Terms and Conditions

Terms and Conditions

Last Updated: May 1, 2025

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. This document is a legally binding agreement between you and 1st on the List Promotion Inc. (the “Company”) regarding your use of the Company’s website (https://www.1stonthelist.ca) (the “Website”) and any services obtained through the Website. By accessing or using this Website, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions (“Terms”). If you do not agree with any part of these Terms, you must not use this Website or the Company’s services.

1. Definitions

For the purposes of these Terms:

• “Company” refers to 1st on the List Promotion Inc., a corporation based in Abbotsford, British Columbia, Canada.
  
• “Website” refers to the Company’s website located at https://www.1stonthelist.ca and all content, services, and functionality available through it.
  
• “Services” refers to the digital marketing services offered by the Company, including but not limited to search engine optimization (SEO), pay-per-click (PPC) advertising management, website design, content marketing, and related consulting services.
  
• “User” (or “you”) refers to any person or entity who accesses, browses, or uses the Website, whether or not they become a client of the Company.
  
• “Client” refers to any User who enters into a separate agreement with the Company to receive Services (for example, by signing a service contract or proposal).
  
• “Third-Party Services” refers to any third-party software, platforms, or services that the Company may use or integrate with (such as analytics or CRM tools), or any third parties to whom the Company may subcontract work.
  

2. Use of the Website

2.1. License to Use: The Company grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Website for lawful purposes related to learning about the Company’s Services or engaging with the Company. You may download or print content from the Website for your personal, non-commercial use only. No other use of the content or materials is authorized.

2.2. Prohibited Conduct: When using the Website, you agree not to:

• Copy, reproduce, republish, upload, post, or distribute any part of the Website or its content for commercial purposes without the Company’s prior written consent.
  
• Modify, reverse-engineer, decompile, or attempt to extract the source code of the Website or any software on the Website.
  
• Use the Website in any way that could impair, overburden, damage, or disable any portion of the Website (e.g., introducing viruses, trojans, worms, or other malicious code).
  
• Use the Website to engage in any unlawful, fraudulent, or malicious activity, or to harass, abuse, or harm another person or entity.
  
• Attempt to gain unauthorized access to any accounts, systems, or networks of the Company or its service providers.
  
• Use any automated means (such as robots or scraping tools) to access the Website for any purpose without the Company’s express written permission.
  

Any violation of the above restrictions will result in automatic termination of the license granted to you and may result in legal action.

2.3. Content Accuracy: The information presented on the Website, including service descriptions, case studies, blog articles, and testimonials, is for general informational purposes. While the Company strives to keep content up-to-date and accurate, no guarantee is made that the Website content is error-free, complete, or current. Reliance on any information on the Website is at your own risk.

3. Description of Services and Geographic Scope

The Company specializes in providing professional digital marketing services (such as SEO and PPC management) and may offer these Services to clients located in Canada, the United States, Mexico, China, and other international regions. However, all Services are provided subject to Canadian law (see Section 14 Governing Law). By inquiring about or ordering Services through the Website, you acknowledge that:

• The Company is based in British Columbia, Canada, and all contracts, agreements, or legal relationships formed through this Website will be governed by the laws of British Columbia, Canada (regardless of where you reside or where your business is located).
  
• The Company makes no representation that the Services or Website content are appropriate or available for use in all jurisdictions. If you access the Website from outside Canada, you are responsible for compliance with any local laws applicable to your use.
  

Example: If you are a business located in the United States engaging the Company for SEO services, your relationship with the Company will still be governed by Canadian law and these Terms, and any dispute would be resolved under British Columbia jurisdiction (as detailed in Section 14).

4. Third-Party Software, Tools, and Subcontractors

4.1. Use of Third-Party Software: The Company utilizes various third-party software and tools to operate the Website and deliver Services. This includes, for example, customer relationship management (CRM) systems, marketing automation software, and analytics/tracking tools. Specific tools the Company may use include (but are not limited to): Google Analytics, Google Search Console, Hotjar, Gravity Forms, CallRail, and other similar platforms. These tools help the Company monitor Website performance, analyze user behavior, track marketing campaign results, and improve overall service delivery.

• These third-party services may collect certain information about your device and browsing actions when you use our Website (see Section 5 on Privacy for more details). The Company does not own or control these third-party platforms and thus cannot guarantee their performance or data security beyond the assurances provided by those third parties’ own terms and policies.
  
• By using the Website, you acknowledge and agree to the integration of these third-party tools and consent to the data collection and processing activities they perform as part of the Website’s operation. For example, the Company may use Hotjar or Google Analytics to record how you navigate through the site (e.g., which pages you visit, where you click, and how far you scroll) to better understand user engagement and improve the Website’s design, content, and services.
  

4.2. Subcontracting: The Company reserves the right to subcontract or outsource any portion of its Services to qualified third parties (whether individuals, partner agencies, or software providers) as it deems necessary. This means that the Company might, at its discretion, engage subcontractors to perform certain tasks or projects on the Company’s behalf in order to fulfill its obligations to you as a client.

• The Company will ensure that any subcontractors are bound by obligations of confidentiality and professionalism consistent with these Terms and any specific client agreement. The Company remains responsible for the work performed by its subcontractors to the same extent as if the Company performed the work itself.
  
• Example: The Company might subcontract a specialist content writer to produce blog articles for your SEO campaign, or use a third-party software service to implement advanced analytics. In such cases, the Company continues to manage and oversee the quality of those deliverables, but you agree that such use of subcontractors is permitted and does not constitute a breach of the Company’s obligations.
  

5. Privacy and Data Collection

Your privacy is important to us. The Company’s collection, use, and disclosure of personal information through the Website are governed by our Privacy Policy, which is incorporated by reference into these Terms. (The Privacy Policy can be found on the Website at https://www.1stonthelist.ca/privacy and should be read in conjunction with these Terms.)

5.1. Compliance with Privacy Laws: The Company is based in Canada and complies with applicable Canadian privacy laws, including the Personal Information Protection and Electronic Documents Act (PIPEDA). We also strive to comply with international data protection regulations where applicable, such as the European Union’s General Data Protection Regulation (GDPR) for users or clients in the EU. By using the Website or providing us with personal information, you consent to the collection, use, storage, and transfer of your information as described in our Privacy Policy and this section.

• If you are located outside of Canada, note that any personal data you provide will be transferred to and processed in Canada under Canadian privacy standards. If you are in a jurisdiction (such as the EU) that requires certain protections for your personal data, we will take appropriate measures to ensure compliance (for example, obtaining your consent for cookies or honoring valid data subject requests in line with GDPR).
  

5.2. Website Analytics and Tracking: The Company uses cookies and similar tracking technologies on the Website to enhance user experience, gather visitor statistics, and improve our content and Services. By using the Website, you agree to our use of cookies and tracking technologies (unless you have disabled them via your browser or device settings).

• The information collected may include your IP address, browser type, operating system, referring URLs, pages viewed, links clicked, and the date/time of your visits. We use this data for internal analytics and to refine our marketing strategies, with the goal of improving our Website’s usability, effectiveness, and business offerings. For example, we might use Google Analytics to see which service pages are most frequently visited or use Hotjar to observe how users interact with a contact form, all with the aim of enhancing our Website and services.
  
• We do not use this data to personally identify individual users, except to the extent necessary for security, maintenance, or if you voluntarily submit personal information (such as filling out a contact form, which provides us your name and email).
  

5.3. Data Security: The Company implements reasonable administrative, technical, and physical safeguards to protect the personal information collected through the Website from unauthorized access, disclosure, or misuse. However, no method of transmission over the Internet or electronic storage is 100% secure. Therefore, while we strive to protect your information, we cannot guarantee absolute security. You acknowledge that you provide any personal information at your own risk.

5.4. Third-Party Links: The Website may contain links to third-party websites or services for your convenience (for example, social media pages, relevant articles, or tools). Clicking on those links may direct you to a third-party site that is not under the Company’s control. The Company is not responsible for the content, privacy practices, or terms of any third-party websites. We recommend you review the terms and privacy policies of any third-party sites that you visit.

6. No Guarantee of Results; Disclaimer of Warranties

6.1. No Guaranteed Outcomes: While the Company strives to achieve the best possible outcomes for all clients, the Company makes no guarantees, warranties, or promises regarding the results or performance outcomes of any Services. Digital marketing, SEO, and PPC advertising are inherently uncertain and dependent on many factors beyond the Company’s control (such as search engine algorithms, market conditions, competition, and the client’s own business efforts). Therefore, the Company does not guarantee:

• Any specific search engine rankings or placement for your website (e.g., we cannot guarantee that your website will rank #1 on Google for a particular keyword).
  
• Any specific amount of traffic, number of leads, or sales conversions as a result of the Services.
  
• Any particular return on investment (ROI) or business success outcomes stemming from the Services.
  

Example: If the Company provides SEO services to improve your website’s visibility, we cannot promise that your traffic will increase by a certain percentage or that your revenue will double. We will apply industry best practices and our expertise to improve your site’s performance, but the exact results will vary and are influenced by outside factors (like search engine updates or your own follow-through with leads).

6.2. Use of Testimonials and Case Studies: The Website may feature case studies, client testimonials, reviews, or success stories describing past or current clients’ experiences with our Services. These are provided for illustrative purposes only. While they represent real outcomes achieved for those clients, they are not guarantees that the same or similar results will be achieved for every client. Each project is unique, and past performance is not indicative of future results.

• For clarity: A testimonial from a client stating that their website traffic increased by 50% after our Services does not mean every client will experience the same outcome. Prospective clients should use these testimonials and case studies as examples to inform their business decisions, not as assurances of specific results.
  

6.3. “As Is” and “As Available”: All information, content, and services on the Website are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied. To the fullest extent permitted by law, the Company disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, or availability.

• The Company does not warrant that the Website will be uninterrupted, error-free, secure, or free of viruses or other harmful components.
  
• The Company does not warrant the accuracy or completeness of any information on the Website. Any reliance you place on such information is strictly at your own risk.
  

7. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall the Company (including its directors, officers, employees, agents, contractors, affiliates, or partners) be liable to you or any third party for any indirect, consequential, exemplary, incidental, or punitive damages, or any loss of profit, revenue, data, or business opportunities, arising out of or related to:

• your use of (or inability to use) the Website;
  
• your reliance on any content on the Website;
  
• the Services provided to you by the Company; or
  
• any act or omission by the Company in connection with these Terms or any service agreement.
  

This limitation applies regardless of the legal theory of liability (contract, tort, negligence, strict liability, or otherwise), even if the Company has been advised of the possibility of such damages.

7.1. Cap on Liability: If, notwithstanding the above, the Company is found liable to you for any damage or loss arising out of or in any way connected with your use of the Website or Services, the total cumulative liability of the Company shall in no event exceed the total amount of fees you have paid to the Company for Services in the six (6) months preceding the event giving rise to the liability (or, if you have not paid any fees, CAD $100 as an arbitrary maximum).

• Example: If you paid the Company CAD $5,000 for a marketing campaign and believe you suffered damages related to our Services, any liability on the Company’s part will be limited to, at most, $5,000. If you have paid nothing (for example, you are just a Website visitor who has not become a client), the Company’s maximum liability to you would be CAD $100.
  

7.2. Application of Limitations: Some jurisdictions do not allow certain limitations of liability or the exclusion of certain warranties. In such cases, some of the above disclaimers and limitations may not apply to you to the extent prohibited by law. However, in any such jurisdiction, the Company’s liability will be limited to the greatest extent permitted by applicable law.

8. Payment Terms (For Clients)

The following payment terms apply if you engage the Company for Services (e.g., by signing a proposal or service agreement through the Website or otherwise):

8.1. Fees and Invoicing: The Company will charge fees for Services as agreed in a separate written agreement or proposal signed by the Client. All invoices issued by the Company are payable in the currency specified in the agreement (either Canadian Dollars (CAD) or U.S. Dollars (USD), as mutually agreed). Invoices will typically outline the services provided, the fee for those services, applicable taxes, and the due date for payment.

• Clients are expected to pay all invoices on time and in full, in accordance with the payment schedule or due date stated on the invoice or in the service agreement.
  
• Unless otherwise specified in writing, all invoices are due upon receipt and will be considered past due if not paid within thirty (30) calendar days of the invoice date.
  

8.2. Late Payments: If a Client fails to pay an invoice on time, the Company reserves the right to charge interest or late fees on the overdue amount. Interest may accrue on overdue amounts at the rate of 1.5% per month (which is an annual rate of 18%), or the maximum rate permitted by law, whichever is lower. Interest will be calculated and added monthly on any overdue balance.

• Example: If an invoice of CAD $1,000 is 30 days past due, the Company may add a late fee of 1.5% (CAD $15) for that month. If it remains unpaid for another month, additional interest (another 1.5% on the now $1,015) may accrue for the second month, and so on.
  
• In addition to interest, the Company may also impose a one-time late payment administrative fee (if specified in your service agreement) to cover the costs of collection efforts.
  

8.3. Suspension or Termination for Non-Payment: If any invoice remains unpaid for an extended period (for example, more than 30 or 60 days past due), the Company may suspend all Services until payment is made, or, at the Company’s discretion, terminate the Services for breach of contract (see also Section 12 on Termination). The Client will remain liable for any unpaid fees and any interest accrued, and the Company reserves all rights to pursue lawful means to collect outstanding debts.

• The Client shall also be responsible for any costs of collection incurred by the Company in recovering overdue payments, including reasonable legal fees, except where prohibited by law.
  

8.4. No Set-off or Deductions: Payments must be made in full without any set-off, counterclaim, or deduction, unless expressly agreed by the Company in writing. The Client is responsible for any bank fees, wire transfer fees, or other charges related to payment, such that the net amount received by the Company is not less than the invoiced amount.

8.5. Refunds: Unless otherwise stated in a specific service agreement, all fees paid to the Company are non-refundable. This includes if the Client decides to terminate the Services early or not utilize all the deliverables. (Any exceptions or money-back guarantees, if offered, will be explicitly stated in writing in the service agreement for a particular Service.)

9. Intellectual Property Rights

9.1. Company Content: All content on the Website, including text, graphics, logos, images, audio clips, video, software, and any other materials, as well as the design, structure, selection, coordination, and arrangement of such content, is the intellectual property of the Company or its content suppliers and is protected by copyright, trademark, and other intellectual property laws.

• The Company name “1st on the List Promotion Inc.” and related logos or taglines are trademarks of the Company. You are not granted any license or right to use any of the Company’s trademarks displayed on the Website without our prior written permission.
  
• You may not reproduce, distribute, or create derivative works of the Website content without express authorization, except as allowed under the limited license in Section 2.1 (personal, non-commercial use).
  

9.2. Client Materials: If you are a Client and you provide any content, data, images, or other materials (“Client Materials”) to the Company in connection with the Services (for example, giving us access to your website content, logos, or business information to incorporate into an SEO or web design project), you represent and warrant that you own all necessary rights in those Client Materials or have obtained permission to use them for these purposes. You grant the Company a non-exclusive, royalty-free, worldwide license to use, reproduce, modify, and adapt the Client Materials solely for the purpose of providing the agreed Services to you.

• You retain ownership of all your pre-existing intellectual property contained in Client Materials, and upon completion of the Services and payment in full of all fees, you will own any final deliverables we provide to you (such as a finished website or written content), except that the Company retains ownership of any of its pre-existing tools, templates, or methodologies embedded in such deliverables and all of its proprietary techniques as described below in Section 9.3.
  

