Terms and Conditions

Prime Stratix Digital Marketing, Inc.
Effective Date: June 26, 2026 Last Updated: June 26, 2026

‍1. Introduction and Acceptance

These Terms and Conditions ("Terms") govern your access to and use of the website located at primestratix.com (the "Website") and the marketing, revenue-systems, and related services offered by Prime Stratix Digital Marketing, Inc. ("Prime Stratix," "we," "us," or "our"), a corporation incorporated in Ontario, Canada, with its principal place of business in Mississauga, Ontario.

By accessing the Website, submitting an inquiry or application, or engaging us for any service, you ("you," "Client," or "User") acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use the Website or our services.

These Terms apply to all visitors, prospective clients, and clients. They work alongside our Privacy Policy and any signed service agreement. Where a signed service agreement and these Terms conflict, the signed service agreement controls for that engagement.

2. Definitions

"Services" means any service offered by Prime Stratix, including the Revenue Systems Partnership service, funnel development, CRM setup, sales-team development and management, email and SMS workflow setup, and related consulting and marketing services.
"Revenue Systems Partnership" or "RSP" means our engagement model under which we build and operate revenue infrastructure for a Client in exchange for a setup fee and an ongoing share of Client revenue, as defined in a separate signed service agreement.
"Service Agreement" means the separate written and signed agreement between Prime Stratix and a Client setting out the specific scope, fees, revenue share, term, and other commercial terms of an engagement.
"Deliverables" means the funnels, scripts, landing pages, CRM configurations, automations, workflows, and other work product we create in the course of providing Services.
"Client Data" means data relating to a Client's business, leads, customers, and contacts that we process on the Client's behalf.
"Electronic Messages" means email and SMS/text messages sent in connection with the Services.

3. Description of Services

Prime Stratix is a digital marketing and revenue-systems agency. Subject to the terms of an applicable Service Agreement, our Services may include:

Revenue Systems Partnership (RSP): end-to-end build and operation of high-ticket revenue infrastructure for information-product creators and similar businesses, delivered on a setup fee plus ongoing revenue-share basis.
Funnel development: VSL-to-application funnels, booked-call funnels, landing pages, and supporting assets.
CRM and automation setup: configuration of customer relationship management systems and connected automation tools.
Sales team development: sourcing, training, and ongoing management of setter and closer teams, including daily huddles and performance reviews.
Email and SMS workflows: design and deployment of automated nurture, follow-up, and notification sequences.
Compliance enablement: assistance with carrier messaging registration (e.g., A2P registration) and supporting consent and opt-out processes, as further described in Section 7.
Strategy and optimization: funnel audits, CRM data analysis, conversion optimization, and ongoing strategic support.

We may add, modify, or discontinue Services at our discretion. The specific scope, deliverables, and limitations of any engagement are governed by the applicable Service Agreement, not by this Website or these Terms.

No guarantee of results. Marketing and revenue outcomes depend on numerous factors outside our control, including a Client's offer, audience, market conditions, pricing, fulfillment, and execution. We do not guarantee any specific revenue, conversion rate, lead volume, return on investment, or other result. Any examples, case studies, projections, or figures shown on the Website or in marketing materials are illustrative and are not promises of performance.

4. Engagement, Onboarding, and Client Obligations

Engagement of our Services begins only upon execution of a Service Agreement. As a condition of receiving Services, you agree to:

Provide accurate, complete, and current business information, including any information required to register or operate messaging and payment systems on your behalf.
Provide timely access to the accounts, platforms, assets, and personnel reasonably required for us to perform the Services.
Hold and maintain all rights, licences, and consents necessary for the content, offers, products, and contact lists you provide to us.
Operate your business and offers in compliance with all applicable laws, including consumer-protection, advertising, privacy, and anti-spam laws.
Cooperate with compliance requirements, including consent collection, opt-out handling, and recordkeeping described in Section 7.

You are solely responsible for your own products, services, offers, claims, pricing, fulfillment, and customer relationships. We provide infrastructure and marketing services; we do not sell, endorse, or assume responsibility for your underlying products or offers.

