Welcome to KNITLY, the next-generation digital marketing platform. As a Canadian Federal corporation headquartered in Toronto, Ontario, we pride ourselves on offering top-tier digital marketing solutions seamlessly woven into the fabric of your business. Our platform provides a unique blend of content creation, distribution in paid campaigns, and advanced data management, ensuring that your business thrives in the digital realm.
At KNITLY, we believe in transparency and building trust with our valued clients. This Terms of Service (“Terms”) document outlines the terms and conditions governing your use of our platform and services. Whether you're looking to get started with digital marketing or aiming to elevate your existing strategies, our AI-driven team and platform stand ready to be an extension of your business, offering a truly unparalleled experience.
Your use of the Service is subject to these Terms, as well as our Privacy Policy and Cookie Policy. As pertains to the Service, (1) the “Effective Date” of the Agreement is the earlier of the date of (a) your initial acceptance of these Terms (or Updated Terms, as applicable) and access to the Service through any online provisioning, registration, or order process; or (b) the effective date of the first Order Form between you and KNITLY referencing this Agreement; and (2) the “Term” of the Agreement shall be as of the Effective Date until you terminate your Account and/or the expiration or termination of the last outstanding Order Form. As used herein, “Order Form” means the KNITLY ordering document governed by this Agreement that is signed by KNITLY and you and specifies the products or offerings procured by you.
Please read this Agreement carefully and make sure you understand it. If you do not understand the Agreement, or do not accept any part of it, then you are not permitted and may not use the Service.
BY INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT OR ACCESSING OR USING THE KNITLY SERVICE OR ANY RELATED KNITLY OFFERINGS, YOU ARE ACCEPTING ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT USE THE SERVICE OR ANY RELATED KNITLY OFFERINGS. BY ENTERING INTO THIS AGREEMENT, EACH PARTY HEREBY REPRESENTS AND WARRANTS THAT IT HAS THE FULL RIGHT, POWER, AND AUTHORITY TO ENTER INTO AND PERFORM THIS AGREEMENT, AND THIS AGREEMENT IS A VALID AND BINDING OBLIGATION ON SUCH PARTY.
IF YOU ARE USING OR ACCESSING THE SERVICE OR ANY RELATED KNITLY OFFERINGS AS AN EMPLOYEE, CONTRACTOR, OR AGENT OF A CORPORATION, PARTNERSHIP OR SIMILAR ENTITY, THEN YOU MUST BE AUTHORIZED TO SIGN FOR AND BIND SUCH ENTITY IN ORDER TO ACCEPT THE TERMS OF THIS AGREEMENT, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO DO SO AND SHALL BE LIABLE TO KNITLY FOR ANY VIOLATIONS UNDER THE AGREEMENT BY YOU OR SUCH ENTITY. THE RIGHTS GRANTED UNDER THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON ACCEPTANCE BY SUCH AUTHORIZED PERSONNEL.
By accessing and using the KNITLY website and services, you represent and warrant that:
By accessing and using the KNITLY website and services, you acknowledge and agree that you are solely responsible for any breach of these representations and warranties and for any consequences that may result from your breach. You agree to indemnify and hold KNITLY and its affiliates, officers, agents, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of these representations and warranties.
In order to access and use certain features of the KNITLY website and services, you may be required to register and create an account. When you register for an account, you will be asked to provide certain personal information, such as your name, email address, and password. You agree to provide accurate, complete, and up-to-date information when registering for an account.
You are responsible for maintaining the confidentiality of your account information and password, and you are solely responsible for any activities that occur under your account. You agree to promptly notify KNITLY if you become aware of any unauthorized use of your account or any other breach of security.
You may not transfer or sell your account or any part of the KNITLY website or services to any third party without the prior written consent of KNITLY. KNITLY reserves the right to terminate or suspend your account at any time, with or without notice, if we believe, in our sole discretion, that you have violated these Terms of Service or have otherwise engaged in any activity that is illegal or harmful to us or our other users.
