Terms and Conditions

1. Definitions

In this Agreement, the following terms have the meanings set forth below:

• “Agreement” means these Terms and Conditions, including any schedules, exhibits, or amendments.
• “Client” means the individual or business entity that engages AlbertaRank for services.
• “Confidential Information” means any non-public information disclosed by either party, including business strategies, customer lists, pricing, technical data, and proprietary methods.
• “Deliverables” means the work product created by AlbertaRank for the Client, including but not limited to website designs, SEO strategies, content, automation workflows, and reports.
• “Effective Date” means the date when the Client accepts these terms or when services commence, whichever is earlier.
• “Intellectual Property” or “IP” means all patents, copyrights, trademarks, trade secrets, domain names, and other proprietary rights.
• “Services” means the SEO, web design, automation, reputation management, and related services provided by AlbertaRank as described in a service proposal or order form.
• “Service Term” means the duration of the service engagement as specified in the service agreement.
• “Website” means albertarank.ca and all associated subdomains.

2. Services Description

2.1 Scope of Services

AlbertaRank provides digital marketing and technology services, including but not limited to:

• Local SEO: Google Maps optimization, local citation building, Google Business Profile management
• Technical SEO: Website audits, technical optimization, site speed improvements
• Content Marketing: Content strategy, blog creation, landing page optimization
• Web Design: Custom website design and development
• CRM Automation: Customer relationship management system setup and automation
• Voice AI Automation: AI-powered phone answering and lead qualification systems
• Reputation Management: Review generation, monitoring, and response strategies
• AI Search Optimization: Optimization for AI search engines and voice assistants

2.2 Service Specifications

The specific scope, deliverables, timelines, and pricing for Services will be detailed in a separate service proposal or order form (“Service Agreement”) signed by both parties. In the event of any conflict between these Terms and a Service Agreement, the Service Agreement will control.

2.3 Service Modifications

AlbertaRank reserves the right to modify, update, or discontinue any aspect of our Services at any time. We will provide reasonable notice of material changes that affect your active service engagement.

3. Eligibility

To use our Services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding contracts
• Be a business entity or authorized representative of a business entity
• Not be located in a country subject to Canadian trade sanctions
• Not be prohibited from using our Services under applicable law

By using our Services, you represent and warrant that you meet these eligibility requirements.

4. Service Engagement Process

4.1 Service Proposals

We will provide a written service proposal outlining the scope of work, deliverables, timeline, and pricing. The proposal will remain valid for 14 days from the date of issuance.

4.2 Acceptance

You may accept a service proposal by:

• Signing and returning the proposal
• Providing payment for the initial invoice
• Providing written confirmation via email

Acceptance creates a binding Service Agreement between you and AlbertaRank.

4.3 Service Commencement

Services will commence upon:

• Receipt of signed Service Agreement or payment
• Receipt of all required Client information and access credentials
• Completion of any prerequisite setup or onboarding tasks

4.4 Service Term

Unless otherwise specified, service engagements are month-to-month and automatically renew unless terminated in accordance with Section 13.

5. Payment Terms

5.1 Pricing

All pricing is in Canadian dollars (CAD) unless otherwise specified. Pricing is subject to change with 30 days’ written notice for ongoing service engagements.

5.2 Setup Fees

One-time setup fees are non-refundable and due upon acceptance of the Service Agreement. Setup fees cover initial configuration, onboarding, and system setup.

5.3 Recurring Fees

Monthly or annual service fees are billed in advance on the same date each billing cycle. Annual plans are billed annually and receive a discount compared to monthly billing.

5.4 Payment Methods

We accept:

• Credit cards (Visa, Mastercard, American Express)
• Electronic funds transfer (EFT) for annual plans
• Cheque (for annual plans over $5,000)

5.5 Payment Terms

All invoices are due upon receipt. For annual plans, full payment is due within 10 days of invoice date.

5.6 Late Payments

Late payments are subject to:

• Interest at 1.5% per month (18% annually) on overdue amounts
• Collection costs and legal fees if we engage third parties to collect
• Suspension of services until payment is received (see Section 14)

5.7 Taxes

All fees are exclusive of applicable taxes (GST/HST). You are responsible for paying all applicable taxes, which will be added to your invoice.

5.8 Payment Processing

Payments are processed through secure third-party payment processors (Stripe, PayPal). We do not store your complete payment card information on our servers.

6. Refund Policy

6.1 30-Day Money-Back Guarantee

New clients are eligible for a 30-day money-back guarantee on recurring service fees (not setup fees) if:

• You request a refund within 30 days of service commencement
• You have not received measurable results as defined in your Service Agreement
• You provide written notice of your dissatisfaction

Refunds will be processed within 10 business days of approval and credited to your original payment method.

6.2 Non-Refundable Items

The following are non-refundable:

• Setup fees
• Custom development work already delivered
• Third-party costs (domain registration, hosting, software licenses)
• Services rendered beyond the 30-day guarantee period

6.3 Pro-Rated Refunds

If you terminate services mid-billing cycle, we will provide a pro-rated refund for unused service days, minus any setup fees and third-party costs.

