Terms & Conditions

Effective Date: November 1, 2025

This Terms of Use Agreement ("Agreement" or "Terms of Use") is made by and between 15305411 Canada Inc. dba Breachlink (hereinafter "Company", "Breachlink", "we", "us" or "our"), a Canadian corporation, with offices at 6 Aldbury Gardens, Toronto, Ontario M4N1B7, and you, the customer ("you", "your" or "Customer").

This Agreement sets out the terms and conditions governing your use of Breachlink’s ReadyResponse services, website(s), and any related materials, communications, or tools (collectively, the "Services"). By accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately cease using the Services.

Breachlink reserves the right to update or modify these Terms from time to time. Material changes to the Terms will be communicated by reasonable means, such as via email or through a notice on the website. Your continued use of the Services following notice of changes constitutes your acceptance of the revised Terms.

Product Description – ReadyResponse Services

ReadyResponse is a subscription-based service offered by Breachlink to assist Canadian businesses in managing and responding to data breach incidents. By subscribing to ReadyResponse, you gain access to a range of services designed to provide legal support, guidance, and resources for effective data breach management.

As a ReadyResponse member, your organization will receive the following benefits:

Incident Response Checklist: A comprehensive, step-by-step guide designed to help you organize your response to a data breach incident.
Data Breach Hotline: You are entitled to up to four (4) calls per year (one call per incident) for an initial consultation with a Data Breach Counsel. Each call will last up to 1 hour. Should you require additional time, you may retain the attorney at a discounted rate.
Specialized Data Breach Attorneys: Access to attorneys who can assist you in navigating the complex regulatory landscape and managing the legal aspects of a data breach incident.
Priority Treatment: When you call the Data Breach Hotline, your case will be prioritized to be handled as quickly as possible.
Discounted Breach Response Vendors: We have partnered with top-tier vendors offering data breach response services at discounted rates.
Educational Resources & Member-Only Benefits: As a ReadyResponse member, you will gain access to exclusive materials, training webinars, and tools designed to help your business stay proactive against data breach threats and improve its security posture.

1. No Legal or Professional Advice; Not a Lawyer Referral Service

Breachlink facilitates connections between organizations ("Customers") and independent professionals, including legal professionals ("Data Breach Counsels") and cybersecurity vendors offering services such as training, breach prevention, or incident response ("Service Providers"). Breachlink does not provide legal, cybersecurity, or professional advice and is not a law firm, managed security provider, or vendor of such services.

Breachlink is not a lawyer referral service or a regulated legal services provider under Canadian law. Breachlink does not engage in the practice of law, does not provide legal representation, and is not affiliated with any law society or regulatory body governing the provision of legal services in any Canadian province or territory.

Breachlink does not certify, endorse, screen, or guarantee the qualifications, credentials, or professional standing of any Service Provider. The decision to retain any Service Provider is solely that of the Customer, who assumes all risks and responsibilities associated with such engagement.

All Service Providers engaged through Breachlink operate independently. Breachlink is not an agent, representative, or employer of any Service Provider or Customer, and does not supervise, direct, control, or guarantee the quality, timeliness, legality, or outcome of any services provided.

Use of terms such as "Data Breach Counsel" or "Service Provider" is for identification purposes only and does not constitute endorsement, certification, or verification of expertise, nor does it guarantee the results of any services provided. To the fullest extent permitted by applicable law, Breachlink disclaims all liability for:

(a) any acts or omissions of Service Providers, including failure to perform or deliver services;
(b) any content, communications, or advice provided by Service Providers; and
(c) any reliance placed on such content or services.

No solicitor-client, consultant-client, or other professional relationship is formed through the use of Breachlink’s Services. All information or advice provided by Service Providers is general in nature and not a substitute for tailored advice based on your organization’s particular facts and circumstances. Applicable laws, professional standards, and practices vary between provinces and territories and by the nature of the service provided.

Nothing in these Terms shall limit your rights under applicable Canadian consumer protection laws, including the Consumer Protection Act or any similar provincial or territorial legislation, which may grant you additional rights beyond the disclaimers stated herein.

2. Additional Services

Data Breach Counsels, cybersecurity vendors, and other third-party Service Providers may offer additional services beyond the scope of the ReadyResponse subscription ("Additional Services"). Breachlink's role is solely to facilitate introductions or connections to such Service Providers and does not provide, guarantee, or oversee the substance, quality, or performance of any Additional Services.

