Terms &Conditions

About these terms

These Terms & Conditions (“Terms”) govern all services provided by Whalen Strategy (“Whalen Strategy”, “we”, “us” or “our”), located at 3-295 Ossington Ave, Toronto, Ontario M6J 3A1, to any client (“Client” or “you”).

By booking a consult, signing a written agreement, or using our services, you agree to these Terms. Where a signed written agreement conflicts with these Terms, the written agreement prevails for that project.

Our services

We provide strategy and delivery services including brand direction, AI training and adoption, systems and API integration, and advertising strategy and creative. The exact services for each project are set out in the written agreement.

We provide advisory and professional services. We do not provide legal, accounting, tax or financial advice, and nothing we deliver should be relied on as such.

Free consultation

Every project begins with an initial consult at no cost and with no obligation. The consult is used to understand your needs and determine whether and how we can help.

Scope and written agreement

Before any work begins, we agree a written scope with you that sets out the deliverables, milestones, fees, currency, timelines and refund terms. No work is started and no fees are payable until this agreement is in place.

Changes to scope must be agreed in writing. Where a change affects fees or timelines, we will confirm the revised terms before carrying out the additional work.

Milestones and approval

Work is delivered in defined milestones. When a milestone is complete, we submit it for your review. You may request reasonable revisions so that the milestone meets the agreed outcome.

A milestone is treated as approved when you confirm approval in writing (including by email), or if you have not requested revisions or raised concerns within ten (10) business days of delivery.

Fees and invoicing

An invoice is issued only after a milestone has been completed, revised as reasonably needed, and approved. We do not require deposits and do not charge upfront for work that has not been delivered.

If work was carried out but a milestone was not reached, that work is not charged.

All fees are stated and payable in Canadian dollars (CAD) and are exclusive of applicable taxes, including HST, which will be added to invoices where required by law.

Invoices are payable within fourteen (14) days of issue unless the written agreement states otherwise.

Payment method

Payments are made online through a secure third-party payment processor in Canadian dollars. We do not store your full card or banking details. Your use of the payment processor may be subject to its own terms.

Revisions

Reasonable revisions required to achieve the agreed outcome of a milestone are included in the fee and are not charged separately. Requests that go beyond the agreed scope are treated as a scope change under section 4.

Refunds and cancellation

Either party may end a project by written notice. If a project cannot be completed, you will receive a pro rata refund for any milestone that has been paid for but not delivered.

Refunds are returned to the original payment method within fifteen (15) business days of the refund being confirmed. Approved and delivered milestones are not refundable except where required by law.

Client responsibilities

You agree to provide timely access to the information, people, accounts and materials reasonably required to complete the work, and to review deliverables within a reasonable time. Delays caused by missing inputs may extend timelines.

You confirm that you have the right to share any materials, data or accounts you provide to us, and that their use for the project will not infringe the rights of any third party.

Intellectual property

On payment of the invoice for a milestone, ownership of the final deliverables for that milestone transfers to you, except for third-party materials, licensed tools, and our pre-existing methods, templates and know-how.

We may reference the fact that we worked with you, without disclosing confidential information, unless you ask us not to in writing.

Confidentiality and privacy

Each party will keep the other’s confidential information private and use it only for the purposes of the project. This obligation continues after the project ends.

We handle personal information in accordance with applicable Canadian privacy law, including the Personal Information Protection and Electronic Documents Act (PIPEDA).

Third-party tools and AI

Our work may involve third-party software, platforms, advertising networks and AI services. We are not responsible for the availability, pricing, policy changes or performance of those third-party services.

Advertising budgets paid to ad platforms are separate from our fees and are paid by you directly unless otherwise agreed in writing. We do not guarantee specific advertising results, rankings, revenue or return on spend.

Limitation of liability

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with our services, whether in contract, tort (including negligence) or otherwise, is limited to the total fees paid by you to us in the twelve (12) months before the event giving rise to the claim.

We are not liable for any indirect, incidental, special or consequential loss, including loss of profits, revenue, data or business opportunity.

Indemnity

You agree to indemnify us against claims arising from materials or instructions you provide, or from your use of deliverables in a way not agreed in the written scope.

Governing law

These Terms and any written agreement are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario. The parties submit to the exclusive jurisdiction of the courts of Ontario, sitting in Toronto.

Changes to these terms

We may update these Terms from time to time. The version in effect when your written agreement is signed applies to that project unless both parties agree otherwise in writing.

Contact

Questions about these Terms can be sent to info@whalenstrategy.ca or by phone at 647 569 8743.