Last update: February 18, 2026<\/strong><\/p>\n These Terms and Conditions of Service (the “Terms”) constitute a contract between 9451-1839 Quebec Inc.<\/strong> doing business as Markaitek<\/strong> (“Markaitek”), having its place of business at 134 rue de l’Hermitage, Magog, Quebec, Canada<\/strong>, and any customer (“Customer”).<\/p>\n They apply to digital marketing, automation and AI professional services provided by Markaitek in Canada, the United States and Europe.<\/p>\n Acceptance of a proposal, statement of work (SOW), quotation, purchase order, or use of the Services constitutes acceptance of these Terms.<\/p>\n 1.1 “Agreement” means these Terms and Conditions, together with any applicable SOW\/proposal and appendices. 2.1 These Conditions are general and apply to all mandates, unless otherwise agreed in writing. 3.1 Markaitek provides Services in accordance with customary professional standards. 4.1 The fees are those indicated in the SOW, plus applicable taxes. 5.1 Standard initial term: 12 months<\/strong>, unless otherwise specified in the SOW. 6.1 Markaitek may suspend all or part of the Services in the event of non-payment, lack of access, security risk, or material breach of the Agreement. 7.1 The Customer guarantees the lawfulness of its activities, content, offers and commercial claims. 8.1 Unless otherwise agreed, advertising accounts (Google, Meta, LinkedIn, etc.) belong to the Customer<\/strong>. 9.1 Each party shall protect the other’s confidential information with a level of care that is reasonable and at least equivalent to that applied to its own sensitive information. 10.1 Each party retains its pre-existing rights (methods, tools, models, trademarks, prior content).1. Definitions<\/h3>\n
1.2 “SOW”: commercial document (proposal, quotation, purchase order, statement of work) specifying scope, deliverables, schedule, costs, budgets and specific terms and conditions.
1.3 “Services”: services provided by Markaitek in accordance with the SOW.
1.4 “Deliverables”: elements delivered to the Customer as part of the Services.
1.5 “Customer Data”: data, content, files, access and information provided by the Customer.
1.6 “Sensitive data”: categories referred to in article 12.
1.7 “Business Day”: Monday to Friday, 9:00 a.m. to 5:00 p.m. EST, excluding statutory holidays applicable in Quebec.<\/p>\n2. Scope and order of priority<\/h3>\n
2.2 In the event of conflict, priority is given to:
a) these Conditions;
b) SOW;
c) technical\/operational appendices.
2.3 Advertising budgets, media caps and allocations are defined solely in the SOW.<\/p>\n3. Services, changes and dependencies<\/h3>\n
3.2 Any out-of-scope requests are subject to a written change order (fee\/time adjustment).
3.3 Customer must provide required access, content, approvals and resources.
3.4 Customer approval time: 7 days<\/strong>.
3.5 Customer minimum technical dependencies: provided\/confirmed within 7 days<\/strong>.
3.6 Failing this, deadlines are extended accordingly, without responsibility on Markaitek’s part.<\/p>\n4. Prices, taxes, billing and payment<\/h3>\n
4.2 Payment terms: 15 days<\/strong> from date of invoice.
4.3 Interest on arrears: 20% per annum<\/strong>, calculated daily on overdue amounts.
4.4 Payment by card: 3%<\/strong> surcharge (where permitted by applicable laws).
4.5 Pre-authorized payment (if applicable): In the event of a failed debit, a fee of CAD 100<\/strong> will apply.
4.6 Price adjustment on renewal: 30 days’<\/strong> written notice.
4.7 Out-of-scope \/ transfer \/ ad hoc requests hourly rates:
a) Expert: 175 CAD\/hour<\/strong>;
b) Senior management: 250 CAD\/hour<\/strong>.
4.8 Platforms, third-party licenses and media can be invoiced separately according to the SOW.<\/p>\n5. Duration, renewal and termination of the Contract<\/h3>\n
5.2 Automatic renewal: successive 12-month<\/strong> periods, unless notice of non-renewal is given at least 30 days<\/strong> prior to expiry.
5.3 Termination for default: either party may terminate in the event of an uncorrected default within 30 days<\/strong> of detailed written notice.
5.4 Termination for convenience by Customer: 30 days<\/strong>‘ written notice. Customer pays:
a) amounts due;
b) non-cancellable third-party commitments;
c) 50%<\/strong> of the residual value<\/strong> of the current term.
5.5 Application of art. 2125 C.c.Q. no global waiver. The parties agree that the amounts in article 5.4 reflect the foreseeable costs, commitments and losses associated with early termination.
5.6 No lump-sum transition\/ramp-down fees are provided for; transition work is invoiced on a time basis in accordance with article 4.7. <\/p>\n6. Suspension of Services<\/h3>\n
6.2 Except in emergencies, reasonable prior notice shall be given.
6.3 Suspension does not extinguish payment obligations.<\/p>\n7. Customer’s obligations<\/h3>\n
7.2 The Customer remains responsible for the accounts, identifiers and administrator access it provides.
7.3 The Customer obtains the necessary consents and authorizations for its data, campaigns and communications.
7.4 The Customer is responsible for the instructions, validations and content it provides.<\/p>\n8. Paid advertising and platforms<\/h3>\n
8.2 The Customer provides the required administrator access; it is responsible for the governance of its accounts.
8.3 Markaitek may refuse or suspend a campaign that does not comply with platform policies or applicable laws.
8.4 End of mandate handoff process: written request at least 30 days<\/strong> before the end of the mandate.
8.5 Transfer\/export activities are invoiced according to article 4.7.<\/p>\n9. Privacy<\/h3>\n
9.2 Use limited to the performance of the Contract.
9.3 Usual exceptions: public information without fault, information already known, information legitimately received from a third party, disclosure required by law\/order of competent authority.
9.4 Duration: confidentiality obligations survive for 2 years<\/strong> after the end of the Contract.<\/p>\n10. Intellectual property<\/h3>\n
10.2 Subject to payment in full, Markaitek grants the Customer a license to use the Deliverables delivered, for its internal\/commercial activities provided for in the SOW.
10.3 Unless expressly stipulated in the SOW, Markaitek’s tools, templates, scripts, frameworks, methodologies and know-how remain its property.
10.4 Third-party elements (software, APIs, plugins, platforms) remain subject to their respective licenses.
10.5 The Customer remains the owner of its Customer Data.<\/p>\n11. Personal data and privacy<\/h3>\n