Legal

Terms of Service

Last updated: [DATE PLACEHOLDER]

Placeholder notice: This is placeholder content and has not been reviewed by legal counsel — replace before processing real customer data at scale.

1. Agreement & scope

These Terms of Service (“Terms”) govern (a) your use of the eurekadigital.io website, and (b) unless superseded by a signed master services agreement or statement of work, any consulting engagement with EurekaDigital (“we”, “us”). By using this site or engaging us, you agree to these Terms.

Our services consist of boutique AI consulting: bespoke WhatsApp scheduling agents, AI-driven social marketing systems, and related strategy, build, and ongoing operation work. Specific deliverables, timelines, and fees are defined in each engagement’s statement of work.

2. Engagement terms

Engagements are structured as retainers with a minimum term of three (3) months, billed monthly in advance. The minimum term reflects that our systems require a build-and-tune period before they reach their intended performance.

Fees, scope, and any usage-based pass-through costs (for example WhatsApp Business API messaging fees or third-party API charges) are set out in your proposal or statement of work. Late payments may result in paused service delivery until the account is current.

Anything not expressly included in the signed scope is out of scope; additional work is quoted and agreed before it begins.

3. Acceptable use

You agree not to use our website or systems to: send unsolicited bulk messages or spam via WhatsApp or any other channel; collect or process data you have no lawful basis to process; impersonate any person or business; attempt to gain unauthorized access to our infrastructure; or violate applicable laws, platform policies (including Meta’s WhatsApp Business terms), or third-party rights.

We may suspend or terminate service immediately for material breach of this section.

4. Intellectual property

Your data and content are yours. You retain all ownership of your customer data, brand assets, content, and business materials provided to us or processed through our systems.

Our technology is ours. We retain all ownership of our pre-existing tools, code libraries, agent architectures, prompts, methodologies, and know-how developed independently of your engagement (“EurekaDigital IP”). Where custom deliverables are built for you, ownership and license terms are as stated in your statement of work — absent such terms, you receive a perpetual license to use deliverables for your own business, and we retain EurekaDigital IP.

5. Limitation of liability

Our website is provided “as is” without warranties of any kind. To the maximum extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or goodwill.

For engagements, each party’s aggregate liability arising out of the engagement is capped at the total fees paid or payable by you in the twelve (12) months preceding the claim. Nothing in these Terms limits liability that cannot lawfully be limited.

We depend on third-party platforms (Meta/WhatsApp, calendar providers, payment processors); outages or changes to those platforms are outside our control, and we will work in good faith around them.

6. Termination

Either party may terminate an engagement at the end of the minimum term or any renewal period with thirty (30) days’ written notice. Early termination before the end of the minimum term requires payment of the remaining committed fees.

On termination, we will provide a reasonable handoff of client-owned assets and delete or return client data per our Privacy Policy (eurekadigital.io/privacy) and the client contract. Sections that by their nature should survive termination (IP, liability, governing law) do so.

7. Governing law

[PLACEHOLDER] These Terms are governed by the laws of the Province of Ontario, Canada, and the federal laws of Canada applicable therein, without regard to conflict-of-law rules. The parties submit to the exclusive jurisdiction of the courts located in Ontario, Canada. This choice of law is a placeholder pending review by qualified legal counsel.

8. Changes to these Terms

We may update these Terms from time to time; the current version will always be posted on this page with its “last updated” date. Material changes affecting active clients will be communicated directly.