Terms of Service

1. Acceptance of Terms

By accessing or using Arceus Legal’s website, platform, contract review services, intake workflows, communications, and related services, you agree to be bound by these Terms of Service (“Terms”).

If you do not agree to these Terms, you may not access or use the services.

These Terms are incorporated into and subject to any applicable Terms and Conditions, letter of engagement, service agreement, order form, or other written agreement between you and Arceus Legal. If there is a conflict between these Terms and a separately executed agreement, the separately executed agreement will control to the extent of the conflict.

We may update these Terms from time to time. Continued use of the services after updated Terms become effective constitutes acceptance of the updated Terms.

2. Description of Services

Arceus Legal provides contract review, legal intake, client onboarding, document review coordination, contract workflow, communication, and related services.

The services may include receiving contract materials, collecting intake information, coordinating review by Arceus Legal or selected reviewing firms, generating review summaries, preparing redlines, communicating review status, managing authorized users, supporting payment workflows, and providing related operational tools.

The specific services available to you may depend on your account, engagement status, selected plan, reviewing firm, matter type, jurisdiction, and any applicable written agreement.

3. No Attorney-Client Relationship Unless Separately Agreed

Use of the Arceus Legal website, platform, intake forms, communications, or general service materials does not, by itself, create an attorney-client relationship.

An attorney-client relationship is formed only if and when you enter into a separate letter of engagement, terms and conditions, or other written agreement with Arceus Legal or a participating law firm confirming the scope of representation.

Unless an attorney-client relationship has been expressly formed, information you submit may not be protected by attorney-client privilege. You should not submit highly sensitive or confidential information unless you are authorized to do so and understand the applicable engagement status.

4. Account Registration and Access

To use certain features of the services, you may need to create an account or access the services through an authorized organization account.

You agree to provide accurate, current, and complete account information, maintain the security of your credentials, notify us promptly of unauthorized access or suspected account compromise, accept responsibility for activity under your account, and use the services only for lawful and authorized purposes.

You may not share login credentials, impersonate another person, access another user’s account without authorization, or use the services on behalf of an organization unless you have authority to do so.

5. Organizations, Admins, and Authorized Users

Arceus Legal may allow organizations to manage authorized users, admins, reviewers, approvers, billing contacts, and other account roles.

If you are an organization owner, administrator, or authorized representative, you are responsible for managing user access and permissions, ensuring that invited users are authorized to access organization materials, ensuring that users comply with these Terms, keeping account and organization information accurate, and promptly removing users who should no longer have access.

Actions taken by authorized users may be treated as actions taken on behalf of the organization.

6. Client Materials

“Client Materials” means contracts, order forms, statements of work, data processing agreements, supporting documents, redlines, comments, negotiation history, intake responses, emails, Slack messages, business information, legal review instructions, and other materials submitted to or processed through the services.

You retain ownership of Client Materials. You grant Arceus Legal a limited license to access, use, process, copy, transmit, store, display, and disclose Client Materials as necessary to provide, support, secure, administer, and improve the services, comply with legal or professional obligations, enforce agreements, and as otherwise authorized by you.

You represent that you have all necessary rights, permissions, and authority to submit Client Materials to Arceus Legal and to authorize their processing through the services.

7. Confidentiality and Legal Review Materials

Arceus Legal treats Client Materials as confidential and uses reasonable safeguards designed to protect them from unauthorized access, disclosure, loss, or misuse.

Where a reviewing attorney or law firm is involved, their handling of Client Materials may also be governed by professional duties, conflict checks, confidentiality obligations, privilege rules, terms and conditions, or a letter of engagement.

You acknowledge that privilege, confidentiality, and legal representation depend on the facts and applicable engagement terms. Arceus Legal does not guarantee that all communications or materials submitted through the services will be privileged.

8. Third-Party Reviewing Firms and Service Providers

Arceus Legal may work with reviewing firms, attorneys, contractors, vendors, payment processors, cloud providers, communications tools, analytics providers, and other third parties to provide the services.

You authorize Arceus Legal to share information and Client Materials with these parties as reasonably necessary to provide, support, secure, administer, and improve the services.

Third-party reviewing firms, attorneys, or other professional service providers may have their own terms, privacy policies, engagement letters, professional obligations, or conflict-check requirements. Arceus Legal is not responsible for the independent acts, omissions, advice, or privacy practices of third-party providers except to the extent required by applicable law or contract.

9. Fees, Payments, and Billing

Some services require payment of fees. By purchasing or using paid services, you agree to pay all applicable fees presented at the time of purchase, provide accurate billing and payment information, authorize Arceus Legal or its payment processor to charge applicable fees, and pay any taxes or charges associated with your purchase unless otherwise stated.

Certain services may be priced on a flat-fee, subscription, per-review, usage-based, or custom basis. The applicable pricing will be described at purchase, in an order form, or in another written agreement.

Unless otherwise stated, fees are non-refundable once a review, intake process, or service workflow has started.

10. Acceptable Use

You agree not to use the services to violate any law, regulation, court order, professional rule, third-party right, or contractual obligation, submit materials you are not authorized to share, misrepresent your identity, authority, organization, or engagement status, interfere with or disrupt the services, attempt to gain unauthorized access to systems, accounts, or data, upload malware or harmful code, reverse engineer or misuse the platform, scrape or harvest data except as expressly permitted, resell or redistribute the services without authorization, or use the services to build a competing product or service.

We may suspend or restrict access if we reasonably believe your use violates these Terms, creates legal or security risk, threatens service integrity, or could harm Arceus Legal, users, clients, reviewing firms, or third parties.

11. Intellectual Property

Arceus Legal and its licensors own the services, platform, website, software, workflows, templates, designs, interfaces, trademarks, logos, documentation, and other proprietary materials.

You may not copy, modify, distribute, sell, lease, reverse engineer, or create derivative works from our services or proprietary materials except as expressly allowed by these Terms or a written agreement.

You retain ownership of Client Materials. Subject to payment of applicable fees and compliance with these Terms, you may use deliverables prepared for you through the services for your internal business or legal purposes, unless a separate agreement states otherwise.

Feedback, suggestions, or ideas you provide may be used by Arceus Legal without restriction or compensation, provided we do not disclose your confidential information in violation of these Terms or another applicable agreement.

12. AI, Automation, and Review Support

The services may use software, automation, artificial intelligence, workflow tools, or other technical systems to support intake, triage, document organization, issue spotting, summarization, comparison, status updates, and review workflows.

Automated outputs may be incomplete, inaccurate, or require human review. You should not rely on automated outputs as legal advice unless they have been reviewed and approved by a qualified attorney under an applicable engagement.

Arceus Legal may modify, improve, or discontinue technical features at any time.

13. No Guarantee of Outcomes

Arceus Legal does not guarantee any specific legal, contractual, negotiation, business, financial, regulatory, or operational outcome.

Contract review may identify certain issues, risks, inconsistencies, or negotiation points, but it may not identify every possible issue. The usefulness of any review depends on the quality and completeness of the materials and information provided.

You remain responsible for business decisions, negotiation strategy, execution of agreements, and determining whether a contract is acceptable for your organization.

14. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” TO THE MAXIMUM EXTENT PERMITTED BY LAW.

ARCEUS LEGAL DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, AND ERROR-FREE OPERATION.

ARCEUS LEGAL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, TIMELY, ERROR-FREE, OR THAT ANY REVIEW, SUMMARY, REDLINE, OUTPUT, OR COMMUNICATION WILL BE COMPLETE, ACCURATE, OR SUFFICIENT FOR YOUR SPECIFIC PURPOSE.

Some jurisdictions do not allow certain disclaimers, so some of the above may not apply to you.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARCEUS LEGAL WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, WHETHER DIRECT OR INDIRECT.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARCEUS LEGAL’S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO ARCEUS LEGAL FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

The limitations above apply regardless of legal theory, whether based in contract, tort, negligence, strict liability, warranty, statute, or otherwise, even if Arceus Legal has been advised of the possibility of damages.

16. Indemnification

You agree to defend, indemnify, and hold harmless Arceus Legal, its affiliates, officers, directors, employees, contractors, service providers, and agents from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to your use of the services, your Client Materials, your violation of these Terms, your violation of applicable law, or your violation of any third-party rights.

17. Suspension and Termination

We may suspend, restrict, or terminate your access to the services if you violate these Terms, fail to pay applicable fees, create legal or security risk, misuse the services, or if continued access could harm Arceus Legal, users, clients, reviewing firms, service providers, or third parties.

You may stop using the services at any time. Termination does not relieve you of payment obligations incurred before termination.

Upon termination, your right to use the services will cease. We may retain certain information as described in our Privacy Policy and as required or permitted by law, contract, professional obligation, security needs, dispute resolution, or legitimate business purposes.

Sections that by their nature should survive termination will survive, including confidentiality, payment obligations, intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, and governing law.

18. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.

Any dispute arising out of or relating to these Terms or the services will be resolved in the state or federal courts located in Delaware, unless a separate written agreement provides otherwise. You consent to the personal jurisdiction and venue of those courts.

19. Changes to the Services or Terms

We may modify, suspend, or discontinue any part of the services at any time.

We may update these Terms from time to time. If we make material changes, we may provide notice by posting updated Terms, updating the “Last updated” date, or using other reasonable methods.

Your continued use of the services after updated Terms become effective means you accept the updated Terms.

20. Miscellaneous

Entire Agreement. These Terms, together with any applicable Terms and Conditions, letter of engagement, service agreement, order form, privacy policy, or other written agreement referenced here, constitute the entire agreement between you and Arceus Legal regarding the services and supersede any prior or contemporaneous understandings on that subject.

Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, severed, and the remaining provisions will continue in full force and effect.

No Waiver. Our failure to enforce any provision of these Terms, or to exercise any right under them, will not be deemed a waiver of that provision or right. Any waiver must be in writing to be effective.

Assignment. You may not assign or transfer these Terms, or any rights or obligations under them, without our prior written consent. Arceus Legal may assign these Terms, in whole or in part, including in connection with a merger, acquisition, financing, reorganization, or sale of assets. These Terms bind and benefit the parties and their permitted successors and assigns.

Force Majeure. Arceus Legal will not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, utility or network failures, or failures of third-party providers.

21. Contact Us

If you have questions about these Terms, please contact us at:

support@arceus.legal