Terms & Conditions

 

Update: June 29th, 2020

The following “Agreement” governs your use of this website and services provided by California Registered Agent (and its subsidiaries or contracted third party vendors). This is a legal agreement between you, individually and as an authorized representative for the company or entity that obtains any services from California Registered Agent. The Privacy Policy located below is incorporated into this Agreement by this reference. By signing up for our service you consent that you have read, understand, and agree to everything in this Agreement.

Additionally, the Terms of Use are governed and construed in accordance with the laws of the United States of America and the State of Wyoming without reference to conflicts of law principles of any jurisdiction.

Our Services

This website provides Statutory agent, corporate filing, and incorporation services. Although some of our services are related to legal concepts and legal obligations, California Registered Agent is not a law firm and does not provide legal advice to others. Our forms may assist you in complying with the law, but they are standardized forms that are not adjusted to the particular needs of each customer. Nothing herein should be construed, interpreted, or should constitute legal advice or opinion. We strongly encourage you to retain an attorney to advise you on the legal options and requirements for your particular situation.

Your Legal Process Of Service

As your Statutory agent we will receive service of process from third-parties and other correspondence from the Secretary of State on behalf of the entity for which you’ve obtained Statutory agent services. We will forward the aforementioned documents to you via our website and email notification system. You agree to maintain accurate contact information, so that we may comply with state requirements and properly notify you.

Taxes

You are responsible for reporting and paying all taxes required by federal and state law. We don’t pay your taxes and are not responsible for anything to do with the fiscal or monetary concerns of the company for which you’ve hired us to serve.

What Our Limited Liability Entails

Our liability is limited. You agree our maximum liability will never exceed the total amount you paid for service under this Agreement (during the last year) or $250 whichever is greater, which can be offset with your obligation to indemnify. You agree this limitation of liability represents a reasonable allocation of risk and is the basis of the bargain you have obtained by purchasing our services.

You also affirm this Agreement does not create a fiduciary relationship between you and California Registered Agent. Our services are being provided as a convenience to you and not to create an agency relationship.

You further agree that California Registered Agent is not and will not be liable for any special, direct, indirect, incidental, or consequential damages of any kind. These limitations apply regardless of the form of action, whether in contract, tort (including negligence of any kind), and strict liability or otherwise, whether those damages are foreseeable and whether California Registered Agent has been advised of the possibility of those damages. Your own negligence will be considered a breach of contract.

Disclaimer Regarding Warranty

We cannot guarantee that all our services will be error free or free from interruption; therefore, your election to use these services are at your own risk and you agree these services are offered to you for your convenience.

DISCLAIMER OF WARRANTIES. TO THE FULLEST EXTENT ALLOWED BY LAW, YOUR USE OF THIS SITE AND OUR SERVICES ARE PROVIDED “AS-IS” WITH NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

WE DO NOT WARRANT OR GUARANTEE THAT THE SERVICES ARE ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED, ERROR-FREE, WITHOUT DEFECT OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES REGARDLESS OF THE LEGAL THEORY, OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO YOUR USE OF THIS WEBSITE AND OUR SERVICES SHALL IN NO EVENT EXCEED THE AMOUNT YOU PAID TO US FOR SERVICES DURING THE TWELVE MONTH PERIOD PRECEDING THE DATE OF YOUR CLAIM.

Indemnification By You

You understand the information used to deliver these services is strictly based upon information given or provided by you and any error is the result of your failure to provide accurate information. By agreeing to use our services you agree to defend, indemnify, and hold harmless California Registered Agent, its officers, directors, employees, agents, affiliates, representatives, sublicensees, successors, and assigns. This applies to any claim, action, demand, lawsuit, or other proceeding, where California Registered Agent (or any of its officers, directors, employees, agents, affiliates or representatives, sublicensees, successors, and assigns) is a party (whether specifically named or threatened with inclusion) to an action when it acted in its role of Statutory agent, incorporator (in any form), corporate filing agent, or any other agency role by providing services under this Agreement. You agree to pay California Registered Agent for its legal costs and fees that arises from its defense and inclusion to your litigation.

Legal Governing Body

You agree to submit to the jurisdiction of the courts located in the State of Wyoming for resolution of all disputes arising from or related to these Terms of Use and/or services provided to you.

Misc.

This Agreement constitutes the entire agreement between you and California Registered Agent and governs your use of the service, superseding any prior agreements between you and California Registered Agent (including, but not limited to, any prior versions of this Agreement).

We reserve the right to amend this Agreement. In the event of material changes to the Agreement, we will notify you, by email, or by other reasonable means of these changes prior to their enactment. Continued use of the service by you after reasonable notice will be considered acceptance of any new terms.

Auto-Pay Election

Our services are billed via an automatic payment feature for Business Renewal and Resident Agent Services unless you choose to opt out within your client account. Clients that opt-out will be invoiced. Customers enrolling in our Virtual Office services must enroll in monthly automatic payments. All accounts using auto-payment must provide us with valid and updated credit card information and when doing so authorize us to charge such credit card for all purchased services and applicable fees that come about during the duration of all initial service terms, and any following renewal term(s).

Specifics Regarding Auto-Pay Features

  • All auto-payments will be charged to the credit/debit card on file for the business entity or person. It is the responsibility of the user to keep their card information current and valid or possibly be subject the stipulations outlined below.
  • All auto-payment charges will be preceded by a notification to your online account notifying the user of the impending charge at least 3 days before the charge date.
  • Annual renewals will be automatically charged for one year after the initial charge date unless services are canceled or Auto-pay is opted out of within five days of the next charge date.
  • Virtual Office subscribers must use our auto-payment feature and all accounts will be charged every 30 days following the initial charge.
  • All Auto-Payments services must be canceled at least 3 days before the next charge date to avoid paying for the next month of subscription service, or year of annual service. All cancellations are handled through the user’s online account for security purposes.
  • Annual auto-pay charges that fail to process will be rendered an unpaid invoice in the user’s online account and subject to all fees and procedures outlined in this agreement.
  • Subscription or monthly auto-pay charges that fail to process will result in the immediate suspension, and probable cancellation of all Virtual Office services and features.

 

Business Filings and Registered Agent Service

  • Service Providers. We may work with third-party providers to provide some of the registered agent services. You acknowledge and agree that these service providers may assist us in providing you with registered agent services.
  • Electronic Records and Signatures. We may need to file documents on your behalf so you consent to us affixing your electronic or hard copy signature in order to file documents on your behalf.
  • Receiving Service of Process & Other Legal Documents. You authorize us to receive service of process and legal documents of any kind (“Legal Documents”) on your behalf. You also agree that we can open, scan, upload and transmit the Legal Documents into your account in connection with providing Services to you. Registered agent services are limited to the receipt of service of process as well as the receipt and forwarding of Legal Documents, and do not include the receipt of any general or regular mail or other items. Accordingly, we do not assume liability to you, or any third party, for loss of mail or other items which are not Legal Documents.
  • Provision of Accurate and Current Information. You agree that you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of your information. You agree that the accuracy of filings which we make on your behalf depends on the information you provide and you agree to promptly notify us when any of your information changes.
  • Termination of Registered Agent Services.
    1) Termination by Us. We may terminate your registered agent Service at any time. Reasons for termination may include, but are not limited to: i) your failure to provide accurate, complete and current information for your account; ii) the inability to locate you after reasonable efforts are made; iii) your failure to pay for your Service; or iv) suspected illegal activity;
    2) Termination by You. You may terminate your Service by logging onto your account and canceling your Service in your client portal. If we receive any documents on your behalf after you have canceled your account, you can either sign up for new registered agent services, pay for all Services provided by us prior to your cancellation, or pay a per document fee to view the document
  • Handling of Legal Documents after we are no longer your registered agent. Once we are no longer your registered agent, if we receive further Legal Documents on your behalf, we will send an email notice to the last known email address that we have on file for you. If you want to view a Legal Document, you will need to renew your service with us, pay any fees incurred prior to cancelation or pay a per document fee in order to view the Legal Document. Once you take one of these actions, we will upload the Legal Document so that you can view it.
  • You Waive and Release any Claims and Agree to Hold Us Harmless and Indemnify Us. You waive and release us from any obligation to forward or re-mail documents that are received after your registered agent Service has been terminated and you specifically agree that we have no obligation to forward or re-mail any documents to you except as outlined in these Terms. You further agree to hold us and our affiliates harmless from any third party claim arising out of a delay or failure of you to receive Legal Documents after your registered agent Service has been terminated.
  • No Refunds for registered agent Services. We do not offer full or prorated refunds for canceled registered agent Service unless you cancel within ninety (90) days and you have not listed us as your registered agent. This Service is purchased and renewed on an annual basis and must be terminated prior to the annual renewal date to avoid recurring annual charges.

Acceptable use of our websites and Services

In using our websites and Services, you may not, nor may you permit any third party, directly or indirectly, to:

  • access or monitor any material or information on any of our systems, using any manual process or robot, spider, crawler, scraper, or other automated means;
  • except to the extent that any restriction is expressly prohibited by law, violate the restrictions in any robot exclusion headers on any Service, work around, bypass or circumvent any of the technical limitations of the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services, or decompile, disassemble or otherwise reverse engineer the Services;
  • perform or attempt to perform any actions that would interfere with the proper working of the Services, or prevent access to or use of the Services by our other customers;
  • copy, reproduce, alter, modify, create derivative works, publicly display, republish, upload, post, transmit, resell or distribute in any way material, information or Services from us;
  • transfer any rights granted to you under these Terms;
  • use the Services except as expressly allowed under these Terms.

