Terms of Service

ThinknBox Inc. is a full-service restaurant marketing agency based in the Greater Toronto Area, Ontario, Canada. We provide marketing services to restaurant and food & beverage businesses, including but not limited to:

• Social media content creation and management
• Paid advertising on Meta (Facebook/Instagram), Google, and TikTok
• Brand identity and development
• Photography and videography coordination
• Strategic marketing consulting
• Campaign planning and execution

The specific scope of services, deliverables, timelines, and fees will be detailed in a separate Service Agreement or Statement of Work (“SOW”) signed by both parties. In the event of a conflict between these Terms and the SOW, the SOW shall prevail.

Unless otherwise specified in the SOW:

• Invoicing: Invoices are issued monthly in advance for retainer services, or upon milestone completion for project-based work.
• Payment Due Date: Payment is due within 15 days of the invoice date.
• Late Payments: Overdue invoices may be subject to a 2% monthly interest charge. ThinknBox reserves the right to pause services if payment is more than 30 days overdue.
• Currency: All fees are quoted and billed in Canadian Dollars (CAD) unless otherwise agreed in writing.
• Ad Spend: Advertising spend (Meta Ads, Google Ads, etc.) is separate from agency fees and is billed directly to the Client's ad account or invoiced at cost with no markup unless agreed otherwise.
• Refunds: Due to the nature of creative services, all fees paid are non-refundable once work has commenced, except where ThinknBox fails to deliver agreed services.

Upon receipt of full payment for services rendered:

• Client Ownership: All final deliverables created specifically for the Client (content, graphics, copy, campaigns) become the property of the Client.
• ThinknBox Ownership: ThinknBox retains ownership of all proprietary processes, methodologies, templates, tools, and frameworks used in delivering services.
• Portfolio Rights: Unless the Client requests otherwise in writing, ThinknBox reserves the right to display completed work in our portfolio for marketing and promotional purposes.
• Third-Party Assets: The Client is responsible for ensuring they have the rights to any logos, images, or brand assets provided to ThinknBox for use in campaigns.

The Client agrees to:

• Provide timely feedback, approvals, and required assets within agreed timelines
• Ensure all business information provided to ThinknBox is accurate and up-to-date
• Grant necessary access to social media accounts, ad accounts, and analytics platforms
• Comply with platform terms of service (Meta, Google, TikTok, etc.) for all campaigns
• Obtain all necessary consents for data collection and marketing activities in their jurisdiction

Both parties agree to keep confidential any proprietary or sensitive information shared during the engagement. This includes business strategies, financial data, customer data, and trade secrets. This obligation survives termination of the engagement for a period of 2 years.

To the maximum extent permitted by applicable law:

• No Guarantee of Results: ThinknBox makes no guarantees regarding specific marketing results, ROI, follower growth, or revenue increases. Marketing outcomes depend on many factors outside our control.
• Liability Cap: ThinknBox's total liability for any claim arising from our services shall not exceed the total fees paid by the Client in the 3 months preceding the claim.
• Exclusions: ThinknBox is not liable for: indirect, incidental, or consequential damages; loss of profits or revenue; third-party platform policy changes affecting campaign performance; or delays caused by the Client's failure to provide required assets or approvals.

• By Either Party: Either party may terminate the engagement with 30 days written notice, unless the SOW specifies a different notice period.
• Immediate Termination: ThinknBox may terminate immediately if the Client engages in illegal activity, violates platform terms of service in ways that create liability for ThinknBox, or fails to make payment after 60 days overdue.
• Upon Termination: The Client will pay for all services rendered up to the termination date. ThinknBox will provide final deliverables for completed work and transfer any Client-owned assets or account access within 14 business days.

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.

Any disputes arising out of or related to these Terms or our services shall first be attempted to be resolved through good-faith negotiation. If unresolved after 30 days, disputes shall be submitted to binding arbitration in Toronto, Ontario, in accordance with the Arbitration Act, 1991 (Ontario).

We reserve the right to update these Terms at any time. Changes will be posted on this page with an updated “Last updated” date. Continued engagement with ThinknBox after changes constitutes acceptance of the updated Terms. For active Client engagements, material changes to Terms will be communicated with 30 days notice.

These Terms, together with any signed SOW or Service Agreement, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior discussions, representations, or agreements. No waiver or modification of these Terms is effective unless in writing and signed by both parties.