Terms of Service

1. Agreement to Terms

By accessing or using the Dentx website (dentx.ca) and services, you agree to be legally bound by these Terms of Service, our Privacy Policy, and any additional terms and conditions that may apply. If you do not agree to these terms in their entirety, you are prohibited from using our website and services and must discontinue use immediately.

These Terms of Service apply to all visitors, users, and clients of Dentx, regardless of location. You represent that you are at least 18 years of age and have the legal capacity to enter into binding contracts.

2. Description of Services

Dentx provides digital marketing services for dental practices, including but not limited to search engine optimization (SEO), pay-per-click advertising (PPC), social media marketing, reputation management, website design, and related consulting services. The specific scope, deliverables, and fees for services will be outlined in a separate written service agreement or statement of work.

Dentx reserves the right to modify, suspend, or discontinue any aspect of its services at any time without prior notice. We are not obligated to provide any specific service not explicitly outlined in a signed service agreement.

3. Disclaimer of Warranties

THE WEBSITE AND ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

To the fullest extent permitted by applicable law, Dentx expressly disclaims all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties that the services will meet your requirements or expectations
• Warranties that the services will be uninterrupted, timely, secure, or error-free
• Warranties regarding the accuracy, reliability, or completeness of any information provided
• Warranties that defects will be corrected or that our website is free of viruses or harmful components

Any advice or information obtained through our services does not create any warranty not expressly stated in these terms.

4. No Guaranteed Results

DENTX MAKES NO GUARANTEES, REPRESENTATIONS, OR WARRANTIES REGARDING SPECIFIC RESULTS, OUTCOMES, OR PERFORMANCE FROM OUR MARKETING SERVICES.

You acknowledge and agree that:

• Search engine rankings, website traffic, leads, patient acquisition, and revenue are influenced by numerous factors beyond our control
• Past performance and case studies are illustrative only and do not guarantee similar results for your practice
• Search engine algorithms, advertising platforms, and market conditions change frequently and unpredictably
• Results vary significantly based on competition, location, practice quality, and many other variables
• Any projections, estimates, or forecasts we provide are based on assumptions that may not materialize
• We are not responsible for the actions of search engines, social media platforms, or other third parties

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DENTX, ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, OR AFFILIATES BE LIABLE FOR ANY:

• Indirect, incidental, special, consequential, punitive, or exemplary damages
• Loss of profits, revenue, data, goodwill, or business opportunities
• Business interruption or loss of business
• Cost of substitute services
• Damages arising from unauthorized access to or alteration of your data
• Any other intangible losses

This limitation applies regardless of the legal theory (contract, tort, negligence, strict liability, or otherwise), even if Dentx has been advised of the possibility of such damages.

IN NO EVENT SHALL DENTX'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES EXCEED THE LESSER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO DENTX IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE CLAIM, OR (B) ONE THOUSAND CANADIAN DOLLARS (CAD $1,000).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

6. Indemnification

You agree to defend, indemnify, and hold harmless Dentx, its owners, directors, officers, employees, agents, contractors, affiliates, successors, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs, expenses, and attorneys' fees arising from:

• Your use of our website or services
• Your breach of these Terms of Service
• Your violation of any applicable law, regulation, or third-party rights
• Any content, data, or information you provide to us
• Your negligence or willful misconduct
• Any claims by third parties related to your dental practice, including patients, employees, or regulatory bodies
• Any advertising content approved by you that results in claims of false advertising, defamation, or other legal issues

This indemnification obligation shall survive the termination of these Terms and your use of our services.

7. Release of Claims

To the fullest extent permitted by applicable law, you hereby release and forever discharge Dentx, its owners, directors, officers, employees, agents, contractors, and affiliates from any and all claims, demands, damages, actions, causes of action, or suits of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, arising out of or in any way connected with your use of our services.

You expressly waive any rights you may have under any statute or common law principle that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

8. Assumption of Risk

You acknowledge and agree that your use of our services is at your sole risk. You assume full responsibility for all risks associated with digital marketing, including but not limited to: potential negative impacts on search rankings due to algorithm changes, advertising account suspensions by third-party platforms, negative reviews or reputation issues, and any financial losses resulting from marketing campaigns that do not perform as hoped.

9. Class Action Waiver

YOU AND DENTX AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration against Dentx. If for any reason a claim proceeds in court rather than through arbitration, you and Dentx each waive any right to a jury trial.

10. Client Responsibilities

When using our services, you agree to:

• Provide accurate, current, and complete information about your practice
• Grant necessary access to accounts, platforms, and systems as required for service delivery
• Respond to requests for information, approvals, and feedback in a timely manner
• Pay for services according to the agreed-upon terms and schedule
• Comply with all applicable laws, regulations, and professional standards
• Not use our services for any unlawful, fraudulent, or harmful purpose
• Ensure that all content you provide does not infringe on third-party rights
• Maintain appropriate professional licenses and insurance for your dental practice

11. Third-Party Services and Platforms

Our services may involve the use of third-party platforms and services (e.g., Google, Facebook, Instagram, website hosting providers). You acknowledge that:

• Dentx is not responsible for the actions, policies, or availability of third-party platforms
• Third-party platforms may change their terms, algorithms, or policies at any time without notice
• Account suspensions, ad disapprovals, or other issues with third-party platforms are beyond our control
• You are responsible for complying with the terms of service of all third-party platforms
• Dentx makes no warranties regarding the continued availability or performance of third-party services

12. Intellectual Property

The Dentx website, logo, brand elements, proprietary methods, strategies, and all content are protected by intellectual property laws. You may not copy, modify, distribute, sell, or create derivative works without express written permission.