By registering for an account, you acknowledge and agree to be bound by these Terms of Service, including any future modifications. If you do not agree to these Terms of Service, you are not permitted to register for an account or use the KNITLY website and services.
The KNITLY website and services are available to users on a subscription and pay per mille basis. The fees for the services are set forth in the Pricing Page. All subscription fees are due and payable in advance, on the first day of each billing cycle. All pay per mille fees are due the day of the order.
KNITLY reserves the right to modify the fees for the services at any time, upon thirty (30) days prior written notice to you. If you do not agree to the new fees, you may terminate your subscription by providing written notice to KNITLY prior to the effective date of the fee change.
If you fail to make any payment when due, KNITLY may suspend or terminate the services without notice to you. You will not be entitled to any refunds or credits for any fees paid in advance, except as may be required by law.
If you believe that you have been charged in error, please contact us at contact@knitly.app within thirty (30) days of the date of the charge. We will promptly investigate and take appropriate action.
All fees are exclusive of taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies, or duties, excluding taxes based on KNITLY's net income.
By accessing and using the KNITLY website and services, you acknowledge and agree to be bound by these Terms of Service, including the fees and payment terms. If you do not agree to these Terms of Service, you are not permitted to use the KNITLY website and services.
All purchases are non-refundable. You can cancel your subscription at any time by logging into your account or contacting us at contact@knitly.app. Your cancellation will take effect at the end of the current paid term.
The KNITLY website and services may include certain software programs that are owned or licensed by KNITLY or its affiliates (hereinafter "Software"). The Software is protected by Canadian, United States and international copyright laws, and it is provided to you solely for use in connection with the KNITLY website and services.
You are not granted any ownership rights in the Software. You may not copy, distribute, sell, modify, decompile, disassemble, or create derivative works based on the Software without the prior written consent of KNITLY.
You may not use the Software in any way that could damage, disable, overburden, or impair the KNITLY website or services, or interfere with any other party's use and enjoyment of the KNITLY website and services. You may not use the Software in any way that could violate the intellectual property rights of any third party. You may not use the Software to transmit any viruses, worms, or other harmful or disruptive code.
If you are using the KNITLY website or services on behalf of a third party, you represent and warrant that you have obtained all necessary rights and permissions from that third party to use the Software on their behalf.
KNITLY reserves the right to update or modify the Software at any time, with or without notice to you. If you do not agree to any updates or modifications, you may terminate your subscription by providing written notice to KNITLY prior to the effective date of the update or modification.
By accessing and using the KNITLY website and services, you acknowledge and agree to be bound by these Terms of Service, including the Terms of Service governing the use of the Software. If you do not agree to these Terms of Service, you are not permitted to use the KNITLY website and services.
All content included on the KNITLY website, such as text, graphics, logos, images, and software, is the property of KNITLY or its content suppliers and protected by Canadian, United States and international copyright laws. The compilation of all content on this site is the exclusive property of KNITLY and protected by Canada, U.S. and international copyright laws.
The trademarks, logos, and service marks displayed on the KNITLY website are the property of KNITLY or its affiliates or licensors. Users are prohibited from using any of these marks for any purpose without the prior written consent of KNITLY or the third party that may own the mark.
KNITLY grants you a limited, revocable, and non-exclusive right to access and use the KNITLY website and services for your personal use. This right does not include any resale or commercial use of the KNITLY website or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of the KNITLY website or its contents; or any use of data mining, robots, or similar data gathering and extraction tools.
The KNITLY application, website and its contents may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without the express written consent of KNITLY. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of KNITLY without the express written consent. You may not use any meta tags or any other "hidden text" utilizing KNITLY's name or trademarks without the express written consent of KNITLY.
