Terms of Service
These Terms of Service ("Terms") govern the website at theliminals.ca and services provided by The Liminals, an Ontario-based creative and web agency ("The Liminals," "we," "us," or "our"). By using the website, purchasing a service, accepting a proposal, or authorizing us to begin work, you agree to the portions of these Terms that apply to you.
If you accept on behalf of a business or organization, you confirm that you have authority to bind it. You may not use the website or Services if you do not agree to these Terms. Nothing in these Terms limits a right or remedy that cannot lawfully be limited.
Effective and last updated: July 30, 2026
1. Engagement Documents and Order of Priority
A proposal, estimate, statement of work, order form, service plan, invoice, or other written agreement we accept (each, an "Engagement") defines the specific scope, deliverables, fees, payment schedule, revision limits, support, and timing for client work. These Terms are incorporated into an Engagement that links to or references them.
If documents conflict, a signed or expressly accepted Engagement controls for that Engagement, followed by these Terms. A client purchase order or other client-supplied term does not modify our agreement unless we expressly accept it in writing.
2. Services and Scope
Our Services may include The Foundation, brand strategy and identity, copywriting, custom websites, lead intake systems, SEO and AEO foundations, the Authority Kit, consulting, digital products, and Maintenance & Hosting. Only items expressly listed in the applicable Engagement are included.
The Foundation is planned as a focused one-week production engagement after onboarding is complete, required materials and access have been received, and a start date is confirmed. The one-week description is a delivery target that depends on timely client participation and is not an unconditional guarantee of a particular launch date.
New features, additional pages or concepts, integrations, migrations, content entry, compliance work, or revisions outside the agreed scope require a written change request. We may adjust fees and timing before beginning changed or additional work.
3. Client Responsibilities
The client will:
- Appoint an authorized decision-maker and provide complete, accurate instructions, content, access, feedback, and approvals on time;
- Review deliverables carefully, including names, claims, prices, contact details, calculations, and regulated or professional statements, before approval or launch;
- Own or obtain permission for all text, images, trademarks, data, credentials, software, and other materials supplied to us;
- Maintain appropriate backups and security for systems and accounts it controls; and
- Use the Services lawfully and not transmit malware, infringing content, spam, or material that violates another person's rights.
Client delays, unavailable decision-makers, late payments, or material changes may pause the work, move the project to the next available production window, and change the delivery date. We are not responsible for delay or rework caused by incomplete, inaccurate, or late client inputs.
4. Feedback, Revisions, and Approval
Review points and included revisions are limited to the Engagement. Feedback must be clear, consolidated, and supplied by the authorized decision-maker. Conflicting, piecemeal, or late feedback may be treated as additional scope.
Approval by email, through The Liminals OS, or through another agreed channel is authorization to proceed. Once a stage is approved, reopening it may require a change request. The client's launch, publication, distribution, or commercial use of a deliverable constitutes acceptance of that deliverable, subject to any non-waivable rights.
5. Fees, Taxes, and Payment
- Fees and payment milestones are those in the Engagement. Unless stated otherwise, fees are in Canadian dollars and exclude HST and other applicable taxes.
- A deposit reserves production capacity and covers onboarding, planning, and work begun. It is earned when received and is non-refundable except where the Engagement states otherwise or applicable law requires otherwise.
- Invoices are due on the date shown. Final files, source transfer, publication, launch, or account transfer may be withheld until all related invoices are paid.
- Overdue balances may accrue interest at 1.5% per month (18% per year), or the highest lawful rate if lower, plus reasonable collection costs. We may pause work, hosting, maintenance, or access while an account is overdue.
- If recurring payment is authorized, the client authorizes our payment processor to charge the agreed fees and taxes each billing cycle until cancellation takes effect.
6. Cancellation, Rescheduling, and Termination
Either party may terminate an Engagement for a material breach that is not cured within a reasonable written notice period. We may suspend or terminate immediately for non-payment, unlawful use, abuse, a security risk, or conduct that could harm our systems, reputation, providers, or other clients.