Content created specifically for your practice (such as website copy, ad content, or graphics) becomes your property upon full payment of all amounts due. Dentx retains the right to use such work in our portfolio and marketing materials unless otherwise agreed in writing.

13. Payment Terms

Payment terms will be specified in your service agreement. Unless otherwise stated:

Project Deposits:

• A 50% deposit of the total project cost is required at contract sign-off, payable once both parties have reviewed and signed the service agreement
• The remaining 50% is due upon project completion or as specified in your service agreement
• By paying the deposit, you acknowledge that you have read, understood, and agree to these Terms of Service
• Deposits are non-refundable once work has commenced

Ongoing Services:

• Monthly retainer services are billed monthly in advance
• Payment is due within 15 days of invoice date

General Payment Policies:

• Late payments may incur interest at 2% per month (24% annually) or the maximum rate permitted by law
• Dentx may suspend services for accounts more than 30 days past due
• You are responsible for all applicable taxes, duties, and fees
• All fees are non-refundable unless otherwise specified in writing
• Disputed charges must be reported within 30 days of invoice date

14. Termination

Either party may terminate services with 30 days written notice to the other party. Dentx may terminate services immediately and without notice if:

• You breach any provision of these Terms
• You fail to pay amounts due within 30 days
• You engage in fraudulent, illegal, or unethical conduct
• Continuing services would expose Dentx to legal liability

Upon termination, you remain responsible for payment of all services rendered through the termination date. All limitations of liability, indemnification obligations, and other provisions that by their nature should survive, shall survive termination.

15. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information disclosed during the business relationship. Dentx will treat your business information as confidential and will not disclose it to third parties except as necessary to provide services, as required by law, or with your consent. You agree to keep Dentx's proprietary methods, strategies, and pricing confidential.

16. Force Majeure

Dentx shall not be liable for any failure or delay in performing our obligations where such failure or delay results from causes beyond our reasonable control, including but not limited to: acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation, facilities, fuel, energy, labor, materials, or communications or information technology failures or interruptions.

17. Electronic Communications & Anti-Spam Compliance

We comply with Canada's Anti-Spam Legislation (CASL) and the United States CAN-SPAM Act. By providing your contact information and using our services, you consent to receive electronic communications from us related to our services.

• You may withdraw consent and unsubscribe from marketing communications at any time
• Transactional and service-related communications may still be sent as permitted by law
• We will honor unsubscribe requests within 10 business days

18. No Professional Advice

The information and services provided by Dentx are for general informational and marketing purposes only. Nothing on our website or in our services constitutes legal, financial, medical, or other professional advice. You should consult with qualified professionals regarding legal, financial, regulatory, or other matters affecting your dental practice. Dentx is not responsible for any decisions you make based on information provided through our services.

19. Consumer Protection

Nothing in these Terms shall limit or exclude any rights you may have under applicable mandatory consumer protection laws in your jurisdiction that cannot be waived or limited by contract. To the extent any provision of these Terms conflicts with mandatory consumer protection laws, the mandatory law shall prevail only to the minimum extent required.

20. Governing Law

These Terms of Service and any separate agreements whereby we provide you services shall be governed by and construed exclusively in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of law principles.

The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. Regardless of your location or where you access our services from, Alberta law shall apply.

22. Dispute Resolution

Prior to initiating any legal proceeding, you agree to first attempt to resolve any dispute informally by contacting us at support@dentx.ca. We will attempt to resolve the dispute through good-faith negotiation within thirty (30) days.

If the dispute cannot be resolved through negotiation, either party may pursue legal remedies exclusively in the courts of Calgary, Alberta, Canada as specified above. You agree that any claim must be brought within one (1) year after the cause of action arises, or such claim shall be permanently barred.

23. Changes to Terms

We reserve the right to modify these Terms at any time in our sole discretion. Material changes will be posted on our website with an updated "Last updated" date. Your continued use of our website or services after any changes constitutes your acceptance of the new Terms. It is your responsibility to review these Terms periodically for changes.

24. Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable by a court of competent jurisdiction, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions. The unenforceable provision shall be modified to the minimum extent necessary to make it enforceable while preserving the parties' original intent.

25. Entire Agreement

These Terms of Service, together with our Privacy Policy and any signed service agreements, constitute the entire agreement between you and Dentx regarding the subject matter hereof and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written. No waiver of any provision shall be deemed a further or continuing waiver of such provision or any other provision.

26. Contact Information

If you have questions about these Terms of Service, please contact us at: