ClearEstate Terms of Use

Welcome!

Thank you for choosing ClearEstate. Please read these terms carefully before accessing or using ClearEstate's Platform and Services.

ClearEstate Technologies Inc. (“ClearEstate”, “we”, “us” or “our”) is a company that provides tech enabled estate planning and administration services. ClearEstate is a registered company located at 614 Saint-Jacques St., Suite 100, Montreal, QC H3C 1E2, Canada.

These terms of use (the “Terms of Use”) are a binding legal agreement between you and ClearEstate that governs your right to use the Platform and the Services you receive. By accessing or using the Platform or by receiving our Services, you agree to be bound by these Terms of Use. You should also read our Privacy Policy, which is incorporated by reference into these Terms of Use. You will be asked to further accept these Terms of Use as part of your account registration on the Platform. If you do not wish to be bound by these Terms of Use, please do not create an account, neither access, nor use the Platform, and stop or refrain from receiving our Services.

By clicking on the “Sign Up” button and creating an account, you acknowledge that you: (i) are at least 16 years old (ii) have read and understood these Terms of Use; (iii) have sought independent legal advice on whether or not to accept these Terms of Use, or agree to waive such legal advice; and (iv) agree to be bound by these Terms of Use. Failure to meet these conditions removes any and all warranties associated with the purchase.

ClearEstate may update or revise these Terms of Use from time to time. You agree to consult ClearEstate’s Terms of Use and Privacy Policy from time to time and acknowledge that your continued use of the Platform or the purchase and/or use of ClearEstate’s Services and Platform means that you have accepted any changes that may have been made thereto. If you do not agree to, or cannot comply with, the Terms of Use as revised, your sole recourse is to terminate your use of the Platform. You will be deemed to have accepted the Terms of Use, as amended, if you continue to use the Platform and/or continue to receive Services after any amendments are made.

To the fullest extent permitted by the law of your jurisdiction, any dispute between you and ClearEstate, except for small claims, is subject to a class action waiver and must be resolved by individual binding arbitration. Please read the arbitration provision in these Terms of Use as it affects your rights.

1. Definitions

In ClearEstate’s Terms of Use and Privacy Policy, the below terms have the following definitions:

"At Need Plans" refers to any ClearEstate Essential, ClearEstate Intestate Essential, ClearEstate Plus, ClearEstate Intestate Plus, ClearEstate Complete, ClearEstate Intestate Complete, ClearEstate Premium, ClearEstate Intestate Premium, ClearEstate Professional, or ClearEstate Intestate Professional plans.

"Beneficiar(y)ies": means the beneficiar(y)ies of the Estate, whether determined by intestate laws or Testamentary Documents.

“Deceased” means the person who has passed away and for whom the Platform and the Services are used to liquidate the Estate.

“Estate” means a Deceased's inheritance, including all real estate; funds in bank, investment and other financial accounts; tangible property; electronic property; and trusts and other legal entities that are transferred from the Deceased to their Beneficiary(ies), in accordance with Testamentary Documents and rules.

"Estate Administration Process" means the process integrated by a series of steps that end with the liquidation and distribution of Estate's assets.

"Estate Professional" means a ClearEstate employee who is dedicated, experienced, and trained to guide you through the estate administration or planning process, as the case may be. Estate Professionals cannot provide you with legal advice.

“Executor” refers to the person(s) designated by the Deceased or appointed by law to liquidate the Estate or execute his/her will in such capacity.

"Fiduciary Partner" means an individual or authorized trust corporation who has the capacity to act as personal representative, executor, trustee or attorney of the Estate for which you have purchased a Professional Plan. ClearEstate acts as agent to such Fiduciary Partner.

"Independent Professional Advisor” means any third party tax advisor, accountant, lawyer, attorney, or any other professionals or business partners, that provides a professional service to you.

"Jurisdiction" refers to the geographical space of either a USA state or a Canadian province or territory, as the case may be.

"Planner" refers to the person(s) who have hired ClearEstate to create an estate plan.

"Platform" means the ClearEstate app.clearestate.com website, ClearEstate mobile interface and/or the ClearEstate account you create.

"Pre-Need Plans" refers to any of ClearLegacy Essential, ClearLegacy Essential Couples, ClearLegacy Plus, ClearLegacy Couples Plus, ClearLegacy Complete, ClearLegacy Couples Complete, ClearLegacy Professional, and ClearLegacy Couples Professional plans.

"Professional Plan(s)" means ClearEstate’s plan(s) pursuant to which a Fiduciary Partner is appointed by you to act as personal representative, executor, trustee, or attorney (each, as the case may be) of the Estate, while ClearEstate acts as agent to the Fiduciary Partner. The ClearEstate Professional Plans include the ClearEstate Professional Plan (including the ClearEstate Intestate Professional Plan), an At-Need Plan suitable for estate settlement, and the ClearLegacy Professional Plan (including the ClearLegacy Couples Professional Plan), a Pre-Need Plan suitable for estate planning.

"Services" refers to the services offered and provided by ClearEstate, including the Platform and its features and functionalities, as well as the customer support and assistance provided by a ClearEstate employee.

"Testamentary Document(s)" refers to the will, power of attorney for property, and probate application, to which a Fiduciary Partner has been appointed by you to act.

