TERMS AND CONDITIONS

Application – All meetings will be recorded via Zoom or Google Meets invitations 

All quote’s, any changes or cancellation will be given by email to linda@wholisticmarketingcompany.ca

NOTE: No quotes, changes or cancellation for advertising products will never be given or accepted verbally.  Only by email to linda@wholisticmarketingcompany.ca

Client will add services and products to the Wholistic Marketing Company Shopping Cart to purchase product. 

Wholistic Marketing Company does not offer setting up professional emails (Gmail or Outlook) the business owner or client.

Wholistic Marketing Company does not offer purchasing website domain names for the business owner or client.

 

These Terms and Conditions together with the attached order form (“Order Form”) issued by Wholistic Marketing Company.  (the “Supplier”) (Collectively, the “Agreement”) is made between Supplier and the name of the party referenced on the Order Form (the “Client”) as of the date referenced on Client’s initial Order Form (the “Commencement Date”) and shall apply to the provision of the Services (as need herein) by Supplier.

 In the event of conflict between these Terms and Conditions and any other terms and conditions (of the Client or otherwise), the former shall prevail unless expressly agreed to by the Supplier in writing.

 Acceptance. Placement of order with Supplier signs the Client’s acceptance of these Terms and Conditions.

 Variation and Amendments

 If the Client wishes to vary any details in respect to the Service, it must notify the Supplier in writing via email as soon as possible. The Supplier shall, at its sole discretion, accept or decline to make any proposed changes. Any additional costs thereby incurred for such changes shall be invoiced too the Client.

If, due to circumstances beyond the Suppliers control, it must make any change in the arrangements relating to the provision of the Services it shall notify the Client forthwith. The Supplier shall endeavor to keep such changes to a minimum and shall seek to the Client arrangements as close to the original as is reasonably possible in the circumstances.

Term

Unless mutually agreed upon by Supplier and Client in writing, this

Agreement shall commence on the Commencement Date and shall. Wholistic Marketing Company Coach sessions commence with 30 mins or 1 hour prepaid upfront.  Cancellation of appointments Wholistic Marketing Company require 24 hours’ notice for change of time. Or full payment fees will be charged for missed appointment. 

Google Advertising and Search Engine Optimization contract will continue for a period of one (6) month, after 6 months all contracts will be month to month.  30 days’ notice prior to cancellation. 

Agreement shall be automatically renewed for month to month upon payment will automatically be charged. 

 

Termination

 The Supplier may terminate this Agreement forthwith if: the Client is in breach of any of its obligations hereunder, including an obligation of Client to pay any monies payable to Supplier under this Agreement.

the Client has entered into liquidation (other than for the purposes of a bona de amalgamation or reconstruction) whether compulsory or voluntarily or compounds with its creditors generally or has an administrator, administrative receiver, or receiver appointed over all or a substantial part of its undertaking or assets.

 The Client has become bankrupt or shall be deemed unable to pay

its debts; or

The Client ceases or threatens to cease to carry on business.

 Delays

 Complaints concerning delays in the provision of the Services shall be

submitted immediately after the time when the Client became or should have

become aware of the matter. If the Client fails to bring the delay or concern to

the attention of the Supplier within 48 hours the Client shall be deemed to have

accepted the Services and shall not be entitled to assert remedies based on

delays or breach of this Agreement.

 The Client hereby acknowledges that the Services rely upon goods and/or

services being provided by third parties (‘Third Party Services’). The Client

acknowledges that the Third-Party Services will be governed by that third parties’

terms and conditions and that the Supplier cannot provide any warranties in

respect of the Third Party’s Services and will not be liable to the Client for any

delays and/or failings in respect of the same. Third Party Services may include

their own warranties to Client and Client is obligated to con rm that such

warranties (where given) are acceptable for the Client’s business purposes prior

to engaging Supplier. Supplier’s only responsibility in respect of the Third Party

Services is to take reasonable care and skill when selecting the providers of the

same.

The Supplier shall not be liable to the Client or be deemed to be in breach of

these terms and conditions by reason of any delay in performing, or any failure

to perform, any of the Supplier’s obligations if the delay or failure was due to any

cause beyond the Suppliers reasonable control.

 Liability

 

 Indemnity

The Client shall indemnify the Supplier against all damages, costs, claims

and expenses suered by the Supplier arising from loss or damage (including

that of third parties) caused by the Client, or its agent or employees.

 

The Client is responsible for ensuring that they have the right to use any

text, image or representation (“Materials”) they provide to Supplier in

connection with the Services and the Client hereby grants or agrees to procure

the grant of (as applicable) an irrevocable license to the Supplier to use such

Materials for the purposes of providing the Services for the duration of this

Agreement. The Client shall be responsible for ensuring that the contents of

Materials do not contravene any legislation, decency, marketing rules or any

other third-party rights. the Supplier shall be entitled to reject and delete

Material that fails to comply without incurring any liability.

