Terms of Service

The Agency may allow its authorized employees to use its account (“Authorized Users”). The Agency is responsible for deciding who has access, assigning appropriate permissions, keeping account information current, and promptly removing access when it is no longer needed.

Each Authorized User must use their own account credentials and keep them secure. The Agency is responsible for activity under its account and for its Authorized Users' compliance with these Terms. Tell us promptly at hello@brokerly.work if you suspect unauthorized access.

Brokerly offers a 14-day free trial without requiring a credit card. At the end of the trial, the Agency may choose a paid subscription or abandon the trial. Trial features or limits may differ from paid plans.

Paid subscriptions are billed in US dollars on a monthly or annual basis and automatically renew for the same billing period until cancelled. You authorize Brokerly and its payment processor, Stripe, to charge the payment method associated with your account. Stripe processes payment card information under its own terms and privacy practices.

You may cancel through the Service. Cancellation stops the next renewal and takes effect at the end of the current billing period. You may continue using the paid Service until then.

Monthly fees and prepaid annual fees are non-refundable, including when you cancel before the end of a billing period. Exceptions apply only for a billing error, duplicate charge, a refund required by law, or an exception Brokerly expressly approves in writing.

Prices do not include taxes. The Agency is responsible for applicable sales, use, value added, withholding, and similar taxes, other than taxes based on Brokerly's net income.

“Customer Data” means information, records, documents, communications, and other content that the Agency or its Authorized Users submit, upload, synchronize, or create in the Service. The Agency owns its Customer Data.

The Agency gives Brokerly a limited, non-exclusive right to host, copy, process, transmit, and otherwise use Customer Data only as needed to operate, secure, maintain, support, and provide the Service, comply with law, and carry out the Agency's instructions.

Brokerly personnel may access Customer Data only when reasonably necessary for support, security, legal compliance, or service operations. Our Privacy Policy explains how Brokerly handles personal information.

Brokerly will treat Customer Data as confidential and will not disclose it except as permitted by these Terms, our Privacy Policy, the Agency's instructions, or applicable law.

The Agency is responsible for its Customer Data, including its accuracy and legality. The Agency must have all authority, notices, consents, and other legal grounds needed to collect, use, disclose, and process Customer Data through Brokerly. The Agency remains responsible for its insurance, privacy, employment, recordkeeping, and other legal or regulatory obligations.

Brokerly is designed to hold legitimate insurance business records. You must not use the Service to store or process:

• Passwords, authentication secrets, or other account credentials;
• Full payment card numbers or card verification or security codes outside Stripe's payment flow;
• Banking login credentials;
• Medical records unrelated to the Agency's legitimate insurance work; or
• Information the Agency is not authorized to collect, use, or disclose.

You must not use the Service unlawfully, interfere with its security or operation, access another customer's account or data, introduce malicious code, or attempt to reverse engineer the Service except where applicable law expressly permits it.

The Service may connect with third-party services, including Google and Microsoft email services. Your use of a third-party service is also governed by that provider's terms and privacy practices.

Brokerly does not control third-party services and is not responsible for their availability, security, changes, or acts. Integration features may stop working if a provider changes or discontinues its service, or if the Agency withdraws the permissions Brokerly needs to operate the integration.

Brokerly uses commercially reasonable efforts to keep the Service available, secure, and supported. The Service may be unavailable during maintenance, updates, emergencies, third-party outages, or events outside Brokerly's reasonable control.

Unless a separate signed agreement says otherwise, Brokerly does not provide a formal service-level agreement, guaranteed uptime, guaranteed response time, or service credits.

No system is completely secure. If Brokerly confirms a security incident affecting Customer Data, Brokerly will notify the affected Agency without unreasonable delay, as required by applicable law. The Agency is responsible for notices to its clients, regulators, or other third parties when the Agency controls the affected data. Brokerly will provide reasonable assistance with those obligations.

Brokerly and its licensors own the Service, including its software, design, documentation, trademarks, and related intellectual property. Subject to these Terms and payment of applicable fees, Brokerly gives the Agency a limited, non-exclusive, non-transferable right to let its Authorized Users access and use the Service for the Agency's internal business operations during the subscription.

These Terms do not transfer ownership of the Service to the Agency or ownership of Customer Data to Brokerly.

