Digital Toolbox — Legal

Last updated: September 10, 2025

Company: Bspoke Ventures Inc. d/b/a Digital Toolbox • Contact: support@digitaltoolbox.pro

Plain-English snapshot (not the contract):

You subscribe monthly or annually. We set up your domain, email, website, and Google Business Profile. You own the content you provide and the data your site collects. We own the templates/layout/code and license them to you while subscribed. We are the registrant for new domains we buy for you; you can buy that domain for US$1,000 anytime. A 12‑month commitment can end early by paying up to US$468 (remaining balance for the year, capped). You can cancel online anytime. The legal terms below control.

Subscription Terms

These Subscription Terms (the "Terms") govern your access to and use of the Digital Toolbox services. By clicking Agree & Subscribe, completing checkout, or using the Services, you agree to these Terms.

1) Scope of Services

We provide a managed bundle (the Services) that may include:

  • Domain procurement and management via our registrar (currently OpenSRS/Tucows);
  • Hosted email via our registrar or another provider we select;
  • Website setup and management using our templates, components, copy blocks, and tooling; and
  • Google Business Profile setup/connection and basic management.

Specific inclusions for your plan are described at checkout and in your Order Summary (the Order).

2) Plans, Term, Renewal, Cancellation

Plans & Pricing (USD, taxes extra):

  • Monthly Plan: US$49/mo, cancel anytime (no refunds of partial months).
  • Annual‑Commit (billed monthly): US$39/mo for 12 months (US$468 total).
  • Annual‑Prepaid: US$468 one‑time for 12 months.

Initial Term. Unless your Order states otherwise, the Initial Term is 12 months for Annual‑Commit/Prepaid and 1 month for Monthly.

Auto‑Renewal. Plans renew automatically for successive terms equal to the prior term (or month‑to‑month, if specified) at then‑current pricing unless you cancel before the renewal date. We send a renewal reminder within the time window required by applicable law (e.g., 15–45 days for many U.S. states; 60–90 days for Québec consumer contracts).

Cancellation. If you signed up online, you may cancel online through your account portal; you can also email support@digitaltoolbox.pro. Cancellation takes effect at the end of the then‑current term (or billing cycle for Monthly).

Early Termination (Annual‑Commit). If you terminate before the end of a 12‑month commitment, you agree to pay an Early Termination Fee (ETF) equal to your remaining months × US$39, capped at US$468. The ETF is due upon cancellation. Services continue through any period you’ve already paid.

Cooling‑Off (goodwill). For first‑time purchases, you may request a refund within 7 days of the initial charge. Domain registration and other third‑party pass‑through costs are non‑refundable.

3) Billing, Taxes, Changes

  • Recurring Billing. You authorize us (or our processor) to charge your payment method for recurring fees and applicable taxes.
  • Price Changes. We may change prices effective on renewal with prior notice as required by law. Prices do not increase mid‑term for fixed‑term commitments.
  • Late/Failed Payments. If a charge fails, we may retry and/or suspend Services until payment is restored.

4) Managed Domain (Registration, License, Buyout)

Registration & Ownership. For domains we purchase for you, Digital Toolbox (or its registrar designee) is the registrant and Registered Name Holder. While your account is active and in good standing, we grant you a revocable, non‑exclusive license to use the domain with your site.

Buyout Option. You may buy the domain at any time for US$1,000 plus any registrar/registry/renewal fees then due (the “Domain Buyout”). Upon payment and account cure, we will facilitate transfer to your chosen registrar, subject to registry/registrar/ICANN policies (e.g., possible 60‑day locks, verification steps). See resources: ICANN Transfer Policy and ICANN Transfer FAQs.

No Transfer Without Buyout. We will not transfer or release the domain unless the Domain Buyout is paid and your account is current. If your subscription ends without a Buyout, your license to the domain ends and we may redirect, retain, or allow the domain to lapse at our discretion.

Existing Domains (BYO). If you bring an existing domain for which you are the registrant, you remain the registrant. You grant us DNS/hosting access to deliver the Services.

Naming Rights. You represent you have the rights to the requested name and agree to indemnify us against third‑party claims related to the requested domain.

5) Email Service & Migration

Hosted Email. While subscribed, we provide hosted email (via OpenSRS or another provider we select) for your domain.

Migration/Transfer. Upon request or termination, we can migrate DNS and mailboxes to your chosen provider (e.g., Google Workspace, Microsoft 365) for a one‑time fee of US$468 covering up to 5 mailboxes; each additional mailbox is US$25. Migration requires your timely cooperation and access to credentials.

