Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the Clad servicing platform and related services (the “Services”) provided by Docshield Inc. (“Clad,” “we,” “us”). By using the Services or entering into a servicing agreement with us, you agree to these Terms.

The Services

Clad provides white-label servicing of small commercial insurance accounts on behalf of licensed insurance brokerages (“Brokerages”). We act at the direction of, and under the appointments and licenses of, the Brokerage. Clad does not act as the broker of record, does not replace the Brokerage's relationship with its clients, and does not provide insurance or act as an insurer.

Eligibility

The Services are intended for licensed insurance brokerages and their authorized personnel. By using the Services you represent that you are authorized to bind your organization to these Terms and that your organization holds the licenses and appointments required for the accounts serviced.

Brokerage responsibilities

• Maintaining the licenses, appointments, and broker-of-record relationships for serviced accounts;
• Providing accurate and complete book and account data;
• Ensuring it has the right to share client data with us for servicing; and
• Reviewing and supervising the services provided as required by applicable law and its carrier agreements.

Acceptable use

You agree not to misuse the Services, including by attempting to disrupt or gain unauthorized access to the Services, using them unlawfully, or reverse-engineering our systems.

Fees

Fees for the Services are set out in the servicing agreement between Clad and the Brokerage. Except as expressly agreed, fees are earned as accounts are serviced.

Confidentiality

Each party will protect the other's confidential information and use it only to perform under the applicable agreement. Book data and client information shared with Clad remain the Brokerage's, and we will not use them to serve any other party.

Intellectual property

Clad and its licensors retain all rights in the Services, including our software and AI systems. These Terms do not grant you any rights in our technology except the right to use the Services as agreed.

Disclaimers

The Services are provided “as is” to the fullest extent permitted by law. We do not warrant that the Services will be uninterrupted or error-free. Nothing in the Services constitutes legal, tax, or insurance-coverage advice to any policyholder.

Limitation of liability

To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, or consequential damages, and each party's aggregate liability is limited as set out in the applicable servicing agreement.

Indemnification

Each party will indemnify the other against third-party claims arising from its own breach of these Terms or the applicable agreement, as further described in that agreement.

Term and termination

Either party may terminate as provided in the servicing agreement. There is no lock-in — a Brokerage may withdraw accounts and request return of its data at any time, subject to wind-down of in-progress work and applicable recordkeeping requirements.

Governing law

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules, except where a servicing agreement specifies otherwise.

Changes

We may update these Terms from time to time. Material changes will be communicated to Brokerages, and continued use of the Services constitutes acceptance of the updated Terms.

Contact

Questions about these Terms can be sent to hello@cladinsurance.com.