Prolegis Solutions Ltd. Terms of Use
Last Updated: December 5, 2025
Terms of Use
Who We Are: Prolegis Solutions Ltd. (Prolegis).
The Service We Provide: Prolegis provides real estate conveyancing and related software (the "Software"), and documents (the "Precedent Documents") and support services (the "Support") provided through or in connection with our website, accessible at prolegis.ca (collectively, the "Site"). These Terms of Use exclusively govern your access to and use of the Software, Precedent Documents, Support, and Site (collectively, the "Service").
By registering to use, by accessing, and/or by using the Service you are accepting to be bound by these Terms of Use and you acknowledge that the Service consists of confidential and proprietary information, trade secrets and ownership rights belonging to Prolegis Solutions Ltd.
The Service and all content, information and documents including, without limitation, designs, graphics, data, databases, web pages, text, files, logos, and trademarks are owned or licensed by Prolegis Solutions Ltd. and are protected under applicable copyright, trade-mark and other intellectual property laws.
Changes to Agreement: We may change the terms of this Agreement at our sole discretion at any time. If we modify the Agreement, we will post the modification on the Site or otherwise provide you with notice of the modification. We will also update the "Last updated" date at the top of these Terms. By continuing to access or use the Service after we have made a modification, you indicate that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Service.
Your Use of the Service: The Service is provided exclusively for your personal and non-commercial use. You cannot resell the Service. You cannot access and use the Service in a manner that competes with Prolegis.
If you do not agree to our Terms of Use, please do not use our Service.
2. Definitions
Defined Terms:
"Billing Date" means, unless otherwise determined by Prolegis for You, the last day of the month;
"IDV Core" means the integrated identity verification service, provided by the Third-Party Provider, which utilizes biometrics (Face Match) and other multi-factor authentication methods.
"ID Verification Report" means the report generated by the IDV Core service, which provides an indicator of identity assurance for a specific individual.
"Precedent Document" is a template document that is auto-populated by information in Prolegis;
"Prolegis" means Prolegis Solutions Ltd.;
"SSAE" means Statement on Standards for Attestation Engagements;
"SOC2" means Service Organization Control Type 2;
"Title Monitoring" means the automated security service that tracks and provides alerts for changes to the public record associated with a Property Title both prior to and following the closing date.
"Transaction" is a paid use of the Service;
"Third Party Sites" means those services that are available as a part of the Service but are not provided by Prolegis;
"You" means the licensee and includes any of your employees, contractors, directors, officers to the extent that they are accessing the Services to complete the work of real estate conveyancing for you.
3. License & Use of Service
You are granted a non-exclusive, non-transferable, license limited to the access and use of the Service. This license does not include the right to:
reproduce, duplicate, copy, sell, resell, exploit, upload or produce information that may infringe copyright or intellectual property rights or that is unlawful, offensive, threatening, libelous, defamatory, pornographic or obscene,
upload, post, host, or transmit unsolicited bulk email, short message service messages, viruses, self-replicating computer programs or any code of a destructive nature
modify another website so as to imply that it is associated with the service,
modify, reverse engineer, adapt or otherwise tamper with the Services, and
use the designs, graphics, data, logos and trademarks of Prolegis Solutions Ltd. without express written consent.
Prolegis reserves the right, at any time, to take any action deemed necessary with respect to any content that violates these Terms of Use.
Your license may be terminated by Prolegis without notice to you if you have not completed a Transaction within a ninety (90) day period.
3.1. User Driven Public Databases. The Service includes databases of key stakeholder information. As a part of your license you will have access to these databases and will be able to add information to these databases. You acknowledge that information added to these databases, unless specifically stated otherwise, will be available to other licensees of the Service. You also acknowledge that these databases, and their content, are the property of Prolegis and may only be accessed or modified in accordance with these Terms of Use. You agree that any information you modify or add to these databases becomes the property of Prolegis. Prolegis does not guarantee the accuracy of the information in the User Driven Public Databases.
3.2. Precedent Documents. As a part of the Service, Prolegis may provide support to You by adding your Precedent Documents to the Service. You agree that unless otherwise agreed to in writing by You and Prolegis, the Precedent Documents become the property of Prolegis.
