TERMS AND CONDITIONS
As consideration for the services provided by DBA-Filings.com and Click Industries
(CI), I agree to the following:
For all order types:
CI is not a law firm, and this transaction does not create an attorney-client relationship.
At no time will CI review my information for legal sufficiency, draw legal conclusions,
provide legal advice, or apply the law to my particular situation. I acknowledge
and agree that CI or its employees, agents, officers, or directors are not acting
as my attorney in any way, and that the information provided via this site and other
CI sites, emails, or phone/messenger conversations with CI’s employees or agents
is not legal advice on which I can rely. I acknowledge that help screens and other
content provided through CI websites consist of general information and is not legal
advice. I understand that CI is not associated with any government or governmental
body, and is a private company.
CI work on my file begins immediately upon receipt of my order. I therefore agree
that I am not entitled to a full refund unless CI is unable to complete the services
I ordered following an opportunity to resolve any issues. In this context, service
completion refers to successful filing of forms according to my order, or delivery
of ordered materials. I agree that failure to cooperate with CI instructions necessary
to service completion is not a basis for a refund of any type. If my payment includes
a government filing fee, however, and my materials are not submitted, I am entitled
to a refund of the filing fee only.
Every business is different and unique, and laws vary from state to state. I acknowledge
that I should consult with legal counsel and my accountant or financial advisor
regarding my choices for my business, and that CI’s services should not be used
as a substitute for competent advice from a licensed attorney or other professionals.
I agree that I am wholly and solely responsible for the options I select for this
service regardless of whether I follow the recommendation to consult with professional
advisors prior to this transaction. It is my responsibility to review the documents
generated by my use of this site with or without legal counsel to determine what
if any sections of it may not be appropriate for my business. I also acknowledge
that some states may have specific statutory or other laws that may render some
provisions of the generated documents void.
I agree that CI’s services consist of populating the relevant forms with information
I provide, and I acknowledge that I can obtain, draft, and/or file the documents
ordered in this transaction on my own, but I have chosen to use CI’s services for
this purpose. I am responsible for any errors made when providing this information.
I acknowledge that CI does not guarantee that any document drafted for me or my
business will meet my or my business’s needs and/or be appropriate for me or my
business. I agree that I have not yet commenced any filing, incomplete or otherwise,
in this matter, or that if I have, I will notify CI customer service immediately
after placing this order with all details of the former filing.
I agree that I am responsible for ensuring that the email address and other contact
information I provide CI is correct. I am also responsible for ensuring that I retrieve
any CI emails from any spam, junk, or quarantine folders on any computer or device
I use that might capture them. My failure to read, respond to, or act on any communications
from CI, either via email, my customer account, or otherwise, does not constitute
grounds for a refund of any kind.
I agree that I understand that CI’s primary method of communicating with me will
be through my customer account on CI’s website, and I understand that I will be
provided with login instructions at the bottom of my emailed receipt for my transaction,
which I will receive immediately upon placing my order. I also understand that I
can log in at any time at the “Login” tab at the top of CI’s homepage using the
email address and password I provided/created at the time that I placed my order.
I will be responsible for logging in and checking the status of my account, downloading
forms that require my signature and/or that of a notary, and sending these forms
back to CI. CI will post information and updates regarding my account on CI’s website
in my secure, personal account page. If I do not respond to updates that require
my attention within a reasonable time, CI will email me. If I do not promptly respond
to CI’s email, CI will attempt to call me. CI will leave me a voicemail if possible.
If I do not fully respond within 60 days after the aforementioned attempts to contact
me, CI will be unable to proceed with my order and will close my order. CI reserves
the right to charge $10.00 to reopen orders closed because of my failure to fully
respond as part of this process. I agree that all documents and forms that can be
delivered electronically by CI via my secure, personal log-in page (my customer
account) will be provided to me in that way. I also acknowledge that some government
bodies only provide online or electronic certificates or other filing verifications,
and I am not entitled to further verification than that provided by the relevant
government entity.
I agree that, in some cases, CI will provide me a form for my signature and/or notarization
and return. My failure to accurately execute or to send back any such documents
provided to me does not constitute ground for a refund of any kind.
I understand that any information I provide for filing or searches, including but
not limited to corporate names and addresses, will be cut and pasted directly from
my online application into all filed documents. I therefore agree that it is my
complete responsibility to insure that I type in any such information EXACTLY as
I would like it to appear on any documents for search or filing. CI assumes no responsibility
for spellchecking, verifying, or editing my information. If my corporate name choices
are unavailable as typed into CI's online application, I assume complete responsibility
for communicating any additional name choices accurately to CI. If I orally provide
a name choice and such name is filed incorrectly on the formation documents, all
costs associated with changing the name shall be borne by me. If I have submitted
any proposed corporate name in writing to CI and CI files it incorrectly, CI shall
bear all costs associated with amending all formation documents, including state
filing fees.
