1. Global Application, Priority of Documents & International Enforcement
1.1 These Terms apply worldwide to all services provided by the Agency.
1.2 Where any project-specific agreement conflicts with these Terms, the project-specific agreement prevails.
1.3 These Terms are enforceable globally under international commercial laws unless expressly varied.
1.4 The Agency may enforce its rights in any competent jurisdiction.
2. Scope of Services
2.1 The Agency provides creative, branding, advertising, digital marketing, production, and related services.
2.2 Scope, deliverables, timelines, and fees are confirmed in writing per project.
3. Client Responsibilities
3.1 The Client must provide timely information, approvals, materials, and cooperation.
3.2 The Client warrants all materials comply with applicable laws and third-party rights in all jurisdictions.
4. Fees and Payments
4.1 Fees are payable in accordance with the proposal or invoice.
4.2 Payment is due on receipt; deposits are non-refundable; work may be suspended if payment is delayed.
4.3 Fees exclude taxes, duties, international transfer charges, and bank fees.
5. Late Payments & Debt Collection
5.1 The Agency may suspend work, withhold deliverables, and retain IP rights until full payment is received.
5.2 If payment remains overdue past the due date (or 30 days if unspecified), the account may be referred to international debt collection.
5.3 The Client is liable for the outstanding balance, administrative charges, recovery costs, and legal fees.
5.4 The Agency may pursue recovery in any jurisdiction where the Client operates or holds assets.
6. Intellectual Property Rights
6.1 The Agency retains ownership of all creative assets until full payment is made.
6.2 Upon full payment, the Client receives usage rights specified in the project documentation.
6.3 The Agency may showcase work in its portfolio unless the Client prohibits this in writing before the project starts.
7. Revisions and Changes
7.1 Each project includes the number of revisions stated in the proposal.
7.2 Additional revisions or changes in scope incur additional fees.
8. Cancellations and Refunds
8.1 If the Client cancels a project after commencement, all completed or partially completed work becomes payable immediately.
8.2 Deposits and retainers are strictly non-refundable.
9. Confidentiality
9.1 Both parties must maintain confidentiality of all proprietary or sensitive information shared.
9.2 Confidentiality obligations survive termination indefinitely.
10. Data Protection & Privacy
10.1 Each party shall comply with applicable privacy and data-protection laws.
10.2 The Client is responsible for lawful collection and disclosure of personal information.
10.3 The Agency processes personal information only as required for service delivery, administration, or legal compliance.
10.4 The Client must not provide unnecessary or sensitive personal data unless expressly agreed.
10.5 Personal data may be stored or processed internationally.
10.6 The Client indemnifies the Agency for liabilities arising from the Client’s privacy or data-protection non-compliance.
10.7 The Agency is not required to retain personal data after completion unless required by law.
10.8 These obligations survive termination indefinitely.
11. Client Care, Privacy & Data Protection Contact Details
11.1 The Agency maintains a designated Client Care & Privacy Officer.
11.2 All privacy inquiries or regulatory matters must be directed to:
• Agency Name: Ideamoon Creative Agency Inc.
• Corporation number: 1711086-3
• Contact: Privacy Officer
• Email: hello@ideamoon.ca
• Phone: +1(647)891-4301
• Address: 299 Roehampton Ave, Unit 1228, Toronto ON, M4P 1S2, Canada
11.3 Updated contact details on the Agency’s website prevail.
11.4 The Agency may require identity verification.
11.5 The Agency will respond within a reasonable time.
12. Limitation of Liability
12.1 The Agency shall not be liable for:
• indirect, consequential, punitive, special, or exemplary damages;
• loss of revenue, profit, goodwill, business opportunity, or anticipated savings;
• failures or interruptions caused by third-party platforms or hosting services;
• losses from inaccurate Client information or Client-caused delays;
• decisions taken by the Client based on Agency materials.
12.2 No warranty is provided regarding any third-party system.
12.3 Liability is limited to the amount actually paid for the specific project.
12.4 These limitations are fundamental to pricing.
13. Indemnification
13.1 The Client indemnifies the Agency from all claims arising from:
• Client-provided materials;
• infringement claims related to Client content;
• misuse or unauthorised alteration of deliverables;
• Client violations of law;
• regulatory action arising from Client marketing.
13.2 Includes full legal costs and cross-border enforcement.
13.3 Survives termination indefinitely.
14. Termination
14.1 Either party may terminate by written notice; completed work becomes payable immediately.
14.2 The Agency may terminate immediately for non-payment, breach, or unlawful conduct.
15. Governing Law & International Enforcement
15.1 These Terms may be enforced under the law of the Agency’s jurisdiction, the Client’s jurisdiction, or a mutually agreed jurisdiction.
15.2 The Agency may initiate proceedings in any competent jurisdiction.
16. Amendments
16.1 The Agency may amend these Terms anytime; the website version prevails.
17. Acceptance
17.1 By using the Agency’s services, the Client accepts these Terms in full.