Last updated: Dec. 20, 2022

These Terms and Conditions (“Agreement”) govern all services provided by Social River Marketing, Inc. (“Social River,” “we,” “our,” or “us”). By engaging with our website, proposals, or services, you agree to be bound by this Agreement. If you do not agree to these terms, you must not use our website or services.

1. Scope of Services

Social River Marketing, Inc. provides digital marketing and creative services including, but not limited to, website design and development, SEO optimization, PPC advertising, social media management, branding, consulting, and ecommerce solutions.
We reserve the right to modify, expand, or discontinue services at any time without prior notice.

2. Ownership & Intellectual Property

All materials created by Social River — including but not limited to designs, layouts, code, copywriting, strategy documents, and proprietary processes — remain the intellectual property of Social River until full payment is received.
Upon full payment, the client receives a limited, non-exclusive license to use the deliverables for their intended business purpose.
Social River retains the right to reuse frameworks, processes, and non-confidential creative elements across other projects.

3. Client Materials & Responsibility

The Client is solely responsible for all content, materials, and information provided to Social River, including but not limited to text, images, trademarks, and data. By submitting such materials, the Client warrants that they own or have obtained all necessary rights and permissions for their use.

The Client grants Social River a limited, non-exclusive, royalty-free license to use, reproduce, and modify these materials solely for the purpose of fulfilling the agreed-upon services.

Social River shall not be held liable for any loss, damage, or legal claims arising from:

  • the use of Client-provided materials;
  • inaccuracies, errors, or omissions within such materials;
  • or instructions, approvals, or requests made by the Client that lead to design, technical, or compliance issues.

The Client acknowledges that they are responsible for reviewing all content and deliverables prior to publication or launch, and for ensuring compliance with applicable laws, including copyright, advertising, and data protection regulations.

4. Portfolio Rights & Marketing Use

Unless otherwise agreed in writing, the Client grants Social River the right to display completed projects — including screenshots, performance metrics, and design visuals — in portfolios, marketing materials, and case studies for promotional purposes.

5. Third-Party Accounts & Access

To deliver certain services, you may need to provide Social River access to third-party platforms (e.g., Google, Meta, hosting, or domain providers).
By providing such access, you confirm that you have the authority to do so and acknowledge that Social River will use this access solely for project delivery.
We assume no responsibility for third-party platform issues, policy changes, or account suspensions.

6. Payment Terms

  • A 50% non-refundable deposit is required to initiate all projects.
  • The remaining 50% is due before website migration, campaign launch, or transfer of any deliverables.
  • Invoices are payable upon receipt unless otherwise stated.
  • Non-payment beyond 10 days may result in suspension of work and/or account access until payment is cleared.
  • Late payments may incur a reactivation or reinstatement fee.

7. Non-Refundable Deposit

The initial 50% deposit is non-refundable and compensates Social River for project initiation, strategy planning, and resource allocation.
If the Client cancels the project after the deposit is paid, Social River retains full rights to the deposit and all work completed up to that point. No unfinished work or raw assets will be delivered in the event of early termination.

8. Project Timeline & Client Responsiveness

Timely communication and feedback are critical for project completion.

  • If the Client becomes unresponsive or fails to provide requested materials, approvals, or feedback for more than 30 consecutive days, Social River may pause the project.
  • After 60 days of inactivity, the project will be deemed abandoned and closed.
  • All payments made are forfeited. Restarting the project will require a new deposit and updated proposal.

9. Final Payment & Project Handover

All remaining payments must be received in full before:

  • Transferring files, credentials, or access to hosting or third-party platforms;
  • Launching live websites or advertising campaigns.

Social River reserves the right to withhold all deliverables until full payment is confirmed.

10. Design Integrity & Creative Standards

Social River maintains the right to protect the integrity of its creative work.
If a Client requests design changes or alterations that significantly compromise the professional quality, accessibility, or brand standards of the project, Social River reserves the right to:

  • Decline to implement such changes; or
  • Remove our name, credits, or association from the project.

11. Cancellations & Refunds

To request a cancellation, clients must submit a written request via email to info@socialriver.ca with the subject line “Service Cancellation Request.” The request must include:

  • Client’s full name and company name
  • Service details and invoice number
  • Reason for cancellation

Cancellations will only be processed once confirmed by our team. All payments made prior to cancellation are non-refundable due to the custom nature of our work.
The initial deposit is non-refundable and covers all work, planning, and resources allocated up to the cancellation date.
All outstanding invoices remain due in full and must be paid prior to final cancellation confirmation.
Upon cancellation, all unfinished work, drafts, or design files remain the property of Social River Marketing, Inc. unless otherwise agreed in writing. The project data, website files, and credentials may be permanently deleted after cancellation is processed and can not be recovered.

12. Pricing Adjustments

We may adjust our rates or service structure with 30 days’ written notice. Continued use of our services after such notice constitutes acceptance of the new pricing.

13. Liability Limitation

Social River Marketing, Inc. shall not be liable for any indirect, incidental, or consequential damages, loss of profits, or data arising from the use or inability to use our services.
In no event shall our total liability exceed the total amount paid by the Client within the preceding 30 days.

Hosting, Domain & Third-Party Services

If hosting, domain registration, or email services are managed by the client or a third-party provider, Social River is not responsible for outages, performance issues, or security vulnerabilities. Post-launch technical support for third-party systems is billable.

14. Indemnification

The Client agrees to indemnify, defend, and hold harmless Social River and its affiliates, employees, and contractors from any claims, damages, or losses arising from:

  • The Client’s misuse of deliverables;
  • Breach of these Terms;
  • Intellectual property or legal issues related to materials provided by the Client.

15. Termination for Cause

Social River reserves the right to terminate any project or service immediately if the Client:

  • Engages in abusive, unprofessional, or unethical behavior;
  • Requests illegal or misleading marketing practices; or
  • Fails to comply with payment or communication terms.

All outstanding balances will become immediately due upon termination.

16. Cookie Banner & Privacy Policy Disclaimer

As part of website setup, Social River may implement a standard cookie consent banner and a basic privacy policy template.
These tools are provided as best-practice examples and do not constitute legal advice.
The Client is responsible for reviewing and ensuring compliance with applicable privacy laws (PIPEDA, GDPR, CCPA, etc.) and should consult their legal advisor before publishing.

17. Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario, Canada.
Any disputes shall be resolved exclusively in the courts of Ontario.

18. Acknowledgment

By engaging with Social River Marketing, Inc., you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.