GravityStack Client Agreement

Welcome to GravityStack Marketing! We’re excited to support your business growth. This agreement outlines how we’ll work together—clear, simple, and designed to give you confidence in every step we take together.

The “Working Together” Section includes several short sections covering specific aspects of our Agreement. You only need to review the ones that apply to the services you’re receiving. This isn’t just legal fine print—it’s a clear and friendly roadmap for working together.

Communication & Support

We’re available Monday to Friday, 9:00 AM – 4:00 PM Eastern (excluding holidays). You can reach us by:

• Email
• Office phone
• Ticket system
• Website chat

We aim to respond within one business day.

Payments

• Invoices: Due within 21 days—unless we’ve set up something different in advance, like automatic billing for monthly services or a go-live payment for your website.
• Accepted: Visa and MasterCard, e-transfer to jen@gravitystack.ca, or cheque. (NSF Cheques: $50 fee.)
• Pricing Changes: We’ll give you 60 days notice before changing ongoing service rates (fixed-price projects stay fixed).

If an invoice becomes overdue, we may pause non-essential work and suspend subscription-based services (such as hosting, email, maintenance, or campaign management) until the account is brought current.

Chargebacks and payment disputes

If you dispute a charge, please contact us first so we can resolve it quickly. If a chargeback or payment reversal is initiated for services already delivered, you remain responsible for the outstanding balance and any administrative or processing fees we incur as a result of the chargeback.

Hourly Work

Some work is billed hourly, while other work may be quoted with an estimate or a fixed-price proposal. Want to know the current rate? Just ask—we’ll be transparent.

Hourly work often includes things like:

• “Can you update my Team page?”
• “Can you add this new section to my site?”
• “Can you walk me through how to use this feature?”
• “Can you help me set up my email?”

Creative Work & Approvals

We’ll share mock-ups and drafts for your review, and we use a feedback tool to make it easy for you to give input and approvals. Any stock art or third-party tools not included in your monthly service will be billed separately, and we’ll let you know in advance.

Working with Others

We know you may work with other providers—like SEO experts, copywriters, marketing consultants—or even members of your own team who help with your site or campaigns. That’s totally fine.

If third-party work affects the performance or stability of anything we’ve built (or limits our ability to manage it), we’re happy to help. Any troubleshooting, fixes, or coordination will be billed at our hourly rate.

We’re not responsible for the work, performance, or timelines of third-party providers. If we’re waiting on a third party for access, answers, or changes, project timelines may shift accordingly.

Use of AI-Generated Content

We sometimes use AI tools to support your project efficiently and creatively. This may include drafting copy, generating design concepts, creating images, or assisting with code.

AI tools are powerful, but they don’t independently verify information for accuracy or legal compliance. AI-generated content can sometimes contain factual errors, outdated information, unintended bias, or resemble material owned by others.

You agree that:

• You are responsible for reviewing and approving all final deliverables before they are published or used, including any deliverables created in part with AI.
• You are responsible for verifying any factually specific claims (for example, credentials, guarantees, pricing, compliance statements, performance claims, or legal assertions) before publication, and for providing corrected information if needed.
• If you provide AI-generated content to us, you confirm you have the necessary rights, licences, and permissions, and you accept responsibility for the content you supply.

We’ll let you know if third-party licensing affects ownership or usage rights.

Legal pages and compliance requirements

Some businesses and websites require legal pages or disclosures (for example: Privacy Policy, Terms of Use, cookie notices, refund/return policies, accessibility statements, or regulator-required notices).

We’re not lawyers and we don’t provide legal advice. You are responsible for ensuring your legal pages and compliance statements are accurate, appropriate for your business, and meet any legal, regulatory, or professional requirements.

If we publish legal content you provide, we’ll publish it as supplied. If we share a template or suggested wording as a convenience, it’s for reference only and we don’t guarantee it meets your specific requirements.

If any special compliance requirements apply to your business (privacy, accessibility, regulated-profession rules, data collection restrictions, etc.), you agree to tell us in writing up front. Those requirements must be included in the Scope of Work to be considered part of our services.

User-Generated Content (Community, Memberships, Reviews, and Submissions)

If your website, Gravity Hub, or any related platform includes functionality that allows users, members, customers, or other third parties to submit or publish content, you are solely responsible for that user-generated content. This includes (but is not limited to) content submitted through membership systems, learning platforms, forms, directories, reviews, blogs, comments, forums, or similar features.

Unless specifically stated in the Scope of Work, we do not review, moderate, monitor, or verify user-generated content. You are responsible for ensuring that any user-generated content complies with applicable laws, intellectual property rights, privacy obligations, and acceptable use standards.

You agree to indemnify and hold us harmless from any claims, demands, legal actions, damages, or liabilities arising from user-generated content.

If user-generated content is brought to our attention (or comes to our attention through any other means) and we determine that it clearly violates applicable laws, we reserve the right to take immediate action at our discretion where the content is stored on systems we control. This may include removing the content, restricting access, or reporting the activity to appropriate authorities.

Intellectual Property (Who Owns What)

You own your deliverables (once paid):

Once your account is paid in full for the applicable work, you own the final website pages, copy, visuals, and other custom deliverables we create specifically for you—except where third-party licensing applies (see below).

You own what you provide:

Any materials you supply (text, images, videos, logos, data) remain yours, provided you have the rights to use them.

We retain and license our tools, systems, and frameworks:

We own the reusable tools, systems, frameworks, templates, code libraries, processes, and know-how we’ve developed before or outside of your engagement. We may use these to deliver services to you, and we grant you a licence to use them only as required to receive and benefit from the services you’re purchasing.

This includes proprietary systems and platforms such as the AdLift Pages System, GravityPulse, dashboards/reporting systems, and any reusable template frameworks we use behind the scenes. These remain the exclusive property of GravityStack and are not sold or transferred unless we agree otherwise in writing.

Public IP and education (non-exclusive by design):

You understand and agree that GravityStack may publish, teach, and discuss general ideas, frameworks, and best practices publicly (books, articles, videos, workshops, templates) and in group learning environments (community sessions). This does not grant others access to your confidential information or private implementation work, and it does not change any GOPro exclusivity commitments (where applicable).

Third-party and open-source software:

If we use platforms like WordPress, plugins, fonts, or licensed content (for example, stock photos), those items remain owned by their respective creators. You typically receive a licence to use them under their terms, but you do not own the underlying third-party or open-source software.

Rights We Retain

While you’ll fully own the final product we create for you, some of the tools and methods we use behind the scenes stay part of our GravityStack toolkit.

• Reusable Components: Things like code snippets, design templates, and systems we’ve developed over time may be used in your project—and in future projects. You have full use of them in your project, but we keep the right to reuse and improve them.
• Shared Expertise: The best practices and innovations we’ve developed while working with you help us serve other Clients better too. This helps raise the bar for everyone we work with.

Open-Source Tools

If we use platforms like WordPress, you should know: these are open-source, so neither of us “owns” the platform itself. We just help make it work beautifully for you.

Our Team Is Off-Limits

We may use contractors or employees on your project. Please don’t hire them away during or within a year of working with us.

Legal Requirements

If law enforcement requests access to your info and it’s legal to comply, we’ll do so.

Protecting Each Other

Indemnification (third-party claims). To the extent permitted by law, you agree to indemnify and hold harmless GravityStack, including our contractors, employees, and affiliates, from third-party claims, liabilities, damages, or expenses (including reasonable legal fees) that arise directly from:

• your breach of this agreement,
• content, materials, or instructions you provide that infringe or allegedly infringe a third party’s intellectual property rights, or
• your breach of confidentiality obligations.

If a claim arises, we’ll notify you promptly and cooperate reasonably in the defence. You may assume control of the defence and settlement, provided any settlement does not impose obligations or liability on GravityStack without our prior written consent. This indemnity does not apply to claims arising from GravityStack’s gross negligence or wilful misconduct.

Confidentiality. We both agree to keep each other’s confidential information private, even after we stop working together. Confidential information includes non-public business information such as strategies, pricing, internal metrics, performance data, access credentials, customer details, and any information marked or reasonably understood to be confidential.

