Legal

Terms of Service

Effective Date: January 1, 2025 · Last Updated: April 26, 2026

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“User”, “you”, or “your”) and TrueNorth Workforce Compliance Intelligence Inc. (“TrueNorth WCI”, “we”, “us”, or “our”), a corporation incorporated under the laws of Canada, governing your access to and use of the TrueNorth WCI™ platform, including all associated services, content, and documentation (collectively, the “Platform”).

By accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are accepting these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization.

1. Definitions

“Authorized User” means any individual granted access to the Platform by an Organization Administrator.

“Organization” means the employer entity that has subscribed to the Platform.

“Organization Administrator” means the individual(s) designated by the Organization to manage its Platform account.

“Content” means all training materials, compliance modules, documentation, and other content made available through the Platform.

“Subscription” means the paid access plan selected by the Organization.

2. Platform Services

TrueNorth WCI™ provides a workforce compliance intelligence platform that includes, but is not limited to: mandatory compliance training delivery and tracking, policy lifecycle management, incident reporting and investigation management, anonymous whistleblower reporting, governance scoring, insurer documentation packages, and compliance analytics.

The Platform is designed to support organizational compliance efforts. It does not provide legal advice, and use of the Platform does not create a solicitor-client or attorney-client relationship. Organizations are responsible for ensuring that their compliance programs meet all applicable legal requirements in their operating jurisdictions.

3. Account Registration and Access

Organizations must register for an account and designate at least one Organization Administrator. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized access or use of your account.

4. Subscription and Payment

Access to the Platform requires a paid Subscription. Pricing is based on the number of Authorized Users (seats) and the selected plan tier. All fees are quoted in Canadian Dollars (CAD) or United States Dollars (USD) as applicable. Payment is processed through our third-party payment processor (Stripe). Applicable taxes (GST/HST for Canadian customers, state/local taxes for US customers) will be added to all invoices.

Subscriptions are billed annually unless otherwise specified. Seat additions during a billing period are prorated. Seat reductions take effect at the next renewal date. We reserve the right to modify pricing with sixty (60) days' written notice prior to the next renewal period.

5. Intellectual Property

All Content, software, trademarks, and other intellectual property associated with the Platform are owned by TrueNorth Workforce Compliance Intelligence Inc. or its licensors. TrueNorth WCI™, the TrueNorth WCI logo, “Better Systems. Stronger Outcomes.™”, and all associated marks are trademarks of TrueNorth Workforce Compliance Intelligence Inc. Patent pending.

Your Subscription grants a limited, non-exclusive, non-transferable license to access and use the Platform for your internal business purposes during the Subscription term. You may not reproduce, distribute, modify, create derivative works from, or reverse engineer any part of the Platform without prior written consent.

6. Data Ownership and Processing

Organizations retain ownership of all data they submit to the Platform (“Organization Data”). We process Organization Data solely to provide the Platform services and as described in our Privacy Policy. We do not sell, rent, or share Organization Data with third parties for marketing purposes.

7. Acceptable Use

You agree not to:

•Use the Platform for any unlawful purpose or in violation of any applicable law

•Attempt to gain unauthorized access to any part of the Platform or its infrastructure

•Interfere with or disrupt the integrity or performance of the Platform

•Upload malicious code, viruses, or other harmful materials

•Use the Platform to store or transmit content that infringes third-party intellectual property rights

•Resell, sublicense, or provide access to the Platform to third parties without authorization

•Use automated tools to scrape, crawl, or extract data from the Platform

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TRUENORTH WCI SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, REGARDLESS OF THE THEORY OF LIABILITY.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

9. Disclaimer of Warranties

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

The Platform provides compliance training content and governance tools. It does not guarantee regulatory compliance, legal defensibility, or specific outcomes in litigation, regulatory proceedings, or insurance underwriting. Organizations are solely responsible for ensuring their compliance programs meet all applicable legal requirements.

10. Termination

Either party may terminate the Subscription by providing written notice at least thirty (30) days prior to the end of the current billing period. We may suspend or terminate your access immediately if you breach these Terms. Upon termination, you may request export of your Organization Data within thirty (30) days. After this period, we may delete your data in accordance with our retention policies.

11. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Province of Ontario (for Canadian customers) or the State of Delaware (for US customers) and the federal laws of Canada applicable therein. Any dispute arising out of or relating to these Terms shall be resolved through binding arbitration administered in Toronto, Ontario, in accordance with the Arbitration Act, 1991 (Ontario). Each party irrevocably submits to the exclusive jurisdiction of the courts of the Province of Ontario for any proceedings ancillary to arbitration.

12. Amendments

We may modify these Terms from time to time. Material changes will be communicated through the Platform and, where required, by email at least thirty (30) days before they take effect. Continued use of the Platform after changes take effect constitutes acceptance of the modified Terms.

Contact

TrueNorth Workforce Compliance Intelligence Inc.

Email: info@truenorthwci.com

For questions about these Terms, please contact our legal team at the address above.