If we reasonably suspect that your account has been used for an unauthorized, illegal or criminal purpose, you hereby give us express authorization to share information about you and your account with law enforcement.

Termination of Services other than Registered Agent Services

a. Termination by us. We may terminate a Service or Services at any time. Reasons for termination may include, but are not limited to: 1) your failure to provide accurate, complete and current information for your account; 2) the inability to locate you after reasonable efforts are made; 3) your failure to pay for your Services; 4) suspected illegal activity; and 5) any other lawful reason. As your sole remedy in the event of our termination of a Service or Services, other than registered agent Services, we will refund you any pre-paid fees for the Service(s) on a pro-rata basis.

b. Termination by you. If you terminate Services other than registered agent Service, we will refund pre-paid fees made by you on a pro-rata basis unless the Services consist of call forwarding or mail forwarding where we only provide prorated refunds within the first seven (7) days of the invoice due date.

 

Intellectual Property Rights & Ownership

We own all right, title and interest, in and to all Intellectual Property Rights (as defined below) in the Services and websites, and these Terms do not grant you any rights to our Intellectual Property Rights. For purposes of these Terms, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress, service mark rights, goodwill, trade secret rights, and any other intellectual property rights that may exist now or come into existence in the future, and all of their applications, registrations, renewals and extensions, under the laws of any state, country, territory or other jurisdiction.

You may submit comments or ideas about the Services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction, that it will not place us under any fiduciary, confidentiality or other obligation, and that we are free to use the Idea without any compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.

We Are Not Attorneys or Fiduciaries

We provide information and act as a fulfillment service provider. We are not a law firm or an attorney and do not provide legal advice. As we are not attorneys, there is no attorney-client relationship between us and none of the communications between us are protected as attorney-client communications. Use of our services as a fulfillment service provider shall NOT create any fiduciary duty or obligations, either implied or express, by any agent, affiliate or employee of the company.

Force Majeure

We shall not be considered to be in breach or default of these Terms, and shall not be liable for any cessation, interruption, or delay in the performance of our Services or other obligations by reason of earthquake, flood, fire, storm, lightning, drought, landslide, hurricane, cyclone, typhoon, tornado, natural disaster, act of God or of the public enemy, epidemic, famine or plague, action of a court or public authority, change in law, explosion, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar even that is beyond our reasonable control, whether foreseen or unforeseen (each a “Force Majeure Event”). If a Force Majeure Event continues for more than sixty days in the aggregate, we may immediately terminate our Services and shall have no liability for, or as a result of, any such termination.

Limitation on Time to Initiate a Dispute

You agree that any action or proceeding by you relating to any dispute must commence within one year after the alleged cause of action accrues.

 

Dispute Resolution by Binding Arbitration and Class Action Waiver

Most customer concerns can be resolved quickly by calling us at (415) 422-9889. You can also email us at agent@californiaregisteredagent.com. In the unlikely even that we are unable to resolve your complaint to your satisfaction, we each agree to resolve those disputes through binding arbitration under the auspices of JAMS Alternative Dispute Resolution (“JAMS”). JAMS will administer any such arbitration under its Comprehensive Arbitration Rules. If the amount of the claims and counterclaims are less than Two Hundred and Fifty Thousand Dollars ($250,000.00), then the JAMS Streamlined Arbitration Rules and Procedures will be used. You agree that any arbitration pursuant to these Terms will be on an individual basis, and that you will not bring a claim as a plaintiff or class member in a class, consolidated, or representative action. You further agree that class arbitrations, class actions and consolidation with other arbitrations will not be allowed. All disputes and claims between us will be heard by a single arbitrator.

Entire Agreement

These Terms and the terms of our Privacy Policy constitute the entire agreement between you and us with respect to our Services and websites. These Terms supersede and replace any other prior or contemporaneous agreements, or terms and conditions that may be applicable. These Terms create no third party beneficiary rights.

Modifications

We may revise these Terms from time to time, and will always post the most current version on our website. By continuing to use or access the Service after the revisions come into effect, you agree to be bound by the revised Terms.

Waiver, Severability & Assignment

Our failure to enforce a provision of these Terms is not a waiver of our right to do so at a later date. If a provision of these Terms is found to be unenforceable, the remaining provisions of the Terms will remain in full force and effect. You may assign your rights and obligations under these Terms provided we receive prior written notice of, and approve of, such assignment. We will not unreasonably withhold our approval. We may assign our rights or obligations to any successor in interest of any business associated with the Services.