9.3. Proprietary Techniques and Methods: The Company’s campaign strategies, processes, methodologies, and proprietary techniques used in providing Services (collectively, “Company Techniques”) are and shall remain the confidential intellectual property of the Company. Even if those techniques are not explicitly patent-protected or copyright-protected, they are considered trade secrets and know-how belonging to the Company.

• When you hire the Company, you are obtaining the results of applying these Company Techniques to your project, not an ownership interest in the techniques themselves. The Client is strictly prohibited from reverse-engineering, copying, or sharing the Company’s Techniques with any third party outside of the Client’s own organization.
  
• Example: If the Company develops a unique SEO strategy or a special process for improving your website’s ranking, you may use the results of that strategy for your own business, but you may not disclose the details of the strategy or process to another marketing agency or use it to create a competing service. Similarly, any custom software scripts or tools the Company uses to deliver Services remain the Company’s property unless expressly transferred.
  

9.4. Confidentiality of Deliverables: Any reports, analyses, or other deliverables provided to the Client as part of the Services should be treated as confidential unless otherwise indicated. You may share these deliverables internally within your organization as needed to implement the recommendations or benefit from the Services, but you must not share them with or allow access to external parties (such as other service providers or the general public) without the Company’s express written consent. This obligation of confidentiality is in addition to any non-disclosure agreement that may be in place between the Company and Client.

• This restriction is important to protect the Company’s intellectual property and competitive advantage, as well as to protect any sensitive information about your own business contained in the deliverables. Both parties (the Company and the Client) agree to keep confidential any non-public information exchanged during the course of the Services.
  

9.5. Intellectual Property of Third Parties: The Company will often use third-party tools, software, or copyrighted content as part of providing Services (for example, stock photos, plugins, or APIs). Any third-party intellectual property incorporated in the deliverables remains the property of its respective owners, and your use of it may be subject to additional license terms imposed by those owners. The Company will inform you of any such third-party license requirements when delivering the Services. You agree to comply with any third-party license terms for materials included in your project.

• Similarly, if the Company provides you access to any third-party software or accounts as part of the Services (e.g., setting up a Google Analytics account for you), you agree to abide by those third parties’ terms of service as well.
  

10. Confidentiality (Non-Disclosure)

10.1. Company’s Confidential Information: In the course of providing Services, the Company may share with the Client certain non-public information, including campaign strategies, proprietary processes, reports, pricing, proposals, or other business information. All such information, whether communicated verbally, in writing, or through deliverables, shall be deemed “Confidential Information” of the Company. The Client agrees to keep all Confidential Information strictly confidential and to not disclose it to any third party without the Company’s prior written consent.

• The Client may only use the Company’s Confidential Information for the purpose of furthering the Services or internal evaluation of the Services. The Client must protect the confidentiality of this information with at least the same degree of care that it uses to protect its own confidential information (and no less than a reasonable standard of care).
  
• Example: If the Company provides you with a report detailing a custom SEO strategy, you can share this report with your employees or decision-makers in your business, but you cannot forward it to a friend at another company or post it online. Similarly, any login credentials or tools provided for your use should be kept secure and not shared outside your organization.
  

10.2. Client’s Confidential Information: Likewise, if the Client shares any confidential or proprietary information about their own business with the Company (such as login credentials, customer data, product plans, etc.), the Company will treat that information as Confidential Information of the Client and will not disclose it to third parties (except subcontractors bound by confidentiality obligations) or use it for any purpose outside the scope of providing the Services to that Client.

10.3. Exceptions: Confidential Information does not include information that (a) is or becomes publicly available through no breach by the receiving party, (b) was already lawfully in the receiving party’s possession without obligation of confidentiality, (c) is independently developed without use of or reference to the Confidential Information, or (d) is required to be disclosed by law or court order (in which case the receiving party shall, if legally permissible, give as much notice as possible to the disclosing party to allow an opportunity to seek a protective order or other appropriate remedy).

• In the event a legal authority or government requests access to Confidential Information, each party will cooperate with the other in responding to such requests in a manner that seeks to preserve confidentiality to the extent possible.
  

10.4. Survival: The obligations in this Section 10 (Confidentiality) shall survive the termination or expiration of these Terms and any separate service agreement between the Company and the Client. Both the Company and the Client remain bound to protect the other’s Confidential Information even after their business relationship ends, until such information falls into one of the exceptions above or the owner of the information releases the other from confidentiality.

11. Indemnification

You (the User or Client) agree to indemnify, defend, and hold harmless the Company and its directors, officers, employees, agents, contractors, and affiliates from and against any and all claims, liabilities, losses, damages, judgments, awards, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) that arise out of or relate to:

• Your breach of these Terms or of any agreement you enter into with the Company (for example, violating the license in Section 2, failing to uphold confidentiality in Section 10, or not paying amounts due as described in Section 8).
  
• Your violation of any law or regulation or the rights of any third party in connection with your use of the Website or receipt of Services. This includes, for instance, intellectual property infringement or alleged infringement if you provided the Company with materials that violate someone else’s copyright or trademark (see Section 9.2, where you warrant that your provided materials do not infringe third-party rights).
  
• Any content or data you provide to the Company (for example, if you supply false, defamatory, or illegal content to be used in your project, and a claim is brought against the Company as a result).
  

The Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (at your expense), in which case you agree to cooperate with the Company in defending such claim. You agree not to settle any such matter without the prior written consent of the Company. This indemnification obligation shall survive termination of your relationship with the Company and these Terms.

12. Termination

12.1. Termination by the Company (Website Use): The Company may, in its sole discretion, terminate or suspend your access to the Website (in whole or in part) or your user account (if any) at any time, with or without notice, for any conduct that the Company, in its sole judgment, believes violates these Terms or is otherwise harmful to its interests or the interests of others (including other users, clients, or third parties). Upon termination of your right to use the Website, any rights granted to you under these Terms will immediately cease, and you must destroy any downloaded or printed materials from the Website.

12.2. Termination of Services (Clients): If you are a Client, your separate service agreement with the Company will normally set forth specific terms regarding termination (for example, minimum commitment periods, notice requirements, or early termination fees). These Terms work in conjunction with any such service agreement. In general:

• The Company may terminate or suspend Services for cause if the Client materially breaches these Terms or the service agreement (including non-payment of fees, Section 8) and fails to cure the breach within a reasonable period (e.g., 15 days) after written notice from the Company.
  
• The Client may terminate Services by providing any required notice as per their service agreement (for instance, 30 days written notice after an initial term). If a Client terminates Services early without cause (outside of any allowed termination window), any prepaid fees are non-refundable and any unpaid fees for work already performed will become immediately due.
  
• The Company also reserves the right to terminate Services without cause with reasonable notice to the Client (e.g., if the Company decides to discontinue a particular service offering), in which case the Client will not be billed for any work not yet performed, and any prepaid fees for future services will be refunded.
  

12.3. Effect of Termination: Upon termination of Services, the Company will cease work on the Client’s projects and deliver any completed work (or work-in-progress, at the Company’s discretion, depending on what has been paid for). The Client remains obligated to pay for all Services rendered up to the termination date. Sections of these Terms which by their nature should survive termination (including but not limited to provisions on payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, and governing law) will continue to remain in effect after termination.

12.4. No Liability for Termination: Neither party shall be liable to the other for any damages resulting solely from a termination of Services in accordance with the terms of a service agreement or these Terms. Termination is without prejudice to any claims either party may have arising from conduct prior to termination.

13. Modifications to Terms

The Company reserves the right to modify or update these Terms at any time, at its sole discretion. If we make material changes, we will post the updated Terms on the Website and update the “Last Updated” date at the top. We may also notify users by email or through a notice on our Website, but it is ultimately your responsibility to review these Terms periodically for any changes.

• Continued use of the Website or Services after any modifications to the Terms constitutes your acceptance of those changes. If you do not agree to the revised Terms, you must stop using the Website and (if you are a Client) discuss termination of Services as appropriate.
  
