Terms of Service

IMPORTANT, READ CAREFULLY: YOUR USE OF AND ACCESS TO THE WEBSITE AND PRODUCTS AND SERVICES (COLLECTIVELY, THE “SERVICES”) OF MRKD Marketing AND ITS AFFILIATES. IS CONDITIONED UPON YOUR COMPLIANCE WITH AND ACCEPTANCE OF THESE TERMS, WHICH INCLUDE YOUR AGREEMENT TO ARBITRATE CLAIMS. PLEASE REVIEW THOROUGHLY BEFORE ACCEPTING.

BY CLICKING/CHECKING THE “I AGREE” BUTTON, ACCESSING WEBSITE OR BY UTILIZING THE SERVICES YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL EXHIBITS, CHECK OUT FORMS AND INCORPORATED POLICIES (THE “AGREEMENT” OR “TERMS AND CONDITIONS”). MRKD Marketing SERVICES ARE NOT AVAILABLE TO PERSONS WHO ARE NOT LEGALLY ELIGIBLE TO BE BOUND BY THESE TERMS OF SERVICE.

MRKD Marketing will provide Marketing Services, and you may access and use the Services, in accordance with these Terms of Service. Unless otherwise expressly set forth in any such additional terms and conditions applicable to the specific Service which You choose to use, those additional terms are hereby incorporated into these Terms of Service in relation to Your use of that Service.

I. Introduction

1. Definitions

"Agreement": Refers to these Terms of Service.

"The Company"/"We"/"Us"/"Our": Refers to MRKD Marketing, a company incorporated under the laws of Ontario, Canada.

"Service"/"Services": Refers to the marketing services provided by The Company as described on the Website.

"User"/"You"/"Your": Refers to the person or entity who uses our Services and/or visits or uses the Website.

"Website": Refers to our online site accessible from https://mrkdmarketing.com.

2. Acceptance of Terms

By accessing and using the Services provided by The Company, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and the Privacy Policy. If you do not agree to these Terms, do not use the Services.

3. Modification of Terms

The Company reserves the right to revise these Terms of Service at any time in its sole discretion by updating this posting. Your continued use of the Services after changes are posted constitutes your acceptance of these Terms of Service as modified by the posted changes. The Company advises that you check this page regularly to ensure you are aware of any changes.

II. Services

1. Description of Services

"The Services" provided by the Company refer to the offerings outlined on our Website. This includes but is not limited to digital marketing services. All services are performed with due diligence and in accordance with industry standards.

2. Scope of Services

The exact scope of Services shall depend on the product or service tier chosen by the User and is specified in more detail on our Website. Our Services may be subject to certain limitations such as restrictions on storage space, data transfer, processing capabilities, and other similar limitations depending on the Service plan chosen by the User.

3. Change of Services

The Company reserves the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice, and the Company is not liable to you or to any third party for any such modification, suspension, or discontinuance. We may also alter, limit or discontinue the provision of Services in certain countries or to certain Users, at our sole discretion.

4. Service Fees

Users are required to pay any Service fees or other charges as may be subject to certain limitations such as restrictions on storage space, data transfer, processing capabilities, and other similar limitations depending on the Service plan chosen by the User.

5. Refund Policy

All fees are non-refundable, i.e. there are no refunds or credits for periods where you did not use an activated subscription, used it partially, or deactivated it or terminated these Terms during an active subscription period.

V. Intellectual Property

1. Ownership of Client Materials

All materials provided by the Client to the Company remain the exclusive property of the Client. The Company acknowledges and agrees that it does not acquire any ownership rights over such materials by virtue of its provision of services under these Terms of Service.

2. Ownership of Agency Materials

All materials, including, but not limited to any marketing content, Ads Creatives, images, social media posts, campaigns, and any trade secrets, know-how, methodologies, and processes related to the Company's products or services, shall remain at all times the sole and exclusive property of the Company.

This includes all rights and interests in and to any templates or standardized materials used by the Company in the course of its performance hereunder. These templates and standardized materials are proprietary to the Company, and the Company retains all right, title, and interest in and to them.

