Terms of Service

Last updated: February 25, 2026

Please read these Terms of Service ("Terms") carefully before engaging MarlinSocial Inc. for any services. By signing a proposal, submitting a payment, or otherwise instructing us to begin work, you ("Client") agree to be bound by these Terms.

1. Acceptance of Terms

These Terms constitute a legally binding agreement between you and MarlinSocial Inc. ("MarlinSocial", "we", "us", or "our"), a corporation incorporated in the Province of Ontario, Canada. Use of our website or engagement of our services constitutes your acceptance of these Terms. If you do not agree, you must not use our services.

2. Services Description

MarlinSocial provides a range of digital business services, which may include but are not limited to:

• Digital marketing: strategy, paid advertising (Google Ads, Meta Ads, etc.), SEO, and email marketing.
• Social media management: content creation, scheduling, community management, and reporting.
• Web design & development: design, build, and maintenance of websites and landing pages.
• Custom software development: bespoke web applications, integrations, and automation tools.
• Video production: scripting, filming, editing, and delivery of video content.
• IVR phone systems: interactive voice response setup, call routing, and telephony configuration.
• CRM & lead management: CRM configuration, pipeline setup, and lead tracking.
• Invoicing & billing systems: automated invoicing, payment processing integrations, and financial workflow setup.
• Marketing automation: workflow design, drip campaigns, and automated follow-up sequences.
• Brand identity: logo design, brand guidelines, and visual asset creation.
• E-commerce: online store setup, product listing, and conversion optimization.

The specific services, deliverables, and timelines for each engagement are defined in a separate proposal or statement of work agreed upon between MarlinSocial and the Client.

3. Client Responsibilities

To enable MarlinSocial to deliver services effectively, the Client agrees to:

• Provide timely access to necessary accounts, platforms, assets, and approvals as requested.
• Supply accurate, complete, and current information, content, and materials required for the services.
• Review and approve deliverables within a reasonable timeframe. Delays caused by the Client may affect project timelines and deadlines.
• Ensure that all materials, content, images, and information provided to MarlinSocial do not infringe any third-party intellectual property rights, violate any applicable laws, or contain any defamatory, obscene, or otherwise unlawful content.
• Maintain confidentiality of any login credentials or access information shared by MarlinSocial.
• Designate an authorized point of contact responsible for communications and decisions on behalf of the Client.

4. Payments & Billing

The following payment terms apply to all engagements with MarlinSocial:

• Month-to-month agreements: Services are provided on a month-to-month basis unless otherwise specified in a written proposal. There are no long-term contracts.
• Invoicing: Invoices are issued in advance of the service period and are due upon receipt unless otherwise agreed in writing.
• Late payments: Invoices not paid within 14 days of the due date may result in a suspension of services. MarlinSocial reserves the right to charge interest on overdue balances at a rate of 2% per month (24% per annum).
• Advertising spend: Ad spend (e.g., Google Ads, Meta Ads, TikTok Ads) is separate from and in addition to MarlinSocial's management fees. Ad spend is paid directly by the Client to the respective advertising platforms. MarlinSocial does not mark up ad spend and is not responsible for platform billing issues, ad account suspensions, or changes in platform policies.
• Expenses: Any pre-approved third-party expenses incurred on behalf of the Client (e.g., stock photography, software licenses, domain registrations) will be billed to the Client at cost.
• Taxes: All fees are exclusive of applicable taxes. The Client is responsible for any HST, GST, or other taxes that may apply.

5. Intellectual Property

Upon receipt of full payment for the applicable services, MarlinSocial assigns to the Client all ownership rights in the final deliverables specifically created for the Client under the relevant engagement, including custom designs, written content, and software code, except as noted below.

• Pre-existing materials: MarlinSocial retains ownership of all pre-existing tools, templates, frameworks, methodologies, libraries, and proprietary processes used in delivering services. A non-exclusive licence to use such materials as incorporated into the deliverables is granted to the Client.
• Third-party assets: Certain deliverables may include third-party licensed assets (fonts, stock images, software components). Ownership and usage rights for such assets are governed by the applicable third-party licences.
• Portfolio rights: MarlinSocial reserves the right to display completed work in its portfolio and marketing materials unless the Client requests otherwise in writing prior to project commencement.
• Client materials: The Client retains full ownership of all materials, content, trademarks, and data provided to MarlinSocial. The Client grants MarlinSocial a limited licence to use these materials solely for the purpose of delivering the agreed services.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the course of the engagement ("Confidential Information"), including but not limited to business strategies, financial data, customer information, pricing, and technical specifications.

• Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing party.
• Each party shall use the other's Confidential Information solely for the purposes of the engagement.
• These obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.
• Confidentiality obligations survive termination of the engagement for a period of two (2) years.

7. Limitation of Liability

To the maximum extent permitted by applicable law:

• MarlinSocial's total aggregate liability to the Client for any claims arising out of or related to these Terms or the services shall not exceed the total fees paid by the Client to MarlinSocial in the three (3) months immediately preceding the event giving rise to the claim.
• MarlinSocial shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, loss of revenue, loss of data, or loss of business opportunity, even if advised of the possibility of such damages.
• MarlinSocial does not guarantee specific results from digital marketing campaigns, advertising spend, SEO efforts, or any other services, as outcomes depend on numerous factors outside our control including platform algorithms, market conditions, and competition.
• MarlinSocial is not responsible for any downtime, outages, policy changes, or service disruptions caused by third-party platforms, hosting providers, or advertising networks.

8. Termination

Either party may terminate the service agreement at any time by providing thirty (30) days written notice to the other party.

• Notice: Written notice may be delivered by email to the Client's designated contact or through our contact page.
• Outstanding amounts: Upon termination, the Client remains responsible for payment of all fees and approved expenses incurred up to and including the end of the notice period.
• Immediate termination: MarlinSocial reserves the right to terminate services immediately and without notice if the Client engages in illegal activity, materially breaches these Terms, or fails to pay amounts owed after a written reminder.
• Handover: Upon termination, MarlinSocial will provide the Client with reasonable assistance in transitioning accounts and deliverables, provided all outstanding balances have been settled.
• As all agreements are month-to-month, there are no early termination penalties beyond the obligations described above.

9. Third-Party Services

MarlinSocial may utilize third-party platforms, tools, and services in delivering services to the Client. These may include, but are not limited to, Google, Meta, TikTok, Shopify, WordPress, HubSpot, Twilio, and various hosting and software providers.

• Each third-party service is governed by its own terms of service, privacy policy, and usage restrictions. MarlinSocial is not responsible for any changes, disruptions, or discontinuation of third-party services.
• The Client acknowledges that their data may be processed by third-party platforms in the course of delivering services. MarlinSocial will make reasonable efforts to ensure such platforms meet appropriate data protection standards.
• Any accounts created on third-party platforms on behalf of the Client shall be owned by the Client, and credentials shall be transferred to the Client upon request or termination.

10. Modifications to Terms

MarlinSocial reserves the right to update or modify these Terms at any time. When changes are made, we will update the "Last updated" date at the top of this page. Continued engagement of our services following the posting of revised Terms constitutes your acceptance of those changes. We encourage Clients to review these Terms periodically. For material changes, we will make reasonable efforts to notify active Clients by email.

11. Governing Law

These Terms and any disputes arising from or related to them 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 conflict of law principles. The parties irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Ontario for the resolution of any dispute arising under these Terms.

12. Dispute Resolution

In the event of a dispute arising from or relating to these Terms or the services provided, the parties agree to the following process:

• Good faith negotiation: Either party may deliver a written notice of dispute to the other. The parties shall then attempt in good faith to resolve the dispute through direct negotiation within thirty (30) days of such notice.
• Mediation: If the dispute is not resolved through negotiation, either party may refer the matter to a mutually agreed-upon mediator. The costs of mediation shall be shared equally between the parties.
• Litigation: If mediation fails or is refused, either party may pursue resolution through the courts of the Province of Ontario as provided in Section 11.

13. Contact Information

If you have any questions about these Terms of Service or wish to reach us regarding your engagement, please contact us:

• Phone: 416-705-2255
• Website: marlinsocial.com
• MarlinSocial Inc., Toronto, Ontario, Canada