2. ClearEstate is not a Law Firm, nor a substitute for Legal Advice or any other professional advice

ClearEstate is NOT a law firm, nor an attorney and no attorney-client relationship or privilege is created between you and ClearEstate. The legal information contained on the Platform is not legal advice and is not guaranteed to be correct, complete, or up-to-date. If your specific problem is too complex to be addressed by ClearEstate, you should consult a licensed attorney in your area. ClearEstate doesn't assist with litigious cases. If your case becomes litigious, ClearEstate will only be able to help once all parties have settled their dispute and are in agreeable terms.

By accepting these Terms of Use, you understand and agree that ClearEstate only acts as an intermediary between Platform users and Independent Professional Advisors, all of them acting as independent contractors and subject to the terms of your testamentary documents and Purchase Terms.

3. ClearEstate is not a Trust Corporation

ClearEstate is NOT a trust office, nor a trust corporation, nor does it hold a trust licence. ClearEstate only acts as agent of individuals or entities authorized to carry on a trust business.

4. Disclaimer of Warranty and Limitation of Liability

We make every effort to ensure that the features of the Platform are reliable and accurate when published. Despite our best efforts, we cannot guarantee that the information is accurate or complete, free from error or omission, or that it is up-to-date at all times. We cannot guarantee that the Platform will be accessible at all times or without interruption. We shall not be held responsible for any damages that may result from the inaccessibility of the Platform, or from any difficulties that you may experience while you access it, including: an interruption of electronic service; a network failure; the malfunction of any equipment, computer hardware or software; or any faulty, incomplete, incomprehensible or deleted transmission, whether or not such difficulties have been brought to our attention. In general, and without limiting the specific cases of limitation of liability mentioned above, and notwithstanding any provisions to the contrary, we shall not be held responsible for any damages that may result from or relate to the Platform and/or its contents or our Services, except in cases of gross or wanton negligence. When the Platform asks or suggests that you submit to it any document or information, you are responsible for submitting to the Platform the up-to-date, complete and accurate document or information, free from error or omission. We shall not be held responsible for and we hereby disclaim any liability in connection with any document or information submitted to the Platform or provided to us by you or any other user (including users who have been granted an access to a specific Estate and related Services).

5. Our Services

ClearEstate has created a comprehensive companion tool for estate administration and planning. Each client, whether an Executor or a Planner, and based on their needs and jurisdiction requirements, is guided through the stages of estate administration or planning processes making sure steps are completed at the right time. The plans we offer give you flexibility to choose the amount and depth of guidance you want – from just a little help (if you feel confident in being able to complete the process by yourself), up to a complete hands-off (if you prefer to delegate all tasks to a Fiduciary Partner).

Fees included in the Purchase Terms will not include any of the following fees/costs, which you will be responsible for:

Provincial, state or federal sales tax, excise tax or other taxes chargeable and invoiced to you by ClearEstate, or by the tax authority directly;
Disbursements, out-of-pocket expenditures, such as certificate fees, filing fees, courier charges, travel, etc., if applicable; and
Fees charged by Independent Professional Advisors not specifically included in your plan, such as external lawyers, tax advisors, real estate agents, wealth management advisors, etc.

ClearEstate may act and rely, and shall be protected when acting and relying in good faith, on the advice of Independent Professional Advisors, whether retained by ClearEstate or by you, in relation to any matter arising in the performance of the Services. You hereby consent that ClearEstate provides Independent Professional Advisors with all documents, information and records required in order to provide the Services. ClearEstate will make reasonable efforts to limit the information disclosed to the minimum that is necessary to accomplish the intended purpose of the disclosure.

Any advice provided by Independent Professional Advisors will be invoiced as disbursements and charged separately, except where included in your Plan. ClearEstate will get your approval for such charges before engaging any Professional Advisors.

5.1 Professional Plans

You agree that if selecting a Professional Plan that you will execute all legal documents necessary to confirm such an appointment of the Fiduciary Partner as personal representative, executor, trustee, or attorney (each, as the case may be) of the Estate. You understand that a Fiduciary Partner can refuse appointment. To diminish the risk of refusal, ClearEstate, through its Platform, will conduct a thorough due diligence of you and the Estate. You further agree to maintain your information up to date on the Platform. If a Fiduciary Partner refuses appointment, ClearEstate may suggest alternative service providers to you or your future beneficiaries for comparable services.

5.2. At Need Plans

At-Need Plans are perfect for executors who require support and guidance in settling the Estate of their loved ones. We offer five different plans that you can choose from, depending on the circumstances and how much time and effort you wish to spend settling the Estate. With purchase of At-Need Plans, ClearEstate will provide administrative support to you as you carry out the burden of the estate settlement and support you in performing the fiduciary duties and responsibilities with respect to the Estate. In the case of a Professional Plan, ClearEstate will provide such administrative support services to the Fiduciary Partner appointed as personal representative, executor, trustee, or attorney of the Estate (as the case may be).

ClearEstate will provide the purchased Services based upon the information that you provide. You agree to provide accurate and updated information, documents and records to ClearEstate upon its request, and to execute all necessary documentation requested by ClearEstate to provide the purchased Services. ClearEstate will not be responsible for any delays or interruptions in the administration of the Estate resulting from the omission of information, or the submission of inaccurate or incomplete information by you.

