Founding Program Agreement governing the design and build of a production-ready Digital Brand Profile system, provided at no cost, together with ongoing Managed Services provided on a monthly subscription basis.
This Agreement is entered into between:
EXFETCH ("Provider"), a digital infrastructure company based in Toronto, Ontario, Canada, operating internationally including the United Kingdom.
And the party identified above as Client ("Client").
By agreeing to the Digital Profile service and subscribing to Managed Services, the Client agrees to be bound by this Agreement in full.
EXFETCH will design and build a production-ready Digital Brand Profile system for the Client at no build cost, as part of EXFETCH's Founding Program. In exchange, the Client subscribes to Managed Services at £275/month, billed monthly, with no minimum term. EXFETCH hosts, secures, and manages the delivered site as part of Managed Services. The site remains the property of EXFETCH; if the Client cancels Managed Services, EXFETCH will take the site down (see Section 7, Ownership & Hosting).
The Digital Brand Profile build includes:
Any work outside this scope will be quoted separately as an add-on. Hosting, security, and the core operational work described in Section 7C are included as part of the Managed Services subscription for as long as it remains active.
The Client's domain remains registered to and owned by the Client at all times. EXFETCH will coordinate a one-time DNS change to point the domain at the hosted Digital Brand Profile; this does not transfer domain ownership or registration.
This Agreement does NOT include:
Work outside this scope will be identified, scoped, and quoted separately as an additional project or service.
Because the Digital Brand Profile is provided at no build cost, EXFETCH retains ownership of the delivered site and its hosting for as long as this Agreement is in effect. All content, brand assets, and materials submitted by the Client remain the property of the Client at all times.
No website files, source code, design assets, or other build materials are provided to the Client at any point under this Agreement — not on delivery, not during the subscription, and not upon cancellation. The Client's access is limited to using the live, hosted site and the Client Portal described above.
All intellectual property in the delivered Digital Brand Profile — including HTML, CSS, copy, and design assets created specifically for the Client's project — remains the property of EXFETCH for the duration of this Agreement, licensed to the Client for use as their live site while Managed Services is active.
EXFETCH retains all intellectual property rights in its internal systems, frameworks, templates, and methodologies. The Client may not resell, license, distribute, or independently host EXFETCH-built components.
For the duration of an active subscription, Managed Services includes:
Work beyond standard scope (new pages, campaign design from scratch, events beyond a simple listing, photography/video, structural redesigns, or new third-party integrations) is quoted separately as an add-on.
The Client agrees to:
Hosting is included as part of Managed Services. EXFETCH hosts, secures, and maintains the delivered site for the duration of the subscription, and coordinates the one-time DNS change with the Client to point their domain at the hosted site (see Section 5).
EXFETCH is responsible for hosting configuration, uptime, and ongoing technical maintenance of the deployed system for as long as Managed Services remains active.
This engagement includes ongoing access to the EXFETCH Client Portal — a secure, session-authenticated hub for submitting requests, tracking status, and viewing reports.
EXFETCH processes Client-submitted content — including brand assets, location information, and business data — solely for the purpose of completing the build described in this Agreement. The Client remains the data controller for all content, visitor data, and end-user data collected through the delivered Digital Brand Profile once deployed.
Full details of how EXFETCH collects, processes, and protects data are set out in the EXFETCH Privacy Policy.
Both parties agree to maintain the confidentiality of non-public information disclosed during this engagement. This includes but is not limited to: business operations, brand strategy, location data, pricing, and project documentation.
EXFETCH will not disclose Client materials or project details to third parties without Client consent, except as required by law or for the purpose of delivering the agreed service.
Confidentiality obligations survive the completion or termination of this Agreement.
To the maximum extent permitted by applicable law:
The Client may cancel Managed Services at any time, with no minimum term, no cancellation fee, and no notice period required. Cancellation takes effect at the end of the current billing month.
Effect of cancellation. Because EXFETCH owns and hosts the Digital Brand Profile as part of Managed Services, cancellation results in the site being taken down. EXFETCH will not, under any circumstances, provide the Client with website files, source code, design assets, or any other build materials — whether upon cancellation, termination, or at any other point during or after this Agreement. The Client's domain (see Section 5) remains theirs and may be pointed elsewhere at their discretion.
EXFETCH may terminate this Agreement for non-payment, with notice, in which case the same effect described above applies.
In connection with the Founding Program build fee of £0, the Client grants EXFETCH the right to use the Client's brand name, logo, site screenshots, and site URL as a reference and case study in EXFETCH's portfolio, proposals, and marketing materials. EXFETCH will not disclose the Client's specific pricing or the terms of this Agreement to any third party. This right survives termination of Managed Services.
This Agreement is governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. Where the Client is located in the United Kingdom, the Agreement is also governed by the laws of England and Wales, without regard to conflict of law principles. Both parties submit to the non-exclusive jurisdiction of the courts of the Province of Ontario and, for UK-based Clients, the courts of England and Wales.
Any dispute arising from this Agreement shall first be subject to good-faith negotiation between the parties for a period of not less than 30 days. If unresolved, disputes shall be submitted to mediation in Toronto, Ontario (or London, England for UK-based Clients) before proceeding to the courts of the applicable jurisdiction.
This Agreement, together with the EXFETCH Terms of Service and Privacy Policy, constitutes the entire agreement between the parties for the Digital Brand Profile build. It supersedes any prior proposals, correspondence, or understandings relating to this engagement. No amendment to this Agreement is effective unless made in writing and signed by both parties.
By signing below, both parties agree to the terms of this Agreement.
Book a free 30-minute call to confirm scope, talk through your locations, and get started.