3.3. User Name and Password. You are the only one authorized to access the Service using your registered username and password. Each user of the Service must have his or her own unique username and password in order to access the Service. You are responsible for protecting the security of your username and password and for the accuracy and adequacy of personal information provided to Prolegis. You will promptly notify Prolegis upon suspicion that a username and password has been lost, stolen, compromised or misused. You can contact us at support@prolegis.ca
3.4. User Management. If you have access to the Service as a result of your affiliation with another registered user of the Service, that user has the authority to manage and cancel your access to the Service. A user that adds other users to the Service as a result of their affiliation with that user is responsible for the use of the Service by those other users.
3.5. Data Auto-Intake Responsibility. Where features, such as IDV Core, involve automatic data extraction and import ("Auto-Intake") into your matter file, You acknowledge that Auto-Intake is a convenience feature only. You remain solely responsible for reviewing, confirming, and ensuring the accuracy of all imported data before using it for document preparation, court filings, or client communications.
Prolegis reserves the right at any time to introduce, modify or discontinue, temporarily or permanently, access and use of the Service with or without notice at its sole discretion.
4. Prolegis Assurances
Prolegis will hold your information in strict confidence and will not use or disclose that information except as:
required to perform its obligations under these Terms of Use,
required by law after providing notice to you and only disclosing that information which it is required to disclose,
set out in the Content section of the Terms of Use, and
otherwise authorized by you in writing.
If Prolegis detects any unauthorized access to your information, it will provide you with prompt notification of that unauthorized access and all relevant and available details of that unauthorized access.
Prolegis:
uses information security best practices;
employs security best practices with respect to network security;
ensures that its host facilities for the Services maintain industry standards for security and privacy and within thirty (30) days of a request by you, provides you with a SSAE (SOC2) audit report or industry standard successor report or a comparable description of its security measures.
Prolegis employs managed backup services that will restore your information stored by Prolegis if your information is lost or corrupted. Prolegis may, in its sole discretion, determine the length of time that information that has been deleted from the Service will be stored.
5. Content
You may provide input to the Service ("Input"), and receive output from the Service based on the Input ("Output"). Input and Output are collectively "Content." You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to our Service.
As between you and Prolegis, and to the extent permitted by applicable law, you (a) retain your ownership rights in Input and (b) own the Output. We hereby assign to you all our right, title, and interest, if any, in and to Output.
We may use Content to develop and improve the Service.
When you use the Service you understand and agree:
Output may not always be accurate.
You must evaluate Output for accuracy and appropriateness, including using human review as appropriate, before using or relying on the Output from the Service.
If you do not want us to use your Content to train our models, you can opt out by emailing us at support@prolegis.ca. Please note that in some cases this may limit the ability of our Service to better address your specific use case.
6. Payments
6.1. Credit Card. You will provide Prolegis with a valid credit card for payment of applicable fees. Any other payment method requires the prior written consent of Prolegis. All fees are exclusive of all federal, provincial, municipal or other taxes which you agree to pay based on where you are primarily domiciled. In addition to any fees, you may still incur charges incidental to using the Service, for example, charges for internet access, data roaming, and other data transmission charges.
6.2. Electronic Invoices. Prolegis will provide you with an electronic invoice for your use of the Service, on a monthly basis on a day of the month that is in the absolute discretion of Prolegis. The monthly invoice will include all unbilled transactions, for which the condition for invoicing has been met and completed up to the end of the Invoicing Date, for that particular month. You hereby authorize Prolegis to charge the credit card provided by you, or by the user that sponsored your registration, 5 business days from the issuance of the monthly invoice.
6.3. Payment Terms. Late payment is a default under these Terms of Use. Interest will accrue on the balance payable on a bill at a rate of Prime + 10% beginning 20 business days following the Billing Date.
7. Enhanced Feature Terms
The provisions in this Section 7 specifically govern the access and use of the IDV Core and Title Monitoring features.