ClearEstate shall provide you with access to all documents, information and records generated in the provision of agency services and shall answer all related inquiries.

The Purchase Terms at checkout will indicate the Services applicable to the At-Need Plan selected.

5.3. Pre-Need Plans

Our Pre-Need Plans allow individuals or couples to plan their Estates. This will include creating your Testamentary Documents. You can book a 30-minute free consultation to learn more about the meaning of these documents and which plan would be the best option for your particular case. Leaving your Estate planned will ease the administration and transfer of property to your loved ones. The best gift you can leave is a well-planned Estate.

The Purchase Terms at checkout will indicate the Services applicable to the Pre-Need Plan selected.

6. Your Use of the Platform

The Platform and the Services are made available to you and provided exclusively for your personal and non-commercial use. You cannot resell the Services or the use of the Platform. You cannot access and use the Services and the Platform in a manner that competes with ClearEstate's activities.

You are prohibited from and agree to not submit to the Platform any information that is inappropriate, obscene, or fraudulent. You are also prohibited, and you agree to refrain from transmitting or submitting to the Platform any information that you know to be outdated, false or misleading. You are prohibited from and you agree not to engage in any activity related to the use of the Platform that constitutes a criminal offence, unlawful action or violation of ClearEstate’s Terms of Use and Privacy Policy. You are solely responsible for any document or information that you submit to the Platform.

ClearEstate will automatically and without notice suspend your access to the Platform and to its Services if ClearEstate has reasonable grounds to believe that your use of the Platform constitutes or is related to any criminal activity, unlawful act, violation of ClearEstate’s Terms of Use and Privacy Policy, or attempt to do the foregoing. Unless precluded by law, ClearEstate also reserves the right to transmit any information that ClearEstate deems relevant (including personal information) to the appropriate authorities to prevent or stop any criminal or unlawful act, especially if the security, integrity and/or well-being of the Platform’s users are at risk.

You must not use on the Platform any form of destructive software such as viruses, worms, Trojan horses, time bombs, cancelbots or other harmful components, files, programs or computer codes designed to interrupt, destroy or limit the functioning of the Platform. You may not attempt to gain unauthorized access to the Platform, other computer systems or networks connected to the Platform by password extraction or other means; interfere with or disrupt networks or servers connected to the Platform or violate the regulations, policies or procedures of such networks; and use, download or otherwise copy, or provide to a person or entity, the user directory or other user information (including any information about a Deceased, its Estate or Beneficiaries), or data on the use or any portion thereof for purposes other than those used for the Platform.

To use the Platform, you must register and create a personal user account. You must be at least 16 years old to register and create an account. You will need to submit to ClearEstate your personal information such as your name, personal address, your work email address, phone number and age, and depending on the type of account you have created, you will be required to register a valid credit card. Your account information must be true, accurate, complete and up-to-date at all times. Otherwise, your access to your account may be suspended or terminated automatically and without notice.

Other personal information about you or about the Estate may be submitted to the Platform by you or other persons (e.g., family members, professionals) in order to settle an Estate. Such personal information may include marital status, age, driver license, relationship with the Deceased, contact information, telephone number, email address, social insurance number. We refer you to our Privacy Policy for more detail. Any personal information you provide us will be processed in accordance with our Privacy Policy.

By creating an account, you agree that you may receive communications from us, such as newsletter, promotions, and account reminders and updates. You may unsubscribe to receive optional communications, like marketing messages, but you may not opt-out from essential communications, such as communications regarding the Estate and Services contracted.

You understand and agree that you are responsible for maintaining the confidentiality of the passwords associated with your account. You agree that you will be solely responsible for activities that occur under your account. If you become aware of any unauthorized access or activity, whether criminal or illegal, you agree to notify ClearEstate immediately at the following e-mail address: support@clearestate.com.

7. Your Comments about ClearEstate on Third-Party Websites

You can post comments on a third-party website about your experience with ClearEstate's Services and express your appreciation of the Platform. You can also send us comments to hello@clearestate.com. ClearEstate may review your comments before or after they are posted, delay or prevent their publication and may delete them once posted if they are likely to cause injury or damage to others, or contain personal information or material that may be sensitive, illegal or that go against the Platform's rules of use or ClearEstate's recommendations.

By sending comments to us over any type of media (email, direct messages through the Platform, social media, physical mail, fax), or by posting them on a third-party website, you grant ClearEstate a royalty-free, irrevocable, perpetual, worldwide and non-exclusive license to publish, reproduce and distribute said comments by any means of communication controlled or authorized by ClearEstate, including social media. You hereby waive any moral right you have on or to your published comments and you authorize ClearEstate to modify them to make them easier to understand and to identify you as the author of your comments. ClearEstate is under no obligation to publish your comments or keep them accessible, this decision being at our sole discretion.

ClearEstate requires all users of the Platform and its Services to be respectful and civilized in their comments. You are prohibited from posting comments that are likely to offend or that may expose an individual or group of individuals to hatred or contempt on the basis of race, origin, colour, religion, sex, sexual orientation, age, physical or mental disability or other grounds. Your comments must be of a personal, non-commercial nature. ClearEstate strongly recommends that you do not post comments containing your personal information or that of the Deceased or Beneficiaries.

