Terms of Service

These Terms of Service ("Terms") govern your access to and use of the website at notationtool.ca and the associated web application (the "Service"), operated by Notation Tool ("Notation Tool," "we," "us," or "our"). By creating an account or otherwise using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. The Service

Notation Tool provides workflow software designed to help Ontario insurance brokerages and their staff capture client information during broker–client interactions, generate consistent note templates, and organize internal references. The Service does not transact insurance, does not bind coverage, and is not connected to any insurer's policy administration system.

2. Not professional or legal advice

The Service is a productivity tool. Outputs produced by the Service (including generated notes, exported documents, and form-based recommendations) are not insurance advice, underwriting decisions, legal advice, or substitutes for the professional judgment of a licensed broker. You are solely responsible for the accuracy, completeness, and regulatory compliance of any information you transcribe into your brokerage management system (BMS), submit to an insurer, or share with a client. Reliance on any feature of the Service is at your own risk.

3. Eligibility

To use the Service you must be at least 18 years of age, an Ontario-licensed insurance brokerage or an authorized member of one, and capable of forming a binding contract. Owners or principals applying on behalf of a brokerage represent that they have authority to do so.

4. Accounts

• Brokerage owners apply through the public application form and are manually reviewed before approval.
• Approved owners create accounts through our authentication provider (Clerk) using the email submitted on the application.
• Owners may invite employees by email; invited employees auto-join the brokerage when they sign up with the matching email.
• You are responsible for keeping your credentials confidential and for all activity that occurs under your account.
• You agree to provide accurate information, keep it up to date, and notify us promptly of any unauthorized use of your account.

5. Free trial and paid subscriptions

New brokerages may receive a free trial period at our discretion. Paid subscriptions, when available, will be billed in accordance with the pricing terms presented at the time of purchase. Subscription fees are non-refundable except where required by law. We reserve the right to change pricing or introduce paid tiers with reasonable notice.

6. Acceptable use

You agree not to:

• Use the Service for any unlawful purpose or in violation of Ontario insurance regulation, RIBO bylaws, the Insurance Act, or PIPEDA;
• Share account credentials with persons who are not authorized members of your brokerage;
• Use the Service to store, transmit, or process personal information of insurance consumers in a manner inconsistent with your own privacy obligations;
• Reverse engineer, decompile, scrape, or attempt to extract source code from the Service;
• Use automated tools, bots, or scripts to access the Service except as expressly permitted;
• Upload content that is illegal, defamatory, infringing, or harmful;
• Disrupt, probe, or test the security of the Service or attempt to gain unauthorized access to any account, system, or data;
• Resell, sublicense, or otherwise commercially exploit the Service without our prior written consent.

7. Your content

You retain ownership of any content you create or upload through the Service, including saved submissions, custom forms, and quick-access configurations ("Your Content"). You grant Notation Tool a limited, non-exclusive licence to host, store, transmit, and process Your Content solely for the purpose of operating and providing the Service to you and your brokerage. We will not use Your Content for advertising or train artificial intelligence models on it.

8. Intellectual property

The Service, including its design, code, branding, templates, generated note formats, and documentation, is owned by Notation Tool and protected by Canadian and international intellectual property laws. Except for the limited right to use the Service as described in these Terms, no licence or right is granted to you in any of our intellectual property.

9. Third-party services

The Service relies on third-party providers (including Clerk for authentication, Supabase for data hosting, Vercel for application hosting, Resend for email, and Google Maps for address autocomplete). Your use of those services through Notation Tool is also governed by their respective terms. We are not responsible for outages, errors, or changes in third-party services that affect availability of the Service.

10. Termination

You may stop using the Service at any time and request account deletion by contacting support@notationtool.ca. Brokerage members can also leave a brokerage from the Team page in their dashboard. We may suspend or terminate your access without notice if we reasonably believe you have violated these Terms, used the Service abusively, failed to pay applicable fees, or if continued provision of the Service exposes us to legal or regulatory risk. On termination, your right to access the Service ends. We may retain or delete Your Content in accordance with our Privacy Policy and applicable law.

11. Disclaimers

The Service is provided "as is" and "as available" without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted operation, accuracy of outputs, or freedom from errors or security vulnerabilities, to the maximum extent permitted by applicable law.

Notation Tool is not your errors-and-omissions (E&O) insurer and does not assume any obligation of a licensed broker. Use of the Service does not satisfy, replace, or alter any duty owed by you to your clients, RIBO, your sponsoring insurer(s), or any regulator.

12. Limitation of liability

To the maximum extent permitted by applicable law, in no event will Notation Tool, its officers, employees, contractors, or service providers be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, loss of business, loss of goodwill, loss of data, or loss of policy commissions, arising out of or in connection with your use of or inability to use the Service, even if advised of the possibility of such damages.

Notation Tool's total aggregate liability arising out of or in connection with these Terms or the Service will not exceed the greater of (a) the amount you actually paid us for the Service in the twelve months preceding the event giving rise to the liability, or (b) CAD $100.

13. Indemnification

You agree to defend, indemnify, and hold harmless Notation Tool and its affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to your use of the Service, Your Content, your interactions with your clients or insurers, your violation of these Terms, or your violation of any applicable law or regulation.

14. Governing law and jurisdiction

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict of laws principles. Each party submits to the exclusive jurisdiction of the courts located in Ontario for any dispute arising out of or in connection with these Terms or the Service, except where mandatory consumer protection laws require otherwise.

15. Changes to these Terms

We may modify these Terms from time to time. When we do, we will revise the "Last updated" date at the top of this page. Material changes will be communicated by email or by an in-app notice. Continued use of the Service after the effective date of the revised Terms constitutes acceptance of the new Terms.

16. General provisions

Entire agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Notation Tool regarding the Service and supersede any prior agreements, communications, or understandings on the subject.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision. A waiver of any provision will be effective only if in writing and signed by an authorized representative of Notation Tool.

Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, with notice to you.

Notices

We may provide notices to you by email to the address associated with your account, by posting on the Service, or by any other reasonable means. Notices to us must be sent to support@notationtool.ca.

Force majeure

We are not liable for any failure or delay in performance arising from events beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, government action, labour disputes, internet or telecommunications outages, or failures of third-party service providers.

Survival

The provisions that by their nature should survive termination of these Terms will survive, including without limitation sections on intellectual property, user content, disclaimers, limitation of liability, indemnification, governing law, and these general provisions.

Language

These Terms are drafted in English. The parties confirm that they have requested that these Terms and all related documents be drafted in English. Les parties confirment avoir demandé que ces conditions et tous les documents qui s'y rapportent soient rédigés en anglais.

17. Contact

Questions about these Terms can be sent to:

Notation Tool, Legal
Email: support@notationtool.ca