By accepting Additional Services, you acknowledge and agree to the following:

a. Independent Service Providers:
Breachlink is not a party to any agreement, contract, or engagement between you and any Service Provider, including Data Breach Counsels or cybersecurity vendors. All Service Providers are independent contractors and not agents, employees, or affiliates of Breachlink.

b. No Professional Relationship with Breachlink:
No attorney-client, consultant-client, or other professional relationship is formed between you and Breachlink through the provision or acceptance of Additional Services. Breachlink does not act as a legal representative, consultant, or adviser.

c. No Legal or Professional Advice:
Breachlink does not provide legal advice, professional recommendations, endorsements, or referrals, and is not a law firm, legal services provider, or lawyer referral service. Breachlink does not review, verify, or supervise the qualifications, performance, or conduct of any Service Providers.

d. Assumption of Risk and Responsibility:
You acknowledge and agree that you assume all responsibility and risk associated with engaging any Service Provider for Additional Services. Breachlink shall not be liable for any claims, losses, damages, or liabilities arising from your engagement of any Service Provider, including but not limited to those related to the Service Provider's performance, misconduct, or failure to fulfill their contractual obligations.

e. Consumer Protection:
Nothing in this section shall limit your rights under applicable Canadian consumer protection laws, including but not limited to the Consumer Protection Act (Ontario) or any other similar provincial or territorial legislation. If you believe that any Additional Services fail to meet legal or contractual requirements under Canadian law, you may be entitled to remedies such as cancellation or refund, as provided by applicable legislation.

3. Fees, Refunds, and Cancellation Policy

Enrollment in Breachlink’s ReadyResponse services and related payments are processed through authorized resellers. By subscribing to ReadyResponse, you agree to the reseller's terms and conditions regarding fees, payment processing, cancellations, and refunds. Breachlink is not responsible for payment processing, billing, or cancellations, and any related inquiries or disputes should be directed to the reseller.

You may have specific cancellation and refund rights under applicable provincial and federal laws, including but not limited to the Ontario Consumer Protection Act, the Canada Consumer Product Safety Act, and other similar legislation. These laws may grant you a cooling-off period or other protections, depending on your jurisdiction and the nature of the service.

To cancel your subscription or request a refund, please contact your reseller directly. They are responsible for processing cancellations, refunds, and any disputes related to payments or services.

For further details about your cancellation and refund rights, consult the applicable consumer protection laws in your jurisdiction or reach out to your reseller.

4. Eligibility

Upon enrollment in ReadyResponse, the authorized Reseller will provide your organization with a unique membership number. Only companies with a valid, active membership number are eligible to use ReadyResponse.

5. Disclosure Under Law

Breachlink reserves the right to disclose any information collected from you or related to your use of Breachlink services, where required by applicable law, regulation, court order, or government request.

This disclosure may include, but is not limited to, cooperating with law enforcement or regulatory authorities in investigations.

Breachlink will comply with Canadian privacy laws, including PIPEDA and any applicable provincial privacy legislation when handling personal information. In the event of cross-border data transfers, Breachlink will take reasonable steps to ensure compliance with Canadian privacy laws and safeguard your personal information in accordance with those laws.

6. Modification of Terms or Site

Except for the arbitration and class action waiver provisions, Breachlink reserves the right to modify or update these Terms at any time at its sole discretion.

Where required by Canadian consumer protection laws, Breachlink will provide notice of material changes through reasonable means, such as email or website notices. If you are a resident of Quebec, Breachlink will provide such notice as outlined under Quebec’s Consumer Protection Act and will ensure compliance with Quebec's language requirements.

Your continued use of the Site or services after such notice constitutes acceptance of the modified Terms.

If you do not agree with the updated Terms, you must discontinue use of the Site and services.

Breachlink also reserves the right to modify, suspend, or discontinue, temporarily or permanently, the Site, services, or any part thereof, with or without notice.

Except as expressly provided by law, Breachlink shall not be liable for any modification, suspension, or discontinuance of the Site or services.

7. Proprietary Information

All content found on the site (the "Content") is the copyrighted and trademarked intellectual property of Breachlink, or of the party that created and/or licensed the Content to Breachlink. No rights or title to any of the Content contained on the site shall be considered transferred or assigned to Customers at any time. Subject to applicable laws, you agree that you will not copy, distribute, republish, modify, create derivative works of, or otherwise use the Content in any unauthorized way, without the prior written consent of Breachlink in each instance, except that you may print out and/or save one copy of the Content for personal, non-commercial use only.

8. Duration and Termination of Agreement

Duration. The Agreement between you and Breachlink beings when you sign up for the service through an authorized reseller and remains in effect until either you or we terminate the Agreement in accordance with these Terms.

Termination by Customers. As a Customer, you may terminate your service and account at your sole discretion and at any time by contacting the reseller. Cancellations are subject to applicable laws in your province or territory, including but not limited to the Consumer Protection Act (Ontario) and similar legislation in other provinces.

Termination by Breachlink. Breachlink may suspend, or discontinue any portion or all of the services available through ReadyResponse at any time, with or without notice, for any reason, including for failure to comply with these Terms or other legitimate business reasons, as permitted under applicable law.

9. Disclaimers

To the extent permitted by applicable law, Breachlink and its licensors and suppliers make no representations or warranties regarding any content accessed via the Services, including its accuracy, legality, compliance (e.g., with copyright), or decency. We do not guarantee any suggestions or recommendations made via the Services, or the quality, performance, or fitness of any product or service offered or purchased through the Services, except as required by applicable Canadian consumer protection laws.

Breachlink will use commercially reasonable efforts to ensure the availability and functionality of the Services. However, Breachlink does not guarantee 100% uptime and will not be liable for any service interruptions beyond its reasonable control. Service interruptions may include, but are not limited to, system maintenance, network issues, technical failures, or force majeure events.

Except as expressly set out herein, all products, services, and the website are provided “AS IS” and “AS AVAILABLE,” without any warranties of any kind, whether express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, non-infringement, or that use will be uninterrupted, timely, secure, or error-free, except as otherwise required by applicable Canadian consumer protection laws or other relevant statutes.

You are solely responsible for your communications and interactions with third parties resulting from your use of the Services. Under no circumstances will Breachlink be liable for any loss or damage (including direct, indirect, or consequential) caused by reliance on information, products, or services obtained through the Services, or third‑party sites, except where such liability cannot be excluded under applicable Canadian law. Use of the Services is at your own risk.

Nothing in this section is intended to exclude or limit liability for gross negligence, willful misconduct, bodily or moral injury, or other liabilities that cannot be disclaimed under applicable law.

10. Limitation of Liability

To the fullest extent permitted by applicable law, under no circumstances (whether in contract, tort, strict liability, or otherwise) shall Breachlink, its affiliates, officers, directors, employees, agents, licensors, or suppliers be liable to you or any third party for indirect, special, incidental, punitive, or consequential damages, including but not limited to lost profits, loss of data, business interruption, or reputational harm, even if advised of the possibility of such damages, except to the extent that such limitations are prohibited by applicable Canadian law.

In jurisdictions that permit a limitation of liability, our aggregate liability (and the liability of our affiliates, officers, etc.) for all claims arising out of or relating to the Services or these Terms shall not exceed the greater of:

The total fees you have paid to Breachlink in the 12 months preceding the claim’s accrual, or
CAD $500 (or any higher amount permitted by local law), except where such limitations are prohibited or restricted by applicable Canadian law, including consumer protection laws.

These limitations do not apply to liability arising from gross negligence, willful misconduct, bodily or moral injury, fraud, privacy violations, or other types of liability that cannot be limited or excluded under applicable Canadian law, including PIPEDA and provincial consumer protection laws.

11. Indemnity

You agree to indemnify, defend, and hold harmless Breachlink and its affiliates, licensors, employees, agents, officers, directors, and contractors (collectively, the “Indemnified Parties”) from and against any losses, damages, liabilities, claims, costs, or expenses (including reasonable legal fees) arising from or related to:

Your breach of these Terms;
Your misuse of the Services;
Your communications, interactions, or transactions with third parties;
Your failure to comply with applicable privacy laws, including PIPEDA and other relevant Canadian privacy legislation;

This indemnity obligation will survive the termination of your use of the Services, except to the extent prohibited by applicable Canadian law.

12. Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT OR PARTICIPATE IN A CLASS ACTION. THIS CLAUSE MAY NOT BE ENFORCEABLE IN CERTAIN JURISDICTIONS UNDER APPLICABLE CONSUMER PROTECTION LAWS.

If your use of the Services, then:

a. Initial Resolution

Before initiating arbitration or litigation, you must notify us of any dispute in writing (via email to the address on record or our registered office). We will attempt to resolve the dispute through good-faith negotiation over a 30-day period, or a longer period if required by applicable law in your jurisdiction.

b. Binding Arbitration

If the dispute is not resolved within 30 days, either party may refer it to binding arbitration, subject to the terms below. The arbitration agreement is governed by the laws of the province in which you reside (or, if you reside outside Canada, by the laws of the province of Ontario and Canada federally). The arbitration will be conducted by the ADR Institute of Canada under its rules, unless otherwise agreed.

If you are a resident of Quebec, you may be entitled to opt out of this arbitration agreement in accordance with Quebec’s Consumer Protection Act.

c. Opt-Out Right

You may opt out of arbitration by sending written notice to support@Breachlink.com within 30 days of enrollment in the Services (or the Effective Date). If you opt out, neither party may compel arbitration of covered disputes. This opt-out right does not affect your ability to pursue claims under any applicable consumer protection law, including the Quebec Consumer Protection Act, where applicable.

d. Class Action Waiver

You and Breachlink each agree to resolve disputes individually and not in class, collective, or representative proceedings, except where prohibited by applicable law. If any part of this waiver is held unenforceable, that part may be severed, but the remainder will survive. This waiver may not apply in cases where Canadian consumer protection laws, including the Quebec Consumer Protection Act, permit class actions or collective legal proceedings.

e. Court Exceptions

Notwithstanding arbitration, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property rights, enforce confidentiality obligations, or address any claims that cannot be arbitrated under applicable Canadian law, including claims related to PIPEDA or other privacy rights.

13. Choice of Law

If you reside in Québec, this Agreement shall be governed by the laws of the Province of Québec and the federal laws of Canada applicable therein. If you reside elsewhere in Canada, this Agreement shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. However, if you are a resident of Québec, nothing in this Agreement shall limit or waive your rights under the Quebec Consumer Protection Act or other applicable Quebec laws that cannot be overridden by contractual agreement.

14. Force Majeure

Neither party shall be liable for failure or delay in performance under this Agreement due to events beyond its reasonable control, including, without limitation, acts of God, government action, fires, floods, earthquakes, pandemics, strikes, or network interruptions.

15. Miscellaneous

Entire Agreement. These Terms (and any additional terms, contracts, rules, and conditions that Breachlink may post on the site, including the Privacy Policy) constitute the entire agreement between you and Breachlink with respect to the Services and supersede any prior agreements, oral or written, between you and Breachlink. The Privacy Policy is incorporated herein by reference and forms an integral part of these Terms.

Waiver and Severability. If any provision(s) of the Terms is held by an arbitrator or court of competent jurisdiction to be contrary to law, such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, and the other provisions shall remain in full force and effect. Breachlink's failure to exercise or enforce any of the Terms shall not constitute a waiver of Breachlink's right to exercise or enforce the Terms as to the same or another instance, except as prohibited by applicable consumer protection laws, including those under Quebec’s Consumer Protection Act.

Assignment. You agree that Breachlink may assign the Terms to any other entity of its choosing, with or without notice to you, provided that such assignment complies with applicable laws, including Quebec's Civil Code. You may not assign the Terms to any other party for any reason, including, but not limited to, the pricing offered, and fraud mechanisms in place are based upon individual usage.

Section Titles. The section titles in the Terms are solely used for the convenience of the parties and have no legal or contractual significance.

Statute of Limitations. Subject to applicable law, any claim or cause of action you may have arising out of or related to your use of the Services or these Terms must be brought within one (1) year after the claim or cause of action arises, unless a longer period is required by applicable law, such as under the Limitations Act (Ontario) or other applicable consumer protection laws in your jurisdiction.

Notice. Breachlink may give notice by any means of communication reasonably anticipated to notify you of the information provided. You agree that all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing or be delivered in a particular manner, subject to applicable PIPEDA and provincial consumer protection laws. You agree that you have the ability to store such electronic communications in a manner that remains accessible to you in an unchanged form. By way of example only, such communication may be a general notice on the website or via email. Such notice shall be deemed to have been given 48 hours after dispatch. If physical notice is used, then such notice shall be deemed to have been given 7 days after dispatch. Except as explicitly described in the "Arbitration and Class Action Waiver" section, you may give notice to Breachlink (such notice shall be deemed given when received by Breachlink) at any time by contacting us in writing.

No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.