In addition, the Supplier shall be entitled to terminate this Agreement.

 

Client hereby agrees at all times to defend, indemnify and hold harmless

the Supplier from and against any and all action, claim, demand, allegation or

proceeding of any nature in any way based upon, occasioned by or attributable

to any actual or possible use, infringement, inducement of infringement or

violation of any intellectual property rights of a third party that results from or is

alleged to result from the Supplier’s use of the Materials in connection with the

Services.

 

 Force Majeure

 

 Supplier shall not be liable to the Client or be deemed to be in breach of

this Agreement by reason of any delay in performing, or any failure to perform,

any of its obligations in relation to the Services, if the delay or failure was due to

any cause beyond that party’s reasonable control. Without prejudice to the

generality of the foregoing, the following shall be regarded as causes beyond

either party’s reasonable control:

 

 Act of God, explosion, tempest or accident.

war or threat of war, sabotage, insurrection, civil disturbance or

requisition.

 restrictions, regulations, by-laws, prohibitions, or measures of any

kind on the part of any governmental, parliamentary, or local authority.

import or export regulations or embargoes.

strikes, lockouts, or other industrial actions or trade disputes (whether involving employees of either the Supplier or the Client or of a third party) ;

in obtaining labour, equipment, or supplies. the actions or inactions of a third-party; a delay caused by the use of Third Party Services; or power failure of Technology or Electricity 

 Waiver

 No waiver by the Supplier of any breach of these terms and conditions by

the Client shall be considered as a waiver of any subsequent breach of the same

or any other provision. A waiver of any term, provision, or condition of this

Agreement shall be e active only if given in writing and signed by the waiving

party and then only in the instance and for the purpose for which the waiver is

given.

 No failure or delay on the part of any party in exercising any right, power or privilege under this Agreement shall operate as a waiver of, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise of or the exercise of any other right, power or privilege.

The Supplier reserves all copyright and any other rights (if any) which may subsist in the products of, or in connection with, the provision of the Suppliers Services or facilities. The Supplier reserves the right to take such actions as may be appropriate to restrain or prevent infringement of such copyright including but not limited to but not limited to Google AdWords®.

All accounts created or managed are proprietary and will remain in the sole In the case of a notice to Supplier by email to linda.wholisticmarketingcompany.ca or at any other address as the party to whom the writing is to be given shall have last noticed the other party.

 General

 Inurement This Agreement shall endure to the benefit of and be binding upon, the Supplier and the Client, and each of their respective successors and permitted assigns. The Supplier may assign this Agreement without the consent of the Client.

Status of Contractor It is expressly agreed, represented, and understood that the parties have entered into this Agreement for the rendering of the Services on an arm’s length basis and that the Supplier is not an employee, agent, or servant of the Client. Further, this Agreement shall not be deemed to constitute or create any partnership, joint venture, master-servant, employer-employee, principal-agent or any other relationship apart from an independent contractor relationship.

Severability If any article, paragraph, section, or any portion of any article, paragraph or section of this Agreement is determined to be invalid, illegal or unenforceable, such invalidity, illegality or unenforceability shall not impair or affect validity, legality, or enforceability of the remaining portions of this

Agreement and such invalid, illegal or unenforceable article paragraph, section or portion thereof shall be deemed to be severed, separate and distinct from the remainder of this Agreement.

Headings The headings in these Terms and Conditions are for convenience only and shall not a affect their interpretation.

Joint and Several Where the Client consists of two or more persons such expression throughout shall mean and include such two or more persons and each or any of them. All obligations or liabilities on the part of such a Client shall be joint and several obligations or liabilities of such persons.

Applicable Law and Jurisdiction

This agreement shall be governed and construed in accordance with the laws of the Province of Ontario, Canada and the parties shall submit to the exclusive jurisdiction of the courts of Ontario, Canada.