3. License to Use Materials

Subject to these Terms of Service, MRKD Marketing grants the Client a non-exclusive, non-transferable, revocable license to use the Agency Materials, including the portions of such materials that contain or consist of templates or standardized materials, for the sole purpose of enabling the Client to use the services provided by MRKD Marketing.

In the case where a template is used, ownership of the intellectual property of the content part of that template remains with MRKD Marketing. However, MRKD Marketing grants the Client the rights to use this content. This does not constitute a transfer of ownership of the intellectual property rights in the templates, but merely a license to use these materials for the services provided by MRKD Marketing.

This license will terminate immediately if the Client breaches any of the provisions in these Terms of Service, or if the agreement between the Client and MRKD Marketing is violated. Upon such termination, the Client must immediately cease using any materials for which the license has been revoked, and must destroy or return such materials to MRKD Marketing at the Agency's request.

VI. User Conduct

1. Prohibited Activities

As a user of our services, you agree not to engage in any of the following prohibited activities:

Use our services for any illegal purpose, or in violation of any local, state, national, or international law.
Violate or encourage others to violate the rights of third parties, including intellectual property rights.
Post, upload, or distribute any content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
Interfere in any way with security-related features of our services, including by disabling or circumventing features that prevent or restrict use or copying of any content, or enforce limitations on the use of our services or content.
Attempt to access or search our services or download content from our services through the use of any engine, software, tool, agent, device, or mechanism other than the software and/or search agents provided by us or other generally available third-party web browsers.
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters, or other form of solicitation.

2. Enforcement of Conduct

We reserve the right but are not obligated, to monitor the use of our services and to review or edit any content for the purpose of operating our services, to ensure compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body. We may disclose information about you to third parties if we believe such disclosure is necessary to protect the rights, property, or personal safety of our company, our users, or the public.

We reserve the right to take appropriate legal action against any user who violates these Terms, including without limitation, removing the offending content from our services, suspending or terminating the account of such violators and reporting you to the law enforcement authorities.

VII. Privacy

1. Collection of Information

During the course of providing our services to you, we may collect personal information about you or your users, such as your name, contact details, payment information, and any other information you voluntarily provide us. We also automatically collect certain technical information, such as IP address, browser type, and operating system, through the use of cookies and other tracking technologies.

2. Use of Information

We primarily use the information we collect to provide, maintain, and improve our services, as well as to communicate with you and respond to your inquiries. We may also use this information to conduct analytics, improve our website and services, personalize your experience on our website, and send you information about our products, services, and promotions, unless you opt out of such communications.

3. Sharing and Disclosure of Information

We do not sell, rent, or otherwise disclose your personal information to third parties without your consent, except as necessary to provide our services or as required by law. We may share your information with our service providers who perform services on our behalf, but we require such service providers to protect your information and not to use it for their own purposes.

We may also disclose your information in connection with a merger, acquisition, reorganization, or sale of assets of our company, or in the unlikely event of bankruptcy. In such cases, we will provide notice to you and give you an opportunity to opt out of any further use or disclosure of your information.

VIII. Confidentiality

1. Confidential Information

For the purpose of these Terms of Service, "Confidential Information" refers to any data or information that is proprietary to the Company or the User and not generally known to the public, whether in tangible or intangible form, whenever and however disclosed. Confidential Information includes, but is not limited to, the following: trade secrets; inventions; innovations; processes; information systems; data; programs; other works of authorship; know-how; improvements; discoveries; developments; designs; techniques; business or financial information; and customer lists.

2. Protection of Confidential Information

Both the User and the Company understand that the Confidential Information is proprietary, that it is valuable to its owner, and that unauthorized disclosure or use of such Confidential Information would be damaging. Both parties agree to hold Confidential Information in strict confidence, not to disclose it to others or use it in any way, commercially or otherwise, except as necessary to perform under these Terms of Service, and not to allow any unauthorized person access to it, either before or after expiration or termination of these Terms of Service. Both parties further agree to take all action reasonably necessary and satisfactory to protect the Confidential Information from unauthorized disclosure and to treat the Confidential Information with at least the same degree of care with which it treats its own confidential information and in no event with less than a reasonable degree of care.

