These Terms have been updated to clarify project-specific payment arrangements, separate projects and add-ons, project termination, rush work, and general client policies. Existing written project and payment arrangements remain unchanged unless otherwise agreed in writing.
By signing or approving your Statement of Work (SOW) or proposal, you acknowledge and agree to these Terms of Service (TOS). Each SOW outlines the scope, timeline, and investment specific to that project or retainer.
SoCretia provides virtual business support, automation, systems, and digital strategy services, and more as outlined in your (the Client's) SOW. The scope, deliverables, timeline, and payment will be outlined in the proposal or, where applicable, a Statement of Work (SOW), and agreed upon before payment is collected and services begin. As scope varies per project, a client may have multiple SOWs during their working relationship with SoCretia. All general terms in this TOS govern every SOW and project, unless explicitly waived in writing.
Unless expressly identified in the proposal or Statement of Work as one bundled project, each service, project, phase, package, or optional add-on is considered a separate engagement for the purposes of scope, scheduling, payment, delivery, and completion.
The inclusion of multiple services or optional add-ons within the same proposal does not combine those services into a single project or payment obligation. Each selected service remains subject to its own pricing and payment terms unless SoCretia expressly agrees otherwise in writing.
A revision is a request for a minor change to a deliverable after it has been submitted. It’s an adjustment to existing work within the agreed scope of the SOW — not the creation of new deliverables or features.
Each deliverable includes one round of reasonable, in-scope revisions. Additional revisions beyond that amount, or requests for additional meetings outside the originally agreed cadence, will be billed at SoCretia’s hourly rate of $300/hr (2-hour minimum).
If a requested change or meeting significantly alters the scope, direction, or complexity of the project, a new SOW or change order will be required before additional work begins.
Scope creep occurs when requests expand beyond the agreed-upon SOW, requiring extra time, effort, or resources. If that happens, SoCretia will notify the Client, outline the impact, and provide an estimate for any additional costs or timeline adjustments.
Meeting Reschedules & Cancellations
Cancellations or reschedule requests made within 2 business hours of the scheduled start time are considered billable.
The first two short-notice changes are billed at 0.25 hours each.
From the third instance onward, a 1-hour charge applies per occurrence.
Example: If a Saturday session is cancelled on short notice and the client requests to rebook for Monday, that counts as a billable reschedule — and availability that soon is not guaranteed.
Please note: availability for same-week rescheduling — especially following late cancellations or weekend bookings — is not guaranteed. While we’ll do our best to accommodate, we ask that clients honour scheduled time to respect everyone’s calendar and workflow.
Rush Rate: $400/hour (3-hour minimum) for hourly work accepted as rush work. Fixed-price project work accepted on a rush basis is subject to the standard project rate plus a 30% rush surcharge.
Rush work includes requests requiring a turnaround of seventy-two (72) hours or less, requests requiring work outside SoCretia's normal working availability, or requests that materially compress an already agreed project timeline.
All rush work is accepted on a case-by-case basis and is subject to SoCretia's availability and existing project commitments. Payment of a rush fee does not guarantee availability unless the request has been expressly accepted by SoCretia.
Deliverables are considered approved if no written feedback or revision request is received within five (5) business days of delivery.
SoCretia operates as an independent contractor, not an employee. All taxes and legal responsibilities related to SoCretia’s operations are managed internally.
Your Responsibilities as the Client
Provide timely access to accounts, assets, and information required for project completion.
Review deliverables and provide feedback within five (5) business days.
Follow agreed communication channels and timelines.
Reimburse any pre-approved purchases made on your behalf (e.g., software, subscriptions).
My Responsibilities as the Contractor
Deliver work professionally, accurately, and on schedule.
Communicate clearly about progress, updates, and needs.
Handle all client data with confidentiality and care.
Decline any work that is unethical or unlawful.
If delays occur on either side, project timelines may shift to accommodate them.
Client Delays
Project timelines are based on the timely receipt of required information, approvals, assets, account access, permissions, and feedback from the Client.
Delays in providing these items may result in adjusted delivery timelines. SoCretia is not responsible for delays caused by missing, incomplete, or late client-provided materials, access, or permissions. Where applicable, work will resume once all required items have been received.
From time to time, SoCretia may engage trusted subcontractors or collaborators. You will be informed before any subcontractor begins work, and they will be bound by the same confidentiality and professional standards outlined here.
