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END USER LICENSE AGREEMENT (EULA) – TITLEPROTECT
Prolegis Solutions Ltd.

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Last Updated: October 1, 2026

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This End User License Agreement (the “EULA” or “Agreement”) governs your access to and use of TitleProtect, an automated early warning system and monitoring service (the “Service”) provided by Prolegis Solutions Ltd. (“Prolegis,” “we,” “us,” or “our”). By registering for, accessing, or using TitleProtect, you agree to be bound by the terms of this Agreement.

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If you are using the Service on behalf of an organization, you represent and warrant that you have authority to bind that organization. In that case, “you” and “your” refer to that organization.

 

1. Effective Date; Electronic Acceptance

1.1 Effective Date. This Agreement is effective as of the “Last Updated” date above.

1.2 Binding Agreement; Electronic Acceptance. BY CREATING AN ACCOUNT, SUBSCRIBING, ACCESSING, OR USING THE SERVICE, YOU CONFIRM THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT. You consent to the use of electronic documents and electronic signatures and agree that Prolegis may provide notices and disclosures to you electronically.

 

2. Definitions

In this Agreement:

“Account” means the user account registered to access the Service.

“Alerts” means notifications generated by the Service (email, SMS/text, phone call, push, or other methods).

“Business Customer” means a user subscribing or using the Service primarily for business, commercial, professional, or organizational purposes.

“Consumer” means a user subscribing or using the Service primarily for personal, family, or household purposes.

“Content” means any text, data, reports, explanations, or other outputs made available through the Service (excluding Third-Party Services content).

“Owner Consent” means express written consent from the registered owner(s) of the monitored property authorizing monitoring and receipt of Alerts, in a form reasonably acceptable to Prolegis.

“Pending Registration Queue” or “PRQ” means the Alberta Land Titles Pending Registration Queue, where submitted documents are held awaiting formal government examination and legal registration.

“Public Systems” means land registry systems and related public databases (including SPIN2, ARLO and other government or third-party systems) from which information may be accessed.

“Subscription” means the paid or unpaid plan under which you access the Service.

“Third-Party Services” means any third-party systems, networks, carriers, platforms, data sources, or services used in connection with the Service (including Public Systems and SMS/email carriers).

“Service” means TitleProtect, including any software, websites, applications, features, updates, and Content.

 

3. Description of the Service

3.1 Early Warning Tool Only. TitleProtect is an automated monitoring and notification tool intended to provide an “early warning” of certain changes or potential risks associated with land title records by monitoring the Pending Registration Queue. The Service may include automated monitoring, Alerts, access to certain title documents or extracts, and contextual explanations.

3.2 Not Real-Time; No Guarantee. Monitoring is not guaranteed to be continuous, real-time, or error-free. Alerts may be delayed, incomplete, inaccurate, duplicated, or not delivered due to factors including Third-Party Services and Public Systems.

3.3 Service Changes. Prolegis may modify, suspend, discontinue, or change any part of the Service (including monitoring frequency, features, data sources, thresholds, and delivery methods for Alerts) at any time. Where required by applicable law, Prolegis will provide notice of material changes.

 

4. Subscriptions, Fees, Billing, and Taxes

4.1 Fees and Taxes. Fees are as stated at time of purchase (if applicable), plus applicable taxes (including GST/HST/QST where applicable).

4.2 Auto-Renewal. Unless stated otherwise, Subscriptions renew automatically at the end of each billing period until cancelled.

4.3 Cancellation. You may cancel your Subscription through your Account settings or by contacting Prolegis support. Cancellation takes effect at the end of the then-current billing period unless stated otherwise at checkout.

4.4 No Prorations; Refunds. Except where required by applicable law or expressly stated at checkout, payments are non-refundable and no prorated refunds or credits will be issued for partial billing periods.

4.5 Price Changes. Prolegis may change fees upon notice before your next renewal. If you do not agree, your remedy is to cancel before renewal.

4.6 Non-Payment; Chargebacks. Prolegis may suspend or terminate access for non-payment or chargebacks. You remain responsible for all amounts due, and Prolegis may recover reasonable costs of collection.

 

5. Accounts, Security, and Contact Information

5.1 Account Security. You are responsible for maintaining the confidentiality of your login credentials and for all activity under your Account.

5.2 Accurate Information. You must provide accurate and current information (including phone number and email). You are responsible for ensuring your contact details remain current to receive Alerts.

5.3 Unauthorized Use. You must promptly notify Prolegis of any suspected unauthorized access or security incident involving your Account.

 

6. Intellectual Property and Proprietary Rights

6.1 Ownership. The Service is owned by Prolegis and its licensors and is protected by intellectual property and other laws. Prolegis reserves all rights not expressly granted to you.

6.2 License Grant. Subject to this Agreement and your Subscription, Prolegis grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your internal purposes and only as permitted by this Agreement.

6.3 Restrictions. You must not, and must not permit any third party to:
(a) copy, modify, translate, or create derivative works of the Service;
(b) reverse engineer, decompile, disassemble, or attempt to discover source code, algorithms, models, or underlying ideas;
(c) access, scrape, crawl, harvest, or use any automated means to extract data or Content, except as expressly permitted by Prolegis in writing;
(d) remove or obscure proprietary notices;
(e) use the Service to build, benchmark, train, validate, or improve a competing product or service; or
(f) resell, rent, lease, sublicense, timeshare, or provide the Service to third parties as a service bureau, except as expressly permitted for Business Customers under a separate written agreement.

6.4 Feedback. If you provide feedback, suggestions, or ideas, you grant Prolegis a perpetual, irrevocable, worldwide, royalty-free license to use, commercialize, and incorporate them without restriction or obligation.

 

7. Authorized Use and Required Consents

7.1 Permitted Use. You may use the Service only to monitor properties where you have lawful authority to access the relevant information and to receive Alerts, and only in compliance with all applicable laws and registry requirements.

7.2 Owner Consent Required. If you are not the registered owner of the monitored property, you represent and warrant that you have obtained Owner Consent before enrolling the property. You must retain Owner Consent records and provide proof to Prolegis upon request.

7.3 Business Customer Responsibilities. Business Customers (including law firms, lenders, insurers, and other professionals) are solely responsible for ensuring their users, staff, contractors have obtained any required consents and that use of the Service complies with their professional, regulatory, and contractual obligations.

7.4 No Reliance for Legal/Professional Duties. Use of the Service does not satisfy, replace, or reduce any due diligence, verification, or professional obligations you may have.

 

8. Alerts, Communications, and Consent

8.1 Consent to Alerts. By providing contact information and using the Service, you consent to receive Alerts and service-related communications at the email address(es) and phone number(s) associated with your Account. Alerts may be delivered via Third-Party Services and are not guaranteed. You can disable Alerts within the Service.

8.2 SMS/Text and Carrier Charges. If you opt into SMS/text Alerts, you authorize Prolegis to send SMS/text messages to your number. Message and data rates may apply. You are responsible for any carrier charges.

8.3 Marketing Messages. Where Prolegis sends marketing or promotional messages, you may unsubscribe using the instructions in the message or by contacting Prolegis. Unsubscribing from marketing does not necessarily stop service/transactional communications (including security and Service notices).

 

9. User Representations and Indemnification

9.1 Your Representations. You represent and warrant that:
(a) you have lawful authority to enroll each monitored property and to access and use any information obtained via the Service;
(b) where required, you have obtained and will maintain Owner Consent;
(c) your use of the Service will comply with all applicable laws, rules, and any applicable registry or Public System terms; and
(d) information you provide to Prolegis is accurate and not misleading.

9.2 Indemnity. To the maximum extent permitted by law, you will indemnify, defend, and hold harmless Prolegis, its affiliates, and each of their directors, officers, employees, contractors, and agents from and against all claims, demands, actions, damages, losses, liabilities, penalties, costs, and expenses (including reasonable legal fees on a solicitor-and-client basis) arising out of or relating to:
(a) your breach of this Agreement;
(b) your failure to obtain or maintain Owner Consent or other required consents/authorizations;
(c) your violation of any law, regulation, or third-party right (including privacy rights);
(d) your misuse of the Service, including prohibited conduct; or
(e) any dispute between you and any third party relating to the monitored property or your use of the Service.

9.3 Control of Defence. Prolegis may assume control of the defence and settlement of any indemnified claim, and you will reasonably cooperate. You may not settle any claim in a manner that imposes any admission, obligation, or liability on Prolegis without Prolegis’ prior written consent.

 

10. Prohibited Conduct; Suspension; Termination for Misuse

10.1 Prohibited Conduct. You must not use the Service:
(a) for any unlawful purpose, including harassment, stalking, intimidation, or unauthorized surveillance;
(b) to monitor a property for which you lack lawful authority or required consents;
(c) to interfere with, disrupt, or attempt to gain unauthorized access to the Service or any systems;
(d) to circumvent rate limits, security measures, or access controls; or
(e) to misrepresent your identity, relationship to a monitored property, or your authority.

10.2 Verification and Audit. Prolegis may request information reasonably necessary to verify Owner Consent or lawful authority. Failure to provide requested verification within a reasonable time may result in suspension or termination.

10.3 Suspension/Termination for Misuse. If Prolegis, in its sole discretion, suspects prohibited conduct, security risk, fraud, or unlawful activity, Prolegis may immediately suspend or terminate your access without notice. Where permitted by law, Prolegis may do so without refund or liability.

 

11. Disclaimers; No Professional Advice

11.1 No Insurance; No Guarantee. TitleProtect is not insurance, not title insurance, and does not guarantee prevention of fraud, loss, or unauthorized registrations. The Service may not detect all changes, risks, or instruments. Prolegis is not responsible for the ultimate outcome of any item in the Pending Registration Queue, including rejections, deficiencies, or delays in final registration by the provincial government.

11.2 No Professional Advice. The Service and any Content are provided for informational purposes only and do not constitute legal, financial, or other professional advice. You should obtain independent professional advice appropriate to your circumstances.

11.3 As-Is / As-Available. To the maximum extent permitted by law, the Service is provided “as-is” and “as-available.” Prolegis disclaims all warranties and conditions, express, implied, or statutory, including merchantability, fitness for a particular purpose, accuracy, completeness, non-infringement, and that the Service will be uninterrupted, timely, secure, or error-free. While Prolegis will use commercially reasonable efforts to maintain Service availability, the Service is provided 'as-is' and 'as-available'.

11.4 Third-Party Services and Public Systems. The Service relies on Third-Party Services and Public Systems. Prolegis is not responsible for errors, omissions, delays, outages, inaccuracies, unavailability, access restrictions, or changes in Third-Party Services or Public Systems, including any changes to registry access protocols.

11.5 User Responsibility. You are solely responsible for: (a) monitoring your title interests as appropriate; (b) verifying any information independently (including directly with Land Titles/registry sources and professionals); and (c) any actions you take or fail to take based on Alerts or Content.

 

12. Limitation of Liability

12.1 Excluded Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL PROLEGIS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR OPPORTUNITY, OR FOR LOSSES ARISING FROM FRAUD OR THEFT BY THIRD PARTIES, OR LOSS OF REAL ESTATE EQUITY, OR TITLE FRAUD LOSSES, OR MORTGAGE FRAUD LOSSES, EVEN IF PROLEGIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROLEGIS’ TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THIS AGREEMENT WILL NOT EXCEED THE LESSER OF:
(a) the total fees you paid to Prolegis for the Service in the year  immediately preceding the event giving rise to the claim; and
(b) CAD $250 (if you are a Consumer) / CAD $1,000 (if you are a Business Customer).

12.3 Essential Basis. You acknowledge that the limitations in this Agreement are an essential basis of the bargain and apply even if a remedy fails of its essential purpose.

12.4 Non-Waivable Rights. Nothing in this Agreement excludes liability that cannot be excluded under applicable law. If you are a Consumer, your statutory rights and remedies that cannot be waived remain in effect.

 

13. Privacy and Data

13.1 Privacy Policy. Prolegis’ collection, use, disclosure, retention, and protection of personal information are described in the Prolegis Privacy Policy (https://www.prolegis.ca/privacy) which is incorporated by reference and forms part of this Agreement. You agree that you have reviewed the Privacy Policy before using the Service.

13.2 Authority to Provide Information. You represent and warrant that you have lawful authority and required consents to provide to Prolegis any personal information you submit or cause to be submitted in connection with the Service (including information about owners or monitored properties).

13.3 Service Analytics. Prolegis may collect and use technical, usage, and diagnostic data to provide, secure, maintain, and improve the Service, and for billing, support, fraud prevention, and compliance purposes.

 

14. Termination; Effect of Termination

14.1 Termination by You. You may stop using the Service and cancel your Subscription as described in Section 4.

14.2 Termination/Suspension by Prolegis. Prolegis may suspend or terminate your access immediately for suspected misuse, security risk, non-payment, breach of this Agreement, or where required for legal compliance.

14.3 Termination on Public System Failure/Change. If a Public System or Third-Party Service ceases to make required information available, or changes access protocols such that the Service is no longer viable, Prolegis may suspend or terminate the Service immediately with no liability to you, subject to non-waivable legal requirements.

14.4 Effect of Termination. Upon termination, your license ends and you must stop using the Service.

14.5 Survival. Sections that by their nature should survive termination will survive, including Sections 6 (Intellectual Property), 9 (Indemnification), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Privacy and Data), 15 (Force Majeure), 16 (Governing Law and Disputes), and 17 (General).

 

15. Force Majeure

Prolegis will not be liable for any delay or failure to perform due to causes beyond its reasonable control, including failures of Public Systems, Third-Party Services, telecommunications, power, labour disputes, civil unrest, acts of government, natural disasters, or cyber incidents not caused by Prolegis’ gross negligence or wilful misconduct.

 

16. Governing Law; Venue; Dispute Process

16.1 Governing Law. This Agreement is governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of laws rules.

16.2 Venue. Subject to Section 16.3, any dispute, claim, or proceeding arising out of or relating to this Agreement or the Service will be brought exclusively in the courts located in Alberta, and you irrevocably submit to the jurisdiction of those courts.

16.3 Informal Resolution. Before commencing a court proceeding, each party agrees to first provide written notice of the dispute and use good faith efforts to resolve it within thirty (30) days.

16.4 Class/Representative Proceedings (Business Customers). If you are a Business Customer, you agree that disputes will be conducted only on an individual basis and not in a class, consolidated, or representative proceeding.

16.5 Consumers. If you are a Consumer, this Section does not limit any rights you may have under applicable consumer protection laws that cannot be waived.

 

17. General

17.1 Entire Agreement. This Agreement, together with any policies incorporated by reference (including the Privacy Policy) and any applicable order form, constitutes the entire agreement between you and Prolegis regarding the Service and supersedes all prior or contemporaneous agreements or understandings.

17.2 Severability. If any provision is held unlawful, void, or unenforceable, the remaining provisions will remain in full force and effect.

17.3 No Waiver. Prolegis’ failure to enforce any provision is not a waiver of future enforcement of that or any other provision.

17.4 Assignment. You may not assign or transfer this Agreement without Prolegis’ prior written consent. Prolegis may assign this Agreement to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of assets.

17.5 Notices. Prolegis may provide notices to you by email, through the Service, or by posting updates to this Agreement. Notices are deemed received upon sending or posting.

17.6 Contact. Questions about the Service or this Agreement can be directed to:
Prolegis Solutions Ltd.
Email: info@prolegis.ca

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