Terms of Service

These Terms of Service ("Terms") govern your access to and use of Passings, a digital platform for end-of-life planning operated by Passings, Inc. ("Passings", "we", "our", or "us"), including our website, web application, and all related services (collectively, the "Service").

Please read these Terms carefully before using our Service. By accessing or using Passings, you agree to be legally bound by these Terms and our Privacy Policy. If you do not agree to these Terms, please do not use the Service.

These Terms apply to all visitors, registered users, and any other individuals or entities who access or use the Service ("Users").

By creating an account, accessing, or using the Service in any way, you represent and warrant that you are at least 18 years of age, have the legal capacity to enter into a binding agreement, have read and understood these Terms, and agree to be bound by them.

If you are accessing or using the Service on behalf of an organization, company, or other legal entity, you represent that you have the authority to bind that entity to these Terms, and references to "you" in these Terms shall refer to that entity.

We may update these Terms from time to time. When we make material changes, we will notify you by sending an email to the address associated with your account and by posting a prominent notice on our website. Your continued use of the Service after any changes become effective constitutes your acceptance of the revised Terms.

Passings provides a secure digital platform to help individuals and families organize end-of-life planning. Our Service allows you to:

• Record your personal wishes, preferences, and instructions for end-of-life care, ceremony, and legacy
• Store and organize important documents, including legal, financial, and medical records
• Share your plan with trusted family members, friends, or advisors — on your terms
• Find service providers, including funeral homes, estate attorneys, and financial planners in your area
• Access guided checklists, educational resources, and templates related to end-of-life planning
• Manage tasks and track progress toward a completed plan

Passings is an organizational and communication tool. It is not a legal, medical, or financial advisory service. All information provided through the Service is for general informational purposes only and does not constitute professional advice in any form. We strongly encourage you to consult qualified professionals — such as estate attorneys, financial advisors, and healthcare providers — for decisions specific to your circumstances.

Registration

To use most features of the Service, you must create an account by providing an email address and a password. You agree to provide accurate, current, and complete information during registration, and to keep your account information updated at all times.

Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Use a strong, unique password that is not used for any other service
• Never share your account credentials with any third party
• Log out of your account when using shared or public devices
• Contact us immediately via our contact page if you suspect any unauthorized access to or use of your account

We cannot and will not be liable for any loss or damage arising from your failure to maintain the security of your account. We reserve the right to disable any account we reasonably believe has been compromised or is being used in violation of these Terms.

One Account Per Person

Each individual may maintain only one personal Passings account. Accounts are non-transferable and may not be transferred to another person or entity without our prior written consent.

Subscription Plans

Passings offers both a free tier and paid subscription plans. Paid plans provide access to expanded features and are billed on a monthly or annual basis, as selected at the time of purchase. Current plan features and pricing are described on our Pricing page and are subject to change.

Billing and Payment

By subscribing to a paid plan, you authorize Passings to charge your designated payment method on a recurring basis at the applicable subscription fee. Billing occurs at the start of each subscription period (monthly or annual). All prices are in US dollars and are exclusive of any applicable taxes, which will be added where required by applicable law.

Cancellation

You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of your current billing period. You will retain access to paid plan features through the end of the period for which you have paid, and you will not be charged for subsequent periods.

Refund Policy

Subscription fees are generally non-refundable. If you believe a charge was made in error, please contact us within 30 days of the charge date via our contact page. We will review each request on a case-by-case basis and, where appropriate, issue a credit or refund at our discretion.

Data Following Cancellation

If you request account deletion, a 30-day cooling-off period begins during which you may log back in to cancel. After the cooling-off period ends, your account and personal data are permanently deleted from our primary systems. Certain limited records are retained where the law requires or permits it — billing records required by law (e.g. Stripe transaction history, up to 7 years), acceptance and consent records, security audit logs, and evidence that the deletion was performed — as described in our Privacy Policy, with identifying information pseudonymized or removed wherever possible.

Our Property

The Service and all its constituent elements — including but not limited to its visual design, text, graphics, logos, icons, software, code, data structures, and all other content created by or for Passings (excluding User Content) — are owned by or licensed to Passings, Inc. and are protected by copyright, trademark, patent, and other applicable intellectual property laws.

We grant you a limited, personal, non-exclusive, non-transferable, revocable license to access and use the Service for its intended purposes in accordance with these Terms. This license does not permit you to copy, modify, distribute, sell, sublicense, reverse-engineer, or create derivative works of the Service or any of its content.

All original content published on passings.io — including articles, guides, checklists, tool outputs, and resource library materials — is protected by copyright. Copyright vests in Passings, Inc. upon creation. Unauthorized reproduction, distribution, or use is prohibited and may give rise to civil and criminal liability.

Trademarks

"Passings" and associated logos, wordmarks, and service marks are trademarks or registered trademarks of Passings, Inc. You may not use our trademarks, trade dress, or service marks without our prior written permission. All other trademarks mentioned on the Service are the property of their respective owners.

The following uses of any content published on passings.io — including articles, guides, checklists, resource library materials, tool outputs, and any other text, data, or media authored by Passings — are strictly prohibited without prior written permission from Passings, Inc.:

• Automated scraping or crawling — using bots, spiders, scripts, or any automated means to access, copy, index, or harvest content from the Service, whether for storage, redistribution, or any other purpose.
• Use of content to train AI models — feeding, incorporating, or using any portion of our content as training data, fine-tuning data, evaluation data, or reinforcement-learning signals for any machine learning or artificial intelligence system.
• Reproduction without attribution — reproducing, republishing, or excerpting our content on any website, publication, or platform without clearly crediting Passings as the original source and linking back to the original URL.
• Commercial use without written permission — using our content to generate revenue, promote products or services, or support any commercial activity without a separate written license agreement with Passings, Inc.

These prohibitions apply regardless of the intended use, the volume of content accessed, or whether any commercial benefit is obtained. Violation of these restrictions may result in termination of your access to the Service, civil claims for damages and injunctive relief, and referral to relevant authorities.

Ownership

You retain full ownership of all content, information, files, and documents you upload, create, enter, or otherwise submit through the Service ("User Content"). Passings does not claim any ownership rights in your User Content.

License Grant to Passings

By submitting User Content to the Service, you grant Passings a limited, non-exclusive, royalty-free, worldwide license to store, host, process, display, and transmit your User Content solely as necessary to provide, maintain, and improve the Service for you and those you authorize. We will not use your User Content for any advertising or commercial purpose, and we will not sell or disclose your User Content to third parties except as described in our Privacy Policy.

Your Responsibilities

You are solely responsible for your User Content and represent and warrant that you own it or have all rights necessary to submit it to the Service. You agree not to upload, store, or transmit User Content that:

• Infringes the intellectual property, privacy, or other rights of any third party
• Contains malware, viruses, ransomware, or other harmful or malicious code
• Is unlawful, fraudulent, defamatory, obscene, or otherwise objectionable
• Violates any applicable law, regulation, or these Terms
• Constitutes unauthorized personal data belonging to another individual

Your privacy is fundamental to how we operate Passings. Our Privacy Policy, available at /privacy, describes in detail how we collect, use, store, protect, and share your personal information. By using the Service, you agree to the collection and use of your information as set out in the Privacy Policy, which is incorporated into these Terms by reference.

We apply industry-standard security controls, including AES-256 encryption at rest and in transit, to protect your data. We undergo regular security reviews and limit employee access to personal data on a need-to-know basis. However, no method of transmission over the internet or electronic storage system is completely secure, and we cannot guarantee absolute security against all threats.

We do not sell your personal data to third parties for marketing purposes. We may share data with service providers acting on our behalf (such as hosting and payment providers) under strict confidentiality obligations, and when required by law. See our Privacy Policy for full details.

You agree not to engage in any of the following conduct in connection with the Service:

• Violating any applicable federal, state, local, or international law, regulation, or treaty
• Impersonating any person or entity, or falsely representing your affiliation with any person or entity
• Accessing or attempting to access any other user's account, data, or personal information without explicit authorization
• Using automated bots, scrapers, crawlers, or other automated tools to access or extract data from the Service
• Interfering with, disrupting, or attempting to gain unauthorized access to any part of the Service or its infrastructure
• Uploading or transmitting viruses, malware, ransomware, or any other malicious or harmful code
• Using the Service for any unsolicited commercial communication or spam
• Circumventing or attempting to circumvent any security, authentication, or access control mechanism of the Service
• Reverse-engineering, decompiling, or disassembling any part of the Service
• Engaging in any conduct that restricts, inhibits, or discourages anyone else from using or enjoying the Service
• Using the Service in any way that could damage, disable, or impair its functionality

Violation of any of the above may result in immediate suspension or termination of your account without notice.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Service will operate uninterrupted, error-free, or free from viruses or other harmful components. We do not warrant the accuracy, completeness, reliability, or timeliness of any content available through the Service.

Any guidance, planning tools, templates, checklists, or other materials provided through the Service are for general informational and organizational purposes only. They should not be relied upon as a substitute for qualified legal, medical, financial, or psychological advice. End-of-life planning involves complex, jurisdiction-specific legal requirements; always consult a qualified professional.

Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you in their entirety.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PASSINGS, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, CONTRACTORS, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER.

