Terms of Use

Agreement to Terms

These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you"), and Sproutly Social Inc., a federally registered corporation in Canada with its registered office in Edmonton, Alberta ("we," "us," or "our"). These Terms govern your access to and use of the https://www.sproutlysocial.com website as well as any other media form, media channel, mobile website, or mobile application related, linked, or otherwise connected thereto (collectively, the "Site").

By accessing the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use. IF YOU DO NOT AGREE WITH THESE TERMS, YOU ARE PROHIBITED FROM USING THE SITE AND MUST IMMEDIATELY DISCONTINUE USE.

Supplemental terms and conditions or documents that may be posted on the Site from time to time are expressly incorporated herein by reference. We reserve the right, at our sole discretion, to make changes or modifications to these Terms at any time for any reason. We will alert you of any changes by updating the "Last Updated" date of these Terms. Your continued use of the Site constitutes acceptance of any revised Terms of Use. Please review these Terms periodically.

The information on the Site is not intended for distribution to or use by anyone in jurisdictions or countries where such distribution or use would violate law or regulation. Persons accessing the Site from outside Canada are responsible for compliance with local laws if applicable.

The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site.

Intellectual Property Rights

Unless otherwise indicated, the Site, including all content, designs, source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics ("Content"), as well as the trademarks, service marks, and logos contained therein ("Marks"), are owned or licensed by us and are protected by copyright, trademark, and other intellectual property laws in Canada and internationally.

You are granted a limited license to access and use the Site for your personal, non-commercial purposes, provided you comply with these Terms. You may not copy, reproduce, aggregate, republish, upload, post, publicly display, encode, translate, transmit, distribute, sell, license, or otherwise exploit the Site, Content, or Marks for any commercial purpose without our prior written permission.

User Representations

By using the Site, you represent and warrant that:

  1. You have the legal capacity to agree to these Terms.

  2. You are not a minor in your jurisdiction.

  3. You will not use the Site for any illegal or unauthorized purpose.

  4. You will not access the Site via automated or non-human means.

  5. Your use of the Site complies with applicable laws and regulations.

If you provide untrue, inaccurate, or incomplete information, we reserve the right to suspend or terminate your access to the Site.

Prohibited Activities

You agree not to:

  • Systematically retrieve data from the Site to create a database without written permission.

  • Circumvent security features of the Site.

  • Mislead others or engage in activities that harm the Site or its users.

  • Use the Site to harass, abuse, or harm others.

  • Upload or transmit harmful materials (e.g., viruses, spyware).

  • Interfere with or disrupt the Site’s functionality.

  • Use automated tools to access the Site.

Contribution License

By submitting feedback or other contributions to the Site, you grant us a non-exclusive, royalty-free, worldwide license to use, reproduce, and distribute such contributions for any purpose. You retain ownership of your contributions but waive moral rights where permitted by law.

Privacy Policy

We care about your data privacy and security. Please review our Privacy Policy, which is incorporated into these Terms. By using the Site, you consent to the processing of your data in Canada in compliance with Canadian laws.

Cookies and Tracking

The Site uses cookies and similar tracking technologies to enhance user experience, analyze site traffic, and personalize content. By using the Site, you agree to our use of cookies in accordance with our Privacy Policy. You can manage your cookie preferences through your browser settings. For more information, please review our Privacy Policy.

Third-Party Links and Tools

The Site may contain links to third-party websites or services that are not owned or controlled by us. We are not responsible for the content, policies, or practices of any third-party websites or services. By using the Site, you acknowledge and agree that we are not liable for any issues arising from your interactions with third-party websites or services. Any reliance on third-party tools or content is at your own risk.

Service-Specific Terms

Sproutly Social Inc. provides social media management, content creation, and consulting services. While we strive to deliver excellent results, we do not guarantee specific outcomes such as increased follower counts, engagement rates, or financial returns unless explicitly stated in a signed agreement. Your success depends on various factors, including your industry, audience, and compliance with our recommendations.

Term and Termination

These Terms remain effective while you use the Site. We reserve the right to terminate or suspend your access to the Site at our sole discretion for any reason, including breach of these Terms. Upon termination, your rights to use the Site will cease immediately.

Modifications and Interruptions

We reserve the right to modify, suspend, or discontinue the Site at any time without notice. We are not liable for any interruptions or errors.

Disclaimer

The Site is provided "as-is" and "as-available." We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee the Site’s availability or accuracy.

Limitation of Liability

To the fullest extent permitted by law, we are not liable for any indirect, consequential, or punitive damages arising from your use of the Site. Our liability is limited to the amount you paid us, if any, in the six months preceding the event giving rise to the claim.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable legal fees and expenses, made by any third party due to or arising out of: (1) your use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding subject to this indemnification upon becoming aware of it.

Miscellaneous

These Terms constitute the entire agreement between you and Sproutly Social Inc. regarding your use of the Site. If any provision is deemed invalid, the remaining provisions remain enforceable. These Terms are governed by the laws of Canada, without regard to conflict of law principles.

If you have questions about these Terms, please contact us at Legal@sproutlysocial.com.