8. Termination of the Platform and/or Services

We reserve the right to suspend, and/or terminate, at any time, without warning, full or partial access to the Platform, including your account or any or all Estate(s) you have created on the Platform and any of the transactional pages and any of our pages accessible through certain social media websites, as well as our Services. We additionally reserve the right to discontinue uploading information to such sites, accounts and Estates, in which case we shall not be held responsible for any damages that you may incur. All information on the ClearEstate website and/or Platform is subject to change without prior notice. We may also suspend or terminate our Services and access to the Platform at any time in case of late payment of our fees as set out below in clause 15 Payment.

For Professional Plans, ClearEstate will not commence Services until satisfactory proof has been provided that the Estate is solvent. ClearEstate reserves the right to withhold Services in cases where this proof is unclear or if any claim against the Estate arises. A Fiduciary Partner's appointment is subject to such Fiduciary Partner's review and approval.

It is your responsibility to provide us with any requested information within thirty (30) calendar days from which we last communicated. If we don't hear from you within thirty (30) calendar days, we reserve the right to terminate your access to the Platform.

You may terminate our Services at any time by providing us with a written notification or email sent to support@clearestate.com at least 30 calendar days prior to the intended termination date. However, keep in mind that your obligations under this Terms of Use, such as obligations set forth in clause 15 Payment Terms will survive and you will be liable for any Service received and rendered by us that you have not been fully paid.

If for any reason, you or us decide to terminate the Services you engaged us to undertake, prior to completion, you will retain access to the Platform for thirty (30) calendar days from the date of early termination, subject to these Terms of Use.

If you have agreed to our Services and we have started to provide you with our Services and/or access to the Platform, ClearEstate has the right to charge the applicable fees for those Services provided, including any time spent and costs incurred on behalf of you, even if you (unilaterally or with ClearEstate's consent) agree to early terminate our Services.

ClearEstate reserves the right to withhold Services and/or terminate your access to the Platform if you haven't paid an outstanding invoice for over thirty-one (31) calendar days. ClearEstate will resume Services and your access to the Platform once payment from you is received.

If the Estate becomes litigious, ClearEstate has the right to early terminate the agreement it has with you. ClearEstate might assist you once the dispute has been resolved.

Once ClearEstate has completed the Services you engaged us to undertake, you will retain access to the Platform for thirty (30) calendar days from the date when Services were completed, subject to this Terms of Use.

ClearEstate expects that your use of the ClearEstate Platform and Services for estate administration should result in a settled estate within a 24-month period. On the rare occasion where the administration of the estate requires support beyond twenty-four (24) months, access to the Platform and Services will be extended free of charge.

ClearEstate expects that your use of the ClearEstate Platform and Services for estate planning should result in a complete planning estate within a 12-month period unless the annual maintenance fee add-on is purchased by the client. On the rare occasion where planning an estate requires support beyond twelve (12) months, access to the Platform and Services will be extended free of charge.

9. Executor, Facilitator, Beneficiaries and Professionals

Except for Professional Plans, when you are accessing and using the Platform as the Executor of an Estate or its facilitator, you have full control over the management of the account and the Estate for which you created the account on the Platform. You have the right to invite other users such as Beneficiaries and Independent Professional Advisor to access this account. You are solely responsible for granting access to such users and ClearEstate shall not be held responsible for any damages that you or other people may incur when granting access to an account to other users, unless a ClearEstate personnel has granted such access.

If you are accessing and using the Platform as the Beneficiary of an Estate you may have limited access to the documents and information which can be available on the Estate. Depending on the type of Independent Professional Advisor, you might have more or less access to the account. We refer you to the Executor of the Estate if you have any questions about the documents and information you would like to access on the Estate.

As part of our standard Services, ClearEstate and, depending on the jurisdiction, any Independent Professional Advisor who ClearEstate might partner with review the documents and information submitted to the Platform, including the forms filled on or by the Platform and perform the Will validation process (probate). We understand that you may, however, prefer that your own Independent Professional Advisors review those documents, information and forms and complete the probate process. You have discretion to choose the Independent Professional Advisor that you prefer.

Some Estates are more complicated to settle than others. This is often the case when a trust has been established, a will is invalid, the status of the Executor is challenged, or if the property of the Deceased is located in multiple jurisdictions or includes equity in a corporation, partnership or other legal body. If further to our review we believe that settling the Estate requires additional, specific or more sophisticated professional services, we will notify you and recommend that you retain the services of Independent Professional Advisors in order to settle the Estate.

We understand that you may, however, prefer that we continue to assist with the settling of the Estate for you. If that is the case, we will retain the services of Independent Professional Advisors to address those specific issues. These services will be charged separately, unless specified in your invoice. We will seek your approval before incurring additional fees, not specified in the invoice.

Unless you appoint us as your agent, ClearEstate shall not be held responsible for any service or opinion provided to you (via the Platform or otherwise) by Independent Professional Advisors appointed by you (such as tax advisors, accountants or lawyers) to assist in settling the Estate and disclaims any liability in connection therewith.

10. Hyperlinks and Third-party Service Providers

The Platform contains hyperlinks that may direct you to the websites of our business partners (such as “StripeTM” or other internet payment services provider and “DocuSignTM” or other electronic signature provider) or other service providers or third parties (such as Independent Professional Advisors like legal or tax advisors). Such third party websites are not under our control, and we are not responsible for the contents of any such website or any link contained in such websites. The third party links included on the Platform are provided for your convenience, and the inclusion of such links does not imply a recommendation or endorsement by us of any such website or the products or services offered therein. If you decide to access any of the third party websites, you do so entirely at your own risk. You acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with the use of or reliance on any such third party website.

Any third-party content, data or publications made available through the Platform are furnished by us on an as-is basis for your convenience and information. Any opinions, advice, statements, services, offers, or other information made available by third parties, including legal professionals or tax advisors, are those of the respective author(s) or and not of ClearEstate. WE DISCLAIM ANY WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, THAT THE INFORMATION IN SUCH PUBLICATIONS IS ACCURATE OR COMPLETE.

Whenever instructed by you, ClearEstate may act as your agent and rely on the services provided by our business partners to help you settle an estate.

11. Indemnification

You agree to indemnify and hold us harmless from all damages and causes of actions arising from any of your actions or omissions related to your use of the Platform in violation of the present Terms of Use and/or ClearEstate’s Privacy Policy or applicable laws. Neither ClearEstate nor any other user, including Independent Professional Advisors, assume any responsibility or liability that may arise from any act or omission or unlawful, outdated, false or misleading content, transmission or upload by you or any other user.

ClearEstate shall not have any liability in the event that any information exchanged or provided by you is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by ClearEstate. ClearEstate shall also not be liable for any actions or omissions by it or its Independent Professional Advisors, in the absence of gross negligence or willful misconduct. Notwithstanding anything in this Terms of Use or any ancillary agreement to the contrary, ClearEstate shall not be held liable under this agreement or any ancillary agreement for any incidental, consequential, special, indirect, punitive or exemplary damages.

You will indemnify and hold harmless ClearEstate, ClearEstate’s directors, officers, employees, agents and assignees (the “Indemnitees”), from and against any and all losses, claims, damages, liabilities, penalties, levies, assessments, and costs, including any and all legal fees and disbursements (collectively the “Claims”), which may at any time be incurred by or asserted against the Indemnitees, either directly or indirectly from:

Any claim brought against the Indemnitees by the Estate, any Beneficiary under the Estate, or any other person arising from the failure of the Indemnitees to perform the Services, provided that the Indemnitees acted without gross negligence;
Any act, omission or error of the Indemnitees in connection with this Agreement, provided the Indemnitees acted without gross negligence;
The actions of, or any failure to act by, any third party;
inaccuracies in or inadequacies of the information provided by you to the Indemnitees;
Failure by the Indemnitees to perform or fulfill any obligations to you due to any cause beyond its control; and/or
Any decision made by you that is contrary to the recommendations of the Indemnitees.
If more than one person is appointed as executor, estate representative, attorney, and/or trustee, you and all parties shall be jointly and severally liable with respect to all liabilities arising under this Terms of Use and any ancillary agreement, including the payment of any fees owing to ClearEstate.

12. Disclaimer Clause

You acknowledge that you are using the Platform and that you rely on it at your own risk. To the extent permitted by law, ClearEstate does not offer any warranty of any kind with respect to the Platform and ClearEstate’s Services, all provided "AS IS", “WHERE IS” and “AS AVAILABLE”. THE PARTIES EXPRESSLY EXCLUDE ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, QUALITY OF SERVICES RENDERED, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE AS WELL AS THOSE ARISING OUT OF APPLICABLE LAW OR OTHERWISE UNDER THE MARKET OR NORMAL COURSE OF BUSINESS. WE DO NOT WARRANT THAT THE PLATFORM WILL CONTINUE TO OPERATE, OPERATE WITHOUT INTERRUPTION OR BE FREE FROM ERROR.

YOU ACKNOWLEDGE AND AGREE THAT CLEARESTATE DOES NOT PROVIDE TAX, ACCOUNTING OR LEGAL SERVICES NOR OPINIONS BUT MAY ACT AS AN INTERMEDIARY BETWEEN PLATFORM USERS AND THIRD PARTY INDEPENDENT PROFESSIONAL ADVISORS, ACTING AS INDEPENDENT CONTRACTORS. CLEARESTATE IS NOT RESPONSIBLE FOR ANY SERVICE OR OPINION PROVIDED TO YOU (VIA THE PLATFORM OR OTHERWISE) BY ANY SUCH INDEPENDENT PROFESSIONAL ADVISORS AND DISCLAIMS ANY LIABILITY IN CONNECTION THEREWITH.

TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT CLEARESTATE IS NOT RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, INDIRECT, DIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR OTHER TYPES OF DAMAGES (INCLUDING IN PARTICULAR, PROPERTY DAMAGE, LOSS OF INFORMATION, PROGRAMS OR DATA, ECONOMIC LOSSES) ARISING FROM THE USE OF THE PLATFORM OR THE SERVICES RECEIVED, ANY CONTENT PROVIDED, A THIRD-PARTY WEBSITE, OR THAT ARISES FROM ANY ACTS OR OMISSIONS OF A USER, THE INABILITY TO USE OR ACCESS THE PLATFORM, WHETHER CLEARESTATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR SUCH LOSS, OR THAT SUCH DAMAGE OR SUCH LOSS IS REASONABLY FORESEEABLE.

IN ALL CASES, YOU ACKNOWLEDGE THAT CLEARESTATE’S TOTAL AND AGGREGATE LIABILITY FOR ANY INDIRECT, DIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR OTHER TYPES OF DAMAGES (INCLUDING IN PARTICULAR, PROPERTY DAMAGE, LOSS OF INFORMATION, PROGRAMS OR DATA, ECONOMIC LOSSES), WHETHER IN CONTRACT, TORT, OR EQUITY, ARISING FROM THE USE OF THE PLATFORM OR THE SERVICES RECEIVED, ANY CONTENT PROVIDED, A THIRD-PARTY WEBSITE, OR THAT ARISES FROM ANY ACTS OR OMISSIONS OF A USER, THE INABILITY TO USE OR ACCESS THE PLATFORM, WHETHER SUCH DAMAGE OR SUCH LOSS WAS REASONABLY FORESEEABLE, THAT YOU MAY CLAIM AND THAT MAY BE GRANTED TO YOU IS LIMITED TO THE VALUE OF OUR AGREEMENT WITH YOU.

If you are accessing the Platform as a “facilitator”, “Beneficiary” or “Independent Professional Advisor”, ClearEstate's Platform and Services are made available to you because the Executor has registered you as such for a specific Estate and has requested that an invitation be sent and access be granted to you in such capacity and for this specific Estate. Your access to the Platform and ClearEstate's Services will be terminated in the event of the Executor deciding to remove your right to access and use ClearEstate's Platform and Services in respect of this specific Estate. Notwithstanding the fact that your access to the Platform and the Services are granted by or on behalf of the Executor, the Executor will not be liable for any damage you may suffer as a result of your use of the Platform and the Services, and the Executor makes no warranty of any kind regarding the Platform and the Services. Without limiting the foregoing and subject to any written agreement to the contrary between ClearEstate and you, by accessing and using ClearEstate's Platform and Services through your user account, you agree that you are personally responsible for your own acts and omissions.

13. IT Security

We comply with applicable laws governing the protection of personal information. In addition, we use encryption techniques to protect the confidentiality of the information exchanged between you and our service provider within transactional pages. We also protect information exchanged when the Platform is accessed through a non-secure platform or in a public location, which could endanger the security of your personal information or the documents or information submitted to the Platform. However, we shall not be held responsible for any damages that you may incur as a result of your access to the Platform under such circumstances.

Telecommunication networks (including the Internet), electronic systems, email or telephone communications (including SMS) are neither secure nor confidential. They can be accessed, lost or intercepted, in much the same way as communications by other means (for example, by post). No electronic system is completely secure or error-free. We shall not be held responsible for any damages that you may incur from using our Platform or from any exchange of e-mail or electronic messages (including SMS), whether originating from you or from us.

To access some of our services, including but not necessarily limited to our Platform, you need an account. You cannot use someone else’s account, login, or password to access any portion of the Platform. Choose your password wisely and keep your account details safe. Sharing it, intentionally or not, makes you liable for any losses due to someone else’s use of your account. You alone are responsible for ensuring the protection and safekeeping of your data when using your computer platforms and devices. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us at support@clearestate.com

ClearEstate may, in its sole discretion, audit, analyze, monitor, track and record the activities conducted on the Platform by you and other users. This can include logins and logouts, documents viewed, accessed or deposited, pages and sections accessed and features and functionalities used. ClearEstate does so for record-keeping purposes, to improve the Services and the features and functionalities of the Platform as well as to document the activities conducted on the Platform for law enforcement and legal proceedings purposes.

14. Trademarks and Intellectual Property

All web content (including text, illustrations, graphics, images, photographs, audio and video clips, software and codes available on the Platform (collectively, the "Content"), including the manner in which the Content is presented, is protected by Canadian and foreign laws, notably under copyright law, and belongs to ClearEstate. You are prohibited from: (i) using, reproducing, modifying, adapting, translating, downloading or transmitting the Content, in whole or in part, or otherwise permit access; (ii) modifying, removing or covering any trademark or property notice included in or on the Content or the Platform; and (iii) decompiling, disassembling, decrypting, extracting the Platform or performing reverse engineering on the Platform or their components, including, but not limited to, software, or assist anyone in doing the foregoing.

Certain names, words, titles, phrases, graphics, logos, icons or designs used on the Platform may be trademarks belonging to ClearEstate, our business partners, service providers or used with the consent of third-party owners. You agree not to remove, edit or otherwise alter trademarks, service marks, logos and other proprietary information contained on the Platform. Trademarks and the information contained on the Platform, including comments from users, may not be reproduced, in whole or in part, or used in any way without obtaining our prior written consent.

15. Payment

15.1 Our Fees

Upon acceptance of this Terms of Use and our purchase or payment terms on our checkout page or provided to you over email or in any other manner (the "Purchase Terms"), and prior to commencing Services, payment is to either be made by the purchaser in full via credit or a buy-now-pay-later payment plan, which can be selected through ClearEstate's third-party provider and subject to provider’s approval, or in any other manner agreed with ClearEstate, as per the Purchase Terms. You can find more information about the buy-now-pay-later payment plan here.