• These Terms cannot be modified in any way except as described in this section or by a written amendment signed by an authorized representative of the Company.
  

14. Governing Law and Jurisdiction

These Terms, and any separate agreements whereby we provide you Services, shall be governed by and construed in accordance with the laws of the Province of British Columbia, Canada, without regard to its conflict of law principles. This choice of law is made because the Company is located in British Columbia and this provides consistency in interpreting our agreements.

14.1. Jurisdiction: All users of the Website and Clients of the Company agree that any disputes, legal actions, or proceedings arising out of or relating to these Terms or the use of the Website or Services shall be exclusively brought in the courts of the Province of British Columbia, Canada (or, if applicable, in the Federal Court of Canada sitting in British Columbia). You hereby consent to the personal jurisdiction of such courts and waive any objections on the grounds of venue or forum non conveniens (i.e., that the court is not a convenient forum).

• If you are accessing the Website from outside Canada, you understand that you are voluntarily subjecting yourself to the jurisdiction of Canadian courts as a condition of using the Website or engaging the Company’s Services.
  

14.2. Dispute Resolution: The Company encourages good-faith negotiation of any disputes. In the event of any controversy or claim arising out of or relating to these Terms or the Services that cannot be resolved informally, the parties agree to consider alternative dispute resolution methods in British Columbia (such as mediation or arbitration) before proceeding to litigation, if both parties consent in writing.

• Example: If a dispute arises between a Client and the Company regarding the results of a service or a payment issue, both may agree to submit the dispute to an arbitrator in Vancouver, BC, or to a mediator, as an alternative to going to court. However, if either party prefers a court resolution or no mutual agreement to arbitrate is made, then Section 14.1 applies and the matter must be brought in a BC court.
  

14.3. Injunctive Relief: Notwithstanding the above, the Company may seek injunctive or equitable relief in any jurisdiction if necessary to protect its intellectual property or confidential information (as these are serious matters that may require immediate legal remedy).

15. Miscellaneous Provisions

15.1. Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect. In other words, the invalidity of one part of these Terms does not invalidate the rest.

15.2. No Waiver: The failure of the Company to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by the Company. One instance of waiver or failure to enforce does not mean the Company will waive the same or any other term in the future.

15.3. Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or policies published by the Company on the Website, constitute the entire agreement between you and the Company regarding your use of the Website. If you are a Client, these Terms also supplement and complement any master service agreement, proposal, or contract you have with the Company; however, in the event of a direct conflict between these general Website Terms and the specific terms of a signed agreement for Services, the terms of the signed service agreement will prevail to the extent of that conflict.

• These Terms supersede all prior or contemporaneous understandings and agreements, whether written or oral, regarding such subject matter. You acknowledge that you have not relied on any representation, warranty, or statement not expressly set out in these Terms.
  

15.4. Assignment: You may not assign or transfer any of your rights or obligations under these Terms without the prior written consent of the Company. The Company may assign its rights and obligations to an affiliate or to any successor (such as a purchaser of the Company or its assets) without your consent. These Terms will inure to the benefit of and be binding upon each party’s permitted successors and assigns.

15.5. Relationship of Parties: Nothing in these Terms shall be construed to create a joint venture, partnership, employment, or agency relationship between you and the Company. You are an independent user (or independent contracting client) and not an agent of the Company. Neither party has the right or authority to create any obligation or make representations on behalf of the other.

15.6. Headings: Section titles or headings in these Terms are for convenience only and have no legal or contractual effect. They are intended to make the Terms easier to read and navigate.

16. Contact Information

If you have any questions, concerns, or feedback regarding these Terms and Conditions, or need to provide any notice to the Company pursuant to these Terms, you may contact us at:

1st on the List Promotion Inc.
Address: 34878 Millar Crescent, Abbotsford, BC, Canada V2S 7K5
Phone: 1-888-262-6687
Email: [email protected]

We will do our best to respond to inquiries in a timely manner.