Any unauthorized use terminates the permission or license granted by KNITLY. You are granted a limited, revocable, and non-exclusive right to create a hyperlink to the home page of KNITLY so long as the link does not portray KNITLY, its affiliates, or their products or services in a false, misleading, derogatory, or otherwise offensive manner. You may not use any KNITLY logo or other proprietary graphic or trademark as part of the link without the express written permission of KNITLY.
KNITLY takes the protection of its intellectual property very seriously. If you believe that your intellectual property rights have been violated, please contact us at contact@knitly.app with a description of the alleged violation and all relevant information. We will promptly investigate and take appropriate action.
By accessing and using the KNITLY website and services, you agree not to engage in any of the following activities:
KNITLY reserves the right to investigate and take appropriate legal action against anyone who engages in any of the prohibited activities, including without limitation, terminating or suspending their access to the KNITLY website and services, and reporting them to the appropriate authorities.
By accessing and using the KNITLY website and services, you acknowledge and agree to be bound by these Terms of Service, including the prohibition on prohibited activities. If you do not agree to these Terms of Service, you are not permitted to use the KNITLY website and services.
KNITLY may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute; or broadcast content and materials to us or on KNITLY, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively ”Contributions”). Contributions may be viewable by other users of KNITLY and through third-party websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
Any use of KNITLY in violation of the foregoing violates the Terms of Service and may result in , among other things, termination or suspension of your rights to use KNITLY.
As part of the functionality of KNITLY, you may link your account with online accounts you have with third-party service providers (each such account, a ”Third-Party Account”) by either (1) providing your Third-Party Account login information through KNITLY, or (2) allowing us to access you Third-Party Account, as is permitted under the applicable Terms of Service that govern your use of each Third-Party Account. You represent and warrant that you are entitled to disclose your Third-Party Account login information to us and/or grand us access to your Third-Party Account, without breach by you of any of the Terms of Service that govern your use of the applicable Third-Party Account, and without obligating us to pay any fees or making us subject to any usage limitations imposed by the third-party service provider of the Third-Party Account. By granting us access to any Third-Party Accounts, you understand that (1) we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the ”Social Network Content”) so that it is available on and through KNITLY via your account, including without limitation and friend lists and (2) we may submit to and receive from your Third-Party Account additional information to the extent you are notified when you link your account with the Third-Party Account. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account in KNITLY. Please note that if a Third-Party Account or associated service becomes unavailable or our access to such Third-Party Account is terminated by the third-party service provider, then Social Network Content may no longer be available on and through KNITLY. You will have the ability to disable the connection between your account on KNITLY and your Third-Party Accounts at any time. PLEASE NOT THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS. We make no effort to review any Social Network Content for any purpose, including but not limited to for accuracy, legality, or non-infringement, and we are not responsible for any Social Network Content. You acknowledge and agree that we may access your email address book associated with a Third-Party Account and your contacts list stored on your mobile device or tablet computer solely for purposes of identifying and informing you of those contacts who have also registered in KNITLY. You can deactivate the connection between KNITLY and your Third-Party Account by contacting contact@knitly.app or through your account settings. We will attempt to delete any information stored on our infrastructure that was obtained through such Third-Party Account, except the username and profile picture that become associated with your account.
1. Ownership of Content: All content created by KNITLY, including but not limited to videos, audios, images, and copy, remains the exclusive property of KNITLY unless otherwise expressly agreed in writing or if the Customer paid for the Content as part of the Services. Customers are granted a limited, non-exclusive, and revocable license to use the content solely for the purposes outlined in their service agreement with KNITLY.
2. Distribution Rights: KNITLY retains all rights to distribute content in paid campaigns on behalf of its clients. Clients may not redistribute, reproduce, or republish to platforms that provide paid services for content distribution any content distributed by KNITLY in paid campaigns without explicit written consent from KNITLY.
3. Data Management and Dashboards: While KNITLY collects data and creates informative dashboards for its clients, the raw data collected remains the property of the client. However, the design, layout, and presentation of the dashboards, as well as any proprietary algorithms or software used in data processing, remain the exclusive property of KNITLY.
