: