Terms and Conditions

LEGION TERMS AND CONDITIONS

Effective: March 25, 2026

This platform, including all of its features and content on legion.law and the application ("Platform") is made available to you ("You," "User," or "Customer") by Legion LegalTech, Corp., dba Legion or its affiliates ("Company," "Legion," or "Provider"). All content, information, services, and software provided on or through the Platform ("Content") may be used solely under the following terms and conditions ("Terms of Service" or "Agreement"). By accepting, Customer ratifies and agrees that these Terms govern all prior and future use of the Services.

By creating an account, accessing, or using the Platform, you agree to be bound by this Agreement and accept all of its terms. If you do not accept all the terms of this Agreement, then you may not use the Platform.

1. Services.

1.1. Platform Description. Legion provides an AI-powered legal document generation platform that allows attorneys and legal professionals to create various legal documents for their clients and matters ("Services"). The Platform uses advanced natural language processing, machine learning, and legal domain knowledge and may incorporate or rely on third-party AI models, such as OpenAI's API, Anthropic's Claude API, or other similar language models, to generate documents.

1.2. Self Service Model. The Platform operates on a self-service model, allowing Users to:

Submit their own legal materials and context into the Platform
Generate draft legal documents using the Platform's AI capabilities
Access, edit, and download the generated documents
Create and manage projects across multiple matters and clients

1.3. No Legal Advice. THE PLATFORM PROVIDES TECHNOLOGICAL ASSISTANCE WITH DOCUMENT GENERATION, CASE MANAGEMENT, AND CASE ANALYTICS. THE PLATFORM DOES NOT PROVIDE LEGAL ADVICE, AND COMPANY IS NOT A LAW FIRM. COMPANY DOES NOT REPRESENT USERS OR THEIR CLIENTS IN ANY CAPACITY. ALL GENERATED DOCUMENTS MUST BE REVIEWED, EDITED, AND APPROVED BY QUALIFIED LEGAL PROFESSIONALS BEFORE USE.

2. User Accounts.

2.1. Account Creation. To access the Platform, you must create an account by providing certain information as prompted by the registration form. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

2.2. Account Security. You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify Company immediately of any unauthorized use of your account or any other breach of security. Company will not be liable for any loss or damage arising from your failure to comply with this section.

2.3. Account Access for Support. You acknowledge and agree that Company may access your account for technical support, maintenance, and security purposes. This access may include viewing your account data, projects, and generated documents to troubleshoot issues, provide assistance, or ensure the Platform's proper functioning. Company will maintain the confidentiality of your data in accordance with Section 8 of this Agreement.

3. License.

3.1. Limited License to Platform. Subject to your compliance with the terms and conditions of this Agreement, Company hereby grants to you a limited, non-exclusive, non- transferable, revocable license, with no right to sublicense, to access and use the Platform for your internal business purposes.

3.2. Restrictions. You agree not to, and will not permit any third party to: (1) Copy, modify, or create derivative works based on the Platform; (2) Reverse engineer, decompile, or disassemble the Platform (unless applicable law permits, despite this limitation); (3) Access the Platform to build a competitive product or service; (4) Use the Platform for any illegal or unauthorized purpose; (5) Access the Platform through automated means or interfere with the Platform; (6) Attempt to gain unauthorized access to the Platform or related systems; (7) Sell, resell, license, sublicense, distribute, or otherwise make the Platform available to any third party.

3.3. Usage Guidelines.

3.3.1. File Size Limitations. User agrees not to upload individual files exceeding 20 MB or documents exceeding 100 pages in length without prior written approval from Company. Company reserves the right to reject or terminate processing of files that exceed these limitations.

3.3.2. Proper Platform Usage. User agrees to use the Platform only for its intended purpose of generating legal documents as described in the Platform Description. User shall not:

Attempt to direct the Platform to perform tasks that differ from the express Services offered;
Use the Platform to generate content that violates applicable laws or regulations;
Input malicious content, including but not limited to prompt injection attempts, designed to manipulate or compromise the Platform;
Upload or process sensitive personal information beyond what is reasonably necessary for the provision of legal services;
Use automated tools or scripts to interact with the Platform unless expressly authorized by Company; or
Attempt to overload the Platform through excessive usage or requests.

4. Intellectual Property.

4.1. Platform Intellectual Property. All right, title, and interest in and to the Platform, including all intellectual property rights therein, are and will remain with Company and its licensors. Nothing in this Agreement transfers to User any rights, title, or interest in or to the Platform or any intellectual property rights therein, except for the limited license expressly set forth in Section 3.1.

4.2. User Content. User retains all rights, title, and interest in and to the User Content. Nothing in this Agreement transfers to Company any rights, title, or interest in or to the User Content, except for the limited license expressly set forth in Section 4.4 (User Content).

4.3. Generated Documents. Subject to User's compliance with this Agreement, including payment of all applicable Fees, User shall own all right, title, and interest in and to the documents generated by the Platform for User ("Generated Documents"). Notwithstanding the foregoing, Company shall retain all right, title, and interest in and to: (1) The Platform itself, including its algorithms, models, and technological infrastructure; (2) The general structure, format, layout, and organization of document templates used by the Platform; (3) General legal principles, standards, and frameworks incorporated into Generated Documents; and (4) Any improvements, modifications, or enhancements to the Platform, regardless of whether such improvements were influenced by or derived from analyzing anonymized patterns of document generation and user interaction. Users acknowledge they have no ownership interest in any Platform enhancements.

For clarity, Company's retained rights in item (4) above shall not include rights to the specific factual content or non-legal, client-specific information contained in User's Generated Documents.

4.4. Improvements and Analytics. To enable Company to maintain and improve the Platform, User grants Company a limited license during the term of this Agreement to analyze anonymized patterns, structures, workflows, and legal standards derived from Generated Documents and Platform usage solely for the purpose of: (1) providing, maintaining, and improving the Platform and Services; (2) developing new or enhanced features and functionality; and (3) generating anonymized, aggregated data and analytics. All Platform improvements, enhancements, and innovations developed by Company (even if influenced by usage patterns) remain Company's sole and exclusive property.

5. Platform Improvements and Analytics Protocol.

5.1. Technical Support and Troubleshooting. Company personnel may access User Content and Generated Documents when reasonably necessary to: (i) provide technical support requested by User; (ii) diagnose and resolve system errors or performance issues; (iii) ensure platform security and stability; and (iv) comply with legal obligations. Such access is integral to providing reliable Services and is reasonably necessary for the accomplishment of the User’s legal representation of their clients.

5.2. Platform Enhancement Through Pattern Analysis. Company may analyze patterns and structures in Generated Documents and User interactions to identify: (i) common legal frameworks, citation formats, and procedural requirements; (ii) document structure patterns and formatting preferences; (iii) workflow optimizations and feature improvements; and (iv) quality control patterns to reduce errors. This analysis expressly excludes retention or use of: party names, specific factual allegations, monetary amounts, dates related to specific matters, or any information that could identify a particular case or client.

5.3. Protection Framework and Ownership Boundaries. Company's analysis and support activities under this Section are reasonably necessary for providing competent litigation support services and maintaining a state-of-the-art Platform. Such activities: (i) are conducted under strict confidentiality obligations equivalent to those of any legal services vendor; (ii) do not increase the risk of disclosure to any User's adversaries; (iii) are limited to the purposes explicitly stated in this Agreement; and (iv) do not create any ownership interest for User in Platform improvements or enhancements. Company acknowledges that User Content and Generated Documents may contain attorney work product and privileged information, and Company shall handle such materials with appropriate care. However, all Platform improvements, features, workflows, algorithms, and methodologies developed by Company remain Company's exclusive property.

5.4. Limitations and User Controls. Company shall not: (i) disclose to any User the specific patterns, strategies, or approaches used by any other identified User; (ii) create databases that attribute case-specific strategies or outcomes to particular Users or their clients; (iii) provide any User with competitive intelligence about another User's practices; or (iv) retain case-specific information beyond the retention period in Section 8.4. Company may incorporate aggregated learnings into Platform improvements that benefit all Users equally.

6. Service Level Agreement

6.1. Platform Availability. Company will use commercially reasonable efforts to make the Platform available 99% of the time, measured monthly, excluding: (1) Planned downtime (which Company shall schedule to the extent practicable during non-business hours); and (2) Any unavailability caused by circumstances beyond Company's reasonable control, including but not limited to acts of God, acts of government, floods, fires, earthquakes, civil unrest, acts of terror, strikes or other labor problems, internet service provider failures or delays, or denial of service attacks.

6.2. Support Services. Company will provide technical support via email atsupport@legion.law during normal business hours (9:00 am to 5:00 pm Pacific Time, Monday through Friday, excluding holidays). Company will make commercially reasonable efforts to respond to support requests within 48 hours.

6.3. Service credits. Company does not provide service credits for failure to meet the service level targets in this Agreement. Your sole and exclusive remedy for any unavailability or failure of the Platform is set forth in Section 17 (Limitation of Liability).

6.4. Modifications to SLA. Company reserves the right to modify these service levels upon notice to you pursuant to Section 20.8 (Amendments).

7. Fees and Payment Terms.

7.1. Fees. User shall pay Company the fees applicable to User's use of the Services ("Fees") as set forth on the Platform at the time of use or, if applicable, in a separately executed Order Form or Enterprise Agreement between User and Company. Fees may be calculated based on one or more of the following usage metrics, as specified on the Platform for the applicable Service or workflow ("Usage Metrics"): (a) per page of output generated by the Platform; (b) per page of input submitted to the Platform; (c) per API call, token, or unit of computational resources consumed; (d) flat fees for access to specific features, workflows, or Services; (e) subscription-based fees for defined usage tiers or time periods; or (f) any other billing methodology specified on the Platform at the time of use. The applicable Usage Metrics and corresponding Fees for each Service, feature, or workflow will be clearly displayed on the Platform prior to User's use. User's use of a Service after the applicable Fees have been displayed constitutes User's acceptance of those Fees.

7.2. Page Definition. For Services billed on a per-page basis, a "page" is defined as a standard 8½" × 11" page formatted in compliance with the California Rules of Court (1½-inch left and right margins, 1-inch top and bottom margins, 12-point font, and lines of text that are exactly 24-point spaced). Partial pages shall be rounded up to the nearest full page for billing purposes. For documents or workflows that do not conform to standard page formatting (including but not limited to correspondence, letters, and other non-court filings), the Platform will specify the applicable billing methodology at the time of generation.

7.3. Promotional Pricing and Discounts. Company may, at its sole discretion, offer promotional pricing, discounts, credits, or other incentives to Users. The specific terms, duration, and conditions of any such promotion will be communicated to User at the time the promotion is offered. Upon expiration of any promotional period, Fees shall revert to the then-current standard rates as displayed on the Platform, unless otherwise agreed in writing. Promotional pricing is non-transferable and may not be combined with other offers unless expressly permitted by Company.

7.4. Fee Changes. Company reserves the right to change the Fees at any time. Changes to Fees will be reflected on the Platform and will apply to Services used after the updated Fees are posted. If User does not agree to such Fee changes, User's sole remedy is to terminate this Agreement as provided in Section 18.2 (Termination for Convenience).

7.5. Order Forms and Enterprise Agreements. To the extent that User and Company have executed a separate Order Form, Statement of Work, or Enterprise Agreement that includes pricing terms for specific Services ("Custom Pricing Agreement"), the pricing terms of such Custom Pricing Agreement shall control over the standard Fees displayed on the Platform with respect to the Services covered by that Custom Pricing Agreement. In the event of any conflict between this Agreement and a Custom Pricing Agreement, the Custom Pricing Agreement shall govern with respect to pricing, and this Agreement shall govern all other terms unless expressly stated otherwise in the Custom Pricing Agreement.

7.6. Invoicing. Company shall issue invoices to User on a periodic basis (monthly or as otherwise specified on the Platform or in an applicable Custom Pricing Agreement), detailing the Services rendered and all applicable charges based on the relevant Usage Metrics during the preceding billing period. Payment for each invoice shall be due within thirty (30) days of receipt, unless otherwise specified in an applicable Custom Pricing Agreement.

7.7. Taxes. User shall be responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by User hereunder; provided that, in no event shall User pay or be responsible for any taxes imposed on, or regarding, Company's income, revenues, gross receipts, personnel, or real or personal property or other assets.

7.8. Late Payments. Company shall be entitled to suspend the provision of any Services if User fails to pay any undisputed amounts when due hereunder and such failure continues for 15 days following written notice thereof. Except for invoiced payments that the User has successfully disputed, all late payments shall bear interest at the lesser of the rate of 1.5% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. User shall also reimburse Company for all reasonable costs incurred in collecting any late payments, including, without limitation, attorneys' fees.

7.9. Payment Processing.

7.9.1. Payment Methods. Company may, at its discretion, offer various payment methods, including but not limited to credit cards, debit cards, ACH transfers, wire transfers, and other electronic payment methods. Company reserves the right to add, remove, or modify accepted payment methods at any time.

