Clerra

Terms of Use

Last updated: June 10, 2026

These Terms of Use (the “Terms”) form a binding agreement between Common Good Labs Inc. (“Common Good Labs,” “we,” “us”), the operator of the Clerra platform (“Clerra” or the “Service”), and the firm or person that registers for or uses the Service (“Customer,” “you”). By creating an account or using the Service, you agree to these Terms. If you are agreeing on behalf of a firm or other organization, you represent that you are authorized to bind it.

1. The Service

Clerra is a practice-management platform for accounting and bookkeeping firms: client records, compliance deadlines, recurring work, document collection, messaging, time tracking, and related features. Clerra sits alongside — and does not replace — your accounting or tax software. Clerra is not a general ledger, a tax engine, or a provider of accounting, tax, legal, or financial advice. Computed deadlines and other outputs are tools to assist your professional judgment; you remain responsible for verifying filing dates, thresholds, and the accuracy of all work product.

2. Accounts and security

You must provide accurate registration information and keep it current. You are responsible for all activity under your account, for maintaining the confidentiality of credentials, and for your users’ compliance with these Terms. We strongly recommend enabling two-factor authentication. Notify us promptly of any unauthorized use.

3. Subscriptions, fees, and billing

  • The Service is offered on a flat-rate, per-firm subscription (not per seat), billed monthly or annually through our payment processor, Stripe.
  • Fees are stated at sign-up and in your billing settings. Annual plans may be offered at a discount to monthly pricing.
  • Subscriptions renew automatically for successive terms unless cancelled before the renewal date. You authorize recurring charges to your payment method.
  • Except where required by law, fees are non-refundable, and partial-period fees are not pro-rated on cancellation. You will retain access through the end of the paid period.
  • We may change pricing on reasonable advance notice, effective at your next renewal.
  • Taxes are your responsibility and may be added where applicable.

4. Free trials

Where a free trial is offered, the Service is provided for evaluation during the trial period. Unless you subscribe, access may be suspended at the end of the trial. Your data is retained for a reasonable period and is restored if you subscribe.

5. Customer Data and ownership

As between the parties, you own all data you and your clients submit to the Service (“Customer Data”). You grant us a limited licence to host, process, and transmit Customer Data solely to provide and support the Service. You are responsible for the accuracy, legality, and quality of Customer Data and for having all rights and consents necessary to provide it to us, including consents from your own clients. Our handling of personal information is described in our Privacy Policy.

6. Acceptable use

You agree not to:

  • use the Service unlawfully or in violation of others’ rights;
  • upload malware or attempt to breach, probe, or circumvent security or access controls;
  • access data belonging to another firm or another firm’s clients;
  • reverse engineer, resell, or provide the Service to third parties except your own staff and clients as intended;
  • use the Service to store data unrelated to your professional practice, or to send unlawful or unsolicited communications;
  • interfere with the integrity or performance of the Service.

7. Client portal

You are responsible for whom you invite to your client portal and for the appropriateness of documents you share. Portal users may access only their own client’s information. You are responsible for promptly revoking access when a relationship ends.

8. Intellectual property

The Service, including all software, design, and content provided by us (excluding Customer Data), is owned by Common Good Labs and protected by intellectual-property laws. We grant you a non-exclusive, non-transferable, revocable right to use the Service during your subscription in accordance with these Terms. All rights not expressly granted are reserved. Feedback you provide may be used by us without restriction.

9. Third-party services and integrations

The Service relies on third-party providers and may offer optional integrations (for example, Google sign-in or a Google Workspace connection). Your use of an integration is subject to that third party’s terms, and we are not responsible for third-party services. Optional integrations are off by default and require you to enable them.

10. Availability and changes

We work to keep the Service available but do not guarantee uninterrupted operation. We may modify, suspend, or discontinue features, and will use reasonable efforts to give notice of material adverse changes. Maintenance and factors outside our control may cause downtime.

11. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that computed deadlines, calculations, or other outputs are error-free or suitable for any particular filing; you are responsible for professional review and verification.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMMON GOOD LABS AND ITS DIRECTORS, OFFICERS, AND PERSONNEL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THE SERVICE — INCLUDING ANY PENALTIES, INTEREST, OR LOSSES RESULTING FROM A MISSED OR INCORRECT FILING. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

13. Indemnification

You will indemnify and hold harmless Common Good Labs from claims, damages, and expenses (including reasonable legal fees) arising from your Customer Data, your use of the Service, or your breach of these Terms, except to the extent caused by our gross negligence or wilful misconduct.

14. Suspension and termination

You may cancel at any time from your billing settings. We may suspend or terminate access for breach of these Terms, non-payment, or to protect the Service or other users. On termination, your right to use the Service ends. We will make Customer Data available for export for a reasonable period, after which it may be deleted subject to our retention obligations described in the Privacy Policy.

15. Governing law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules. The courts located in Ontario will have exclusive jurisdiction, and you consent to their venue, except that either party may seek injunctive relief in any court of competent jurisdiction.

16. Changes to these Terms

We may update these Terms from time to time. Material changes will be posted here with a revised “Last updated” date and, where appropriate, notified to account administrators. Continued use after changes take effect constitutes acceptance.

17. Contact

Questions about these Terms may be sent to legal@commongoodlabs.ca. Common Good Labs Inc. is the contracting entity for the Service.