6.4 Annual Plan Refunds

Annual plans are eligible for a pro-rated refund within the first 60 days, subject to the same conditions as the 30-day guarantee. After 60 days, annual plans are non-refundable.

7. Client Obligations

7.1 Information & Access

You agree to:

• Provide accurate, complete, and current business information
• Grant necessary access to accounts, platforms, and systems (Google Business Profile, website hosting, analytics, etc.)
• Maintain administrative access credentials and share them securely
• Respond to requests for information within 3 business days

7.2 Content & Approvals

You agree to:

• Review and approve deliverables within the timeframe specified in the Service Agreement
• Provide feedback and revisions in a timely manner
• Ensure all content you provide does not infringe third-party rights
• Obtain necessary permissions for use of third-party materials

7.3 Compliance

You agree to:

• Comply with all applicable laws and regulations in your business operations
• Maintain necessary licenses and permits for your business
• Not use our Services for illegal purposes
• Comply with advertising standards and consumer protection laws

7.4 Cooperation

You agree to cooperate with our team and provide reasonable assistance to enable us to perform the Services effectively.

7.5 Consequences of Non-Compliance

Failure to meet Client obligations may result in:

• Delays in service delivery
• Reduced effectiveness of SEO and marketing efforts
• Additional fees for rework or delays
• Suspension or termination of Services

8. Intellectual Property Rights

8.1 AlbertaRank IP

AlbertaRank retains all rights, title, and interest in:

• Our proprietary methods, systems, and frameworks (Truth Protocol™, Search Intelligence System™, etc.)
• Pre-existing tools, templates, and code libraries
• Our website, branding, and marketing materials
• General knowledge, skills, and expertise gained during the engagement

8.2 Client IP

You retain all rights to:

• Your business name, trademarks, and brand assets
• Content and materials you provide to us
• Your customer data and business information

8.3 Deliverables License

Upon full payment, AlbertaRank grants you a non-exclusive, non-transferable, perpetual license to use the Deliverables for your business purposes. This license includes:

• Website designs and code
• Content created specifically for you
• Custom automation workflows
• Reports and analytics

8.4 Restrictions

You may not:

• Resell, sublicense, or distribute the Deliverables to third parties
• Remove or alter any proprietary notices or credits
• Use Deliverables to create competing services
• Reverse engineer our proprietary systems

8.5 Portfolio Rights

You grant AlbertaRank a non-exclusive license to display your business name, logo, and project description in our portfolio, case studies, and marketing materials, unless you provide written objection.

8.6 Third-Party Materials

Some Deliverables may incorporate third-party materials (stock images, fonts, plugins) subject to separate licenses. We will ensure you have appropriate licenses for your use.

9. Confidentiality

9.1 Confidential Information

Both parties agree to keep confidential all non-public information disclosed during the engagement, including:

• Business strategies and plans
• Customer lists and contact information
• Financial information and pricing
• Technical data and proprietary methods
• Login credentials and access information

9.2 Exclusions

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no fault of the receiving party
• Was known to the receiving party before disclosure
• Is independently developed without use of Confidential Information
• Is rightfully received from a third party without restriction

9.3 Permitted Disclosures

You may disclose Confidential Information:

• To employees and contractors who need to know
• To professional advisors (lawyers, accountants) under confidentiality obligations
• As required by law or court order (with prompt notice to the other party)

9.4 Duration

Confidentiality obligations continue for 3 years after termination of the Agreement.

10. Warranties & Disclaimers

10.1 AlbertaRank Warranties

AlbertaRank warrants that:

• We will perform Services in a professional and workmanlike manner
• Deliverables will not infringe third-party intellectual property rights
• We have the right and authority to enter into this Agreement

10.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, ALBERTARANK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE

10.3 No Guarantee of Results

IMPORTANT: SEO and digital marketing results depend on many factors beyond our control, including:

• Search engine algorithm changes
• Competitor activities
• Client implementation of recommendations
• Market conditions and consumer behavior
• Third-party platform policies

We do not guarantee specific rankings, traffic levels, lead volumes, or revenue increases. Past performance does not guarantee future results.

10.4 Third-Party Services

Our Services may rely on third-party platforms (Google, Facebook, etc.). We are not responsible for:

• Changes to third-party policies or algorithms
• Service interruptions by third parties
• Account suspensions or penalties imposed by third parties

10.5 “As Is” Basis

Our website and Services are provided on an “as is” and “as available” basis without warranties of any kind.

11. Limitation of Liability

11.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALBERTARANK’S TOTAL LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO ALBERTARANK IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

11.2 Exclusion of Damages

IN NO EVENT SHALL ALBERTARANK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• LOSS OF PROFITS OR REVENUE
• LOSS OF BUSINESS OR CUSTOMERS
• LOSS OF DATA OR INFORMATION
• LOSS OF GOODWILL OR REPUTATION
• COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES

This limitation applies regardless of whether such damages are based on contract, tort, negligence, strict liability, or any other theory, and even if AlbertaRank has been advised of the possibility of such damages.