6) Website, Content, and IP Rights

  • Your Content & Data. You retain ownership of all content, data, images, logos, and materials you provide or that your site collects from your customers.
  • Our IP. We retain all rights in our templates, layouts, themes, components, code, designs, boilerplate copy, documentation, and know‑how (“DT IP”).
  • License to You. During an active, fully paid subscription, we grant you a limited, non‑exclusive, non‑transferable license to use DT IP solely to operate your Digital Toolbox site. This license ends when your subscription ends.
  • Export at Termination. Within 30 days after termination, we will provide a static export of your Content that is reasonably extractable. DT IP is not included unless we agree to a separate Site Buyout license.

7) Google Business Profile

We set up/connect Google Business Profile with you as Primary Owner and Digital Toolbox as Manager. On termination or request, we remove our Manager access. You are responsible for GBP content and compliance with Google policies.

8) Third‑Party Providers

We use third‑party providers to deliver the Services (e.g., payment processing, domain registration & hosted email, cloud hosting & storage, analytics, support tools). Their terms and policies apply in addition to ours, and we may change providers at any time without materially reducing the Services.

Payments & PCI

9) Acceptable Use

No illegal, infringing, deceptive, harmful, or abusive activities; no spam or malware; no violation of applicable laws. We may suspend Services for violations or material risk to our platform.

10) Customer Responsibilities

Provide accurate information and timely approvals; maintain legally required notices/consents on your site; keep account/payment info current; and use the Services for lawful business purposes. You are responsible for your end users and content.

11) Data & Privacy

We process limited personal data to deliver the Services as described in our Privacy Policy. With respect to data collected on your site, you act as controller/business and we act as processor/service provider where applicable. If you need a Data Processing Addendum (DPA), see the DPA Addendum.

12) Suspension & Termination

We may suspend the Services for non‑payment, legal/security risk, or material breach. We may terminate for cause if a breach is not cured within 10 days (payment) or 30 days (other breaches) after notice. You may terminate per Section 2 (ETF may apply for Annual‑Commit).

13) Warranties; Disclaimers

Except as expressly stated, the Services are provided “AS IS” and “AS AVAILABLE.” To the maximum extent permitted by law, we disclaim all implied warranties (including merchantability, fitness for a particular purpose, and non‑infringement). We do not guarantee uninterrupted or error‑free operation.

14) Limitation of Liability

To the fullest extent permitted by law, our total liability for all claims arising out of or related to the Services or these Terms will not exceed the fees you paid to us in the six (6) months before the event giving rise to liability. We are not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits/revenue/goodwill.

15) Indemnification

You will indemnify and hold us harmless from third‑party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) Your Content; (b) your requested domain(s) or business name(s); (c) your unlawful use of the Services; or (d) your breach of these Terms.

16) Compliance; Auto‑Renew Rules

We present key subscription terms clearly and conspicuously at checkout, obtain affirmative consent to auto‑renewal, send post‑purchase confirmations, and provide online cancellation if you signed up online. Where consumer or state auto‑renew rules apply (e.g., California, New York; Québec consumer contracts), those non‑waivable rights apply in addition to these Terms.

17) Governing Law; Venue

These Terms are governed by the laws of Québec and the federal laws of Canada applicable therein, without regard to conflict‑of‑laws principles. The exclusive venue for disputes is the courts of Montreal, Québec, except that consumers with non‑waivable rights may bring claims in their home jurisdiction where required by law.

18) Electronic Communications; E‑Sign

You agree to receive notices electronically (email or in‑app). By clicking “Agree & Subscribe,” you electronically sign and accept these Terms and the Order.

19) Changes; Assignment; Entire Agreement

We may update these Terms prospectively. Material changes will be notified in advance and become effective on renewal or 30 days after notice for month‑to‑month plans. You may not assign these Terms without our written consent (except to a successor in interest). We may assign to an affiliate or successor. These Terms plus the Order and any documents linked herein are the entire agreement. If any provision is unenforceable, the remainder stays in effect.

Privacy Policy

This Privacy Policy explains how Digital Toolbox collects, uses, shares, and safeguards information. It applies to our website, apps, and Services (together, the Service).

Who we are

Controller/Business: Bspoke Ventures Inc. d/b/a Digital Toolbox. Processor/Service Provider: For data your site collects about your customers, we typically act as processor/service provider to you.

What we collect

  • Information you provide: account and contact details; business profile; support communications; billing details (payment tokens/IDs from our processor; we do not store full card numbers).
  • Automatic data: device/browser info, IP address, identifiers, usage logs, approximate location, and cookie data.
  • Customer site data: content you upload; end‑customer form submissions; transactional metadata your site generates.

We do not intentionally collect sensitive personal information unless you provide it for a clear purpose. Avoid uploading sensitive data unless necessary.

How we use information

To provide, operate, and improve the Service; set up domains, email, and your site; authenticate and secure accounts; provide support; bill and collect; communicate about updates; comply with law; and protect our rights, users, and the Service.

