Terms of Service

The Site and the Services are operated by Korporex Business Solutions Inc., a Canadian corporation incorporated under the Canada Business Corporations Actwith its head office in the Province of Ontario. Throughout these Terms, “Korporex”, “we”, “us”, and “our” refer to Korporex Business Solutions Inc. and its affiliates; “you” and “your” refer to the individual or entity using the Services.

Korporex is a Canadian online platform that prepares and files business incorporation documents with federal and provincial corporate registries in Canada (currently Corporations Canada and the Ontario Business Registry). We also coordinate optional pass-through services such as NUANS name searches and provide an optional registered office address service in Ontario.

Korporex is a document preparation and filing service. Korporex is not a law firm and does not provide legal advice, legal opinions, legal representation, or any form of professional legal service. No communication between you and Korporex, and no use of the Services, creates a solicitor-client relationship. Our staff are not acting as your legal representatives when they prepare documents or interact with government registries on your behalf.

The information provided on the Site (including resource articles, FAQs, and the content of the incorporation wizard) is for general informational purposes only. It is not a substitute for advice from a qualified legal or tax professional who can assess your specific circumstances. If your situation involves complex shareholder arrangements, professional licensing requirements, tax planning, cross-border considerations, or other matters requiring professional judgement, you should consult a qualified professional before submitting an incorporation through Korporex.

You must be at least 18 years of age (or the age of majority in your province or territory of residence, whichever is older) to use the Services. You represent that you have the legal capacity to enter into a binding contract, and if you are using the Services on behalf of a corporation, partnership, or other entity, you represent that you are authorized to bind that entity to these Terms.

You are solely responsible for the accuracy, completeness, and lawfulness of all information you submit through the Services, including information about directors, officers, shareholders, registered office addresses, business activity, and payment details. By submitting that information, you represent and warrant that:

• All information is true, accurate, current, and complete;
• You have obtained all necessary consents from each individual whose personal information you submit (for example, each proposed director or shareholder) to share that information with Korporex and the applicable government registry;
• The proposed corporation will be operated for a lawful purpose and will comply with all applicable laws;
• You are not using the Services to launder money, finance terrorism, evade sanctions, or engage in any fraudulent or unlawful activity;
• You have independently verified any business, tax, or professional licensing requirements that apply to your proposed corporation.

You are responsible for post-filing obligations (including initial returns, annual returns, tax registrations, business licences, and record-keeping), except where Korporex has expressly agreed in writing to perform a specific obligation as part of a purchased package or add-on.

Our current fees are displayed on the Pricing page and on the review screen before you submit payment. All amounts are in Canadian dollars (CAD) unless stated otherwise.

Government filing fees (e.g., federal or provincial incorporation fees) are included in our package prices and remitted on your behalf to the applicable registry. NUANS pass-through fees, where applicable, are charged as a separate line item and remitted to the NUANS report provider. Applicable sales taxes (GST, HST, or other) are added based on your billing address.

Payment is processed by Stripe Payments Canada, Ltd. and its affiliates (collectively, “Stripe”). You agree to Stripe’s own terms of service and privacy policy when you enter payment details on Stripe’s hosted checkout page. Korporex does not receive, store, or process your card number or CVC.

Fees are exclusive of any third-party charges you may incur (including your own bank’s currency-conversion fees or any professional advisor fees).

Incorporation orders involve government filing fees, time-sensitive third-party services, and work that is commenced immediately upon payment. Accordingly, all fees are non-refundable once payment has been submitted. This includes package fees, NUANS pass-through fees, registered office service fees, and applicable taxes, whether or not filing has been completed at the time a cancellation is requested.

Korporex-caused errors. If a filing is rejected or requires resubmission solely because of an error by Korporex (and not because of information you provided), we will re-file at no additional service cost. This is a rectification of our work, not a refund. Government fees retained by the registry in connection with the initial submission cannot be refunded by us.

Exceptional circumstances. If you believe your circumstances warrant special consideration, you may email contact@korporex.ca with your order reference (the KPX- number shown on your confirmation page and in your emailed receipts). We may review these requests on a case-by-case basis but are under no obligation to issue a refund and reserve the right to decline.

We aim to submit correctly-prepared incorporation documents to the applicable registry within the turnaround window stated for your package. Published turnaround times refer to our preparation time only. Once documents are submitted, issuance of the Certificate of Incorporation or equivalent depends on the registry’s processing timelines, which are outside our control and may vary due to registry workload, system outages, name-search holds, or other factors. Delays caused by incomplete or inaccurate information you provided are your responsibility.