11.3 Exceptions

The limitations in this Section 11 do not apply to:

• AlbertaRank’s gross negligence or willful misconduct
• Breach of confidentiality obligations
• Indemnification obligations under Section 12
• Liability that cannot be limited under applicable law

11.4 Essential Purpose

The parties acknowledge that the limitations in this Section 11 are an essential element of this Agreement and that AlbertaRank would not enter into this Agreement without these limitations.

12. Indemnification

12.1 Client Indemnification

You agree to indemnify, defend, and hold harmless AlbertaRank and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• Your breach of this Agreement
• Your violation of applicable laws
• Your infringement of third-party rights
• Content or materials you provide to us
• Your business operations and practices

12.2 AlbertaRank Indemnification

AlbertaRank agrees to indemnify and hold you harmless from third-party claims alleging that Deliverables created specifically for you infringe third-party intellectual property rights, provided that:

• You promptly notify us of the claim
• You allow us to control the defense and settlement
• You provide reasonable cooperation

12.3 Exclusive Remedy

This indemnification is your sole remedy for intellectual property infringement claims related to Deliverables.

13. Termination

13.1 Termination by Client

You may terminate this Agreement:

• For month-to-month services: 14 days’ written notice before the next billing cycle
• For annual plans: At the end of the annual term with 30 days’ notice
• For material breach by AlbertaRank: Immediately upon written notice if breach is not cured within 15 days

13.2 Termination by AlbertaRank

AlbertaRank may terminate this Agreement:

• For non-payment: 10 days after written notice if payment is not received
• For material breach: Immediately upon written notice if breach is not cured within 15 days
• For illegal or unethical use: Immediately upon written notice
• For convenience: 30 days’ written notice

13.3 Effect of Termination

Upon termination:

• All outstanding fees become immediately due
• AlbertaRank will provide a final report and any completed Deliverables
• Licenses granted to you survive termination (subject to payment)
• Confidentiality obligations continue per Section 9
• AlbertaRank will remove access to Client accounts within 10 business days

13.4 Survival

The following sections survive termination: Intellectual Property (8), Confidentiality (9), Limitation of Liability (11), Indemnification (12), Dispute Resolution (16), and Governing Law (17).

14. Suspension of Services

14.1 Grounds for Suspension

AlbertaRank may suspend Services if:

• Payment is overdue by more than 15 days
• You breach material terms and fail to cure within the cure period
• You engage in illegal or unethical activities
• You fail to provide necessary access or cooperation

14.2 Notice

We will provide written notice before suspension, except in cases of illegal activity or immediate security threats.

14.3 Resumption

Services will resume once the cause of suspension is resolved and any outstanding fees are paid. A reactivation fee of $250 may apply for suspensions exceeding 30 days.

15. Force Majeure

Neither party shall be liable for failure or delay in performance due to causes beyond reasonable control, including but not limited to:

• Acts of God, natural disasters, or pandemics
• War, terrorism, or civil unrest
• Government actions or regulations
• Internet outages or telecommunications failures
• Power failures or utility disruptions
• Strikes or labor disputes
• Cyber attacks or security breaches
• Third-party service provider failures

The affected party must notify the other party promptly and use reasonable efforts to resume performance. If force majeure continues for more than 60 days, either party may terminate without penalty.

16. Dispute Resolution

16.1 Informal Resolution

Before initiating formal proceedings, parties agree to attempt to resolve disputes through good-faith negotiation for at least 30 days.

16.2 Mediation

If informal resolution fails, either party may request mediation through the Alberta Mediation Society or a mutually agreed mediator. Mediation costs will be shared equally.

16.3 Arbitration

If mediation fails, disputes will be resolved by binding arbitration under the Alberta Arbitration Act. Arbitration will take place in Calgary, Alberta. The arbitrator’s decision is final and binding.

16.4 Exceptions

Either party may seek injunctive relief in court for:

• Intellectual property infringement
• Breach of confidentiality
• Collection of unpaid fees under $25,000

16.5 Class Action Waiver

YOU AGREE TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

17. Governing Law & Jurisdiction

This Agreement is governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of laws principles.

Any legal action arising from this Agreement shall be brought exclusively in the courts of Alberta located in Calgary, Alberta. Both parties consent to the personal jurisdiction of these courts.

18. Changes to Terms

We may update these Terms and Conditions from time to time to reflect changes in our services or legal requirements. When we make material changes:

• We will update the “Last Updated” date at the top
• We will post a notice on our website
• For active clients, we will provide 30 days’ written notice of material changes
• Continued use of Services after the effective date constitutes acceptance

If you do not agree to the updated terms, you may terminate the Agreement in accordance with Section 13.

19. Severability

If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The parties will negotiate in good faith to replace the invalid provision with a valid one that achieves the original intent as closely as possible.

20. Assignment

You may not assign or transfer this Agreement without AlbertaRank’s prior written consent. AlbertaRank may assign this Agreement to an affiliate or in connection with a merger, acquisition, or sale of assets.

21. Entire Agreement

This Agreement, together with any Service Agreement and our Privacy Policy, constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, warranties, and agreements, whether written or oral.

No modification or amendment is valid unless in writing and signed by both parties.

22. Contact Information

For questions about these Terms and Conditions: