TERMS & CONDITIONS
LAST UPDATED: october 18, 2024
Welcome to VERVE & COLOR INC. ("Company," "we," "us," "our"). By accessing or using our website at https://verveandcolor.com and related services (collectively, the “Services”), you agree to be bound by these Terms & Conditions (“Terms”). Please read them carefully.
We are a design studio that specializes in creating strategic and visually stunning digital experiences for wellness brands, creatives, and entrepreneurs. Our services include custom Showit websites, template customization, and tailored design solutions.
You can contact us by email at hello@verveandcolor.com.
These Terms constitute a legally binding agreement between you (whether personally or on behalf of an entity) and VERVE & COLOR INC. By using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must stop using the Services immediately.
We may update these Terms from time to time, and we will notify you by updating the “Last updated” date. It is your responsibility to review these Terms periodically, as your continued use of the Services signifies your acceptance of any changes.
Our Services are intended for users aged 18 or older. If you are under 18, you are not permitted to use or register for the Services.
OUR SERVICES
The information we provide through our Services is not meant to be shared or used in places where it would break the law or require us to register with local authorities. If you access our Services from outside of Canada, you do so on your own and are responsible for following the laws in your location, if they apply.
SERVICES MANAGEMENT
We reserve the right to manage our Services in a manner that we believe is necessary to ensure their functionality and security. This includes, but is not limited to, the following rights:
- Monitoring: We may monitor your use of the Services to ensure compliance with these Terms and applicable laws.
- Enforcement: We reserve the right to take appropriate action against individuals or entities that violate these Terms or engage in illegal activity, which may include reporting such violations to law enforcement authorities.
- Access Limitation: We may limit or disable your access to your Contributions or any part of the Services if we determine that your actions violate these Terms or pose a risk to the integrity of our Services.
- Content Removal: We reserve the right to remove any files, content, or Contributions that we believe may overload, damage, or compromise the performance or security of our systems.
- Service Management: We will manage our Services to protect our rights and ensure they operate efficiently. This may include implementing updates, modifications, or discontinuations of features as deemed necessary.
USE OF SERVICES
Subject to your compliance with these Terms, including the “Prohibited Activities” section below, we grant you a non-exclusive, non-transferable, revocable license to:
- access the Services; and
- download or print a copy of any portion of the Content to which you have properly gained access
Except as stated here or elsewhere in these Terms, you cannot copy, reproduce, distribute, or use any part of the Services or Content for commercial purposes without our express written permission.
For any other use of our Services or Content, please contact us at hello@verveandcolor.com. If we allow you to post or reproduce any part of our Services, you must credit us as the owners and keep any copyright notice visible.
We reserve all rights not expressly granted to you. Any breach of these rights will terminate your right to use our Services immediately.
USER REPRESENTATIONS
By using our Services, you confirm that: (1) you are legally able to comply with these Terms; (2) you are not a minor in your jurisdiction; (3) you won’t access our Services using automated tools like bots; (4) you will not use our Services for illegal activities; and (5) your use will not violate any laws.
If you provide false or incomplete information, we can suspend or terminate your account and deny future access to the Services.
If you provide false or incomplete information, we can suspend or terminate your account and deny future access to the Services.
OWNERSHIP AND MATERIALS
Website Ownership
Client-Created Content
Third-Party Licenses and Tools
Once a website design is completed and fully paid for, ownership of the website is transferred to the client. You are free to use and modify the website as you see fit.
Materials Ownership
Any guides, resources, or other materials we provide to help create content are licensed for your internal use only. You may not modify, redistribute, sell, or share these materials with others.
You retain ownership of any content you create or provide to us for inclusion in your website or other Services (the “Client Content”). You are responsible for ensuring that you have the necessary rights and licenses to use any third-party materials included in the Client Content. We are not responsible for any claims related to the Client Content, including any infringement of third-party rights.
Our Services may incorporate third-party tools, plugins, or software that are subject to separate licenses. It is your responsibility to review and comply with the terms of those licenses. We do not grant you any rights in relation to these third-party materials.
INTELLECTUAL PROPERTY RIGHTS
Our Intellectual Property
Use of Stock Content
Trademarks
We are the owner or licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, graphics, and any other materials provided through our Services (collectively, the “Content”). This also includes the trademarks, service marks, and logos contained therein (the “Marks”). Our Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) in Canada and internationally.
We may use a mix of royalty-free and paid stock content, including images and videos, on our website. These assets are subject to their respective licenses, and you acknowledge that we do not own the rights to these stock materials. You agree to respect the licensing agreements associated with these assets.
All trademarks, service marks, and trade names used in connection with our Services are our property or the property of our licensors. You may not use any of these Marks without our prior written consent.
Limitation of Liability
In the event of any claims related to intellectual property disputes, our liability will be limited to the maximum extent permitted by law.
PORTFOLIO USE
We reserve the right to showcase completed projects in our portfolio, including on our website and marketing materials, unless otherwise agreed upon in writing.
CONTRIBUTION LICENSE
You and Services agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).
By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
THIRD-PARTY WEBSITES AND CONTENT
Our Services may include links to third-party websites and content (“Third-Party Content”). We do not review, monitor, or endorse these Third-Party Websites or Content. Accessing them is at your own risk, and once you leave our Services, these Legal Terms no longer apply. We are not responsible for any issues, including the accuracy, appropriateness, or completeness of Third-Party Content. The inclusion of any link does not imply endorsement by VERVE & COLOR INC. of the site or any association with its operators. You acknowledge that we are not liable for any damages or losses caused by your use of any third-party sites. Any transactions you conduct with these third parties are solely between you and them, and we bear no responsibility for any harm or losses incurred from such interactions. By using our Services, you agree to hold us harmless from any claims related to Third-Party Websites or Content.
prohibited activities
You agree not to:
Failure to comply with these prohibited activities may result in termination of your access to the Services and possible legal action.
- Use the Services for any purpose other than what they are intended for.
- Systematically retrieve data or content from the Services to create a collection, database, or directory without our written permission.
- Mislead, defraud, or deceive us or other users, including attempting to gain sensitive information.
- Circumvent or disable security features of the Services or interfere with their functionality.
- Use the Services to harass, abuse, or harm others, or engage in illegal activities.
- Engage in unauthorized use, such as framing or impersonating other users.
- Upload harmful code or materials, including viruses or spam, that disrupt the Services or others’ use of them.
- Attempt to access or use the Services in a way that violates any applicable laws or regulations.
- Disrupt or interfere with the normal operation of the Services.
- Use any content from the Services for commercial purposes without explicit permission.
- Use automated tools that access or interact with the Services beyond standard browsing.
- Infringe on the rights of others by uploading or sharing content that violates intellectual property rights or privacy rights.
- Make false or misleading statements about the Services or our business.
- Provide false, misleading, or inaccurate information when using the Services.
Failure to comply with these prohibited activities may result in termination of your access to the Services and possible legal action.
PAYMENT TERMS & REFUND POLICIES
Payment Options
We offer both upfront payment options and payment plans for our services. By engaging our services and choosing a payment plan, you agree to complete all payments according to the schedule provided to you. You also authorize VERVE & COLOR INC. or our third-party payment processor to charge your designated payment method (credit card, debit card, etc.) for each installment as per your plan.
Payment Responsibilities
If a payment is declined, you will be notified and must provide a valid payment method promptly to avoid interruption of services. If payments are not successfully completed within the agreed timeline, we reserve the right to suspend or terminate any ongoing project or services until payment is made.
Late Fees & Delinquency
Any payment-related issues, including delinquency, will be subject to late fees. A fee of $35 will be assessed for payments not made within the agreed timeline. Additionally, if your account becomes delinquent for more than 30 days, the entire remaining balance of your payment plan may become due immediately. Delinquent accounts exceeding 30 days will be submitted for collections.
Cancellation & Reversals
You may not cancel or reverse payments after they are processed. Please ensure you review your chosen payment plan carefully before proceeding.
Refund Policy
If any part of the services is lost or incomplete (e.g., damage to components needed for final delivery), you will receive a pro-rated refund based on the completed work versus the agreed-upon work. Refunds will be processed within 14 days of approval.
Service Suspension
We reserve the right to suspend services if payment is not received by the due date or if the provided payment method is invalid. Any chargebacks initiated without prior communication may result in termination of services and potential legal action.
Modifications to Payment Terms
We reserve the right to modify these payment terms at any time. Clients will be notified of any significant changes via email or through our website.
We offer both upfront payment options and payment plans for our services. By engaging our services and choosing a payment plan, you agree to complete all payments according to the schedule provided to you. You also authorize VERVE & COLOR INC. or our third-party payment processor to charge your designated payment method (credit card, debit card, etc.) for each installment as per your plan.
Payment Responsibilities
If a payment is declined, you will be notified and must provide a valid payment method promptly to avoid interruption of services. If payments are not successfully completed within the agreed timeline, we reserve the right to suspend or terminate any ongoing project or services until payment is made.
Late Fees & Delinquency
Any payment-related issues, including delinquency, will be subject to late fees. A fee of $35 will be assessed for payments not made within the agreed timeline. Additionally, if your account becomes delinquent for more than 30 days, the entire remaining balance of your payment plan may become due immediately. Delinquent accounts exceeding 30 days will be submitted for collections.
Cancellation & Reversals
You may not cancel or reverse payments after they are processed. Please ensure you review your chosen payment plan carefully before proceeding.
Refund Policy
If any part of the services is lost or incomplete (e.g., damage to components needed for final delivery), you will receive a pro-rated refund based on the completed work versus the agreed-upon work. Refunds will be processed within 14 days of approval.
Service Suspension
We reserve the right to suspend services if payment is not received by the due date or if the provided payment method is invalid. Any chargebacks initiated without prior communication may result in termination of services and potential legal action.
Modifications to Payment Terms
We reserve the right to modify these payment terms at any time. Clients will be notified of any significant changes via email or through our website.
CANCELLATION OF AGREEMENTS
Both parties understand that either the Client or Designer may terminate the service at any time if, for any reason, the relationship is deemed unsatisfactory by either party. Upon written cancellation, the Client is responsible for payment for all expenses incurred and any work completed towards the project, determined by VERVE & COLOR INC. based on the percentage of the project completed. Should the Client cancel the project after its completion, they are responsible for full payment as per the agreed-upon estimate, plus all expenses incurred. In the event of cancellation, VERVE & COLOR INC. retains ownership of all copyrights and original work created. If the Client changes their mind about purchasing, they are entitled to a refund within 14 days following the purchase. However, the amount of any design work or value received will be deducted from the refund, calculated on a pro-rata basis.
LIMITATIONS OF LIABILITY
In no event shall we be liable to you or any third party for any direct, indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, loss of revenue, or loss of data, arising from your use of our services, even if we have been advised of the possibility of such damages.
Notwithstanding anything to the contrary contained herein, our total liability under this agreement shall not exceed the amount paid by you for the services rendered.
You agree to indemnify and hold harmless VERVE & COLOR INC., its affiliates, employees, and agents from and against any claims, damages, losses, liabilities, costs, or expenses, including reasonable attorneys’ fees, arising out of or in connection with your breach of this agreement or your violation of any rights of another party.
Notwithstanding anything to the contrary contained herein, our total liability under this agreement shall not exceed the amount paid by you for the services rendered.
You agree to indemnify and hold harmless VERVE & COLOR INC., its affiliates, employees, and agents from and against any claims, damages, losses, liabilities, costs, or expenses, including reasonable attorneys’ fees, arising out of or in connection with your breach of this agreement or your violation of any rights of another party.
INDEMNIFICATION
You agree to defend, indemnify, and hold us, our subsidiaries, affiliates, and respective officers, agents, partners, and employees harmless from and against any claims, damages, liabilities, losses, or expenses, including reasonable attorneys’ fees, arising from or related to:
We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us. You agree to cooperate with our defense of such claims. We will use reasonable efforts to notify you of any claims, actions, or proceedings subject to this indemnification upon becoming aware of them.
- Your use of our services or content;
- Any breach of these Terms;
- Any breach of your representations and warranties set forth in these Terms;
- Your violation of any rights of a third party, including intellectual property rights; or
- Any harmful act toward any other user of the services with whom you connected via our services.
We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us. You agree to cooperate with our defense of such claims. We will use reasonable efforts to notify you of any claims, actions, or proceedings subject to this indemnification upon becoming aware of them.
GENERAL DISCLAIMER
The Services are provided on an “as-is” and “as-available” basis. You agree that your use of the Services will be at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, regarding the Services and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
We make no warranties or representations about the accuracy, reliability, or completeness of the content of the Services or the content of any websites or mobile applications linked to the Services. We will not assume any liability or responsibility for:
We do not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Services, any hyperlinked website, or any website or mobile application featured in any banner or other advertising. You should exercise your best judgment and caution when engaging with third-party services.
We make no warranties or representations about the accuracy, reliability, or completeness of the content of the Services or the content of any websites or mobile applications linked to the Services. We will not assume any liability or responsibility for:
- Errors, mistakes, or inaccuracies of content and materials.
- Personal injury or property damage of any nature whatsoever resulting from your access to and use of the Services.
- Any unauthorized access to or use of our secure servers and/or any personal or financial information stored therein.
- Any interruption or cessation of transmission to or from the Services.
- Any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Services by any third party.
- Any errors or omissions in any content or materials, or for any loss or damage of any kind incurred as a result of your use of any content posted, transmitted, or otherwise made available via the Services.
We do not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Services, any hyperlinked website, or any website or mobile application featured in any banner or other advertising. You should exercise your best judgment and caution when engaging with third-party services.
earnings disclaimer
You agree that You understand individual outcomes will vary. Case studies or testimonials are not indicative of typical results. Each individual approaches Our Offering(s) with different backgrounds, disposable income levels, motivation, and other factors that are outside of Our control. Therefore, We cannot guarantee Your success merely upon access or purchase of Our Offering(s) or related material(s).
MODIFICATIONS & INTERRUPTIONS
We reserve the right to change, modify, or remove any part of our Services at any time or for any reason at our sole discretion without prior notice. This includes but is not limited to modifications to content, features, and pricing.
While we strive to provide accurate and up-to-date information, we are not obligated to update any information on our Services. We will not be liable to you or any third party for any modifications, price changes, suspensions, or discontinuations of the Services.
We cannot guarantee that our Services will always be available. Technical issues, including hardware and software problems, or necessary maintenance, may result in interruptions, delays, or errors in service. You agree that we are not liable for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance.
Furthermore, nothing in these Terms obligates us to maintain, support, or supply any corrections, updates, or releases in connection with the Services.
While we strive to provide accurate and up-to-date information, we are not obligated to update any information on our Services. We will not be liable to you or any third party for any modifications, price changes, suspensions, or discontinuations of the Services.
We cannot guarantee that our Services will always be available. Technical issues, including hardware and software problems, or necessary maintenance, may result in interruptions, delays, or errors in service. You agree that we are not liable for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance.
Furthermore, nothing in these Terms obligates us to maintain, support, or supply any corrections, updates, or releases in connection with the Services.
TERMINATION OF SERVICES
We reserve the right to terminate your access to the Services at any time, if you breach these Terms, misuse the Services, or engage in prohibited activities. While we value open access to our content, we must ensure a safe and respectful environment for all users.
If your access is terminated, you will no longer be permitted to access or use our Services, Content, or Marks. We may take this action to protect the integrity of our website and the experience of other users.
In the unlikely event that we need to restrict your access, we will do our best to notify you of the reasons behind this decision. We appreciate your understanding as we work to maintain a positive experience for everyone.
If your access is terminated, you will no longer be permitted to access or use our Services, Content, or Marks. We may take this action to protect the integrity of our website and the experience of other users.
In the unlikely event that we need to restrict your access, we will do our best to notify you of the reasons behind this decision. We appreciate your understanding as we work to maintain a positive experience for everyone.
DISPUTE RESOLUTION & GOVERNING LAW
These Terms are governed by the laws of Canada. In the event of a dispute, we will attempt to resolve the issue amicably through direct negotiation. If we cannot come to a mutual agreement, the matter shall be resolved through litigation in the jurisdiction of Ontario, Canada. All disputes arising from these Terms will be resolved exclusively in the courts located in Ontario, Canada. By using our Services, you agree to submit to the jurisdiction of these courts for any legal matters related to these Terms. However, VERVE & COLOR INC. reserves the right to initiate legal proceedings in the courts of your country of residence or, if relevant, in the state where your principal place of business is located.
PRIVACY AND COOKIE POLICIES
We care about data privacy and security. Our Privacy Policy and Cookie Policy explain how we collect and process your data. By using the Services, you agree to be bound by our Privacy and Cookie Policies, which is incorporated into these Legal Terms. Please be advised the Services are hosted in Canada and United States. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in Canada and United States, then through your continued use of the Services, you are transferring your data to Canada and United States, and you expressly consent to have your data transferred to and processed in Canada and United States.
USER DATA
We will maintain certain data that you transmit to our Services to manage performance and track usage. While we perform regular routine backups, you are solely responsible for all data you transmit or any activity undertaken using the Services. You agree that we shall have no liability for any loss or corruption of such data, and you waive any right of action against us for any such loss or corruption.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting our Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on our Services, satisfy any legal requirement that such communication be in writing. You agree to the use of electronic signatures, contracts, orders, and other records, and to the electronic delivery of notices, policies, and records of transactions initiated or completed by us or via the Services. You waive any rights or requirements under any laws that require an original signature or delivery of non-electronic records.
FORCE MAJEURE
Neither party will be liable for failure or delay in the performance of its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, embargoes, government orders, pandemics, or natural disasters.
CORRECTIONS
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
MODIFICATION TO THE TERMS
We reserve the right to modify these Terms at any time. Any changes will be posted on our website, and your continued use of the Services after such modifications constitutes your acceptance of the new Terms, as indicated by the “Last Updated” date at the top of this page.
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
SEVERABILITY
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us on our Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision is determined to be unlawful, void, or unenforceable, that provision is deemed severable from these Legal Terms and does not affect the validity and enforceability of any remaining provisions. No joint venture, partnership, employment, or agency relationship is created between you and us as a result of these Legal Terms or your use of the Services. You agree that these Legal Terms will not be construed against us by virtue of having drafted them, and you waive any defenses based on the electronic form of these Terms and the lack of signatures.
entire agreement
This agreement constitutes the entire understanding between the parties regarding its subject matter and supersedes all prior agreements and understandings, whether written or oral. No amendment or modification of this agreement shall be valid unless made in writing and signed by both parties.
CONTACT US
For any questions or concerns regarding these Terms or your use of the Services, please contact us at hello@verveandcolor.com.