This limitation applies regardless of the theory of liability — whether in contract, tort (including negligence), strict liability, or otherwise — and even if Passings has been advised of the possibility of such damages. The excluded damages include, without limitation, loss of profits, revenue, data, goodwill, business opportunity, or any other intangible losses.

In no event shall Passings' total cumulative liability to you for all claims arising from or relating to these Terms or your use of the Service exceed the greater of: (a) the total amount you actually paid to Passings in the twelve months immediately preceding the claim giving rise to liability, or (b) fifty US dollars (US$50.00).

Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. To the extent such limitations are prohibited in your jurisdiction, they may not apply to you in full, and our liability will be limited to the maximum extent permitted by law.

You agree to indemnify, defend, and hold harmless Passings, Inc. and its officers, directors, employees, contractors, agents, and licensors from and against any and all claims, demands, liabilities, damages, judgements, fines, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your access to or use of, or inability to use, the Service
• Your User Content or any content you submit, post, or transmit through the Service
• Your violation of any provision of these Terms
• Your violation of any right of another person or entity, including intellectual property, privacy, or publicity rights
• Your violation of any applicable law, regulation, or court order
• Any misrepresentation made by you

We reserve the right to assume exclusive control and defense of any matter subject to indemnification by you, in which case you agree to cooperate with us in asserting any available defenses.

Termination by You

You may delete your account at any time from your account settings. Upon deletion, we will begin the process of removing your personal data in accordance with our Privacy Policy and the data retention provisions in these Terms.

Termination by Us

We may suspend or permanently terminate your account and access to the Service at any time, with or without notice, if we have reasonable grounds to believe that you have violated these Terms, engaged in fraudulent activity, or for any other reason at our sole discretion. Where feasible, we will provide advance notice of termination.

Effect of Termination

Upon termination for any reason, your license to use the Service will immediately and automatically cease. You will lose access to your account and all data stored within it, subject to any applicable data export period. Sections of these Terms that by their nature should survive termination will continue to apply, including the provisions relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law.

Please read this section carefully. Except as set out below, you and Passings agree that any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Service will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, rather than in court. This is separate from your acceptance of these Terms and is acknowledged by you with its own affirmative consent at sign-up.

You and Passings each waive the right to a trial by jury and the right to participate in a class, collective, or representative action. Disputes will be arbitrated only on an individual basis.

Your Right to Opt Out (30 Days)

You may opt out of this Arbitration Agreement within 30 days of first accepting it. To opt out, send written notice that includes your name and the email associated with your account, stating that you wish to opt out of arbitration, to Passings at the opt-out address published on our contact page. If you opt out, the Governing Law and Disputes section below applies to your disputes instead. Opting out has no effect on any other part of these Terms.

Small-claims matters within the jurisdiction of a small-claims court, and requests for injunctive or equitable relief to protect intellectual property, are not subject to this Arbitration Agreement.

These Terms and any dispute arising from or relating to them or your use of the Service are governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of law provisions.

Any legal action or proceeding arising under or relating to these Terms shall be brought exclusively in the state or federal courts located in Illinois, and you hereby irrevocably submit to the personal jurisdiction and venue of such courts.

Notwithstanding the foregoing, we reserve the right to seek injunctive, declaratory, or other equitable relief in any court of competent jurisdiction to protect our intellectual property rights or prevent irreparable harm.

Informal Resolution

Before initiating any formal legal proceeding, we encourage you to contact us via our contact page so that we can attempt to resolve the issue informally. Many concerns can be addressed quickly and without legal process.

Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by us on the Service, constitute the entire agreement between you and Passings with respect to the Service and supersede all prior and contemporaneous agreements, representations, and understandings.

Severability

If any provision of these Terms is held to be unlawful, void, or unenforceable for any reason, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions, which shall continue in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision unless acknowledged and agreed to by us in writing.

Assignment

You may not assign or transfer any rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

We reserve the right to modify these Terms at any time. We will provide at least 14 days' advance notice of material changes by emailing the address associated with your account and by posting a prominent notice on our website. Non-material changes (such as typographical corrections or clarifications) may take effect immediately.

Your continued use of the Service after the effective date of any revision constitutes your acceptance of the updated Terms. If you do not agree with the changes, you must stop using the Service prior to the effective date. You may also close your account without penalty.

We maintain a version history of these Terms. You can review previous versions by clicking "Version History" at the top of this page.

If you have any questions, concerns, or requests regarding these Terms of Service, or if you wish to report a potential violation, we welcome your message.

Please reach out through our contact page. We aim to acknowledge all enquiries within one business day and to provide a substantive response within five business days.

For matters related to your personal data or privacy rights, please indicate this clearly in your message and we will prioritize your request accordingly.