Terms of Service

1Agreement to these terms

These Terms of Service ("Terms") are an agreement between you and Keyo Agency Inc. ("Keyo", "we", "us"), a company headquartered at 1423 Yonge St, Toronto, Ontario. By using keyoagency.com (the "Site") or submitting an inquiry, you agree to these Terms. If you do not agree, please do not use the Site.

If you use the Site on behalf of a business, you confirm that you have authority to accept these Terms for that business.

2Using the Site

You may use the Site for lawful purposes only. You agree not to:

• submit false, misleading or someone else's information through our forms;
• send spam, malware or anything that could damage or disrupt the Site;
• scrape, copy or republish the Site's content, design or code without our written permission;
• attempt to access areas of the Site, including client areas, that you are not authorized to use; or
• use the Site in a way that breaks any law or infringes anyone's rights.

We may restrict or end access to the Site for anyone who breaks these Terms.

3Information on the Site

Content on the Site, including articles, guides, pricing references, case studies and example conversations, is provided for general information. It is not legal, financial or professional advice for your specific situation. Example conversations and illustrations are marked as illustrative and are not real client data.

Case studies describe results achieved for specific clients in specific markets at a specific time. They are not a promise that you will get the same results.

We work to keep the Site accurate and current, but we do not guarantee that everything on it is complete or up to date.

4No guaranteed results

Search rankings, map pack positions, AI search citations, traffic, calls and revenue depend on factors we do not control, including search engine and AI platform algorithms, competitor activity, your market, your reviews and your business operations. For that reason, we do not guarantee any specific ranking, position, citation, traffic level or business outcome, or that any result will be reached by a particular date.

What we commit to is the work described in your written scope, delivered and reported as agreed.

5Consultations and engagements

Submitting an inquiry or booking a consultation does not create a client relationship. We review every inquiry and may decline any engagement at our discretion.

An engagement begins only when both parties agree to a written scope, proposal or service agreement (a "Scope"). The Scope sets out the services, deliverables, fees, reporting and cancellation terms for that engagement. If a Scope conflicts with these Terms, the Scope governs for that engagement. Anything not covered by a Scope is governed by these Terms.

Unless a Scope says otherwise, engagements run month to month.

6Fees and payment

Prices shown on the Site, such as "from $2,500/month", are starting points for reference and are not an offer. Your actual fees are set out in your Scope. Unless stated otherwise, fees are in the currency named in your Scope and applicable taxes, including HST, are added.

Payment timing, late payments and any pause of services for non-payment are handled as described in your Scope.

7Client responsibilities

To do our work well, clients agree to:

• provide accurate and complete information about their business, services, locations and licensing;
• provide timely access to the accounts and platforms included in the Scope, and keep that access current;
• review and approve content in a reasonable time when approval is required;
• make sure they own or have permission to use any photos, logos, text or other material they send us, including permission from any identifiable people in photos; and
• make sure their business, advertising claims and use of the delivered work comply with the laws and platform rules that apply to them.

Delays in information, access or approvals can delay delivery. We are not responsible for delays or results affected by them.

8Third-party platforms

Our work relies on third-party platforms and tools such as Google, Squarespace, Shopify, WordPress, domain registrars and SEO software. Those platforms have their own terms and can change features, policies, rankings or availability at any time, or suspend accounts. We are not responsible for the actions, outages or decisions of third-party platforms, although we will help clients respond to them within the Scope.

Clients remain the owners of their own platform accounts, domains and listings. We work on those accounts through access the client grants.

9Intellectual property

The Site

The Site's text, design, graphics, code, logos and the Keyo name are owned by Keyo or our licensors and protected by law. You may view and share links to the Site for personal or internal business use. Any other use needs our written permission.

Client work

Ownership of the websites, pages, content and other deliverables we create for a client is set out in the Scope. Unless the Scope says otherwise, once the client has paid in full for a deliverable, the client owns that final deliverable as delivered. Keyo keeps ownership of our pre-existing materials, templates, code snippets, processes, tools and know-how, and grants the client a licence to use any of them that are built into their deliverables.

Client materials

Clients keep ownership of the materials they give us and grant Keyo permission to use them to deliver the services.

Portfolio

Unless a client asks us not to, we may show completed work, the client's name and logo, and results in our portfolio and case studies.

10Client login

If we give you access to a client login or portal, keep your credentials private and let us know right away if you believe someone else has accessed your account. You are responsible for activity under your login.

11Reviews and testimonials

Reviews shown on the Site come from real clients, including public Google reviews. We do not buy reviews or offer anything in exchange for positive ones. If you leave us a review, you confirm it reflects your honest experience.

12Links to other sites

The Site links to websites we do not control, including client websites, Google and social media. We are not responsible for their content, availability or practices, and a link is not an endorsement.

13Disclaimer

To the fullest extent permitted by law, the Site and its content are provided "as is" and "as available", without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement. We do not guarantee that the Site will be uninterrupted, error-free or free of harmful components.

14Limitation of liability

To the fullest extent permitted by law, Keyo and its directors, employees and contractors will not be liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data, rankings or business opportunities, arising from your use of the Site or our services.

For use of the Site, our total liability is limited to $100 CAD. For services, our total liability for any claim is limited to the fees you paid Keyo for the services giving rise to the claim during the three months before the claim arose, unless your Scope sets a different limit.

Nothing in these Terms limits liability that cannot be limited under applicable law.

15Indemnity

You agree to indemnify and hold harmless Keyo and its directors, employees and contractors from claims, losses and costs, including reasonable legal fees, arising from your breach of these Terms, your misuse of the Site, or materials you provide to us that infringe someone else's rights or break the law.

16Privacy

Our Privacy Policy explains how we collect, use and protect personal information. It forms part of these Terms.

17Governing law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there. You and Keyo agree to the exclusive jurisdiction of the courts located in Toronto, Ontario, unless a Scope says otherwise.

If any part of these Terms is found unenforceable, the rest remains in effect. If we do not enforce a right right away, we have not waived it.

18Changes to these terms

We may update these Terms from time to time. The "last updated" date at the top of this page shows when they were last changed. Continuing to use the Site after an update means you accept the updated Terms. Changes do not alter a signed Scope unless both parties agree in writing.

19Contact us

Questions about these Terms can be sent to Keyo Agency Inc. by email at info@keyoagency.com, by phone at (647) 717-7785, or by mail to 1423 Yonge St, Toronto, Ontario.