If I have ordered a service with “24-hour filing,” “three business days,” or other
specified timeframes, I agree that filing within that timeframe means that CI completes
all necessary paperwork within that timeframe and whenever possible submits that
paperwork to the appropriate government offices at the federal, state and/or county
level within that amount of time. I acknowledge that the actual time it takes the
government office to record and file my documents or to respond to requests can
vary, and that that time is completely beyond CI’s control. I understand that any
typical overall processing times communicated to me by CI in any form are only estimates
based on information available to CI and are in no way guaranteed. I agree that
“business days” only include Monday through Friday between 9:00 AM and 5:00 PM Central
Time, and do not include legal holidays. I acknowledge that in some states and/or
counties, CI cannot submit a complete application for filing within a given timeframe
because my original signature or notarization may be required. In those cases, forms
or other documents will be filed within the given timeframe after CI receives the
document(s) needed for filing with my signature or notarization. I agree that specified
timeframes do not commence on any orders received at any time on Friday through
Monday morning at 9:00 AM Central Time or on legal holidays until the next regular
business day. I acknowledge that specified timeframes do not include filing delays
caused by Acts of God or other events, such as loss of internet service and adverse
weather conditions. I agree that some counties require specific forms that must
be mailed to CI before my application may be filed. In those cases, no specified
timeframe commences until CI has received said forms from the county in question.
I agree that CI reserves the right to request credit card verification if information
on the card used in the transaction is not consistent with data I provide in my
order, or if CI’s credit card processing indicates that there may be a problem with
the transaction. I agree to provide verification of my credit card information if
requested to verify the charge and that if I do not do so, CI will not complete
my order or perform any services related to the failed transaction. This verification
may, at CI’s discretion, include a fax or scanned copy of both sides of my driver’s
license or government-issued ID and/or credit card, as well as further information
regarding the credit card and its issuer. If verification is required, I agree that
any time limit on the service ordered will not commence until adequate card verification
is received.
I understand that some government units, including but not limited to San Francisco
County, California, may require tax or other forms to be filed prior to action on
a DBA or corporate filing, and that this requirement is beyond CI's control and
may not be publicized by the government unit prior to enforcement. I agree that
if my filing by CI is rejected for this reason, I will remedy the issue by filing
the required form and allow CI to refile. If I choose to abandon my filing rather
than to remedy the issue, CI will retain $75 for work performed on DBAs and the
entire service fee for incorporation services, less unused filing fees if any, as
described for each service below.
I agree that, if my order consists of or includes immediately downloadable materials
(including but not limited to publications concerning employment leave, disability,
or worker’s compensation), these materials are for general information only, and
do not amount to legal advice. I understand that laws are subject to change, and
that I will not rely on any downloaded materials for any business decision. I acknowledge
that I should seek legal advice for business decisions, and that I will not use
any CI-provided materials as a substitute for such advice. I further agree that
any such materials are sold on a non-refundable basis.
I agree that all services to be provided by CI will occur within the State of Minnesota
and that my use of this site is deemed to have occurred in Minnesota. If I institute
any legal proceeding against CI, its employees, agents, officers, or directors,
then I agree that I will do so in the court of Minnesota’s Fourth Judicial District,
located in Minneapolis, Minnesota, and I agree that this is the proper venue for
any disputes. Further, I agree that the only damages I am entitled to are the amount
of money I paid CI for the services rendered and that I am not entitled to any other
damages whatsoever. I also agree that the prevailing party in any action shall be
entitled to reasonable costs, disbursements, and attorneys’ fees expended in the
matter.
In addition to these terms and conditions, I agree to the following as relevant
to my specific order:
If I ordered a Business Name Search:
I agree that the only service provided by CI is a preliminary corporate name search
for two names I have submitted in the state I selected. I understand that some jurisdictions
do not allow name searches, and that if I order a name search for such a jurisdiction,
CI will notify me and refund my fee.
For states in which a DBA is filed at the county or other local level, names will
only be checked at that level. For states in which a DBA is filed at both the state
and local level, the names will be checked both places when possible. I acknowledge
that there may be situations when a name is registered at the state level but not
the county or local level, or vice-versa, and that CI cannot make any determination
as to my ability to use a business name in such situations.
I agree that I should contact a lawyer if I have questions about the use of a name,
potential trademark or servicemark conflicts, copyright, or any other legal ramifications
regarding the use and/or registration of the name.
CI will process name search orders within one hour if received between 9:00 AM and
4:00 PM Central Time on a regular business day. If an order is received during other
times or on a weekend or legal holiday, my order will be processed in the first
hour of the next regular business day. If my order requires information from a specific
jurisdictions and CI is unable to reach that jurisdiction within one hour due to
government staff unavailability, my order will be completed within an hour of the
jurisdiction’s response, subject to the other timing terms provided here.
If I ordered a Business Search:
I agree that CI will search for an existing business only under the exact name that
I provide. If the business for which information is requested is registered with
the state under a name other than exactly what I provide in my order (including
spelling, spacing, and punctuation), I understand that this may affect CI’s ability
to retrieve the requested information. I agree that CI is only responsible for checking
the name exactly as I provide it.
I acknowledge that CI’s Business Search service includes searching the records of
the Secretary of State in the state requested. I understand that I am able to conduct
such a search myself, but have chosen to use the services of CI. I understand that
CI is only able to retrieve information that is public record according to the laws
of that state.
Further, I acknowledge that if CI is unable to locate the records of a specific
business, either because the business name was not provided accurately during the
order or because the business is not registered in the requested state, CI has provided
the same extent of service as a successful search. I agree that the Business Search
fee applies to the search itself, regardless of the outcome of that search, including
a negative search result.
1 If I ordered a Business License Service package:
I agree that this service is provided by CSC Global, a vendor of CI, and that my
information will be shared with CSC Global for the purposes of determining my business
license requirements and providing those requirements to me. I understand that this
service consists of determining the license requirements for my business structure
and purpose in my state, county, and city. I understand that CSC will provide me
with blank licenses, as well as contact information for the government office with
which I need to file, and that I am responsible for filing those licenses myself.
I further understand that once the business license requirements and forms have
been delivered to me by CSC Global, that portion of my order is considered to be
complete, and I am not eligible for a refund of any kind.
If I ordered a DBA (“doing business as” or an assumed business name):
I agree that CI cannot guarantee the availability of any name, and that CI’s name
check only reflects the status of a name at the moment the name was checked.
I understand that despite CI’s best efforts, the state still may reject my chosen
name and my DBA filing for reasons beyond CI’s control. These reasons may include,
but are not limited to, the possibility that the chosen name does not comply with
state statutes and/or the state’s determination that the name is too similar to
a name already registered with the state.
I understand that securing an assumed name for my business does not mean that my
business name may not raise other legal issues, including trademark, servicemark,
or copyright issues. I agree that I am responsible for those issues and that CI
advises that I raise any such concerns with an attorney.
I agree that the DBA registration process will be deemed to begin when (a) CI conducts
a name availability search of an assumed name for me, or (b) starts corresponding
with me via email or in my customer account regarding my DBA filing, or (c) drafts
the DBA form.
I agree that if I wish to terminate CI’s service for any reason after the registration
process begins but prior to the completion of CI’s service, then CI shall be entitled
to keep $75 for the work performed and shall refund me any unused portion of monies
I paid over that amount. I agree, however, that once CI has sent the DBA application
to the specific governmental entity for filing, I will not be entitled to or receive
a refund of any kind.
I acknowledge that once CI has sent a DBA filing form into any governmental entity,
CI is unable to cancel the registration.
I agree that CI’s services are concluded as soon as either (a) CI has filed my DBA
application with the state and/or county, or (b) CI has emailed me a DBA form for
my signature and I fail to return the form to CI within fifteen business days after
the date CI sent it to me. I understand that some counties or states may have publishing
requirements, and I agree that such requirements are my sole responsibility unless
I have specifically ordered publication service and paid CI for that service.
If I ordered a Corporate Kit and/or Seal:
I agree that the seal is not deemed to be ordered until my other associated orders
have been processed and returned by the state and/or county. This waiting period
ensures that my business name has been officially accepted. I understand that it
could take a month or more for me to receive my corporate seal from CI.
I understand that corporate kits and seals will display the name of my business
that I selected during the order process. They will also display the year or date
of incorporation and the state of incorporation. I acknowledge that corporate kits
seals are customized for my specific business. As such, I understand and acknowledge
that there are no refunds or returns on these products.
If I ordered an Incorporation (including a Non-Profit, LLC, S or C corporation,
or other corporate form):
I acknowledge that state laws may vary regarding corporate formalities and I cannot
rely on the information provided for any particular state. I agree that CI does
not know my financial or tax situation and did not provide me any legal advice on
whether to be a C or S corporation or LLC or a nonprofit. CI did not provide me
any legal advice on which corporate entity is best for my business and personal
needs.
I agree that after my business has been incorporated, it is my sole responsibility
to ensure that the business complies with all state, local, and federal laws and
rules.
Unless I have paid for specific follow-up services, I agree that once my articles
of incorporation/articles of organization have been accepted by the state and recorded,
the services of CI are concluded. Unless I have paid for follow-up services, CI
is not required to provide me any additional services. Follow-up services include,
but are not limited to, assistance in Form 1023 preparation (501c3 applications),
which are subject to additional terms (see http://www.clickandinc.com/order/terms_and_conditions_501.asp)
and incorporated herein. If I did not pay for any follow-up services, I understand
that the 501c3 application process and/or any other corporate actions are my responsibility
alone.
If I ordered Amendment Services:
I acknowledge that, while advertised as “Article Amendments,” depending on the specific
nature of my requested amendment, additional and/or alternate forms beyond my articles
(i.e., a “registered agent change form”) may be required. I further acknowledge
that this service includes filing my requested amendment(s) with the Secretary of
State’s office, and that it is my responsibility to make this information known
to any other organization or agency that may require it.
If I ordered Registered Agent services or the Tax Package:
I acknowledge that both registered agent services and tax services are provided
by affiliates of CI, and that my information will be shared with the affiliate(s)
for the sole purpose of completing my order. I understand that I may be contacted
by these affiliates about my order.
If I ordered a Registered Agent service, I understand that the cost for one year
of registered agent services is paid upfront, and that I will be contacted before
that year of service is completed with the offer to renew. I am responsible for
responding to any emailed correspondence about this renewal; if I fail to respond
to renewal requests or pay the renewal fee, I acknowledge that my registered agent
service may be cancelled and that I will need to file a new registered agent with
the state in order to remain in compliance.
I further understand that once CI has created an account with my registered agent
service provider, my registered agent order with CI is considered completed and
I am not eligible for a refund of any kind. If I choose to change my registered
agent at any time, I will not receive a refund for moneys paid, and I am responsible
for filing this registered agent change with the state myself (unless I place an
order with CI to perform this service).
If I ordered a Tax Package, I understand that my information is immediately transmitted
to the accountant for processing and I am not eligible for a refund of any kind.
If I ordered a Corporate Dissolution:
I acknowledge that CI will require my signature on the dissolution document to comply
with state regulations, and that it is my responsibility to log into my customer
account to retrieve any forms or instructions. I also understand that dissolution
forms may require additional information about my business and/or situation not
specifically address in the order process, and that CI may need further clarification
from me before completing my dissolution form.
Commencement of the dissolution process includes (a) uploading a fully or partially
completed form to my customer account for my signature or (b) corresponding with
me about my order via email, telephone, or customer account notes.
If I ordered a Foreign Corporation or Certificate of Good Standing:
I agree that state laws vary regarding corporate formalities for foreign corporations,
and that I cannot rely on the information provided by CI in any form for any particular
state. I acknowledge that CIL did not provide me any legal advice on whether I need
to register my company as a foreign corporation in any state.
I acknowledge that "Rush Service" means that CI completes all necessary paperwork
within 24 hours, as defined and specified in the general terms and conditions above.
I acknowledge that in some states and in some cases, CI cannot submit the required
documents to the state for filing within 24 hours. If I do not choose the "Rush
Service" option, I agree that CIL will draft my documents within three business
days from the date that I pay for the services of CI, as also defined and specified
above.
After my foreign corporation documents have been recorded by the state, it is my
complete responsibility to make sure that my corporation complies with all state,
local, and federal laws.
I agree that once the foreign corporation documents have been accepted by the state
and recorded, CI’s services are concluded. Unless I have paid for follow-up or additional
services, CI is not required to provide me any additional services.
If I ordered Corporate Bylaws or an LLC Operating Agreement:
I agree that the only service provided by CI is inserting information I provide
during the order process into a Bylaws or Operating Agreement template and providing
me with a PDF of my requested document. I understand that this happens programmatically,
and I therefore acknowledge and accept that the order is deemed to be complete immediately
and I am eligible for no refund should I decide to cancel my order.
I AGREE THAT CI'S SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
CI EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. I AGREE THAT CI DISCLAIMS
ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND
RESULTING FROM, ARISING OUT OF OR ANY WAY RELATED TO (A) ANY ERRORS IN OR OMISSIONS
FROM THIS SITE AND ITS CONTENT, INCLUDING BUT NOT LIMITED TO TECHNICAL INACCURACIES
AND TYPOGRAPHICAL ERRORS, (B) ANY THIRD PARTY WEBSITES OR CONTENT THEREIN DIRECTLY
OR INDIRECTLY ACCESSED THROUGH LINKS IN THIS SITE, INCLUDING BUT NOT LIMITED TO
ANY ERRORS IN OR OMISSIONS THEREFROM, (C) THE UNAVAILABILITY OF THIS SITE OR ANY
PORTION THEREOF, (D) MY USE OF THIS SITE, OR (E) MY USE OF ANY EQUIPMENT OR SOFTWARE
IN CONNECTION WITH THIS SITE.
I acknowledge that by using CI’s services, I have agreed to be bound by these terms
and conditions, and that they create a binding contract.