3. Exceptions

The obligations and restrictions do not apply to any information that: (i) was or becomes generally available to the public through no fault of the receiving party; (ii) was or becomes available to the receiving party on a non-confidential basis from a source other than the disclosing party, provided that such source is not and was not prohibited from disclosing such Confidential Information; (iii) was within the receiving party's possession prior to it being furnished to the receiving party by the disclosing party; or (iv) is required to be disclosed by law or valid order of a court or other governmental authority; provided, however, that the receiving party shall first have given notice to the disclosing party and shall have made a reasonable effort to obtain a protective order requiring that the Confidential Information so disclosed be used only for the purposes for which the order was issued.

IX. Non-Disparagement

1. General Terms

The parties mutually agree to refrain from making any statements, whether oral or in writing, that negatively impact the reputation, business, operations, or services of the other party. This includes, but is not limited to, any disparaging remarks, criticisms, or negative comments.

2. Prohibited Actions

Without the prior written consent of the other party, neither party nor anyone acting on their behalf will:

Publish, post, or release any written or electronic material that mentions or refers to the other party, its operations, clients, employees, contractors, products, or services in a negative or disparaging manner.
Make speeches, give interviews, or make public statements that negatively reflect on or criticize the other party, its operations, clients, employees, contractors, products, or services.
Engage in any other conduct or communication that could reasonably be expected to lead to the unwanted publicity, ridicule, scorn, or ridicule of the other party.

3. Breach of Terms

A violation of this non-disparagement clause will be considered a material breach of these Terms. In the event of such a breach, the non-breaching party may seek appropriate remedies, including but not limited to, legal redress and injunctive relief.

X. Liability and Disclaimer

MRKD Marketing is not liable for any actions or omissions by the Client, including, but not limited to, suspensions of the Client's Facebook ad account or business manager account due to the Client's actions, removal of MRKD Marketing's access to the Client's ad account, failure to provide necessary Facebook assets, failure to make payments on marketing platforms, or issues with the Facebook Catalog. MRKD Marketing reserves the right to suspend marketing channels and pause work without refund eligibility if an invoice for MRKD Marketing's services remains unpaid 24 hours after the due date, if the Client's website is down for more than 24 hours, or if stock management issues cause a pause in marketing activities.

External events causing closure of the Client's business, or Client-requested pauses in marketing for reasons beyond the control of MRKD Marketing also do not warrant any refund or change in contract terms. Should the contract be terminated or delayed due to non-compliance with the onboarding process, no refunds will be issued. MRKD Marketing assumes no responsibility for incorrect tracking setup or for variations in results due to seasonal variations, special events, or general downward trends in the Client's business. In the event of overdue invoices, MRKD Marketing reserves the right to deactivate ads until the payment is made.

Monthly retainer fees will continue to be charged regardless of any requested pause in work by the Client. MRKD Marketing does not assume the responsibility of training or supporting individuals in the Client's company to learn marketing techniques, as the Agency's techniques are proprietary and confidential. MRKD Marketing does not provide financial or legal advice.

The success of MRKD Marketing's work depends on the Client's timely feedback and provision of necessary approvals. In the event of delays or failure to act due to lack of feedback or approvals from the Client, MRKD Marketing bears no responsibility. Furthermore, MRKD Marketing is not liable for any external changes made by other parties during the term of the contract with MRKD Marketing, including any logistical issues or downtime experienced by the Client's website, domain, hosting, or emails.

XI. Post-Termination Responsibilities

1. Client Obligations

Upon termination or expiry of these Terms of Service, it is the Client's responsibility to promptly revoke the Marketing Agency's access to all of the Client's accounts related to the services provided under these Terms. This includes, but is not limited to, accounts on Facebook Ads Manager and any other platforms used for marketing purposes.

2. Removal of Access

The Client agrees to take all necessary steps to remove the Marketing Agency's access to these accounts, including changing passwords, revoking permissions, and/or contacting the relevant platform administrators.