Schedule A: Speciation Schedule

Supplier shall use Google® as applicable, for geotargeted advertising based on the key phrase(s) agreed to at the point of sale to appear on search engines. Campaigns will be managed and optimized to ensure high ranking on search engines. Supplier creates every Google® Ads, Google display targeting and remarketing ads. YouTube Search Engine Marketing, Search Engine Marketing Websites, Hosting and Coaching Advertising and Marketing. Depending on the volume of searches and other variables, client ranking on Google® will actuate, whereby ads due to several factors such as (but not limited to) low quality score, search volumes, intermittently might fall on the second page Once Client’s daily removed from search engines until the following day when Client ads will reappear. maximum budget is exhausted, Client ads will be removed Without any notice or permission from Client, Supplier has the right to change any any key word(s) or phrase(s) on the advertisement as we see it. Clients must check ads via “Google AdWord Preview Tool®” Supplier does not warrant or guarantee the results Clients will achieve from this service, including the results of any advertising. The Client hereby assumes all risk and responsibility hereto. Supplier has no control over the policies and ranking algorithms of search engines with respect to the type of sites and/or content that they accept now or in the future. Client’s website may be excluded from any Search Engine or directory at any time at the sole discretion of the search engine or directory. The Services Subject to the terms of this Agreement, the Supplier shall provide the Client the services as set out in the Order Form and further described in Schedule A (the “Services”).

 Fees

In consideration of the Services, the Client agrees to pay the Supplier the fees set out in the Order Form and as agreed to by the parties (the

“Fees”) in accordance with the terms of this Agreement.

 All Fees payable under the in this Agreement are for the Services contemplated by this Agreement. If additional work is required or requested by the Client, Client agree to extra fee’s.

Client shall be responsible for paying all fees and expenses charged by any third party attributable to the Services.

 Unless otherwise expressly stated, all Fees shall be in Canadian Dollars, and shall be exclusive of HST and other duties.

All Fees are non-refundable.

 Payment

• Coach Session Fee’s 30 minutes or 1 hour at one time
• One time Setup Fee’s 
•  Website, Ecommerce Sites, (Hosting and One Time or Monthly Maintenance Fee’s extra)
• Extra Products add to Ecommerce Site
• Graphic Design Fee’s
• Google Advertising Fee’s
• Google Performance Max Campaigns  
• Funnel Marketing
• Email Marketing 
• Wholistic Marketing Company Monthly Management Fee’s
• Search Engine Marketing Fee’s
• Blog Fee’s 
• YouTube Search Engine Marketing
• Content Writing Marketing
• Google Business Profile Optimization 

The monthly management Fee for the Initial Month shall be processed immediately.

After the Initial Month, they shall be Automatically charge your business credit card that is supplies monthly every month thereafter.

Client acknowledges that it shall provide Supplier with a valid credit card so to activate Client’s search engine accounts. In case of declined/missing payment, service on Client’s account will be temporarily suspended and Client must provide alternative payment within 3 days of being noticed of such declined payment. Supplier reserves the right to legal action against the Client for any outstanding balances.

If the Client fails to make any payment on the due date in respect of the Fees payable under an Order Form or any other sum due under this Agreement then the Client acknowledges that the Supplier shall, without prejudice to any other right of the Supplier, have the right to charge the Client interest on all overdue or unpaid amounts, at the rate of two percent (2%) per month, or at the maximum rate permitted by law, whichever is less. Such interest shall be calculated cumulatively daily and shall run from day to day and accrue after as well as before any judgement.

 Notice

 Any notice or other writing required or permitted to be given under this Agreement or for the purposes of it to any party, shall be sufficiently given if delivered personally, or if sent by prepaid registered mail or if transmitted by telex or other form of electronic communication to that party:

 in the case of a notice to the Client at the contact information set out in the Order Form; and the Client is in breach of Article 13 of this Agreement; or any circumstances whatsoever beyond the reasonable control of the Supplier (including but not limited to the termination of the service through no fault of the Supplier) arise that necessitate for whatever reason the termination of the provision of Services.

In the event of termination, the Supplier shall retain any sums already paid to it by the Client without prejudice to any other rights the Supplier may have whether at law or otherwise.

Sub-Contracting

Supplier may sub-contract the performance of any of its obligations under this

Agreement without the prior written consent of the other party.

commencement, or start date of the advertising program.

Subject to Section 

 Client may terminate this Agreement by providing Supplier with thirty (30) days ‘prior written notice of Client’s intent to terminate. After the 6 months trial all contracts are month to month.

Website is required ½ price of the quote that is given upfront. When the Website and Ecommerce site are all approved the final remaining fee of the other ½ payment is required before hosting the the Website or Ecommerce Sites. 

 If client wants to terminate their 6 months contract, the contract must be paid in full up to the 6 months of the contract. Or Websites and Ecommerce Website cancellation prior to finishing the Sites full ½ price payment will remain with Wholistic Marketing Company.

• No refund will be provided.
• All Setup fees will Not be refunded. 
• Coaching sessions booked will not be refunded for when client does not show up for appointments.

Wholistic Marketing Company Coaching Sessions is to help with the growth of your business, there is guaranteed to grow your business, I will be only making suggestions and the business owner must follow through at their end to be successful. Wholistic Marketing Company is only making suggestion.