Unless expressly stipulated, fees payable for services rendered to third party agents, such as appraisers, realtors, property managers, external attorneys, etc., if needed, are not included. Similarly, costs to transfer real title, taxes, and court/probate fees are payable by the Estate.

For Pre-Need Plans, an additional annual subscription fee will be charged upon accepting our Purchase Terms and yearly thereafter.

You agree to submit any disputes regarding any charge to your account in writing to ClearEstate within thirty-one (31) calendar days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge.

15.2 Payment

All payments must be made in the manner and by the due date indicated on our Purchase Terms. Should payment not be received within the indicated timeframe, ClearEstate reserves the right to withhold Services and access to the Platform. In any case, ClearEstate reserves the right to withhold Services if payment has not been received within thirty-one (31) calendar days of the date when an account has been created and/or you have expressed interest in hiring ClearEstate. Any payment made by you is to be reimbursed from the Estate.

Payments can be made in US dollars or Canadian dollars, using a credit card issued by Visa™, MasterCard™ or American Express™. Applicable sales taxes may be added to transactions, in accordance with applicable laws.

15.3 Payment Priority

By contracting with ClearEstate and accepting this Terms of Use and the Purchase Terms, you agree that ClearEstate's fees and expenses as described in the Purchase Terms, are due and deemed payable from the beginning of the administration of your Estate and fees shall rank senior to other debt owned by the Estate. If you have selected a Professional Plan, and you have appointed a Fiduciary Partner as a co-executor, co-trustee or co-attorney, you agree that ClearEstate's fees and such Fiduciary Partner's fees shall be paid in priority to all other claims for fees and expenses by any-co executors, co-trustees or co-attorneys.

16. Questions, Feedback and Complaints

We value your feedback! Our mission is to serve you, our clients, with all your estate planning and administration needs. Please send an e-mail to hello@clearestate.com for any questions regarding the operation of the ClearEstate Platform or feedback on how we can make things better. We can’t promise to implement all requests, but we are committed to listening.

To obtain user support, please contact: support@clearestate.com or call 1-(866) 210-2362 between 9:00am and 5:00pm EST from Monday to Friday (except holidays).

We strive to provide the best service possible. However, if you need to file a complaint about our Services, you can do so by:

E-mailing us at legal@clearestate.com

Calling us 1-(866) 210-2362 between 9:00am and 5:00pm EST from Monday to Friday (except holidays).

Mailing us a letter and hard copies at ClearEstate Technologies Inc., 50- 260 Adelaide Street East, Toronto, Ontario, M5A 1N1, Canada.

In order to serve you best and resolve your complaint efficiently, we kindly ask that when you contact us you tell us:

what went wrong,
when it happened, and
what you expect, for example, money back, an apology or an account correction.

We take complaints seriously and we will try to get back to you promptly. We also ask you that, if we require more information or documents from you, you send those as practical as possible. It is convenient that you keep copies of all relevant documents, such as letters, emails, and notes of our conversations. We will investigate the matter and attempt to give you a decision within thirty (30) calendar days.

If your complaint relates to a payment, you agree to submit any disputes regarding any charge to your account in writing to ClearEstate within thirty-one (31) calendar days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge.

17. Accessibility at ClearEstate

ClearEstate is committed to ensure a safe and accessible environment that respects the independence, integration, equal opportunity and dignity of people with disabilities. You can provide us with feedback regarding the provision of services to individuals with disabilities by emailing us at support@clearestate.com or call 1-(866) 210-2362 between 9:00am and 5:00pm EST from Monday to Friday (except holidays).

1818. Governing Law

These Terms of Use 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 choice of law or conflicts of law principles.

The United Nations Convention on Contracts for the International Sale of Goods shall not govern these Terms of Use or the rights and obligations of the parties under this agreement and is expressly excluded.

19. Dispute Resolution and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

19.1. Dispute Resolution and Arbitration

YOU AND CLEARESTATE AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY BETWEEN YOU AND CLEARESTATE ARISING IN CONNECTION WITH OR RELATING IN ANY WAY TO THESE TERMS OF USE OR ANY OTHER DOCUMENT EXECUTED BY BOTH OF USE THAT GOVERNS OUR RELATIONSHIP AS A USER OF THE PLATFORM AND/OR CLIENT OF OUR SERVICES (ALTOGETHER THE “AGREEMENTS”) (WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, AND WHETHER THE CLAIMS ARISE DURING OR AFTER THE TERMINATION OF THE SERVICES AND/OR AGREEMENTS) WILL BE DETERMINED BY MANDATORY BINDING INDIVIDUAL ARBITRATION. THIS ARBITRATION PROVISION WILL SURVIVE TERMINATION OF OUR RELATIONSHIP.

If you are acting as a business, the provisions contained in this clause will apply.

19.2. Exceptions

Notwithstanding the clause 19.1. (Dispute Resolution and Arbitration) above, you and ClearEstate both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to (i) bring an individual action in a small claims court, (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a court of law, or (iv) to file suit in a court of law to address intellectual property infringement claims.

If you are acting as an individual consumer and if mandatory statutory consumer protection regulations in the jurisdiction where you residence contain provisions that are more beneficial for you, such provisions shall apply.

If you reside in Ontario or Quebec, you also have the right to submit a claim to the competent Court of Justice of your jurisdiction.

