Terms of Service

Welcome to DataSmart (datasmart.ca). These Terms of Service (“Terms”) govern your access to and use of our digital marketing, analytics, consulting, and associated professional services (“Services”). These Terms constitute a legally binding agreement between you (“Client,” “you,” or “your”) and DataSmart, incorporated and operating in the Province of Alberta, Canada. By engaging with our Services, you signify that you have read, understood, and accepted these Terms in full. If you do not accept, you must refrain from accessing or using our Services in any manner whatsoever.

1. General Scope of Services

DataSmart provides a wide and evolving suite of digital marketing solutions, including but not limited to: online reputation management campaigns, search engine optimization, pay-per-click advertising management, analytics dashboard provisioning, content distribution and scheduling, automated review solicitation, customized strategy consultations, technical support, business continuity planning, and related advisory services. DataSmart may introduce new service features, modify existing features, or discontinue offerings in whole or in part at any time, without prior notice. While we strive to ensure continuity and availability of all offered features, we cannot guarantee that all tools, dashboards, or integrations will remain operational in perpetuity.

2. Eligibility

By using our Services, you represent that you are of the age of majority in your province or territory of residence within Canada and that you possess the legal capacity to enter into binding contracts. Where you are engaging Services on behalf of an organization, you further represent that you are authorized to bind such organization to these Terms. Any misrepresentation of your identity or authority constitutes a material breach of these Terms.

3. Client Responsibilities and Representations

You agree to provide DataSmart with accurate, complete, and timely information necessary for us to deliver Services effectively. This includes, but is not limited to: correct business listings, domain and hosting access where required, access to social media accounts or third-party integrations, brand guidelines, advertising budgets, and other technical or marketing-related inputs. You remain solely responsible for ensuring compliance with applicable provincial and federal Canadian laws (including but not limited to the Personal Information Protection and Electronic Documents Act (PIPEDA) and Canada’s Anti-Spam Legislation (CASL)). You further agree that DataSmart shall not be liable for any regulatory or statutory penalties incurred as a result of your failure to provide accurate information, consent mechanisms, or disclosures.

4. Acceptable Use

You shall not use the Services to engage in unlawful, defamatory, fraudulent, deceptive, or misleading practices. You may not use DataSmart’s tools to transmit unsolicited bulk communications in violation of CASL, nor may you misrepresent origin or content. You further agree not to engage in conduct that could damage the reputation of DataSmart or interfere with the proper functioning of our infrastructure. Prohibited uses include: introducing malware or malicious code; attempting to gain unauthorized access to accounts, networks, or systems; engaging in discriminatory advertising; or leveraging Services to promote hate speech, violence, or otherwise unlawful conduct.

5. Fees, Billing, and Payment

All Services are billed either on a recurring subscription basis, milestone/project basis, or hybrid arrangement, as detailed in your specific Service Agreement. Payment obligations commence on the date Services are initiated. Unless explicitly stated otherwise in writing, all invoices are due and payable within thirty (30) calendar days of issuance. DataSmart reserves the right to assess late fees, suspend Services, or refer outstanding amounts to collections agencies where necessary. Invoices are denominated in Canadian dollars unless otherwise specified. Refunds, discounts, credits, or promotional rates may be granted solely at DataSmart’s discretion and shall not establish a binding precedent for future engagements. Clients remain responsible for all applicable taxes, including GST/HST and provincial levies.

6. Confidentiality and Data Use

Both parties agree to maintain strict confidentiality of proprietary or non-public information exchanged in connection with Services. DataSmart undertakes to employ reasonable administrative, physical, and technical safeguards to protect confidential data against unauthorized access, disclosure, or misuse. However, you acknowledge that no digital platform can guarantee absolute security, and you agree that DataSmart is not liable for breaches arising from circumstances beyond its reasonable control (including cyberattacks, third-party hosting failures, or acts of government). By using our Services, you grant DataSmart a limited, non-exclusive license to use, store, and process business data solely for purposes of service delivery, platform enhancement, quality assurance, and legal compliance. DataSmart expressly affirms that it does not sell personal data to third parties.

