Terms & Conditions

TERMS & CONDITIONS

Effective date: December 8, 2025
Provider: TotalLeads, operating in Vancouver, British Columbia. Website: TotalLeads.ca
Contact (privacy & notices): contact@totalleads.ca

1. Agreement & acceptance
   By (a) signing a written Service Agreement with Provider, (b) clicking “Accept” on an online order form, or (c) otherwise authorizing Provider to begin Services, Client agrees to these Terms & Conditions and any Statement of Work (SOW), proposal, or Schedule incorporated by reference.

2. Definitions
   Services = advertising, lead-generation, landing page creation, ad management, appointment-setting, campaign reporting, and related services described in the SOW.
   Ad Spend = amounts paid to advertising platforms (Meta, Google, etc.) to display ads. Client pays Ad Spend unless otherwise agreed.
   Qualified Lead = as defined in the SOW (see Guarantee subsection).
   Qualified Appointment / Booked Appointment = a scheduled phone/onsite appointment confirmed by a homeowner decision-maker as set out in the SOW.
   SOW = Statement of Work attached to these Terms describing scope, deliverables, fees, Start Date, Live Date, and service area.

3. Scope of services
   Provider will provide Services described in the SOW. Provider may engage subcontractors and processors (e.g., Wix, Meta, Google, Calendly) to perform Services. Provider remains responsible for contracted work by subcontractors.

4. Client obligations
   Client will:
   a. provide accurate business info, access to Pages/Ad Accounts or allow Provider partner access;
   b. pay Ad Spend directly or pre-fund an account as agreed;
   c. respond to lead disputes within 7 days and cooperate in approvals, calls, and verification;
   d. approve creatives within 48 hours;
   e. not knowingly provide false information;
   f. comply with applicable laws, licensing and permits for their trade and service area.
   Failure to cooperate may void the Guarantee and pause timelines.

5. Fees, payment, taxes & billing
   a. Fees for setup, management, and/or PPL (pay-per-lead) are set in the SOW.
   b. Ad Spend is billed to Client’s payment method or invoiced and due within 14 days.
   c. Invoices not paid on time accrue interest at 1.5% per month (or maximum allowed by law).
   d. Provider may suspend Services for overdue invoices after 7 days’ notice.
   e. All fees are quoted in Canadian Dollars (CAD). Client is responsible for applicable taxes (GST/HST) on fees; Provider will add tax to invoices where required by law.
   f. Payment methods accepted: e-transfer, credit card, bank transfer. Provider may require pre-funding of ad accounts.
   g. Client must maintain active payment for ad spend; any chargebacks or declined payments void the Guarantee until resolved. Chargebacks may result in collection costs charged to Client.

6. Ad Spend & third-party terms
   Client is responsible for Ad Spend and platform policies. Provider does not control platform decisions (account restrictions, ad rejections) and is not liable for platform conduct. Client must comply with Meta/Google rules and provide truthful content.
   Ad Spend underfunding or delays caused by Client may void Guarantee or extend timelines.

7. Guarantee, refunds & disputes - SOW guarantee

7.1 Guarantee overview (offer)
Provider offers the following Guarantee in the SOW: “Get 5 Qualified Leads within 30 days or we work free.”

7.2 Qualified Lead definition
A Qualified Lead meets all of the following at delivery:
a. a natural person who is the homeowner or decision-maker for the property;
b. located within Client’s defined service area (SOW);
c. provides a valid phone number and/or email;
d. expresses intent to obtain Client’s specified service within a commercially reasonable timeframe;
e. unique (not a duplicate of a lead delivered in the prior 90 days);
f. not demonstrably fraudulent or bot-generated.

7.3 Measurement & delivery
a. Guarantee period: 30 calendar days from the Live Date in the SOW.
b. Provider delivers leads via weekly lead sheet (Google Sheet or agreed format) with verification notes. Each lead entry includes name, phone, email, postal code, service requested, submission date/time, and verification notes.
c. A lead counts when Provider has delivered the entry with verification and notified Client.

7.4 Client cooperation
Guarantee requires Client to: approve creatives within 48 hours, respond to disputes within 7 days, accept appointments reasonably, and maintain ad funding. Failure to cooperate voids or pauses the Guarantee.