If you purchase our registered office address add-on, the following additional terms apply:

• The address will appear on your corporation’s Articles of Incorporation and on the public corporate registry. You are responsible for updating any third parties who currently hold a different address on file for your corporation.
• Physical mail received at our address and clearly addressed to your corporation will be opened, scanned, and emailed to the primary director’s email address on file once per calendar month. We will not forward physical mail unless a separate arrangement has been made in writing.
• Items received that are not correspondence (including parcels, items subject to customs, and any item requiring signed delivery outside normal mail handling) may be refused, returned to sender, or held at your cost. We do not accept goods, samples, or packages on your corporation’s behalf.
• The service is for the purpose of receiving corporate and government correspondence only. You may not use the address as your personal or commercial operating address, or for any unlawful purpose.
• If you fail to renew the service at the end of the annual term, we will remove your corporation from our records and you must update your registered office address with the applicable registry before the term ends. Korporex is not responsible for mail or notices missed due to non-renewal.
• We may terminate this service on 30 days’ notice if volume or content of mail materially exceeds the scope of ordinary corporate correspondence, or if the service is used in breach of these Terms or applicable law.

The Site, the Services, and all associated content, software, text, graphics, logos, templates, and documents prepared by Korporex (excluding your own submitted content) are owned by Korporex or its licensors and are protected by Canadian and international intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to use the Services for the purpose of preparing and filing your own incorporation and related documents. You may not copy, modify, distribute, resell, or create derivative works based on the Services or Korporex-authored templates without our prior written consent.

You retain ownership of the information and documents you submit through the Services (“Your Content”). You grant Korporex a non-exclusive, worldwide, royalty-free licence to use Your Content for the purpose of providing the Services (including preparing documents, submitting filings, communicating with registries, and sending you communications about your order). This licence ends when we no longer need Your Content to provide the Services to you, subject to our retention obligations described in the Privacy Policy.

The Services rely on a number of third-party providers, including Stripe (payment processing), Brevo (transactional email), Google Maps Platform (address autocomplete), Cloudflare (DNS and email routing), and Vercel (hosting). The government registries to which we submit your filings (including Corporations Canada and the Ontario Business Registry) are operated by federal and provincial authorities and are not controlled by Korporex. Korporex is not responsible for the availability, accuracy, performance, or policies of these third-party services, though we will take reasonable steps to select reputable providers.

You agree not to: (a) reverse engineer, decompile, or attempt to derive the source code of the Services; (b) use the Services to transmit malware, spam, or any material that is unlawful, defamatory, fraudulent, or infringing; (c) interfere with or disrupt the integrity or performance of the Services; (d) use automated means (bots, scrapers) to access the Services without our prior written consent; or (e) use the Services in any way that violates applicable Canadian or foreign law.

The Services are provided on an “as is” and “as available” basis. To the maximum extent permitted by applicable law, Korporex disclaims all warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy or completeness. Korporex does not warrant that: (a) your incorporation will be approved by the applicable registry; (b) the Services will be uninterrupted, error-free, or secure; or (c) defects will be corrected on any particular schedule. Some provinces do not permit the exclusion of certain implied warranties, so some of the above exclusions may not apply to you.

To the maximum extent permitted by applicable law, Korporex and its affiliates, directors, officers, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages (including loss of profits, loss of business, loss of data, or loss of goodwill) arising out of or related to your use of the Services, whether based in contract, tort (including negligence), statute, or any other legal theory, and whether or not we were advised of the possibility of such damages.

Our aggregate liability to you for all claims arising out of or related to the Services in any twelve-month period will not exceed the greater of (i) the total fees actually paid by you to Korporex for the Services giving rise to the claim in that period, and (ii) one hundred Canadian dollars (CAD $100).

Nothing in these Terms limits any liability that cannot be limited under applicable law, including liability for fraud, fraudulent misrepresentation, or death or personal injury caused by negligence.

You agree to indemnify, defend, and hold harmless Korporex and its affiliates, directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with: (a) your breach of these Terms; (b) inaccurate, incomplete, or unlawful information you submitted through the Services; (c) the operation of your corporation after incorporation; (d) claims by any individual whose personal information you submitted that you did not have authority to share; and (e) your violation of any applicable law.

We may suspend or terminate your access to the Services at any time, with or without notice, if we reasonably believe you have breached these Terms, if required by law, or if we detect fraud, misuse, or abuse. On termination, the sections of these Terms that by their nature should survive (including Intellectual Property, Warranties and Disclaimers, Limitation of Liability, Indemnification, Governing Law, and General Provisions) will continue to apply.

We may update these Terms from time to time. When we do, we will change the Effective date at the top of this page and, for material changes, make reasonable efforts to notify active customers by email. Your continued use of the Services after the Effective date constitutes acceptance of the updated Terms.

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. You and Korporex each submit to the exclusive jurisdiction of the courts sitting in the City of Toronto, Ontario for any dispute arising out of or relating to these Terms or the Services, except that either party may seek injunctive or other equitable relief in any court of competent jurisdiction.

Entire agreement. These Terms and the Privacy Policy constitute the entire agreement between you and Korporex regarding the Services and supersede any prior agreement on the same subject matter.

Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in full force and effect.

Waiver. Our failure to enforce any provision of these Terms is not a waiver of our right to enforce that or any other provision later.

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

No partnership. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Korporex.

Language. The parties have requested that these Terms be drawn up in English. Les parties ont expressément demandé que la présente entente soit rédigée en anglais.

Questions about these Terms should be sent to contact@korporex.ca.