7. Data Protection and Privacy

DataSmart complies with applicable Canadian privacy legislation, including PIPEDA, and any provincial equivalents (such as Alberta’s Personal Information Protection Act). You acknowledge that by supplying personal information (whether of employees, customers, or other data subjects) you have obtained all necessary consents and authorizations required by law. You further acknowledge that any international transfer of data may involve processing on servers located outside Canada, subject to data protection agreements and security protocols. You are responsible for informing your customers or employees of such transfers where required.

8. Intellectual Property

All rights, title, and interest in and to DataSmart’s platforms, methodologies, designs, source code, APIs, dashboards, algorithms, trade names, logos, and creative assets remain vested in DataSmart and its licensors. Except as expressly authorized, you shall not copy, adapt, reverse engineer, sublicense, resell, or otherwise exploit DataSmart’s intellectual property. Deliverables expressly commissioned and paid for by you under a separate Service Agreement may be licensed for your internal business use, subject to applicable restrictions. Nothing in these Terms shall transfer ownership of DataSmart’s intellectual property.

9. Third-Party Services and Integrations

The Services may interface with or rely upon third-party platforms, APIs, hosting providers, advertising networks, analytics vendors, or other external providers. DataSmart makes no representation or warranty regarding the availability, accuracy, or security of such third-party services. You acknowledge that continued use of third-party integrations may be subject to separate terms and policies established by the third-party provider, which you are solely responsible for reviewing and complying with. DataSmart is not liable for service interruptions, data loss, or damages arising from failures attributable to third-party systems.

10. Service Levels and Disclaimers

DataSmart does not warrant that Services will be error-free, uninterrupted, or immune from delays. While reasonable efforts are made to maintain high availability, you acknowledge that downtime, maintenance windows, force majeure events, and technical constraints may affect access. Campaign outcomes, search rankings, customer reviews, or advertising performance metrics are inherently variable and influenced by numerous factors beyond DataSmart’s control. Accordingly, no guarantee of specific results is provided, and you agree to evaluate marketing performance at your sole risk.

11. Limitation of Liability

To the fullest extent permitted under applicable Canadian law, DataSmart and its directors, employees, contractors, affiliates, and licensors shall not be liable for indirect, consequential, incidental, punitive, exemplary, or special damages, even where advised of the possibility of such damages. Our aggregate liability to you under any cause of action shall not exceed the total fees actually paid to DataSmart in the three (3) months immediately preceding the alleged claim. The limitations in this section apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise.

12. Indemnification

You agree to indemnify, defend, and hold harmless DataSmart, its affiliates, officers, employees, contractors, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use or misuse of the Services; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; or (d) any content, data, or materials provided by you. This obligation shall survive termination of Services.

13. Termination

Either party may terminate Services by providing at least thirty (30) days’ written notice, subject to any minimum term commitments or project milestones defined in your Service Agreement. DataSmart may terminate immediately without notice where you materially breach these Terms, engage in conduct detrimental to DataSmart’s business interests, or fail to make timely payment. Upon termination, all outstanding fees become immediately due. DataSmart may retain a copy of client data as required for legal, regulatory, or archival purposes but shall otherwise cease active processing.

14. Force Majeure

DataSmart shall not be liable or deemed in breach of these Terms by reason of any delay or failure to perform resulting from acts beyond its reasonable control, including strikes, labour disputes, supply chain shortages, pandemics, natural disasters, acts of war, governmental orders, or failure of telecommunications or internet service providers. In such cases, obligations shall be suspended for the duration of the force majeure event, and DataSmart shall use commercially reasonable efforts to resume Services thereafter.

15. Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein. Any dispute, controversy, or claim arising out of or relating to these Terms shall be resolved by binding arbitration under the Arbitration Act (Alberta). Arbitration shall take place in Calgary, Alberta, before a single arbitrator mutually agreed upon or appointed pursuant to applicable rules. You waive the right to participate in class actions, representative proceedings, or jury trials. The decision of the arbitrator shall be final and binding.

16. Changes to Terms

DataSmart reserves the right to amend, update, or replace these Terms at any time in its sole discretion. Updated Terms shall take effect immediately upon publication to the website, unless otherwise specified. Continued use of Services following publication constitutes your acceptance of the revised Terms. It is your responsibility to review these Terms periodically to remain informed.

17. Contact Information

Questions, concerns, or notices regarding these Terms may be addressed to: DataSmart Email: support@datasmart.ca Telephone: 1-877-367-1707 Mailing address is available upon written request.