19.3. Option to Opt Out of Arbitration

You may opt out of this agreement to arbitrate. If you do so, neither you nor ClearEstate can require the other to participate in an arbitration proceeding. To opt out, you must notify us in writing within thirty (30) days of the date that you first became subject to the arbitration provision in these Terms of Use. You must send us a clear statement that you want to opt out of arbitration, along with your name, residence or business address, and the email address associated with your account to: legal@clearestate.com, to opt out.

19.4. Arbitration Rules

Either you or we may start arbitration proceedings. Any arbitration between you and ClearEstate will be finally settled under the Rules of Arbitration of the International Chamber of Commerce (the “ICC”) then in force (the “ICC Rules”) by one or more arbitrators appointed in accordance with the ICC Rules, as modified by the Agreements, and will be administered by the International Court of Arbitration of the ICC.

The ICC Rules can be found here https://iccwbo.org/dispute-resolution-services/arbitration/rules-of-arbitration/

Any arbitration will be conducted in the English language and unless otherwise required by a mandatory law where you reside, the law to be applied in any arbitration shall be the law of Ontario, without regard to choice or conflicts of law principles, and the seat of the arbitration shall be Toronto, Ontario, unless a mandatory applicable law where you reside stipulates a different seat.

19.5. Time for Filing

Any arbitration must be commenced by filing a demand for arbitration within ONE (1) year after the date the party asserting the claim first knows or reasonably should know of the act, omission, or default giving rise to the claim; and there shall be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.

19.6. Confidentiality

All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator's decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law. Except as required to enforce the arbitrator's decision and award, neither you nor ClearEstate shall make any public announcement or public comment or originate any publicity concerning the arbitration, including, but not limited to, the fact that the parties are in dispute, the existence of the arbitration, or any decision or award of the arbitrator.

19.7. Adjudication

To the fullest extent permissible by the law of your jurisdiction, both, you and ClearEstate acknowledge and agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, both you and ClearEstate, each waive any right to a jury trial.

WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND CLEARESTATE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and ClearEstate agree, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding.

20. Entire Agreement

These Terms of Use constitute the entire agreement between you and ClearEstate regarding your access and use of the Platform, the Services and any other subject matter herein, and they replace any previous agreement, representation, warranty or understanding, whether verbal or written, express or implied, in this regard.

21. Severability

If any portion of these Terms of Use is declared or held unlawful, invalid, or unenforceable, such portion of these Terms of Use shall be deemed severed and shall not affect the validity or enforceability of the remainder provisions of these Terms of Use, which shall remain in full force and effect.

22. Enurement

These Terms of Use are binding upon and shall enure to the benefit of both parties and their respective heirs, agents, legal representatives, assignees, successors (including any successor resulting from a merger or other statutory arrangement) and permitted assigns.

23. Assignment

You shall not assign or transfer your rights or obligations under this Term of Use or under any other document executed between you and ClearEstate without ClearEstate's prior written consent, which consent shall be at our sole discretion. ClearEstate may, without restriction, assign, transfer or delegate this agreement and any rights and obligations hereunder, at its sole discretion.

24. Waiver

ClearEstate’s failure to exercise any right or remedy provided under these Terms of Use or by applicable law shall constitute a waiver of such right or provision, unless agreed to us in writing. No single or partial exercise of a right or remedy shall preclude or restrict the further exercise of such right or remedy, or of any other right or remedy.

25. Third Party Beneficiary

A Fiduciary Partner appointed with purchase of a Professional Plan is an intended third party beneficiary of this Terms of Use and is entitled to the benefits and remedies accorded to third party beneficiaries under the law.

26. Electronic Acceptance of these Terms of Use and Notifications

Neither party hereto shall argue that an agreement was not formed hereunder based on either (i) the use of electronic means to indicate acceptance of these Terms; or (ii) the fact that any signature or acceptance of this agreement was transmitted or communicated through electronic means; and each party forever waives any related defence.

Any notices or other communications provided by ClearEstate, including those regarding modifications to these Terms of Use, will be given: (i) via email; and (ii) by posting to the Platform. Notice provided by e-mail will be deemed received on the date such email is sent. Notice provided by posting to the Platform will be deemed received on the date that notice is posted.

27. Territorial Restrictions

You represent and warrant that (i) you are not located in a jurisdiction subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. ClearEstate services are intended to be primarily used within North America.

28. Force Majeure

If either Party is delayed, hindered, or prevented from performing its obligations under these Terms of Use or any other document governing our relationship, by reason of war, riot, sabotage, terrorist act, flood, fire, earthquake, hurricane, tornado, radiological emergency, computer virus or worm, governmental or quasi-governmental law, regulation or court order, or any other cause of like nature beyond reasonable control, the party unable to perform will promptly give notice to the other party. As soon as practicable under the circumstances, the non-performing party shall make commercially reasonable efforts to resume full performance.

29. English Language

These Terms of Use may be available in languages other than English. To the extent of any inconsistencies or conflicts between these English Terms of Use and ClearEstate’s Terms of Use available in another language, the most current English version of these Terms of Use will prevail. Any disputes arising out of these Terms of Use will be resolved in English unless otherwise determined by ClearEstate (acting in its sole discretion) or as required by applicable law.