Your information and project materials are treated as confidential. Passwords, proprietary data, and access credentials are stored and shared securely. Confidentiality remains in effect even after our work together concludes.
While SoCretia uses reputable third-party tools (e.g., project management, file sharing, communication software), SoCretia cannot be held liable for outages, breaches, or data loss caused by those external platforms.
To improve efficiency and deliver high-quality services, SoCretia may use artificial intelligence (AI) tools to assist with research, drafting, brainstorming, copywriting, coding, workflow development, automation, transcription, note-taking, and other project-related tasks.
All AI-assisted work is reviewed, edited, and quality-checked by SoCretia before being delivered to the Client. AI is used as a productivity tool and does not replace professional judgment or oversight.
Where reasonably necessary to provide the agreed services, limited client information may be processed through trusted third-party AI platforms. SoCretia will take reasonable steps to protect confidential information and will not intentionally disclose confidential client information beyond what is necessary to perform the services.
You will have access to applicable project files throughout our work together.
At the conclusion of a project, retainer, or engagement, SoCretia will provide a hand-off package containing the relevant deliverables, documentation, and access details for the work performed, so that you or a future service provider can continue without interruption. Where a hand-off requires materially more than a reasonable compilation of existing materials — for example, new documentation, training sessions, or migration work — that work will be scoped and quoted separately.
Project files are retained for sixty (60) days following the conclusion of the engagement, after which they are deleted. Please download or back up anything you wish to keep before that date.
Certain business, financial, contractual, or other records may be retained where reasonably necessary for legal, tax, compliance, or record-keeping purposes.
SoCretia is not responsible for storing or recovering project files beyond the applicable retention period. Files held in accounts, platforms, or storage owned by the Client remain the Client's responsibility.
Unless otherwise expressly stated in the applicable proposal, Statement of Work, or invoice, project work is payable in full before work begins.
Payment terms apply to each individual project, service, phase, package, or add-on independently. The combined value of multiple services appearing within the same proposal, invoice, or client relationship does not automatically qualify those services for split payments, financing, or a payment plan.
At SoCretia's discretion, certain projects may be offered with deposit-based, split, milestone, recurring, or other staged payment arrangements. Any such arrangement must be expressly stated in writing in the applicable proposal, Statement of Work, or invoice.
The availability of a payment arrangement for one project does not create an entitlement to the same arrangement for another project, add-on, renewal, or future engagement.
Invoices are due upon receipt unless a different due date or payment condition is expressly stated on the invoice, proposal, or Statement of Work.
Payments overdue by five (5) business days may be subject to a one-time late-payment fee of $75 or 5% of the outstanding invoice balance, whichever is greater.
SoCretia may pause work, withhold deliverables, delay the beginning of a subsequent project or phase, or suspend services while an account remains past due.
If an invoice remains unpaid for sixty (60) calendar days, work will remain suspended until the outstanding balance is paid or another arrangement is expressly agreed to in writing.
All outstanding amounts remain payable regardless of any suspension of services.
All fees are stated in the currency identified in the applicable proposal, invoice or Statement of Work and are exclusive of applicable taxes unless expressly stated otherwise.
Pricing is set in USD and converted to the client's local currency where applicable, using the exchange rate in effect at the time the proposal or Statement of Work is issued. The converted amount is fixed for the duration of that engagement.
SoCretia will calculate, collect, and remit Canadian GST/HST and any other taxes that SoCretia is legally required to charge. The applicable Canadian tax rate will be determined according to the relevant place-of-supply rules.
For clients outside Canada, the Client remains responsible for any local VAT, GST, use tax, reverse-charge obligation, withholding, duty, or similar charge imposed in the Client’s jurisdiction, except to the extent SoCretia is legally required to collect and remit that charge.
Any payment-processing or credit-card fee will be disclosed before payment and applied only where permitted by applicable law and payment-network rules.
All payments are non-refundable. If a chargeback or dispute is initiated without prior communication, services will end immediately.
SoCretia may adjust service rates from time to time. Updated rates apply to future projects, add-ons, new Statements of Work, and retainer renewals.
Rate changes do not alter pricing already agreed to for an active project or current commitment unless SoCretia and the Client agree otherwise in writing.
If SoCretia purchases software, subscriptions, or third-party services on your behalf, those costs will be itemized and billed to you on the next invoice. Clients remain responsible for any associated project costs.
Unless a different minimum term is specified in the applicable proposal or Statement of Work, the following minimums apply:
For retainers beginning after a website or system build completed by SoCretia, a 3-month minimum commitment is required.
For retainers supporting existing systems not originally built by SoCretia, a 4-month minimum commitment applies.
Clients using the Star Funnels (SF) system are enrolled under a 3-month minimum retainer.
These minimums ensure adequate time for onboarding, optimization, and consistent results.
Where a proposal, Statement of Work, or other written agreement specifies a different minimum term, that stated term applies in place of the minimums above. Minimums stated in this section apply where no term has been specified in writing.
After the applicable minimum term, retainers continue month-to-month and may be ended with 30 days' written notice, per Section 12.
Client Policy & Payment Terms may be updated periodically. The most recent version will always be available at: https://sites.socretia.com/client-policy-payment-terms.
Where SoCretia agrees in writing to a payment plan, instalment schedule, or other staged arrangement for an outstanding balance or a project fee, the following terms apply.
The applicable proposal, Statement of Work, or invoice will state the instalment amount, the number of instalments, the payment dates, and the total amount payable. The Client will keep a valid payment method on file for the duration of the plan and authorizes SoCretia to charge that method on each scheduled date.
A payment plan is part of the agreement to which it relates. It is not a separate or optional arrangement, and it does not reduce, settle, or compromise the total amount owed.
If any scheduled instalment is missed, or an automatic payment fails and is not cured within five (5) business days of written notice, the entire remaining balance becomes immediately due and payable in full. SoCretia may also pause services, withhold deliverables, and suspend any related project or retainer under Section 7 until the account is brought current.
Late-payment fees under Section 7 apply to missed instalments in the same way they apply to any other overdue invoice.
Completion of a payment plan does not entitle the Client to a payment plan on any future project, add-on, renewal, or engagement.
You retain ownership of your accounts, data, customer information, branding, content, files, and any materials you provide to SoCretia.
Upon full payment, SoCretia assigns to you all right, title, and interest it holds in the client-specific deliverables created for your business. This includes the specific funnels, email and SMS sequences, workflow and automation configurations, forms, integrations, documentation, and other custom work built inside your accounts, unless otherwise stated in your proposal or Statement of Work.
SoCretia retains ownership of all pre-existing or independently developed templates, frameworks, prompts, methodologies, standard operating procedures, general automation concepts, reusable workflow structures, systems, tools, processes, and know-how used to provide the services. This does not give SoCretia ownership of your account, data, content, or the client-specific configurations built for your business.
If any SoCretia-owned material is incorporated into a client-specific deliverable, you receive a perpetual, worldwide, royalty-free, non-exclusive, and irrevocable licence to use, copy, modify, and maintain that material as part of your business. You may also allow your employees, contractors, and future service providers to use it on your behalf.
SoCretia may continue using its general skills, experience, concepts, and reusable methods, provided that doing so does not disclose your confidential information, reuse your proprietary content or data, or reproduce your client-specific deliverables for another client.
Third-party software, platform features, templates, plugins, and other third-party materials remain subject to their respective owners’ terms and licences. To the extent permitted by law, SoCretia waives, and will obtain appropriate waivers from its personnel and subcontractors of, any moral rights in the client-specific deliverables.
Unless otherwise agreed in writing, SoCretia may reference the Client's business name, publicly available project information, non-confidential deliverables, or generalized project outcomes in portfolios, educational materials, case studies, presentations, marketing, social media, or other promotional content.
Confidential information, financial information, customer data, passwords, proprietary strategies, and other sensitive information will never be shared without the Client's prior written consent.
If the Client prefers that no aspect of the project be used for promotional purposes, they may notify SoCretia in writing at any time.
SoCretia will always strive to deliver accurate, high-quality work but cannot guarantee specific results or outcomes.
SoCretia is not liable for:
Software or platform outages, bugs, or performance issues.
Data loss caused by third-party tools.
Lost revenue or indirect damages resulting from the use or implementation of deliverables.
Clients are responsible for reviewing all work prior to public use or publication.
Neither party will be held responsible for delays or interruptions caused by events beyond reasonable control, including illness, natural disasters, internet outages, or major technology failures. Timelines will be adjusted accordingly.
Clients agree not to directly hire or solicit SoCretia’s subcontractors, assistants, or collaborators during or within one year after our working relationship without written consent. Similarly, SoCretia will not solicit your clients directly unless approached by them.
Ongoing Services & Retainers
Ongoing and retainer-based services remain subject to any minimum commitment stated in the applicable proposal or Statement of Work. Once the minimum commitment has been completed, either party may end ongoing services with thirty (30) days' written notice by email unless otherwise agreed in writing.
During the notice period, regularly scheduled services and invoices will continue unless otherwise agreed. No new projects or material additions to scope will be introduced during the notice period unless separately approved.
Client access required for SoCretia to complete agreed work, documentation, or hand-off should remain available throughout the notice period. If access is removed or restricted early, SoCretia is not responsible for resulting incomplete work, delays, or disruptions.
Fixed-Scope Projects
Fixed-scope projects are governed by the cancellation or termination terms stated in the applicable proposal or Statement of Work.
If no separate cancellation provision is stated, either party may request cancellation of a fixed-scope project in writing. Cancellation does not cancel or refund fees already earned or paid for work performed, milestones reached, approved third-party expenses, or other amounts properly due under the project agreement.
Any deliverables completed through the effective cancellation date will be released once all amounts then due have been paid.
Where a project uses staged or milestone billing, payments associated with milestones already reached remain due. Future work and future milestones will cease unless otherwise agreed in writing.
Suspension or Immediate Termination
SoCretia may suspend or terminate services without the standard notice period where reasonably necessary due to material non-payment, material breach of the agreement, unlawful or unethical requests, abusive or threatening conduct, security concerns, or a Client's ongoing failure to provide access, approvals, information, or cooperation reasonably required to perform the services.
Upon termination, all outstanding amounts properly due remain payable; including the full remaining balance of any payment plan, which becomes immediately due on termination.
If any issue arises, both parties agree to first discuss and attempt resolution in good faith.
If mediation is required, it will take place under the laws of Ontario, Canada.
These Terms are governed by the laws of Ontario, Canada.
SoCretia serves clients across North America and internationally, and all work is intended to comply with fair business practices applicable in the Client’s location. Any legal proceedings shall be brought in Ontario unless both parties agree otherwise in writing.
These Terms may be updated periodically to reflect changes to SoCretia's services, business practices, legal requirements, or policies. The current version will be available on SoCretia's website and will identify its most recent update date.
Unless otherwise required by law or expressly agreed in writing, material changes to these Terms will apply prospectively to new projects, proposals, Statements of Work, add-ons, renewals, and new engagements accepted after the updated Terms take effect.
An active project or engagement will continue under the terms applicable when that engagement was accepted unless SoCretia and the Client mutually agree in writing to a change.
Administrative, formatting, clarification, or other non-material updates may be made without affecting an existing project's agreed commercial terms.
The most recent version will always be available at https://sites.socretia.com/terms-of-service
For details on how client data is handled, please see the SoCretia Privacy Policy.
SoCretia will obtain permission before publicly using an attributed client testimonial or private client feedback for promotional purposes.
The use of non-confidential project information, deliverables, and project outcomes for portfolio, case study, educational, and marketing purposes is governed by Section 8a (Portfolio & Marketing).
Confidential information, sensitive business information, customer data, passwords, proprietary strategies, and other protected information will not be publicly disclosed without the Client's prior consent.
These Terms, together with the applicable accepted proposal, Statement of Work, approved change order, and any other project-specific terms expressly agreed to in writing, form the agreement between SoCretia and the Client for the applicable engagement.
Invoice-specific payment instructions, milestone descriptions, due dates, or billing conditions may supplement the agreement for the invoice to which they relate but do not otherwise modify the agreed project scope, deliverables, or total investment unless expressly agreed by both parties in writing.
If there is a conflict between documents relating to an engagement, the following order of precedence will apply:
The applicable accepted proposal, Statement of Work, approved change order, or other project-specific written agreement;
Invoice-specific terms, solely with respect to the payment or billing conditions addressed by that invoice;
These Terms of Service; and
SoCretia's Client Policy & Payment Terms published at https://sites.socretia.com/client-policy-payment-terms
A more specific written term agreed for a particular project will take precedence over a general term addressing the same subject.
These documents supersede prior discussions, representations, or understandings concerning the same services, whether written or verbal, except for any term the parties expressly agree in writing will continue to apply.
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.