4. Trademarks and Branding: All trademarks, service marks, logos, and branding associated with KNITLY, whether registered or unregistered, are the exclusive property of KNITLY and may not be used in any manner without the express written consent of KNITLY.
5. Third-Party Intellectual Property: If the services provided by KNITLY involve the use or integration of third-party intellectual property, clients are responsible for obtaining the necessary licenses or permissions and ensuring that the use of such intellectual property complies with all applicable laws and regulations.
6. Protection of Intellectual Property: Clients agree to respect all intellectual property rights of KNITLY and third parties. Any unauthorized use, reproduction, or distribution of KNITLY's intellectual property or that of third parties, as used in the provision of KNITLY's services, is strictly prohibited and may result in legal action.
These Terms of Service shall remain in full force and effect while you use KNITLY. WITHOUT LIMITING ANY OTHER PROVISIONS OF THIS TERMS OF SERVICE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF KNITLY (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION OF BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF SERVICE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN KNITLY OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under you name, a fake or a borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal and injunctive redress.
KNITLY reserves the right to modify or discontinue the Service, or any features or functionality of the Service, at any time and without notice.
KNITLY may add or remove functionalities or features, and we may suspend or stop a Service altogether.
KNITLY is not liable to you or any third party for any modification, suspension, or discontinuation of the Service.
You agree that KNITLY has no obligation to provide you with any support or maintenance in connection with the Service.
You acknowledge and agree that any interaction you have with third-party websites or services accessed through the Service is at your own risk.
KNITLY is not responsible for the availability, accuracy, or reliability of any third-party websites or services, or the content, products, or services available from such websites or services.
You acknowledge and agree that KNITLY shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.
You further acknowledge and agree that KNITLY shall not be responsible or liable, directly or indirectly, for any loss or damage of any kind incurred as a result of your interactions with third-party websites or services.
These Terms of Service and any Disputes arising out of or in connection with them or their subject matter or formation (including non-contractual Disputes) shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict of laws principles. Both parties agree to submit to the exclusive jurisdiction of the courts located in Toronto, Ontario, for any legal action arising out of or related to these Terms of Service.
Informal resolution. Most disputes can be resolved informally, so if you have an issue with the services, let’s consult with each other first. Before pursuing formal legal action, you agree to try to resolve a dispute with us informally by sending notice to contact@knitly.app. Any dispute, claim or controversy arising out of or relating to the Service or these Terms of Service (collectively, "Disputes") shall be resolved through negotiation and good faith efforts. If such negotiations do not resolve the Dispute within thirty (30) days of receipt of a written notice of the Dispute, then either party may escalate the matter as set forth below.
Agreement to Arbitration. If the parties are unable to resolve a Dispute through direct negotiations, then the Dispute shall be settled by binding arbitration administered by a recognized arbitration institution in Toronto, Ontario. The arbitration shall be conducted in English and in accordance with the rules of the chosen arbitration institution. The arbitrator's decision shall be final and binding on both parties.
Restrictions. The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for the Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or other persons.
Exceptions to Arbitration. The Parties agree that the following Disputes are not subject to the above provisions concerning binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations and theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute failing within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
To the fullest extent permitted by applicable law, KNITLY and its affiliates, officers, employees, agents, partners, and licensors will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of the Service; (ii) any conduct or content of any third party on or through the Service; (iii) any content obtained from the Service; or (iv) unauthorized access, use, or alteration of your transmissions or content.
In no event will KNITLY's total liability to you for all damages, losses, or causes of action arising out of or relating to these Terms and Conditions or your use of the Service exceed the greater of one hundred dollars ($100) or the amount you have paid to KNITLY in the twelve (12) months prior to the event giving rise to the liability.
Some jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitations may not apply to you.
KNITLY is not liable for any loss of profits, revenues, or data, or any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with these Terms and Conditions or your use of the Service, even if we have been advised of the possibility of such damages.
KNITLY is not responsible for any damages arising from your failure to comply with these Terms and Conditions or any applicable law or regulation.
KNITLY is not responsible or liable for any content, information, or materials posted, transmitted, or otherwise made available by you or any third party on or through the Service.
KNITLY is not responsible or liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods, or services available on or through any third-party websites or services accessed through the Service.
KNITLY is not responsible or liable for any unauthorized access to or alteration of your transmissions or content, or for any loss or damage of any kind incurred as a result of such unauthorized access or alteration.
KNITLY does not assume any responsibility or liability for any errors or omissions in the Service, or for any loss or damage of any kind incurred as a result of the use of any information, content, or materials on the Service.
KNITLY is not responsible or liable for any actions taken by you or any third party in reliance on the Service or the information, content, or materials available on the Service.
KNITLY is not responsible or liable for any loss or damage of any kind arising out of or in connection with the Service, including, but not limited to, any loss or damage arising out of or in connection with the use, inability to use, or performance of the Service, even if we have been advised of the possibility of such damages.
KNITLY is not responsible or liable for any loss or damage of any kind arising out of or in connection with the use of any third-party websites or services accessed through the Service, including, but not limited to, any loss or damage arising out of or in connection with the use, inability to use, or performance of such websites or services.
KNITLY is not responsible or liable for any loss or damage of any kind arising out of or in connection with any content, information, or materials posted, transmitted, or otherwise made available by you or any third party on or
through the Service, including, but not limited to, any loss or damage arising out of or in connection with the use, inability to use, or performance of such content, information, or materials.
The limitations of liability set forth in these Terms and Conditions will apply to the fullest extent permitted by applicable law, and will survive the termination of these Terms and Conditions or your use of the Service.
KNITLY is not responsible or liable for any unauthorized access to or alteration of your transmissions or data, or for any loss or damage of any kind incurred as a result of such unauthorized access or alteration.
KNITLY is not responsible or liable for any loss or damage of any kind arising out of or in connection with the use of the Service or any third-party websites or services accessed through the Service, including, but not limited to, any loss or damage arising out of or in connection with the use, inability to use, or performance of the Service or such websites or services.
KNITLY is not responsible or liable for any loss or damage of any kind arising out of or in connection with any content, information, or materials posted, transmitted, or otherwise made available by you or any third party on or through the Service or any third-party websites or services accessed through the Service, including, but not limited to, any loss or damage arising out of or in connection with the use, inability to use, or performance of such content, information, or materials.
The limitations of liability set forth in these Terms and Conditions will apply to the fullest extent permitted by applicable law, and will survive the termination of these Terms and Conditions or your use of the Service.
You agree to indemnify and hold KNITLY, its affiliates, officers, agents, employees, and partners harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of:
This indemnification obligation will survive the termination of these Terms of Service and your use of the Service. You agree to cooperate fully with KNITLY in the defense of any such claim or demand.
We will maintain certain data that you transmit to KNITLY for the purpose of managing the performance of KNITLY, as well as data relating to your use of the KNITLY services. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using KNITLY. You agree that we shall have no liability to you for any loss or corruption of such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
Visiting KNITLY, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and in the application, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA KNITLY. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
These Terms of Service constitute the entire agreement between you and KNITLY regarding the use of the Service.
If any provision of these Terms of Service is found to be invalid or unenforceable, that provision will be enforced to the maximum extent possible, and the remaining provisions will remain in full force and effect.
No failure or delay by KNITLY in exercising any right, power, or remedy under these Terms of Service will operate as a waiver of that right, power, or remedy.
These Terms of Service do not create any agency, partnership, joint venture, or employment relationship between you and KNITLY.
You may not assign or transfer your rights or obligations under these Terms of Service without the prior written consent of KNITLY. KNITLY may assign or transfer these Terms of Service, in whole or in part, at any time without your consent.
These Terms of Service do not create any third-party beneficiary rights.