Terms of Service - Business

These Terms of Service ("Terms") form a legally binding agreement between Divorcepath Inc. ("Divorcepath," "we," "our," or "us") and the entity that accepts these Terms by executing an Order Form, clicking “I Agree,” or by otherwise accessing or using the Services ("Firm," "you," or "your"). If you are accepting on behalf of a law firm, partnership, corporation, or other legal entity, you represent that you have authority to bind that entity. If you do not have such authority, or do not agree to all of these Terms, do not access or use the Services.

1.  Definitions

"Account" The master firm account created for the Firm together with each sub‑account for Authorized Users.

"Authorized User"An individual (employee, contractor, partner, or agent) whom the Firm authorizes to access and use the Services under its Account.

"Client Data"Data, documents, or other content uploaded to the Services by the Firm or its Authorized Users that relates to the Firm’s clients or matters.

"Documentation"Our user guides, knowledge‑base articles, and other materials describing the Services.

"Order Form"Any ordering document or online signup page specifying subscription tier, seat count, pricing, and term.

"Services"The cloud‑based software platform, calculators, APIs, mobile applications, websites, and related support services that we make available to the Firm under these Terms.

2.  Scope of the Services

1. Business Use. The Services are designed for professional use by family‑law practices and related legal services organizations.
2. Calculators and Workflows. Core functionality includes child‑support and spousal‑support guidelines calculators, matter setup, document automation, client‑facing summaries, and data storage.
3. Beta & Evolving Features. We may add, modify, or remove features at any time. Beta features are provided "as is" with no warranty.

3.  Account Administration

1. Account Creation & Billing. The Firm creates and manages its Subscription and Account directly through the online Billing Settings page. During setup, the Firm designates at least one administrator ("Firm Administrator") responsible for seat allocation, permission management, and payment‑method maintenance. Divorcepath will not manually provision or configure Accounts except upon the Firm’s written request.
2. User Management. The Firm Administrator may add, suspend, or delete Authorized User accounts within the seat limits of the Subscription tier. Each Authorized User must:
   • be at least 18 years old;
   • use unique login credentials; and
   • access the Services solely for the Firm’s internal business purposes.
3. Responsibility. The Firm is responsible for all activity that occurs under its Account, including actions taken by Authorized Users and anyone who gains access using credentials issued to the Firm.

4.  Subscription Terms & Fees.  Subscription Terms & Fees

1. Subscription. Access to the Services is provided on a subscription basis as set out in the applicable Order Form ("Subscription").
2. Fees & Invoicing. Fees are invoiced and payable in advance, either monthly or annually, unless otherwise stated in the Order Form. We may charge interest at 1.5 % per month (18 % per annum) on overdue amounts.
3. Payment Method. Unless we approve invoicing, you must maintain a valid payment method (credit card or ACH) on file. We use Stripe, Inc. as our payment processor. By providing payment information, you authorize us to charge all Fees as they come due.
4. Taxes. Fees are exclusive of applicable taxes, duties, and government charges, which will be added to the invoice and are the Firm’s responsibility.
5. Changes to Subscription. Seat increases and tier upgrades take effect immediately and will be prorated for the remaining term. Seat reductions or downgrades take effect on the next renewal.

5.  Confidentiality & Data Ownership

1. Ownership. As between the parties, the Firm owns all right, title, and interest in and to Client Data. We claim no ownership in Client Data.
2. License to Divorcepath. The Firm grants us a non‑exclusive, worldwide license to host, copy, use, transmit, and display Client Data solely to provide and improve the Services and to fulfill our obligations under these Terms.
3. Confidentiality. Each party shall keep the other party’s Confidential Information in strict confidence and use it only for purposes of this Agreement. "Confidential Information" includes Client Data, pricing, product roadmaps, and any information marked or reasonably understood as confidential.
4. Aggregate & Anonymized Data. We may compile statistical and performance information related to the operation of the Services and may use such information in aggregate and anonymized form for analytics, benchmarking, and product improvement.

6.  Data Security & Privacy

1. Security Program. We maintain industry‑standard administrative, physical, and technical safeguards designed to protect Client Data from unauthorized access, disclosure, or alteration.
2. Privacy Compliance. We process personal information in accordance with the Divorcepath Privacy Policy and applicable Canadian privacy statutes, including PIPEDA and substantially similar provincial legislation.
3. Security Incidents. If we become aware of unauthorized access to Client Data stored on our systems, we will notify the Firm without undue delay and provide information reasonably required to meet applicable breach‑notification obligations.

6A. Integrations & Third‑Party Services

1. Optional Integrations. The Services may interoperate with third‑party platforms such as Clio Manage, Zapier, and custom webhooks or API endpoints configured by the Firm (collectively, "Integrations").
2. Activation by the Firm. Integrations are disabled by default and are activated only when the Firm connects its Account to the third‑party platform or provides a destination URL for a webhook.
3. Data Flows. When an Integration is enabled, Client Data and Usage Data may be transmitted to and from the third‑party platform. The Firm is solely responsible for selecting which data fields are shared and for obtaining all necessary consents.
4. Third‑Party Terms & Security. Integrations are subject to the third‑party provider’s terms of service and privacy policy, and Divorcepath does not control (and is not responsible for) the security, availability, or privacy practices of third‑party providers. The Firm agrees that Divorcepath is not liable for any loss or damage arising from the use of Integrations.
5. Custom Webhooks & API. If the Firm configures a custom webhook or uses Divorcepath’s public API, the Firm must ensure that its endpoint is secure (HTTPS/TLS), authenticated, and compliant with applicable privacy laws. Divorcepath may impose rate limits or revoke API access for misuse.
6. Changes & Discontinuation. We may modify or discontinue Integrations at any time without liability to the Firm. Material changes will be communicated in advance where reasonably practicable.

7.  Professional Responsibility & Disclaimers

1. No Legal Advice. Divorcepath is not a law firm and does not provide legal representation or advice. The Services are tools to assist legal professionals and are not a substitute for professional judgment.
2. Firm Responsibility. The Firm is solely responsible for reviewing the accuracy of calculations, forms, and documents generated through the Services and for ensuring compliance with all professional obligations and court rules.

8.  Warranties and Disclaimers

1. Mutual Authority. Each party represents that it has the legal right and authority to enter into these Terms.
2. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES AND DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR‑FREE OR UNINTERRUPTED.

9.  Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• (a) WE WILL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OR LOST PROFITS, EVEN IF ADVISED OF THE POSSIBILITY;
• (b) OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE AMOUNTS PAID BY THE FIRM TO DIVORCEPATH IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10.  Indemnification

The Firm shall indemnify and hold Divorcepath, its officers, directors, employees, and agents harmless from any third‑party claims, damages, or expenses (including reasonable legal fees) arising out of or related to: (i) the Firm’s or Authorized Users’ misuse of the Services; (ii) Client Data; or (iii) the Firm’s breach of these Terms.

11.  Term, Renewal, and Termination

1. Term. The Subscription term is set out in the Order Form.
2. Renewal. Subscriptions renew automatically for successive terms of equal length unless either party provides written notice of non‑renewal at least 30 days before the end of the then‑current term.
3. Termination for Cause. Either party may terminate these Terms for material breach that remains uncured 30 days after written notice. We may suspend access immediately if the Firm is delinquent in payment.
4. Effect of Termination. Upon termination, the Firm’s right to access the Services ceases. We will make Client Data available for secure download for 30 days following termination, after which we may delete it, subject to legal retention obligations.

12.  Compliance with Laws & Professional Standards

The Firm represents that it will use the Services in compliance with all applicable laws, regulations, and rules of professional conduct, including obligations regarding the protection of privileged and confidential information.

13.  Governing Law & Dispute Resolution

These Terms are governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein. Any dispute arising under these Terms shall be resolved by confidential, binding arbitration in Calgary, Alberta, in accordance with the Arbitration Act (Alberta) by a single arbitrator appointed under the Act. The arbitrator’s decision will be final and may be entered in any court of competent jurisdiction. Class‑action waivers apply.

14.  Modifications to the Terms or Services

We may update these Terms or modify the Services from time to time. We will provide at least 30 days’ advance notice (via email or in‑app notification) of material changes. Continued use after the effective date constitutes acceptance. If the Firm objects to material changes, it may terminate the Subscription effective on the change date and receive a prorated refund for the unused portion of prepaid Fees.

15.  General Terms

• Assignment. Neither party may assign these Terms without the other party’s prior written consent, except that Divorcepath may assign to an affiliate or in connection with a merger, reorganization, or sale of substantially all of its assets.
• Relationship. The parties are independent contractors. No agency, partnership, or joint venture is created.
• Force Majeure. Neither party is liable for delay or failure to perform due to events beyond its reasonable control.
• Entire Agreement. These Terms, the Order Form(s), and the Privacy Policy constitute the entire agreement and supersede all prior agreements relating to the Services.
• Severability & Waiver. If any provision is held unenforceable, the remaining provisions remain in effect. No waiver is effective unless in writing.
• Notices. Legal notices must be in writing and delivered by courier, certified mail, or email to the addresses set out in the Order Form.

16.  Contact

Questions about these Terms can be directed to [email protected].

BY ACCESSING OR USING THE SERVICES, THE FIRM ACKNOWLEDGES THAT IT HAS READ, UNDERSTOOD, AND AGREES TO BE BOUND BY THESE TERMS.

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