3. Post-Termination/Expiration Liability

Following the termination or expiry date of these Terms, the Marketing Agency will no longer bear any responsibility or liability for the Client's accounts or for any advertisements, promotions, or other activities associated with these accounts. The Client will assume full responsibility for managing these accounts, including the oversight of any ongoing or planned advertising campaigns. Any actions taken by the Client, or outcomes resulting from such actions, after the termination or expiration date, are the sole responsibility of the Client.

XII. Linking to Third-Party Websites

Links to Third-Party Websites: MRKD Marketing's services may include links to other websites or services solely as a convenience to Clients ("Linked Sites"). MRKD Marketing does not endorse any such Linked Sites or the information, material, products, or services contained on other linked sites or accessible through other Linked Sites. Furthermore, MRKD Marketing makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Linked Sites.

Access to Third-Party Sites: Access and use of Linked Sites, including the information, material, products, and services on Linked Sites or available through Linked Sites, is solely at your own risk.

Terms and Conditions of Third-Party Sites: Your dealings with such third parties are solely between you and such third parties. You should review applicable terms and conditions of use, including privacy policies, of any Linked Sites.

XIII. Feedback and Reviews

Permission for Feedback: MRKD Marketing welcomes and encourages you to provide feedback, comments, and suggestions for improvements to our services ("Feedback"). By submitting Feedback, you grant us the right, at our discretion, to use, disclose and otherwise exploit the Feedback in any manner and without restriction or compensation to you.

Responsibility for Feedback: You acknowledge and agree that your Feedback will not contain confidential or proprietary information, and MRKD Marketing is not under any obligation of confidentiality, express or implied, with respect to the Feedback.

Accuracy of Reviews: If you choose to provide a review or rating for our services, you must be fair, honest, and factual. You should also disclose any personal biases or conflicts of interest.

Permission for Use of Reviews: You grant MRKD Marketing an irrevocable, perpetual, non-exclusive, transferable, royalty-free, worldwide license to use your reviews and ratings in any manner and for any purpose MRKD Marketing sees fit, including in any media whether now known or later devised.

Non-Disparagement: You agree not to take any actions which may negatively affect MRKD Marketing's reputation or goodwill, or disparage MRKD Marketing in any manner.

XIV. Warranties and Representations

Authority: Both parties represent and warrant that they are the age of majority in their respective jurisdiction and are fully able and competent to enter into, abide by and comply with the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service.

Performance: MRKD Marketing represents and warrants that it will perform the Services with reasonable care and skill, and the Services and the Agency Materials will not infringe or violate any intellectual property rights or other right of any third party.

Non-Infringement: MRKD Marketing represents and warrants that to the best of its knowledge, the Agency Materials do not infringe the rights of any third party. In the event that Client becomes aware of any such infringement, Client agrees to promptly notify MRKD Marketing.

Client Representation: The Client represents and warrants that all information provided to MRKD Marketing for the purpose of the provision of the Services is accurate, complete, and current. The Client further represents and warrants that it has all necessary permission, right and authority to enter into Terms of Service and is in compliance with all of its obligations under applicable law.

Disclaimer: Except as expressly provided in these Terms of Service, neither MRKD Marketing nor any of its employees, agents, affiliates, content providers, service providers or licensors make any warranty of any kind, whether express, implied, statutory or otherwise, including warranties of merchantability, fitness for a particular use, non-infringement or that the Services will be uninterrupted, error free or free of harmful components, or that any content, including the Agency Materials or the Client Materials, will be secure or not otherwise lost or damaged.

XV. Contact Us

Contact Information: For any queries, comments, or concerns related to these Terms of Service, or if you need to report any violations of these Terms, please contact MRKD Marketing at the following:

Email: mrkdmarketing@gmail.com

Response Time: MRKD Marketing endeavors to respond as quickly as possible to any user inquiries or complaints. We aim to acknowledge any contact we receive within a reasonable timeframe, although our response times may vary depending on the nature of the query, comment, or concern.

Updates and Notifications: MRKD Marketing reserves the right to communicate with you regarding your use of our services or any changes to these Terms of Service.