5. Fees, Payment, and Revenue Share

The fees for any engagement — including setup fees, revenue-share percentages, payment schedules, payment methods, currency, and any late-payment terms — are set out exclusively in the applicable Service Agreement. The following general terms apply unless a Service Agreement provides otherwise:

Setup fees are due as specified in the Service Agreement and are non-refundable once work has commenced, except as required by law.
Revenue-share amounts are calculated and paid on the schedule defined in the Service Agreement.
We may exercise the audit rights set out in the Service Agreement to verify revenue-share calculations.
Overdue amounts may accrue interest and may result in suspension of Services as set out in the Service Agreement.
All payments are processed through third-party payment processors. We are not responsible for the acts, omissions, fees, or availability of those processors (see Section 11).

Nothing on the Website constitutes a binding offer of any particular fee or revenue-share rate.

6. Privacy and Data Protection

Our collection and use of personal information is governed by our Privacy Policy, which forms part of these Terms. By using the Website or our Services, you consent to the practices described there.

We comply with the Personal Information Protection and Electronic Documents Act (PIPEDA) and other applicable Canadian privacy laws.

Controller and processor roles. For data relating to our own marketing and operations, Prime Stratix acts as the organization with control over that personal information. For Client Data that we handle in the course of delivering Services, we act on the Client's behalf and process that data in accordance with the Client's instructions and the applicable Service Agreement. Each Client remains responsible for the lawfulness of its own collection and use of personal information about its leads and customers.

Cross-border data transfer. You acknowledge that the tools we use to deliver Services (including CRM, automation, form, email, and SMS platforms) may store and process data on servers located outside Canada, including in the United States. Personal information transferred outside Canada is subject to the laws of the jurisdiction in which it is held. Details of these transfers are described in our Privacy Policy.

7. Electronic Communications, Consent, and Anti-Spam Compliance (CASL and Carrier Messaging)

This section is central to how we operate and to your protection. Read it carefully.

7.1 Consent to receive messages

By submitting a form, application, or inquiry through the Website or a funnel we operate, and by checking the applicable consent box, you expressly consent to receive commercial electronic messages from us and/or from the relevant Client by email and SMS, including promotional, marketing, follow-up, and informational messages.

We treat marketing and nurture messages as Commercial Electronic Messages under Canada's Anti-Spam Legislation (CASL), which require express consent. Consent is not bundled into a transaction and is obtained through a clear, affirmative opt-in.

7.2 Message terms

Message and data rates may apply.
Message frequency varies.
Consent to receive messages is not a condition of purchasing any product or service.

7.3 Opt-out and unsubscribe

You may withdraw consent at any time:

SMS: reply STOP (or ARRÊT for service in French) to unsubscribe, or HELP (or AIDE) for assistance.
Email: use the unsubscribe link in any message.

We honour opt-out requests promptly and within the timeframes required by CASL. Every commercial message identifies the sender and includes a functioning unsubscribe mechanism.

7.4 Consent records and bilingual handling

We maintain records of consent obtained, including the time, method, and content of consent, as required by CASL. Where service is provided in French, opt-out and identification requirements are honoured in French (e.g., ARRÊT, AIDE).

7.5 Carrier messaging registration (A2P)

To send SMS at scale, business messaging is registered with mobile carriers through the applicable Application-to-Person (A2P) framework. For Clients, we assist with this registration using lawful Canadian business identifiers and consent language consistent with CASL. Use of registered messaging does not replace, and is in addition to, the consent and opt-out obligations described above.

7.6 Client responsibility

Where we operate messaging on a Client's behalf, the Client is responsible for ensuring that all contacts were obtained with valid consent and that the Client's use of the messaging system complies with CASL and all applicable laws. Clients agree to indemnify us in respect of claims arising from contact lists, consent failures, or message content provided or directed by the Client (see Section 13).

8. Intellectual Property

8.1 Website content

All content on the Website — including text, graphics, logos, designs, and the "Prime Stratix" name and marks — is owned by or licensed to Prime Stratix and is protected by Canadian and international intellectual-property laws. You may not copy, reproduce, distribute, or create derivative works from Website content without our prior written consent.

8.2 Deliverables and proprietary systems

Unless a Service Agreement states otherwise:

Prime Stratix retains ownership of its proprietary systems, frameworks, methodologies, templates, scripts, and tools used to deliver the Services.
Upon full payment and as set out in the applicable Service Agreement, Clients receive the agreed rights to use Deliverables created specifically for them.
Clients retain ownership of their own Client Data, transaction records, and pre-existing materials they provide to us.

8.3 Feedback

If you provide suggestions or feedback about our Website or Services, we may use it without restriction or obligation to you.

9. Acceptable Use of the Website

You agree not to:

use the Website for any unlawful purpose or in violation of these Terms;
attempt to gain unauthorized access to any part of the Website, its systems, or networks;
introduce malware, scrape data at scale, or interfere with the Website's operation;
impersonate any person or misrepresent your affiliation; or
use the Website to transmit unsolicited or unlawful communications.

We may suspend or terminate your access to the Website for any breach of this section.

10. Confidentiality

Each party may receive confidential information of the other in connection with an engagement. Confidential information includes business strategies, systems, financial data, and proprietary processes. Each party agrees to protect the other's confidential information and to use it only for the purposes of the engagement. Detailed confidentiality obligations are set out in the applicable Service Agreement and survive its termination as stated there.

11. Third-Party Services and Links

Our Services rely on third-party platforms (which may include, without limitation, CRM, automation, form, email-marketing, SMS, and payment-processing providers). The Website may also link to third-party sites.

We do not control and are not responsible for the availability, performance, security, pricing, terms, or acts and omissions of any third-party provider.
Your use of third-party platforms is subject to those providers' own terms and privacy policies.
We are not liable for any loss arising from a third-party provider's outage, error, suspension, account action, fee change, or data handling.

12. Disclaimers and Limitation of Liability

12.1 Disclaimer

The Website and Services are provided "as is" and "as available." To the fullest extent permitted by law, we disclaim all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement. As stated in Section 3, we do not guarantee any specific business, revenue, or marketing result.

12.2 Limitation of liability

To the fullest extent permitted by applicable law:

We are not liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, or for loss of profits, revenue, data, goodwill, or business opportunity, arising out of or related to the Website or the Services, even if advised of the possibility of such damages.
Our total aggregate liability arising out of or related to the Website or the Services will not exceed the amounts actually paid by you to us in the twelve (12) months preceding the event giving rise to the claim, or, for Website-only users, CAD $100.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable Canadian law, including liability for fraud.

13. Indemnification

You agree to indemnify, defend, and hold harmless Prime Stratix and its officers, directors, employees, and contractors from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or related to:

your breach of these Terms or any Service Agreement;
your products, offers, content, claims, or business operations;
contact lists, consent, or message content you provide or direct (including any CASL or anti-spam claim relating to your data or instructions); or
your violation of any law or third-party right.

14. Term and Termination

We may suspend or terminate your access to the Website at any time. Termination of any Service engagement, including any buyout, notice, or wind-down terms and the treatment of revenue share after termination, is governed exclusively by the applicable Service Agreement. Sections that by their nature should survive termination — including intellectual property, confidentiality, disclaimers, limitation of liability, and indemnification — will survive.

15. Changes to These Terms

We may update these Terms from time to time. The updated version will be posted on the Website with a revised "Last Updated" date. Material changes will take effect when posted, and your continued use of the Website or Services after that date constitutes acceptance. We encourage you to review these Terms periodically.

16. Governing Law and Jurisdiction

These Terms are 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 conflict-of-laws principles. You agree that the courts located in Ontario, Canada have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Website, subject to any mandatory consumer-protection rights you may have under applicable law.

17. Dispute Resolution

Before commencing formal proceedings, the parties agree to attempt in good faith to resolve any dispute through direct negotiation. This section does not limit either party's right to seek injunctive or equitable relief, or any rights that cannot be waived under applicable law.

18. General Provisions

Entire agreement: These Terms, together with our Privacy Policy and any applicable Service Agreement, constitute the entire agreement between you and us regarding the Website. For a specific engagement, the Service Agreement is the controlling commercial agreement.
Severability: If any provision is found unenforceable, the remaining provisions remain in full effect.
No waiver: Our failure to enforce any provision is not a waiver of it.
Assignment: You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition, or sale of assets.
Force majeure: We are not liable for failure or delay caused by events beyond our reasonable control.
Language: These Terms are drafted in English. Where required, a French version may be made available, and any conflict will be resolved as required by applicable Quebec or federal language law if those laws apply to you.

19. Contact Us

Questions about these Terms can be directed to:

Prime Stratix Digital Marketing, Inc. 4 Robert Speck Parkway Suite 1220, Mississauga, Ontario, Canada

Email: Contact@primestratix.com

Phone: 647-921-9059

Website: primestratix.com