If the client cancels or terminates for convenience, the client must pay the deposit, completed milestones, work performed, approved third-party commitments, and reasonable wind-down costs through the termination date. Amounts already paid are non-refundable except as stated in the Engagement or required by law. Unpaid and unlicensed deliverables will not be released.
Recurring services continue for the minimum term, if any, and then renew as stated in the Engagement. Cancellation takes effect at the end of the paid billing period unless the Engagement says otherwise; partial periods and unused allocations are not refunded. The client is responsible for arranging replacement hosting, exports, or account transfers before service ends, and any migration assistance is outside scope unless included in writing.
7. Intellectual Property
Client materials
The client retains ownership of materials it supplies and grants us a limited licence to use, reproduce, modify, and share them with approved service providers as needed to perform the Engagement. The client represents that this use will not violate law or third-party rights.
Final deliverables
After full payment, the client receives the ownership or licence rights expressly described in the Engagement for the approved final deliverables. No rights transfer before full payment. Drafts, rejected concepts, unused directions, and deliverables outside the Engagement are not transferred.
Our tools and third-party materials
We retain our pre-existing and reusable materials, processes, know-how, code libraries, frameworks, templates, systems, working files, and production tools ("Agency Materials"). To the extent Agency Materials are embedded in a paid final deliverable, the client receives a perpetual, non-exclusive licence to use them only as part of that deliverable. Fonts, stock media, plugins, open-source software, platforms, and other third-party materials remain subject to their own licences and may require ongoing fees. Editable or native working files are included only when the Engagement says so.
8. Portfolio and Credit
After public launch, we may identify the client and display public-facing final work, the client's name and logo, and a factual description of the project in our portfolio, awards, case studies, social media, and marketing. We will not publish confidential information or non-public performance data without permission. A client may request a written portfolio restriction before launch, which we will consider in good faith and document if accepted.
9. Third-Party Services, Domains, and Integrations
Websites and lead intake systems depend on third parties such as hosting companies, domain registrars, WordPress and plugins, analytics and advertising platforms, email and SMS providers, scheduling tools, payment processors, CRMs, and APIs. Their availability, security, policies, pricing, and changes are outside our control. The client agrees to their applicable terms and is responsible for third-party fees not expressly included in the Engagement.
Domain availability is never guaranteed. Domain ownership, registrant details, renewals, and any included registration period are governed by the Engagement and registrar rules. The client is responsible for keeping registrant information accurate and arranging timely renewal unless we expressly agree to manage it.
We may use employees, independent contractors, automation, and commercially available AI-assisted tools to perform the Services, subject to our confidentiality obligations and professional direction. We remain responsible for the work we deliver.
10. Maintenance, Hosting, and Security
Maintenance & Hosting covers only the tasks and limits in the selected plan. New features, redesigns, content production, emergency work caused by client or third-party changes, and recovery from unsupported modifications are not included unless stated otherwise.
We use reasonable care, but no website, host, backup, plugin, integration, or security measure is uninterrupted, error-free, or immune from attack or data loss. Scheduled or emergency maintenance may affect availability. The client must promptly report suspected compromise and must not share credentials insecurely.
11. Results and Professional-Compliance Disclaimer
Strategy, design, SEO, AEO, performance work, advertising support, and lead intake can improve a business's foundation, but results depend on competition, offers, pricing, content, authority, reviews, sales follow-up, platform changes, and time. We do not guarantee rankings, traffic, leads, conversions, revenue, advertising performance, email delivery, uninterrupted uptime, or any other specific business result.
We are not a law firm, accounting firm, accessibility auditor, cybersecurity auditor, or regulatory adviser. Any privacy page, terms template, cookie notice, accessibility feature, marketing consent language, or industry-specific copy we provide is a practical starting point, not legal advice or a guarantee of compliance. The client is responsible for obtaining qualified advice and final approval for laws, professional rules, privacy, accessibility, consumer protection, advertising, records, and consent requirements that apply to its business.
12. Confidentiality and Data
Each party will use reasonable care to protect the other's non-public business, technical, and financial information and will use it only to perform or receive the Services. This does not apply to information that is public through no breach, already known without restriction, independently developed, lawfully received from another source, or required to be disclosed by law.
Our handling of personal information is described in our Privacy Policy. Unless we expressly agree to suitable safeguards, the client will not provide highly sensitive personal information, payment-card data, health records, government identifiers, or regulated client files through general project channels.
13. Warranties and Disclaimers
We warrant that we will perform the Services professionally and substantially in accordance with the applicable Engagement. The client must notify us promptly of a material non-conformity and allow a reasonable opportunity to correct it. Except for this limited promise and any express warranty in an Engagement, the website and Services are provided "as is" and "as available." To the maximum extent permitted by law, we disclaim implied warranties and conditions, including merchantability, fitness for a particular purpose, title, and non-infringement.
14. Limitation of Liability
To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, revenue, goodwill, business opportunity, or data, arising from the website, Services, or an Engagement, even if advised they were possible.
To the maximum extent permitted by law, The Liminals' total aggregate liability arising from an Engagement will not exceed the fees actually paid to us under that Engagement during the 12 months immediately before the event giving rise to the claim. These exclusions and limits do not apply to fraud, wilful misconduct, gross negligence, a party's confidentiality or indemnity obligations, infringement or misuse of the other party's intellectual property, unpaid fees, or liability that cannot lawfully be excluded or limited.
15. Client Indemnity
The client will defend, indemnify, and hold The Liminals and our personnel harmless from third-party claims, damages, penalties, and reasonable legal costs arising from client-supplied materials, the client's products or services, unlawful or misleading client instructions, the client's breach of Section 3, or the client's use of a deliverable contrary to the Engagement or law. This does not apply to the extent a claim was caused by our gross negligence or wilful misconduct.
16. Website Use
Website content is provided for general information and may change without notice. Unless expressly permitted, you may not copy, scrape, republish, reverse engineer, disrupt, probe, or use the website or its content to infringe rights, introduce malicious code, or build a competing dataset or service. Links to third-party sites are provided for convenience; we do not control or endorse their content or practices.
17. General Terms
- Force majeure: Neither party is liable for delay caused by events beyond reasonable control, including provider outages, labour disruptions, disasters, epidemics, war, government action, or failures of internet, utility, or transport systems. Payment obligations for work already performed are not excused.
- Independent contractor: The Liminals is an independent contractor. These Terms do not create employment, partnership, joint venture, fiduciary, or agency relationships.
- Electronic communications: Email, dashboard messages, electronic signatures, and electronic approvals may satisfy written and signature requirements.
- Assignment: Neither party may assign an Engagement without the other's consent, except in connection with a merger, reorganization, or sale of substantially all relevant assets, provided the successor assumes the obligations.
- Severability and waiver: If a provision is unenforceable, it will be limited or removed only to the extent necessary and the remainder will continue. A failure to enforce a provision is not a waiver.
- Entire agreement: The applicable Engagement, these Terms, and documents expressly incorporated into them are the entire agreement about their subject matter and replace earlier discussions or representations.
18. Governing Law and Disputes
These Terms and each Engagement are governed by the laws of Ontario and the federal laws of Canada applicable there, without regard to conflict-of-law rules. The parties will first try in good faith to resolve a dispute through written notice and discussion. If it is not resolved, the parties submit to the exclusive jurisdiction of the courts of Ontario, except where applicable law requires otherwise.
19. Changes to These Terms
We may update these Terms by posting a revised date. Changes apply prospectively. The version accepted for an existing Engagement continues to govern that Engagement unless the Engagement permits an update or both parties agree otherwise in writing.
20. Contact
Questions or legal notices about these Terms may be sent to support@theliminals.ca.