Sharing with service providers

We share personal information with service providers who help us run the Service, including:

  • Payment processing (e.g., Stripe)
  • Domain registration & hosted email (e.g., OpenSRS/Tucows)
  • Cloud hosting & storage
  • Analytics & performance
  • Customer support tools

Providers are bound to use data only to perform services for us and to protect it appropriately. We do not sell personal information and we do not share it for cross‑context behavioral advertising.

Domains. If we register/manage a domain for you, the registrar and relevant registries receive WHOIS/registrant data and operational data as required by their policies and ICANN rules.

Cookies & similar technologies

We use cookies and similar technologies for core functionality (e.g., session, security), preferences, and analytics. You can manage cookies via your browser settings. If required by your location, we will display a consent banner.

Cross‑border transfers

Your information may be stored and processed outside Québec (including in the United States) by us and our providers. We use contractual safeguards and conduct transfer assessments as required by applicable law. By using the Service, you understand your data may be transferred internationally.

Your rights

Depending on your location, you may have rights to access, correct, delete, port, or restrict certain uses of your information, and to withdraw consent where processing is based on consent.

  • Québec/Canada: rights of access/rectification and to challenge compliance; contact our Privacy Officer.
  • U.S. state privacy laws (e.g., California): rights to know/access, correct, delete, and to opt‑out of certain disclosures. We do not sell personal information and do not share it for cross‑context behavioral advertising.

To exercise rights, email privacy@digitaltoolbox.pro or use in‑product tools where available. We may verify your request and respond within the time required by law.

Data security

We use reasonable administrative, technical, and physical safeguards designed to protect information. No system is 100% secure; please use strong passwords and keep credentials confidential.

Data retention

We retain information for as long as needed to provide the Service and for legitimate business/legal purposes. By default, we aim to delete or anonymize account data within 24 months after account closure, subject to longer retention required for domains, billing, fraud prevention, and legal obligations.

Children

The Service is intended for business users and is not directed to children under 13 (or 16 where applicable). We do not knowingly collect personal information from children.

Third‑party links

Our Service may link to third‑party sites or services. Their privacy practices and terms apply; we are not responsible for their content or policies.

Changes to this policy

We may update this Privacy Policy from time to time. Material changes will be notified in advance. Continued use after the effective date indicates acceptance.

Contact & Privacy Officer

Email (privacy): privacy@digitaltoolbox.pro • Email (support): support@digitaltoolbox.pro

Privacy Officer: Jonathan Niederhoffer (or delegate)

Data Processing Addendum (DPA)

This DPA forms part of the Subscription Terms between Digital Toolbox and the Customer (together, the “Agreement”) when Digital Toolbox processes personal data on Customer’s behalf.

1) Roles & Scope

Customer is the controller/business; Digital Toolbox is the processor/service provider. We process personal data only to provide the Services and per Customer’s documented instructions, the Agreement, and applicable law.

2) Sub‑processors

Customer authorizes our use of sub‑processors to provide the Services (e.g., hosting, registrar/email, payments, analytics, support). We remain responsible for sub‑processors’ obligations. A current list is available upon request; we will notify Customer of material changes where required by law.

3) Security

We implement appropriate technical and organizational measures to protect personal data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access, having regard to the state of the art, costs, and nature of processing.

4) Confidentiality

Personnel authorized to process personal data are bound by confidentiality obligations.

5) Data Subject Requests

Taking into account the nature of processing, we will assist Customer by appropriate technical and organizational measures, insofar as possible, to respond to requests to exercise data subject rights.

6) Incident Notification

We will notify Customer without undue delay after becoming aware of a personal data breach affecting Customer data, and will provide information reasonably required to meet Customer’s breach‑notification obligations.

7) International Transfers

We may process personal data outside Québec, including in the United States, subject to appropriate transfer safeguards. Where required (e.g., GDPR), we will enter into the applicable Standard Contractual Clauses (SCCs) with Customer; Annexes will describe the processing details.

8) Return or Deletion

Upon termination of the Services or at Customer’s written request, we will delete or return personal data, unless retention is required by law. Our default deletion timeline is as stated in the Privacy Policy.

9) Audits

Upon reasonable written request and subject to confidentiality and security controls, we will make available information necessary to demonstrate compliance with this DPA and applicable law, and will allow for audits by Customer or an independent auditor mandated by Customer, limited to once annually (or more often if required by law).

10) Processing Details (Annex)

Subject matter: Provision of the Services (Digital Toolbox).

Duration: Term of the Agreement plus legally required retention.

Nature & purpose: Hosting, website setup/management, domain/email administration, support, analytics, billing.

Types of personal data: Contact details; account credentials; communications; usage data; customer‑submitted content; end‑customer submissions.

Data subjects: Customer personnel; site visitors; end‑customers; prospects.

This DPA is incorporated into and governed by the Agreement and the governing law stated therein.