7.9.2. Payment Timing. Notwithstanding Section 7.6, Company reserves the right to require payment at the time of document generation or on any other timeline in Company's discretion. Company will provide notice to User prior to implementing such changes to payment timing.

7.9.3. Payment Authorization. By providing payment information to Company, User authorizes Company to charge the designated payment method for all fees incurred in connection with User's account. For recurring charges, User authorizes Company to charge the payment method on file on an ongoing basis until User terminates the Services or updates the payment method.

7.9.4. Third-Party Payment Processors. User acknowledges that Company may use third- party payment processors (such as Stripe, PayPal, or others) to process payments. User agrees that Company may share User's payment information with such third- party payment processors as necessary to facilitate payment processing. User's use of third-party payment services may be subject to additional terms and conditions and privacy policies of those third parties.

7.9.5. Payment Processing Fees. Company reserves the right to pass through to User any payment processing fees charged by third-party payment processors. If applicable, such fees will be clearly disclosed to User prior to payment.

7.9.6. Failed Payments. If any charge to User's payment method is declined or fails, User agrees that Company may make multiple attempts to charge the payment method. Company reserves the right to suspend access to the Services until payment is successfully processed. User agrees to update payment information promptly if a payment method becomes invalid or expires.

7.9.7. Payment Security. Company will maintain commercially reasonable security measures to protect User's payment information and will comply with applicable Payment Card Industry Data Security Standards (PCI DSS) when handling credit card information.

7.9.8. Prepaid Credits and Subscription Options. Company may offer options to prepay for Services through credits or subscription plans. If offered, specific terms for such options will be available on the Platform. Company reserves the right to modify, add, or remove prepaid or subscription offerings at any time.

7.9.9. Receipts and Transaction Records. Company will provide User with receipts or transaction records for all payments processed through the Platform in accordance with applicable law. Such records may be provided electronically via email or made available within User's account on the Platform.

7.10. Matter-Specific Billing.

7.10.1. Matter Association. User agrees to associate all user activity with the appropriate client matter.

7.10.2. Matter-Specific Invoices. Company will provide matter-specific invoices or usage reports for User's accounting and client billing purposes.

7.10.3. Matter-Based Reporting. Company will maintain matter-based usage reporting to enable User to track and allocate costs appropriately, regardless of payment method or timing.

8. User Content and Data

8.1. User Content. The Platform allows you to import, store, and generate content such as text, files, legal documents, and other materials. Anything that you upload, input, or otherwise make available through the Platform is referred to as "User Content." You retain all rights in your User Content, and nothing in this Agreement will be deemed to restrict any rights that you may have to your User Content.

8.2. License to User Content. You grant Company a non-exclusive, worldwide, royalty-free license to use, reproduce, process, adapt, and modify your User Content solely for the purpose of: (1) Providing the Services to you, including generating documents on your behalf; (2) Sharing User Content with third-party AI service providers like OpenAI and Anthropic as necessary to perform the Services; and (3) Deriving anonymized patterns, structures, and legal frameworks as specified in Section 4.4. This license shall terminate with respect to specific User Content upon the earlier of: (a) your deletion of such User Content from the Platform; or (b) termination of your use of the Platform for the specific matter to which such User Content relates, except as otherwise provided in Section 4.4 regarding anonymized patterns and legal frameworks.

8.3. Prohibition on AI Training. Company expressly and unambiguously prohibits the use of any User Content, Customer Data, Generated Documents, prompts, outputs, or any information uploaded to or processed by the Platform to train, refine, fine-tune, or otherwise improve any of Company's AI models, any third-party AI models, or any general-purpose or shared AI models. Company's AI models that process User Content are static, pre-trained models that do not learn from or adapt based on User inputs.

8.4. Data Retention and Deletion. Company shall retain User Content and Generated Documents only for the duration necessary to provide the Services for a specific matter or project. Upon the earlier of: (a) User's request for deletion; (b) termination of User's use of the Platform for a specific matter; or (c) termination of this Agreement, Company shall permanently delete all such User Content and Generated Documents from all Company systems, including all backups, within thirty (30) days. Company shall provide written certification of such deletion upon User's request. Notwithstanding the foregoing, Company may retain anonymized document structures, legal standards, and procedural frameworks as set forth in Section 4.4 for Platform improvement purposes, provided such retained information contains no User-specific or client-specific data.

8.5. Data Location. All Customer Data shall be stored and processed exclusively within the United States. Company shall not transfer Customer Data outside the United States without Customer's prior written consent.

8.6. Responsibility for User Content. You are solely responsible for your User Content. You represent and warrant that: (1) You own all rights to your User Content or have obtained all necessary permissions to use it on the Platform; (2) Your User Content does not violate any applicable law or regulation; (3) Your User Content does not infringe upon or violate the rights of any third party; (4) Your User Content does not contain any material that is defamatory, obscene, or otherwise unlawful.

8.7. Backup Responsibilities.

8.7.1. User Backup Responsibility. User is solely responsible for maintaining independent backups of all User Content and Generated Documents. While Company implements reasonable data backup systems, Company does not guarantee the preservation of User Content in the event of data loss, and shall not be liable for any loss of User Content, regardless of the cause.

8.7.2. Backup Recommendations. Company recommends that User download and save all Generated Documents promptly after generation and maintain appropriate backup procedures for all User Content.

8.7.3. Recovery Efforts. In the event of data loss, Company will make commercially reasonable efforts to assist User in recovering data from Company's backup systems, but makes no guarantees regarding the availability, completeness, or recoverability of such data.

9. Third-Party Services and Content

9.1. Third-Party AI Models. You acknowledge and agree that, in providing the Services, Company may use third-party AI models, such as OpenAI's API, Anthropic's Claude API, or other similar language models, which may require sending User Content to these third-party AI service providers. By using the Platform, you expressly consent to Company's use of such third-party AI models and the sharing of User Content with OpenAI, Anthropic, and other providers of these models as necessary to perform the Services.

9.2. Third-Party Integrations. The Platform may allow you to access or integrate with third- party applications, websites, or services ("Third-Party Services"). You acknowledge and agree that: (1) Your use of any Third-Party Services is subject to the applicable terms of service and privacy policy governing such Third-Party Services; (2) Company is not responsible for the content, products, or services on or available from those Third-Party Services; (3) You assume all risk arising from your use of any Third-Party Services.

9.3. Zero Data Retention with AI Providers. Company maintains zero data retention agreements with its third-party AI providers, including OpenAI and Anthropic. Under these agreements: (a) OpenAI will not log User Content for human review, store data persistently in the cloud, or save data to disk, with only transient storage in memory for processing purposes; (b) Anthropic will delete all prompts and outputs immediately following generation of the relevant output, except where required by law or to combat malicious uses; (c) Neither OpenAI nor Anthropic will use User Content to train, improve, or modify their AI models; and (d) Both providers may run automated safety classifiers over content solely to detect violations of acceptable use policies, but will not retain the underlying User Content. Company will provide copies of these zero retention agreements upon User's written request.

10. Confidentiality

10.1. Definition of Confidential Information. "Confidential Information" means any non- public, proprietary, or confidential information disclosed by either party (the "Disclosing Party") to the other party (the "Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation, the User Content, the generated documents, and information about the Platform or your use of it.

10.2. Protection of Confidential Information. The Receiving Party shall: (1) Protect and safeguard the confidentiality of the Disclosing Party's Confidential Information with at least the same degree of care as the Receiving Party would protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (2) Not use the Disclosing Party's Confidential Information for any purpose other than to exercise its rights or perform its obligations under this Agreement; (3) Not disclose any such Confidential Information to any person or entity, except to the Receiving Party's employees, agents, contractors, and representatives who need to know the Confidential Information to assist the Receiving Party, or act on its behalf, to exercise its rights or perform its obligations under this Agreement.

10.3. Attorney-Client Privilege and Work Product. The parties acknowledge that the User Content and generated documents may contain information protected by attorney-client privilege, the attorney work product doctrine, or other applicable legal privileges and protections. Company shall take all reasonable steps necessary to maintain the privileged, confidential, and protected nature of such information. All documents generated by the Platform shall be considered attorney work product belonging to you.

11. Security and Data Protection.

11.1. Security Standards. Company shall maintain, at minimum, the following security measures: (a) AES-256 encryption for all Customer Data at rest; and (b) TLS 1.2 or higher encryption for all Customer Data in transit. Company will maintain these security standards throughout the term of this Agreement.

11.2. Data Breach Notification. In the event of any confirmed security breach affecting User Content or Customer Data, Company shall notify affected Users within twenty-four (24) hours of Company's discovery of such breach. Such notification shall include: (a) the nature of the breach; (b) the types of data affected; (c) the date and time of the breach, if known; (d) steps Company has taken to contain and remediate the breach; and (e) recommended actions for Users to protect their interests. Company shall cooperate with Users to enable them to meet their own notification obligations to clients and regulatory authorities.

11.3. Response to Legal Process. If Company receives any subpoena, court order, or other legal demand for User Content or Customer Data, Company shall: (a) promptly notify the affected User of such demand unless legally prohibited from doing so; (b) provide User with a copy of the demand; (c) object to and actively contest the demand on all available grounds, including but not limited to attorney-client privilege, work product protection, confidentiality, relevance, overbreadth, and undue burden; (d) refuse to produce any User Content or Customer Data unless and until compelled by a final, non- appealable court order or User provides written authorization; and (e) cooperate with User's efforts to quash, modify, or limit the scope of any such demand. Company shall exhaust all reasonable legal avenues to protect User Content and Customer Data before any compelled disclosure.

12. Privacy.

12.1. Privacy Policy. User acknowledges and agrees that the use of the Platform is subject to Company's Privacy Policy, which is incorporated herein by reference and available at [legion.law/privacy]. User's continued use of the Platform constitutes acceptance of the Privacy Policy.

12.2. Data Processing. To the extent that User provides personal information to Company through the Platform, such information will be processed in accordance with the Privacy Policy and applicable data protection laws.

13. Legal Responsibility and Disclaimers

13.1. Attorney Review Requirement. YOU ACKNOWLEDGE AND AGREE THAT ALL DOCUMENTS GENERATED BY THE PLATFORM ARE DRAFT DOCUMENTS ONLY AND MUST BE REVIEWED, EDITED, AND APPROVED BY A QUALIFIED LEGAL PROFESSIONAL BEFORE USE. THE PLATFORM DOES NOT REPLACE PROFESSIONAL LEGAL JUDGMENT.

13.2. AI Limitations and Hallucinations. YOU ACKNOWLEDGE THAT THE PLATFORM UTILIZES ARTIFICIAL INTELLIGENCE AND LARGE LANGUAGE MODELS, WHICH MAY OCCASIONALLY PRODUCE INACCURATE, INCOMPLETE, OR INAPPROPRIATE CONTENT ("HALLUCINATIONS"). WHILE COMPANY IMPLEMENTS GUARDRAILS AND MEASURES TO MINIMIZE SUCH OCCURRENCES, THE NATURE OF AI TECHNOLOGY MAKES IT IMPOSSIBLE TO ELIMINATE ALL INSTANCES OF HALLUCINATIONS.

13.3. Specific Workflows and General Motion Builders. The Platform provides both: (1) Specifically named workflows with guardrails designed to help minimize errors and hallucinations; and (2) General motion builders that involve more attorney input and may have fewer guardrails. Regardless of which feature you use, YOU REMAIN SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY, APPROPRIATENESS, AND LEGAL COMPLIANCE OF ALL GENERATED DOCUMENTS.

14. Legal Ethics and Professional Responsibility.

14.1. Professional Obligations. User acknowledges and agrees that, as a legal professional, User remains bound by all applicable rules of professional conduct, ethical obligations, and regulatory requirements in User's jurisdiction. Use of the Platform does not relieve User of any professional responsibilities to clients.

14.2. Confidentiality and Privilege. User is solely responsible for ensuring that use of the Platform complies with User's professional obligations regarding client confidentiality, attorney-client privilege, and work product protection. User must exercise professional judgment when uploading sensitive client information to the Platform.

14.3. Supervision Responsibilities. If User is a supervising attorney, User remains responsible for supervising any work performed with the aid of the Platform and ensuring that such work complies with applicable standards of competence and diligence.

14.4. Unauthorized Practice of Law. User agrees not to use the Platform in any manner that could constitute unauthorized practice of law or assist others in the unauthorized practice of law.

14.5. Independent Professional Judgment. User agrees to exercise independent professional judgment when using the Platform and not to rely exclusively on Platform-generated content without appropriate review and validation.

15. Warranty Disclaimer

15.1. THE PLATFORM IS PROVIDED IN BETA "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, AND NON- INFRINGEMENT. COMPANY MAKES NO WARRANTY THAT: (1) THE PLATFORM WILL MEET YOUR SPECIFIC REQUIREMENTS; (2) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE; (4) THE QUALITY OF ANY DOCUMENTS, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS; OR (5) ANY ERRORS IN THE PLATFORM WILL BE CORRECTED.

16. Indemnification

16.1. Company Indemnification. Company agrees to indemnify, defend, and hold harmless Customer from and against any third-party claims arising from: (a) Company's breach of its confidentiality obligations under Section 10; (b) Company's breach of its security obligations under Section 11; (c) any unauthorized access to or disclosure of Customer Data caused by Company's negligence or willful misconduct; or (d) Company's violation of Section 8.3 (Prohibition on AI Training).

16.2. User Indemnification. You agree to indemnify, defend, and hold harmless Company, its officers, directors, employees, agents, and affiliates (collectively, the “Indemnified Parties”) from and against any and all third-party claims, demands, suits, proceedings, regulatory investigations, liabilities, damages, losses, settlements, judgments, costs, and expenses (including, but not limited to, reasonable attorneys’ fees and court costs), including without limitation direct, consequential, incidental, special, exemplary, and punitive damages, arising from or related to:

Your use of the Platform, including any documents generated through the Platform;
Your User Content, including any claims that such content infringes upon any third party’s rights;
Your violation of this Agreement or any applicable law, regulation, or professional obligation;
Any errors, omissions, or inaccuracies in documents generated by the Platform that you use, distribute, or rely upon;
Any claim by your clients or other third parties related to your use of the Platform, including but not limited to malpractice claims, professional liability claims, or claims of reliance on AI-generated documents;
Any governmental or regulatory investigations, compliance costs, penalties, or fines arising from your use of the Platform;
Any claims, penalties, or fines arising from unauthorized disclosure, mishandling, or misuse of confidential or personal information by you;
All costs associated with responding to subpoenas, court orders, discovery requests, or other legal processes arising out of or relating to your use of the Platform.
This indemnification obligation applies only to third-party claims and does not extend to direct claims between you and Legion.

16.3. Immediate Defense & Attorneys’ Fees. Upon Legion’s demand for indemnification, you shall immediately advance and pay all reasonable attorneys' fees and defense costs incurred by the Indemnified Parties in connection with any indemnified claim. Legion shall have sole discretion to select its legal counsel and shall retain full control over its defense and resolution of any claim. Legion may settle any claim unilaterally, without your consent, provided that such settlement does not impose financial liability on you beyond the indemnification obligations outlined in this Agreement. If you fail to timely fulfill your defense and indemnification obligations, Legion may take control of the defense at your expense, and you agree to promptly reimburse Legion for all related costs, including attorneys’ fees, court costs, and settlement amounts.

16.4. Notice of Claim. Company shall provide written notice of an indemnifiable claim within thirty (30) days of becoming aware of such claim. Failure to provide timely notice shall not relieve you of your indemnification obligations, except to the extent that such failure materially prejudices your ability to defend the claim. You agree to cooperate in good faith with Company’s defense of any indemnified claim, including but not limited to providing relevant documents, information, and testimony upon request, assisting in responding to subpoenas, discovery requests, or other legal inquiries, and refraining from making any public statements that could prejudice Company’s defense. Failure to cooperate shall be deemed a material breach of this Agreement, entitling Company to recover any additional costs incurred due to such failure.

16.5. Right to Offset Payments. Company reserves the right to withhold any refunds, credits, or payments owed to you in an amount equivalent to your indemnification obligations. Such withholding shall not relieve you of any remaining indemnification obligations that exceed the withheld amount.

16.6. No Limitation of Liability for Indemnification. Your indemnification obligations under this Agreement shall not be subject to any limitations of liability or damages caps contained in this Agreement, including but not limited to those related to incidental, consequential, indirect, or special damages.

16.7. Statute of Limitations. No indemnification claim may be brought more than two (2) years after the termination of this Agreement, except for claims relating to regulatory fines, government investigations, or legal compliance obligations, which shall survive indefinitely.

16.8. Governing Law & Interpretation. This indemnification provision shall be interpreted and enforced in accordance with California Civil Code Section 2778 and other applicable laws. To the extent California’s statutory rules of interpretation differ from the express provisions herein, the express provisions of this Agreement shall govern.

17. Limitation of Liability

17.1. Disclaimer of Certain Damages. IN NO EVENT SHALL COMPANY BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, BUSINESS INTERRUPTION, LOSS OF REVENUE, OR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17.2. Cap on Liability. IN NO EVENT SHALL COMPANY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNTS PAID BY YOU TO COMPANY FOR USE OF THE PLATFORM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

17.3. Essential Purpose. THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN COMPANY AND YOU. THE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREIN.

18. Term and Termination

18.1. Term. This Agreement commences on the date you accept it and continues until terminated in accordance with this section.

18.2. Termination for Convenience. You may terminate your account at any time by following the instructions on the Platform or by contacting Company. Company reserves the right to terminate or suspend your access to the Platform at any time, with or without cause or notice.

18.3. Termination for Cause. Company may terminate this Agreement immediately and without notice if: (1) You breach any term of this Agreement; (2) You fail to pay any amount when due; (3) You become the subject of a bankruptcy, insolvency, receivership, liquidation, assignment for the benefit of creditors, or similar proceeding; (4) You use the Platform in a way that could harm Company or its other users.

18.4. Effect of Termination. Upon termination of this Agreement: (1) Your right to access and use the Platform will immediately cease; (2) Company may delete any of your User Content that is stored on the Platform, subject to any data retention requirements under applicable law or other applicable provisions herein; (3) Any fees you have paid are non-refundable; (4) All provisions of this Agreement that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

19. Feedback

19.1. You may, from time to time, provide suggestions, comments, or other feedback to Company regarding the Platform ("Feedback"). You grant Company a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid- up license to use the Feedback for any purpose.

20. General Provisions

20.1. Governing Law. This Agreement and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.

20.2. Mandatory Arbitration. Any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by binding arbitration in Santa Clara County, California, before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. For clarity, arbitration through JAMS shall be the primary, required mechanism for dispute resolution under this Agreement.

20.3. Court Jurisdiction. The state and federal courts located in Santa Clara County, California shall have exclusive jurisdiction for purposes of entering judgment on arbitration awards, seeking injunctive relief as permitted in Section 20.6, handling small claims actions as permitted in Section 20.5, and addressing any other matters expressly excluded from arbitration under this Agreement.

20.4. Class Action Waiver. USER AGREES THAT ANY CLAIMS RELATING TO THIS AGREEMENT OR THE PLATFORM SHALL BE BROUGHT IN USER'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.

20.5. Small Claims Court. Notwithstanding the foregoing, either party may bring an individual action in small claims court.

20.6. Injunctive Relief. Notwithstanding the foregoing, Company shall have the right to seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights or Confidential Information.

20.7. Entire Agreement. This Agreement constitutes the entire agreement between you and Company regarding the Platform and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform.

20.8. Amendments. Company reserves the right to modify this Agreement at any time by posting the revised terms on the Platform. Your continued use of the Platform after the effective date of the revised Agreement constitutes your acceptance of the revised terms.

20.8.1. Service Modification. Company may modify, suspend, or discontinue any functionality of the Platform or the Services, temporarily or permanently, with or without notice. For material changes that significantly reduce the functionality of the Platform, Company will provide at least thirty (30) days' advance notice via email or prominent notice on the Platform before implementing such changes, except when such change is required by law, is necessary to address an emergency or security threat, or is substantially beneficial to most users.

20.8.2. API Modifications. If Company provides application programming interfaces (APIs) or other integration tools, Company may change, limit, or discontinue any aspect of such APIs or tools at any time with thirty (30) days' advance notice, except when shorter notice is necessary to address security concerns, legal requirements, or technical constraints.

20.8.3. Adverse Material Changes. If any modification to the Services materially and adversely affects User's use of the Services, User's sole remedy is to terminate this Agreement by providing written notice to Company within thirty (30) days of such modification.

20.9. Waiver. Company's failure to enforce any right or provision of this Agreement will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Company.

20.10. Severability. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, the parties agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.

20.11. Assignment. You may not assign or transfer this Agreement, by operation of law or otherwise, without Company's prior written consent. Any attempt by you to assign or transfer this Agreement, without such consent, will be null. Company may freely assign or transfer this Agreement without restriction.

20.12. Force Majeure. Company shall not be liable for any failure or delay in the performance of its obligations under this Agreement that is due to causes beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, flood, earthquake, accidents, strikes, or fuel crises.

20.13. Contact Information. If you have any questions about this Agreement, please contact Company at: support@legion.law