This does not prevent GravityStack from using and sharing generalised, non-identifying learnings (for example, patterns, principles, frameworks, or anonymised performance insights) in our Public IP, training, and educational materials, provided we do not disclose your identity or any confidential details that could reasonably identify you without your written permission.

Respectful Conduct. We believe in working relationships built on respect. We will always treat you and your team with professionalism, and we ask the same in return. We reserve the right to pause or cancel services—with reasonable notice—if payments are missed, terms are breached, or behaviour toward our team is disrespectful, aggressive, or abusive.

Disputes & Resolution

Let’s talk first. If there’s a dispute about this Agreement or our work together, we agree to try to resolve it in good faith through a direct conversation before escalating.

If we can’t resolve the issue through discussion, the dispute will be determined through mediation first. We’ll mutually select a mediator and share the cost of mediation equally. If we can’t agree on a mediator, each of us will select a mediator, and those mediators will select the mediator who will conduct the mediation.

Unless we both agree otherwise, the mediation will be held virtually or in Sudbury, Ontario.

If the dispute is not resolved within 60 days after it is referred to mediation, either of us may litigate the dispute in a court located in Sudbury, Ontario.

Warranty & Fixes

If something goes wrong due to our work—and you’re on an active maintenance plan—we’ll fix it at no charge, as long as:

• You report it within 3 months
• It’s not caused by a third party or outside change
• It’s within the original scope
• It’s part of our core tech-stack of plugins and tools

Things Beyond Our Control (Force Majeure)

If something outside either of our control—like a natural disaster, internet outage, or major service disruption—interrupts or delays our work together, we’ll let you know as soon as possible. We’ll do everything we reasonably can to get things back on track, but neither of us will be held responsible for delays caused by those kinds of events.

Limitations

We’re not liable for things beyond our reasonable control (for example, hosting outages, third-party platform issues, plugin bugs, or DDoS attacks).

To the fullest extent permitted by law, we are not liable for indirect, incidental, special, consequential, or punitive damages, or for losses like lost revenue, lost profits, loss of data, or business interruption, even if we were advised those losses were possible.

Our maximum aggregate liability is capped at what you paid us in the last 6 months.

No guaranteed outcomes

We’ll provide our services with professional care and good faith. However, unless a specific guarantee is explicitly included in writing (for example, in a signed proposal or a service-specific addendum), we do not guarantee specific outcomes or results.

This includes (without limitation) lead volume, cost per lead, conversion rates, rankings, traffic levels, revenue, profitability, or business performance, since these can be affected by factors outside our control (market conditions, competition, pricing, offer strength, client responsiveness, and third-party platform policies).

Updates to This Agreement

To evolve with our business, we may update these terms with 30 days’ written notice. We’ll provide notice by email to the primary billing or admin email address we have on file.

If you continue to receive services, use subscription services, or pay invoices after the effective date of an update, that continued use will be treated as acceptance of the updated terms.

If you disagree with an update, you may cancel the affected service(s) before the effective date of the change.

Legal Stuff We Have to Say

• If one part of this agreement becomes unenforceable, the rest still applies.
• This agreement is governed by the laws of Ontario.
• It’s the whole agreement—nothing on the side counts unless it’s in writing.
• Neither of us can assign this agreement without the other’s okay.
• We’ve both read and agreed to the terms here.

If You Ever Need to Pause or Cancel

We understand life and business can shift. If you ever need to pause or cancel services, just let us know. We’ll work with you to wrap things up smoothly and make sure you’re supported through the transition.

Revisions & Change Requests

If you need changes after final approval, no problem! Just send us a note and we’ll provide a time estimate and cost. We’re happy to evolve things with you as your needs grow.

Getting Started

Once we’ve got your signed Proposal, we’ll confirm timelines, introduce you to your main point of contact, and set you up in our systems. From there, we get to work—focused, organized, and ready to deliver.

We treat every project like it’s our own. You’ll get thoughtful strategy, responsive communication, and a team that genuinely cares about your success. If something ever feels off, we want to hear about it—and we’ll work to make it right.

Let’s Do This

By signing a Proposal of Service, you’re also agreeing to this Agreement. We’re excited to get started—and honoured to be part of your growth journey.

To your success,
The GravityStack Team