7.1. IDV Core and Third-Party Provider
7.1.1. Third-Party Provider: The IDV Core feature is a third-party product powered by Treefort Technologies Inc. (the "Third-Party Provider"), an Independent Third-Party Contractor. Your use is also governed by the separate Treefort terms and conditions referenced in Section 9. 7.1.2. Client Consent (Mandatory): You are solely responsible for ensuring you obtain and maintain all requisite informed and valid Client consent to collect, use, and disclose their personal and biometric information and to share that information with Prolegis and the Third-Party Provider to perform the IDV Core service. 7.1.3. Limitations of Verification: The ID Verification Report is a tool to assist in due diligence and fraud mitigation, but it is not a guarantee of a Client's identity or the authenticity of documents. Prolegis makes no warranty regarding the completeness or reliability of the Report. 7.1.4. Limitation of Use: The IDV Core service and resulting Reports must only be used for the purpose of satisfying your professional Client Identification and Verification (C-ID) and Know Your Client (KYC) requirements in relation to an active real estate matter. 7.1.5. Biometric Data Compliance: You warrant that any collection, use, or storage of biometric data via IDV Core fully complies with all applicable Canadian federal and provincial laws regarding biometric data collection and use.
7.2. Title Monitoring Service (Pre- & Post-Closing)
7.2.1. Nature of Service and Dependencies: Title Monitoring is a Supplemental Notification Tool that assists with fraud mitigation. It does not constitute or replace Title Insurance or your mandatory legal obligation to perform full and comprehensive title due diligence. The service is entirely dependent on the continued operation, accessibility, and data integrity of Governmental or Public Land Registry Systems and their corresponding APIs. 7.2.2. Discontinuance of Public Systems: Prolegis makes no guarantee regarding the continued operation or service quality of any Public Land Registry System. Prolegis explicitly disclaims all liability and risk for any failure, suspension, or discontinuance of the Title Monitoring service resulting from any decision by, or action of, a governmental authority. 7.2.3. Alert Timeliness: Alerts are dependent on updates to public registry systems. Prolegis does not guarantee the continuous, real-time status of the title or that an Alert will be issued or received prior to a scheduled closing. You remain solely responsible for confirming the status of title prior to the release of funds. 7.2.4. No Guarantee of Fraud Prevention: Prolegis does not guarantee that the service will prevent all instances of title fraud or unauthorized changes. 7.2.5. User Action Required: Upon receiving an Alert, it is your sole responsibility to immediately investigate the reported activity and take all necessary professional steps. Prolegis assumes no liability for your failure to act on a timely Alert.
8. Cancellation and Termination
You may cancel your use of the Service by providing written notice to Prolegis at support@prolegis.ca. The cancellation will be effective immediately, however you will continue to be responsible for the payment of all invoices payable by you to Prolegis, including accrued interest.
Prolegis may terminate your access to all or any part of the Service at any time, with or without cause and with or without notice, effective immediately and for any reason deemed appropriate in our sole discretion. Upon termination of your account (i) all rights, licenses and authorizations granted pursuant to these Terms of Use shall immediately terminate, and (ii) we may disable all your access to the Service.
Notwithstanding anything to the contrary in these Terms of Use, with respect to information and materials then in our possession or control, we may retain any of your data in our backups, archives and disaster recovery systems until such data is deleted in the ordinary course and all such retained data shall remain subject to all confidentiality, security, Content and other applicable requirements of our Terms.
All applicable provisions of this Agreement will survive the termination, including, without limitation, provisions related to intellectual property, disclaimer of warranties, limitations of liability, indemnification, general provisions.
If we terminate, suspend or remove your account for any reason, including your violation of our Terms, we are not obligated to compensate you in any manner.
9. Limitation of Liability
You hereby acknowledge that you are responsible for the carriage of the legal transaction and that the Service are provided as a means to facilitate, expedite, track, and help you in the provision of the legal services for which you are responsible. Prolegis will not be liable for, and you hereby waive the right to claim, any loss, injury, claim, liability or damage of any kind resulting from your use of the Service, including, without limitation, those related to the Enhanced Features (Section 7).
You agree that any liability of Prolegis arising out of any claim in any way connected with the Service will not exceed the total amount you have paid for the service within the 1 month period before the date the claim arose. Prolegis is not and will not be liable for any special, indirect, incidental or consequential damages of any kind relating to these Terms of Use. These disclaimers apply whether in an action in contract, tort, strict liability or otherwise, whether the damages are foreseeable or not. This disclaimer is an essential element of the basis of the bargain between the parties. Each of these provisions is severable and independent of all other provision of these Terms of Use.
You are solely responsible for any harm that results from any loss that comes as a result of your use of the Service.
10. Disclaimer of Warranties
THIS SERVICE IS PROVIDED ON AN "AS-IS" BASIS, WITHOUT ANY WARRANTIES OR REPRESENTATIONS, EXPRESS, STATUTORY OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR REPRESENTATIONS AS TO THE ACCURACY, COMPLETENESS, MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE SERVICE OR ANY CONTENT ON THIS WEBSITE. THE USE OF THE SERVICE AND THE WEBSITE IS AT YOUR OWN RISK. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICE SHALL FUNCTION WITHOUT FAILURE, ERROR OR INTERRUPTION.
IN NO EVENT WILL WE BE LIABLE FOR DAMAGES OR LOSSES RESULTING FROM VIRUSES, DATA CORRUPTION, FAILED MESSAGES, TRANSMISSION ERRORS OR PROBLEMS, LOSS OF USE OR LACK OF AVAILABILITY OF THE SERVICE OR THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM. THE ULTIMATE RESPONSIBILITY FOR THE ACCURACY AND COMPLETENESS OF THE CORRESPONDENCE, CALCULATIONS AND DOCUMENTS RELATED TO THE REAL ESTATE CONVEYANCE IS THE SOLE RESPONSIBILITY OF THE ASSIGNED LAWYER.
Prolegis makes no warranty that the Service will be compatible with your computer or equipment or that these services will be secure or error free. As is set out in Section 9, you are responsible for the carriage of the legal transaction, including, but not limited to timelines, documents and providing the legal advice which is applicable to the transaction.
11. Indemnification
You hereby agree to indemnify Prolegis from and against any claim, action, proceeding, loss, liability, judgment, obligation, penalty, damage, cost or expense, including the reasonable costs of legal representation, from:
Your breach of any obligation stated in these Terms of Use;
Your negligent acts or omissions;
Prolegis hereby agrees to indemnify you from and against any claim, action, proceeding, loss, liability, judgment, obligation, penalty, damage, cost or expense, including the reasonable costs of legal representation, from a third party alleging the Service, or the use of the Service, infringes a copyright, patent or a trademark of a third party or involves a misappropriation of any trade secret or a third party.
12. General Provisions
12.1. Access to Third Party Sites. The Service may contain hyperlinks and integrations to websites operated and owned by parties other than Prolegis. Those hyperlinks and integrations are provided solely for your reference and Prolegis makes no representations or warranties with respect to those sites or their contents. Any hyperlinks or integrations to third party websites do not imply any endorsement of the material contained on those websites or any association to their operators or owners. You acknowledge that You are responsible for the payment of the fees associated with the use of Third Party Sites.
12.2. Treefort Terms and Conditions. By using the integration between Prolegis and Treefort Technologies Incorporated (the "Treefort Integration"), including the IDV Core feature (Section 7), you are agreeing to the terms and conditions for the use of the services provided by Treefort Technologies Incorporated through the Treefort Integration which can be reviewed at https://treeforttech.com/user-license-agreement/.
12.3. Calculation Tools. Various tools and functions of the Service perform calculations and provide, among other things, estimated costs. These tools are provided on an "as is" basis without any representations or warranties (expressed or implied) and subject to the Terms of Use of this Agreement. Prolegis does not accept, and by using the Service you explicitly acknowledge and agree that Prolegis will not have, any liability for any loss or damage whatsoever and howsoever arising in relation to or in connection with or resulting from the use of or access to the tools.
12.4. Modifications or Discontinuance of the Service. Prolegis may modify or discontinue the Service (or a part thereof) with or without notice to you. Prolegis shall not be liable to you or any third party for any modification, suspension or discontinuance of the Service.
12.5. Electronic Transmission Risk. You acknowledge that your information stored and transmitted electronically through the Service may be intercepted by third parties. You agree to accept that risk and will not hold Prolegis liable for any loss, damage, or injury resulting from the interception of that information.
12.6. No Waiver. The failure of any party to enforce any provision of these Terms of Use shall not constitute or be construed as a waiver of that provision.
12.7. No Partnership/Joint Venture. This Agreement does not create a joint venture, partnership, or employment relationship between the parties, nor does either party have the right, power or authority to create any obligation or duty, express or implied, on behalf of the other.
12.8. Governing Law and Jurisdiction. The Terms of Use are governed by the laws of the province of Alberta. In the event of a dispute, you agree to submit to the sole and exclusive jurisdiction of the courts of the province of Alberta.