7.5 Disputes & exclusions
a. Disputes must be submitted in writing within 7 calendar days with evidence.
b. Exclusions: leads outside service area, duplicates, client-provided lists (unless included), leads misrepresented by Client, platform outages beyond Provider’s control.
c. Disputes not resolved within 14 days after submission will proceed to escalation per Section 20 (negotiation then mediation); unresolved issues may then be submitted to the courts of British Columbia as set out in Section 20.

7.6 Remedy - “work free”
If 5 Qualified Leads are not delivered within Guarantee period (after exclusions and cooperation requirements), Provider continues management at no Management Fee until target met. Client remains responsible for all Ad Spend and third-party costs. No cash refunds or reimbursements unless expressly stated in the SOW.

7.7 Limitations
Guarantee covers delivery of Qualified Leads only, not revenue, conversions, or job bookings. Guarantee is the sole remedy.

1. Intellectual property
   Provider retains ownership of creative work, templates, processes, and non-client-specific materials (“Provider IP”).
   Client owns deliverables paid for and specified in the SOW (client-provided content; verified leads).
   Provider grants Client a non-exclusive license to use Provider IP solely to receive Services, unless assignment agreed in writing.

2. Confidentiality
   Each party will keep the other party’s confidential information secret and use it only to perform obligations. Confidentiality survives termination for 2 years.

3. Data protection & privacy
   Provider will process personal information per our Privacy Policy at https://totalleads.ca/privacy-policy and Canadian privacy laws (PIPEDA/PIPA).
   Client authorizes Provider to collect, store, and use lead data for campaign purposes and to share lead details with Client and authorized subcontractors.

4. Warranties & disclaimers
   Provider performs Services professionally. Services are provided “as-is” except where expressly stated. No other warranties, implied or expressed.

5. Limitation of liability
   Provider’s aggregate liability is capped at fees paid in the past 6 months under the SOW. No liability for indirect, incidental, or lost profits. Liability for death/personal injury caused by gross negligence still applies. Guarantee remedy is exclusive.

6. Indemnity
   Client indemnifies Provider from claims from Client services, on-site work, or client content. Provider indemnifies Client for gross negligence or willful misconduct.

7. Term & termination
   Starts on SOW Start Date. Either party may terminate for material breach if uncured within 14 days. Client pays all outstanding fees and Ad Spend on termination.

8. Minors / parental co-sign
   If Provider is a minor, Parent/Guardian must co-sign. No work begins until co-sign received.

9. Independent contractor
   Provider is independent; no employment, partnership, or joint venture created.

10. Publicity / case studies
    Provider may request anonymized metrics/screenshots for case studies. Client consent required; may withdraw in writing.

11. Force majeure
    Neither party liable for delays/failures beyond reasonable control (natural disasters, strikes, outages). Affected party must notify and mitigate.

12. Consumer protection
    Provider complies with BC consumer protection laws.

13. Governing law & dispute resolution
    This Agreement is governed by the laws of British Columbia and Canada. Disputes: initial good-faith negotiation for 7 days, then mediation for up to 30 days; if unresolved, parties may pursue remedies in the courts of British Columbia. Arbitration may be used if both parties agree in writing.

14. Changes to terms
    Provider may update terms; material changes posted with new Effective Date and apply prospectively.

15. Assignment
    Neither party may assign without consent; Provider exception: affiliate or purchaser of assets.

16. Notices
    Written to SOW or contact@totalleads.ca. Effective on receipt.

17. Survival
    IP, confidentiality, liability, indemnity, and Guarantee clauses survive termination.

18. Entire agreement, severability & waiver
    These Terms + SOW are complete. Invalid provisions do not affect others.

19. Electronic signatures / counterparts
    Electronic signatures are valid. Terms may be executed in counterparts.

20. Currency
    All fees/refunds in Canadian Dollars (CAD).

21. Acknowledgement
    Client confirms reading, understanding, and agreeing to Terms.

SIGNATURES

Provider: TotalLeads
By: ______________________ Name: ___________________ Title: ______________ Date: ___________

Client: [Client Business Name]
By: ______________________ Name: ___________________ Title: ______________ Date: ___________

Parent/Guardian (if Provider is a minor)
By: ______________________ Name: ___________________ Relationship: _________ Date: ___________