Brokerly may suspend or terminate access when reasonably necessary to address a security risk, prevent harm, comply with law, respond to nonpayment, or stop a material violation of these Terms. Where practical, Brokerly will give notice and a reasonable opportunity to correct a violation before suspension or termination. Urgent security or legal circumstances may require immediate action.

After an Agency abandons a free trial or its paid subscription ends, the Agency may reactivate the account or request an export of Customer Data for 21 days. After that period, Brokerly deletes Customer Data from active systems, and reactivation or export may no longer be possible.

Residual encrypted backup copies are removed through Brokerly's normal backup rotation and are not available for ordinary business use. Brokerly may retain limited billing, consent, security, audit, and dispute records when reasonably necessary for legal, security, accounting, or compliance purposes.

Custom development, implementation work, or other professional services require a separate signed statement of work or order. That document will describe the scope, fees, delivery terms, acceptance process, and ownership terms for the custom work.

These Terms apply to custom work unless the statement of work or order expressly says otherwise. If there is a conflict, the statement of work or order controls for that custom work.

To the fullest extent permitted by law, the Service is provided “as is” and “as available.” Brokerly disclaims implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from a course of dealing or usage of trade. Brokerly does not promise that the Service will be uninterrupted, error-free, or suitable for every Agency's requirements.

Brokerly provides software. Brokerly is not an insurer, insurance broker, or professional adviser and does not provide insurance, legal, tax, or regulatory advice. The Agency is responsible for its professional decisions, client advice, filings, deadlines, and legal or regulatory compliance.

Nothing in these Terms excludes a warranty or right that applicable law does not allow the parties to exclude.

To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, revenue, goodwill, business opportunities, or data, even if the party was told those damages were possible.

To the fullest extent permitted by law, each party's total aggregate liability arising out of or related to the Service or these Terms will not exceed the fees the Agency paid or was required to pay Brokerly during the 12 months before the event giving rise to the claim. If the claim arises during a free trial or when no fees were paid or payable, the limit is USD $100.

These exclusions and limits do not apply to the Agency's payment obligations, either party's fraud or willful misconduct, or liability that applicable law does not allow the parties to exclude or limit.

The Agency will defend and indemnify Brokerly and its directors, officers, and employees against a third-party claim, loss, or reasonable expense to the extent it results from: (a) unlawful Customer Data; (b) the Agency's lack of required authority, notice, or consent for Customer Data; or (c) the Agency's or an Authorized User's unlawful misuse of the Service.

Brokerly will promptly notify the Agency of a covered claim, provide reasonable cooperation, and allow the Agency to control the defense. The Agency may not settle a claim in a way that admits fault by Brokerly or imposes an obligation on Brokerly without Brokerly's written consent.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law rules. Mandatory rights and laws that apply to the Agency in its location continue to apply where they cannot legally be waived.

Before filing a claim, the parties will give written notice of the dispute and try in good faith to resolve it for 30 days. If the dispute is not resolved, it must be brought exclusively in the state courts located in Delaware or the United States District Court for the District of Delaware, and each party consents to those courts' jurisdiction. Either party may seek urgent injunctive relief when waiting would cause irreparable harm.

Brokerly may update these Terms or its pricing as the Service changes. We will give at least 30 days' notice before a materially adverse change takes effect. Pricing changes will apply no earlier than the Agency's next renewal after that notice period.

Changes required to address an urgent security issue or comply with law may take effect immediately. We will explain the change and effective date when notice is reasonably possible. If the Agency does not agree to a change, it may cancel before the change takes effect. Continued use after the effective date means the Agency accepts the updated Terms.

These Terms and any applicable order or statement of work form the entire agreement about the Service and replace earlier discussions or agreements about the same subject. A waiver is effective only if in writing. If one provision is unenforceable, the remaining provisions remain in effect.

Neither party is liable for delay or failure caused by events beyond its reasonable control. The Agency may not assign these Terms without Brokerly's written consent. Brokerly may assign them as part of a merger, reorganization, financing, sale of assets, or similar business transaction.

Notices may be delivered electronically, including through the Service or to the email address associated with the Agency's account. Headings are for convenience and do not change the meaning of these Terms.

Questions about these Terms may be sent to: