These Terms and Conditions, together with any Beta Invitation, Order Form, statement of work, written trial authorization, data processing addendum, business associate agreement, or other written agreement that references these Terms, form a binding agreement between Arbor AI and the Customer identified in the applicable registration, Beta Invitation, Order Form, or account creation process.
1. Agreement to Terms
1.1 Acceptance
By creating an Account, accessing or using the Services, clicking to accept these Terms, accepting a Beta Invitation, or executing an Order Form that references these Terms, Customer agrees to be bound by these Terms. If an individual accepts these Terms on behalf of a law firm, legal organization, company, or other entity, that individual represents that the individual has authority to bind that entity, and “Customer” refers to that entity.
1.2 Arbor
For purposes of these Terms, “Arbor,” “Arbor AI,” “we,” “us,” and “our” mean Arbor AI, Incorporated.
1.3 Conflicting Terms
If Customer has entered into a separate written agreement with Arbor that expressly governs Customer’s use of the Services, that written agreement will control to the extent of any conflict. If there is a conflict among documents, the following order of precedence applies unless the applicable document states otherwise: first, any Business Associate Agreement solely for its subject matter; second, any Data Processing Addendum solely for its subject matter; third, any Order Form; fourth, these Terms; and fifth, any Documentation or policy referenced in these Terms.
1.4 No Consumer Legal Service
The Services are intended for use by attorneys, law firms, legal professionals, and authorized personnel acting under the supervision of attorneys. The Services are not intended for direct use by claimants, injured persons, consumers seeking legal advice, or persons seeking representation from Arbor.
2. Definitions
2.1 “Account”
“Account” means an account created by or for Customer to access the Services.
2.2 “Administrator”
“Administrator” means an Authorized User designated by Customer to administer Customer’s Account, invite or remove Authorized Users, configure access permissions, and manage Customer’s use of the Services.
2.3 “AI Features”
“AI Features” means features of the Services that use artificial intelligence, machine learning, large language models, retrieval systems, document analysis systems, classification systems, summarization tools, structured reasoning tools, or other automated or probabilistic technologies.
2.4 “Arbor Materials”
“Arbor Materials” means the Services, software, source code, object code, models, model configurations, algorithms, workflows, prompts, prompt templates, prompt chains, orchestration logic, schemas, taxonomies, templates, designs, interfaces, inventions, know-how, documentation, training materials, product plans, usage analytics, and other technology or materials owned, licensed, developed, or provided by Arbor, excluding Customer Content.
2.5 “Authorized User”
“Authorized User” means an individual employee, attorney, contractor, consultant, paralegal, legal assistant, investigator, expert, or other personnel of Customer or Customer’s Affiliates who is authorized by Customer to access the Services under Customer’s Account.
2.6 “Beta Invitation”
“Beta Invitation” means any invitation, written authorization, email, in-product notice, or other communication from Arbor allowing Customer to access Beta Services.
2.7 “Beta Services”
“Beta Services” means Services or features identified as beta, alpha, pilot, preview, evaluation, early access, experimental, limited release, or similar, including all Services made available to Customer before Arbor’s general commercial launch.
2.8 “Client and Case Information”
“Client and Case Information” means information contained in, derived from, or associated with Customer Content that relates to clients, prospective clients, claimants, injured persons, witnesses, experts, medical providers, insurers, opposing parties, attorneys, courts, case participants, legal matters, claims, injuries, medical treatment, damages, settlement positions, litigation strategy, correspondence, privileged communications, attorney work product, or other matter-related information.
2.9 “Confidential Information”
“Confidential Information” means non-public information disclosed by one party to the other that is marked confidential or should reasonably be understood to be confidential given its nature and the circumstances of disclosure. Customer Confidential Information includes Customer Content and Client and Case Information. Arbor Confidential Information includes Arbor Materials, non-public product information, Beta Services, security information, pricing, technical information, product plans, and Documentation.
2.10 “Customer”
“Customer” means the law firm, legal organization, company, or other entity that accepts these Terms, creates an Account, receives a Beta Invitation, or is identified in an Order Form.
2.11 “Customer Content”
“Customer Content” means documents, data, text, images, files, prompts, queries, uploads, notes, annotations, matter names, case descriptions, extracted text, metadata, Inputs, Outputs, and other materials submitted to, stored in, processed through, generated through, or made available through the Services by or on behalf of Customer or Authorized Users. Customer Content excludes Arbor Materials and Usage Data.
2.12 “Documentation”
“Documentation” means user guides, technical documentation, help materials, service descriptions, or other materials made available by Arbor regarding the Services.
2.13 “Feedback”
“Feedback” means suggestions, comments, ideas, requests, improvements, error reports, recommendations, or other feedback regarding Arbor, the Services, Beta Services, Arbor Materials, or Arbor’s business.
2.14 “Fees”
“Fees” means fees payable by Customer for the Services as set forth in an Order Form, Beta Invitation, invoice, or other written agreement.
2.15 “Inputs”
“Inputs” means prompts, queries, instructions, documents, excerpts, files, text, data, or other materials submitted to AI Features by or on behalf of Customer or Authorized Users.
2.16 “Order Form”
“Order Form” means an ordering document, beta order, subscription form, statement of work, online checkout, invoice, or other written document that identifies the Services and references these Terms.
2.17 “Outputs”
“Outputs” means responses, summaries, analyses, timelines, issue lists, drafts, classifications, extractions, tables, reasoning artifacts, recommendations, generated text, or other content generated by the Services based on Inputs or Customer’s use of the Services.
2.18 “Personal Information”
“Personal Information” means information relating to an identified or identifiable individual, including personal data, personal information, or similar terms under applicable privacy laws.
2.19 “Services”
“Services” means Arbor’s legal technology platform, website, beta software, AI Features, hosted services, document processing features, related support, and related services made available by Arbor.
2.20 “Third-Party Services”
“Third-Party Services” means third-party products, services, platforms, models, hosting providers, infrastructure, integrations, APIs, applications, software, databases, or other services used with, connected to, or made available through the Services.
2.21 “Usage Data”
“Usage Data” means technical, diagnostic, operational, telemetry, analytics, and usage information relating to access to and use of the Services, including feature usage, performance information, error logs, system logs, authentication logs, device information, browser information, and similar information, provided that Usage Data does not include Customer Content in identifiable form.
3. Description of the Services
3.1 Arbor Platform
Arbor provides a legal technology platform intended to assist plaintiff-side personal injury and civil litigation attorneys with organizing case materials, reviewing uploaded documents, analyzing legal and factual issues, generating structured reasoning artifacts, creating summaries, extracting information, and supporting litigation workflows.
3.2 Software Tool Only
The Services are software tools. Arbor is not a law firm, does not practice law, does not represent Customer or Customer’s clients, and does not provide legal advice, legal opinions, litigation strategy, medical advice, claims handling advice, insurance advice, or professional services requiring a professional license.
3.3 Changes to Services
Arbor may modify, enhance, suspend, limit, discontinue, or replace features of the Services from time to time. During the beta period, features may change frequently and may be incomplete, unstable, unavailable, or discontinued without notice.
3.4 Documentation
Customer will use the Services in accordance with the Documentation and any written usage instructions provided by Arbor. Documentation may be updated from time to time.
4. Beta Access and Beta Limitations
4.1 Limited Beta
Customer acknowledges that the Services are currently being offered as a limited beta for testing, evaluation, feedback, and limited law firm use. Beta Services may not operate correctly, may produce incomplete or inaccurate results, may contain bugs, may be interrupted, and may be changed or discontinued at any time.
4.2 No Production Commitment
Unless an Order Form expressly states otherwise, Arbor does not commit to continue offering any Beta Services, to make any Beta Services generally available, to provide any particular support level, to preserve any feature, or to maintain backward compatibility.
4.3 No Service Level Commitment
Beta Services are not subject to any uptime, availability, response time, support, maintenance, backup, recovery, or service level commitment unless expressly stated in a separate written agreement signed by Arbor.
4.4 Independent Copies
Customer should maintain independent copies of all documents, pleadings, evidence, correspondence, medical records, work product, and other materials uploaded to or generated through the Services. The Services should not be used as Customer’s sole repository, official file, litigation hold system, record retention system, or backup system.
4.5 Feedback During Beta
Customer agrees that Arbor may contact Customer and Authorized Users for feedback regarding Beta Services. Customer is not required to provide Feedback, but any Feedback provided is subject to Section 19.
5. Eligibility and Authorized Users
5.1 Eligibility
Customer may use the Services only if Customer has legal capacity to enter into these Terms and is not prohibited from using the Services under applicable law. Authorized Users must be at least 18 years old and must be authorized by Customer.
5.2 Law Firm Use
Customer may use the Services only for Customer’s internal law firm, legal department, or authorized legal practice purposes, including work performed for Customer’s clients in matters where Customer is authorized to act.
5.3 Authorized Users Only
Only Authorized Users may access the Services. Customer may not permit clients, claimants, injured persons, opposing parties, insurers, medical providers, consumers, or other third parties to access the Services unless Arbor expressly authorizes such access in writing or through a feature specifically designed for that purpose.
5.4 Responsibility for Users
Customer is responsible for all acts and omissions of Authorized Users and for all activity occurring under Customer’s Account, whether or not authorized by Customer, except to the extent caused by Arbor’s breach of these Terms.
6. Account Registration and Security
6.1 Account Information
Customer and Authorized Users must provide accurate, current, and complete account information and must keep that information updated.
6.2 Credentials
Customer and Authorized Users must protect usernames, passwords, authentication factors, API keys, access tokens, and other credentials. Credentials may not be shared among individuals.
6.3 Administrator Controls
Customer is responsible for designating Administrators, configuring permissions, removing access for personnel who no longer require access, and reviewing access rights on a regular basis.
6.4 Unauthorized Access
Customer must promptly notify Arbor at patrick@arborcase.com if Customer becomes aware of any unauthorized access, credential compromise, suspected breach, security vulnerability, or misuse of the Services.
7. Customer Responsibilities
7.1 Customer Control
Customer controls the selection, submission, accuracy, legality, and use of Customer Content. Arbor does not control Customer’s legal matters, client relationships, litigation strategy, filings, deadlines, communications, settlement decisions, or professional judgment.
7.2 Rights and Permissions
Customer represents and warrants that it has all rights, authorizations, consents, notices, and permissions necessary to submit Customer Content to the Services and to permit Arbor and its service providers to process Customer Content as described in these Terms.
7.3 Client and Third-Party Notices
Customer is solely responsible for determining whether it must provide notices to, or obtain consents from, clients, prospective clients, claimants, injured persons, witnesses, experts, medical providers, insurers, courts, opposing parties, or any other person before using the Services or submitting Customer Content.
7.4 Legal and Ethical Compliance
Customer is solely responsible for compliance with all laws, court rules, professional responsibility rules, bar guidance, protective orders, discovery orders, confidentiality obligations, privilege obligations, data protection obligations, and contractual restrictions applicable to Customer, Customer’s matters, Customer Content, and Customer’s use of the Services.
7.5 Matter Management
Customer remains solely responsible for docketing, calendaring, statutes of limitation, filing deadlines, discovery deadlines, preservation obligations, litigation holds, evidence handling, court submissions, service requirements, client communications, conflicts, supervision of personnel, and all other law practice obligations.
8. Client and Case Information, Medical Records, and Sensitive Materials
8.1 Sensitive Litigation Materials
Customer Content may include highly sensitive information, including attorney-client privileged information, attorney work product, client intake information, medical records, police reports, insurance documents, financial information, settlement communications, personal identifiers, expert materials, photographs, videos, correspondence, and other litigation-related materials.
8.2 Customer Authorization
Customer may upload such materials only if Customer has the legal right and professional authorization to do so and only if Customer’s use of the Services is consistent with applicable law, client instructions, protective orders, court orders, confidentiality agreements, and professional obligations.
8.3 Medical and Health Information
Customer is responsible for determining whether medical records, health information, treatment records, billing records, or injury-related information submitted to the Services is subject to HIPAA, state medical privacy laws, consumer health privacy laws, or other special legal restrictions.
8.4 HIPAA and BAA Requirement
Unless Arbor has entered into a Business Associate Agreement with Customer that expressly covers the applicable Services, Arbor does not agree to act as a business associate under HIPAA, and Customer must not use the Services to create, receive, maintain, transmit, or otherwise process protected health information in a manner that would require Arbor to execute a Business Associate Agreement.
8.5 Special Handling
Customer must not upload classified information, export-controlled data, payment card data, regulated financial account credentials, data subject to specialized government security requirements, or other information requiring security controls beyond those described by Arbor unless Arbor has expressly agreed in writing.
8.6 Data Minimization
Customer is responsible for applying reasonable data minimization, redaction, confidentiality, and access-control practices before submitting Customer Content to the Services.
9. Customer Content
9.1 Ownership by Customer
As between Customer and Arbor, Customer retains all right, title, and interest in and to Customer Content. Arbor does not claim ownership of Customer Content.
9.2 License to Arbor
Customer grants Arbor a limited, non-exclusive, worldwide, royalty-free, sublicensable license to host, store, copy, process, transmit, display, analyze, index, classify, parse, extract, summarize, transform, generate embeddings from, generate Outputs from, and otherwise use Customer Content solely as necessary to:
(a) provide, operate, maintain, secure, support, troubleshoot, and improve the Services;
(b) process Inputs and generate Outputs;
(c) provide onboarding, implementation, customer support, and technical support;
(d) prevent, detect, investigate, or address security, safety, fraud, abuse, or technical issues;
(e) comply with applicable law, legal process, and enforceable governmental requests;
(f) enforce these Terms and protect the Services, Arbor, Customer, Authorized Users, and third parties.
9.3 Service Providers
The license in Section 9.2 includes the right for Arbor to permit its service providers, subprocessors, contractors, and Third-Party Services to process Customer Content solely for the purposes described in these Terms and subject to confidentiality or data protection obligations intended to protect Customer Content.
9.4 Limited Human Review
Customer acknowledges that beta operation, support, debugging, safety review, quality evaluation, and improvement of the Services may require limited access to Customer Content by Arbor personnel or contractors. Arbor will limit such access to personnel or contractors with a need to know and subject to confidentiality obligations. If Customer requires restrictions on human review, Customer must enter into a separate written agreement with Arbor before submitting Customer Content requiring such restrictions.
9.5 No Sale of Customer Content
Arbor will not sell Customer Content or disclose Customer Content to other customers for their independent use.
9.6 No Third-Party Foundation Model Training Without Written Agreement
Unless Customer expressly agrees in writing, Arbor will not use Customer Content to train third-party foundation models. Customer acknowledges that Arbor may use Customer Content to provide, maintain, secure, troubleshoot, evaluate, and improve the Services as described in Section 9.2.
9.7 Usage Data
Arbor may collect, generate, use, and retain Usage Data for lawful business purposes, including to operate, secure, support, analyze, and improve the Services, provided that Arbor does not publicly disclose Usage Data in a manner that identifies Customer, Authorized Users, Customer’s clients, or specific legal matters.
10. AI Features and Outputs
10.1 Nature of AI Features
AI Features use probabilistic technologies and may generate Outputs that are inaccurate, incomplete, outdated, misleading, non-unique, or unsuitable for Customer’s intended use. Outputs may contain incorrect legal authorities, missing authorities, incorrect factual statements, unsupported inferences, incorrect calculations, or reasoning errors.
10.2 Outputs Are Draft Materials
Outputs are software-generated draft materials for attorney review. Outputs are not legal advice, legal opinions, legal research conclusions, litigation strategy, medical conclusions, expert opinions, settlement recommendations, or instructions for action.
10.3 No Reliance Without Attorney Review
Customer and Authorized Users must not rely on Outputs without independent review by a qualified attorney. Customer is solely responsible for verifying all Outputs, including facts, law, citations, quotations, procedural rules, medical information, damages information, deadlines, calculations, and strategic recommendations.
10.4 No Guarantee of Legal Accuracy
Arbor does not guarantee that Outputs are accurate, complete, current, properly cited, admissible, court-acceptable, ethically compliant, strategically appropriate, or suitable for any legal matter.
10.5 No Guarantee of Outcomes
Arbor does not guarantee any case outcome, litigation result, settlement value, demand value, damages amount, court ruling, client result, filing acceptance, evidentiary ruling, statute of limitations determination, or legal conclusion.
10.6 Similar Outputs
Due to the nature of AI Features, Outputs may not be unique. Similar or identical Outputs may be generated for other customers or users, provided that Arbor does not intentionally disclose Customer Content to other customers in violation of these Terms.
10.7 Use in Filings and Communications
Customer must not submit, file, serve, send, publish, or otherwise use any Output in court filings, client communications, opposing counsel communications, insurer communications, demand packages, expert materials, settlement submissions, discovery responses, or other legal or professional materials unless a qualified attorney has independently reviewed, verified, revised as appropriate, and approved the Output.
10.8 No Automated Legal Decisions
Customer must not use Outputs as the sole basis for decisions that may have a legal, financial, medical, insurance, or other material effect on any client, claimant, injured person, witness, employee, or other individual.
11. No Legal Advice and No Attorney-Client Relationship
11.1 No Legal Advice
Arbor does not provide legal advice. Any information, suggestions, classifications, summaries, analyses, drafts, research-like materials, reasoning artifacts, or other Outputs provided through the Services are generated by software and are for use by attorneys and authorized legal personnel only.
11.2 No Attorney-Client Relationship
Use of the Services, submission of Customer Content, receipt of Outputs, participation in beta testing, communications with Arbor personnel, onboarding, support, or feedback activities do not create an attorney-client relationship between Arbor and Customer, any Authorized User, any client, any prospective client, any claimant, any injured person, any witness, any opposing party, any insurer, any medical provider, any court, or any other person.
11.3 Arbor Is Not Counsel
Arbor does not represent Customer or Customer’s clients in any legal matter. Arbor does not appear in court, sign pleadings, provide legal opinions, supervise legal work, assume professional duties, advise on strategy, or communicate with clients or tribunals on Customer’s behalf.
11.4 No Privilege Created With Arbor
Communications with Arbor are not communications with legal counsel and do not create attorney-client privilege between Customer and Arbor. Arbor’s contractual confidentiality obligations are intended to protect Customer Content, but Customer remains solely responsible for determining whether use of the Services preserves attorney-client privilege, attorney work-product protection, common interest protection, confidentiality, or any other legal protection.
12. Attorney Review and Professional Responsibility
12.1 Professional Judgment
Customer and its attorneys retain sole responsibility for professional judgment, legal advice, factual investigation, legal research, strategic decisions, case evaluation, client counseling, filings, pleadings, discovery, settlement, trial preparation, and all other legal services.
12.2 Ethical Duties
Customer is solely responsible for determining and complying with duties of competence, diligence, confidentiality, communication, supervision, candor to tribunals, billing, conflicts, privilege, client consent, technology competence, and other professional obligations.
12.3 Supervision of Non-Attorneys
Customer is responsible for supervising non-attorney Authorized Users and for ensuring that such users do not use the Services to engage in unauthorized practice of law or provide legal advice except under appropriate attorney supervision.
12.4 AI Disclosure Rules
Customer is solely responsible for determining whether use of AI Features must be disclosed to clients, courts, opposing counsel, insurers, or other persons under applicable court rules, professional rules, client instructions, or other obligations.
13. Restrictions and Acceptable Use
Customer will not, and will not permit any Authorized User or third party to:
(a) use the Services in violation of applicable law, court order, professional rule, protective order, confidentiality obligation, contractual restriction, or third-party right;
(b) use the Services to provide legal services unless under the supervision and responsibility of attorneys authorized to provide those services;
(c) resell, rent, lease, sublicense, distribute, make available, or provide access to the Services to any third party, except Authorized Users as permitted under these Terms;
(d) use the Services as a service bureau, outsourced processing platform, managed AI service, or standalone offering for third parties, except for ordinary legal work performed by Customer for Customer’s clients;
(e) reverse engineer, decompile, disassemble, translate, modify, copy, or create derivative works of the Services or Arbor Materials, except to the extent such restriction is prohibited by law;
(f) access or use the Services to build, train, evaluate, benchmark, improve, or support a competing product, service, model, platform, or legal technology offering;
(g) conduct or publish benchmarking, performance testing, security testing, model evaluation, or comparative analysis of the Services without Arbor’s prior written consent;
(h) scrape, crawl, harvest, extract, or programmatically collect data from the Services except through functionality expressly provided by Arbor;
(i) bypass, disable, or interfere with security, access controls, rate limits, usage limits, safety features, or technical restrictions;
(j) upload malicious code, malware, viruses, worms, logic bombs, corrupted files, or other harmful code;
(k) attempt to gain unauthorized access to the Services, Arbor systems, other customer accounts, or third-party systems;
(l) use the Services to infringe, misappropriate, or violate intellectual property, privacy, publicity, confidentiality, or other rights;
(m) use the Services to generate, facilitate, or distribute unlawful, defamatory, fraudulent, deceptive, harassing, abusive, or discriminatory content;
(n) use the Services to make automated decisions with legal or material effects on individuals without qualified attorney review and legally required safeguards;
(o) submit data that Customer is not authorized to submit or that requires special handling not agreed to by Arbor;
(p) misrepresent Outputs as human-generated where disclosure is required by law, court rule, professional obligation, or applicable policy;
(q) remove, obscure, or alter proprietary notices in the Services or Arbor Materials.
14. Confidentiality
14.1 Use and Protection
Each party will use the other party’s Confidential Information only to exercise rights and perform obligations under these Terms. Each party will protect the other party’s Confidential Information using at least reasonable care and no less than the care it uses to protect its own similar confidential information.
14.2 Permitted Disclosures
The receiving party may disclose Confidential Information to its employees, contractors, advisors, service providers, subprocessors, auditors, insurers, and legal or financial advisors who have a need to know and are bound by confidentiality obligations at least as protective as those in these Terms.
14.3 Legal Process
The receiving party may disclose Confidential Information to the extent required by law, subpoena, court order, governmental request, or legal process, provided that the receiving party gives the disclosing party prompt notice unless prohibited by law and cooperates reasonably with efforts to seek confidential treatment or limit disclosure.
14.4 Exclusions
Confidential Information does not include information that the receiving party can show: (a) is or becomes public through no breach of these Terms; (b) was lawfully known to the receiving party without confidentiality obligation before disclosure; (c) is lawfully received from a third party without confidentiality obligation; or (d) is independently developed without use of the disclosing party’s Confidential Information.
14.5 Duration
Confidentiality obligations survive termination for five years, except that obligations relating to trade secrets, Customer Content, Client and Case Information, security information, and non-public Arbor Materials survive for so long as the information remains protected under applicable law or is not publicly known through no breach of these Terms.
15. Security
15.1 Security Measures
Arbor will implement reasonable administrative, technical, and physical safeguards designed to protect Customer Content against unauthorized access, loss, misuse, alteration, or disclosure. Customer acknowledges that no system, network, software, or service is completely secure.
15.2 Customer Security Responsibilities
Customer is responsible for configuring access permissions, limiting access to appropriate Authorized Users, protecting credentials, maintaining endpoint security, using secure networks, reviewing shared materials, and promptly disabling access for personnel who no longer require access.
15.3 Security Incidents
Arbor will notify Customer without undue delay after confirming a Security Incident affecting Customer Content, to the extent required by applicable law or any applicable DPA or BAA. “Security Incident” means a confirmed unauthorized access to or acquisition of Customer Content within Arbor’s control. Failed attempts, scans, pings, denial-of-service attacks, or similar events that do not compromise Customer Content are not Security Incidents.
15.4 Beta Security
Customer acknowledges that Beta Services may not have undergone the same security testing, audit, certification, or operational hardening as generally available commercial services. Customer should not upload Customer Content requiring controls Arbor has not expressly agreed to provide.
15.5 No Security Certification Unless Stated
Arbor does not represent that the Services are certified under SOC 2, ISO 27001, FedRAMP, HIPAA, HITRUST, CJIS, PCI DSS, or any other security or compliance framework unless Arbor expressly states that certification in a signed written agreement.
16. Privacy, Data Protection, and HIPAA
16.1 Privacy Policy
Arbor’s Privacy Policy describes how Arbor collects, uses, and discloses certain Personal Information. The Privacy Policy is incorporated by reference into these Terms.
16.2 Customer Content and Personal Information
To the extent Customer Content includes Personal Information, Customer is responsible for determining the applicable privacy laws and for providing all notices, obtaining all consents, and establishing all lawful bases required for Arbor to process such Personal Information in connection with the Services.
16.3 Data Processing Addendum
If Customer Content is subject to privacy laws requiring a data processing agreement, the parties will enter into Arbor’s Data Processing Addendum before Customer submits such Customer Content, unless another written agreement applies.
16.4 HIPAA
Arbor does not represent that the Services are HIPAA compliant or suitable for processing protected health information unless Arbor has entered into a Business Associate Agreement with Customer that expressly covers the applicable Services and Customer’s use case.
16.5 Customer Instructions
Customer instructs Arbor to process Customer Content as necessary to provide, secure, support, maintain, troubleshoot, and improve the Services and as otherwise described in these Terms.
17. Third-Party Services and Subprocessors
17.1 Use of Service Providers
Customer acknowledges that Arbor may use Third-Party Services, service providers, contractors, and subprocessors to provide the Services, including cloud hosting, storage, databases, authentication, logging, monitoring, security, support, document parsing, optical character recognition, AI model providers, embeddings, analytics, communications, and other operational services.
17.2 Processing Through Third Parties
Customer Content may be transmitted to and processed by Third-Party Services as necessary to provide, secure, support, maintain, troubleshoot, and improve the Services. Arbor will use commercially reasonable efforts to require such providers to process Customer Content on Arbor’s behalf and subject to confidentiality and security obligations.
17.3 Customer-Enabled Integrations
If Customer enables, connects, or uses an integration with a Third-Party Service, Customer authorizes Arbor to transmit Customer Content and other information to that Third-Party Service as necessary for the integration. Customer’s use of Customer-enabled Third-Party Services may be subject to separate third-party terms, and Arbor is not responsible for Third-Party Services not controlled by Arbor.
17.4 Subprocessor List
Arbor may maintain a list of subprocessors available upon request. Arbor may update its subprocessors from time to time. Any objection rights regarding subprocessors will be governed by the applicable DPA, if any.
18. Intellectual Property
18.1 Arbor Ownership
Arbor and its licensors retain all right, title, and interest in and to Arbor Materials. Except for the limited access rights expressly granted in these Terms, Customer receives no right, title, or interest in Arbor Materials.
18.2 Access Right
Subject to these Terms, Arbor grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the applicable term to access and use the Services solely for Customer’s authorized law firm or legal practice purposes.
18.3 Customer Content
Customer retains ownership of Customer Content as described in Section 9.1.
18.4 Outputs
As between Arbor and Customer, and to the extent permitted by applicable law, Customer owns Outputs generated for Customer through the Services, excluding any Arbor Materials embedded in or used to generate the Outputs. Arbor grants Customer a limited, non-exclusive, perpetual license to use any Arbor Materials contained in Outputs solely as part of Customer’s use of those Outputs for Customer’s authorized legal practice purposes.
18.5 Reservation of Rights
All rights not expressly granted are reserved. No rights are granted by implication, estoppel, exhaustion, or otherwise.
19. Feedback
Customer and Authorized Users may provide Feedback to Arbor. Customer grants Arbor a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable, sublicensable right to use, copy, modify, distribute, commercialize, and otherwise exploit Feedback for any purpose without restriction, attribution, or compensation. Arbor will not identify Customer as the source of Feedback without Customer’s consent.
20. Fees and Payment
20.1 Beta Fees
Beta Services may be provided without charge or for the Fees stated in a Beta Invitation, Order Form, or invoice. If no Fees are stated, no Fees are due for the applicable Beta Services.
20.2 Payment Terms
Customer will pay all Fees in accordance with the applicable Order Form or invoice. Unless otherwise stated, invoices are due within 30 days after the invoice date.
20.3 Taxes
Fees are exclusive of taxes. Customer is responsible for all sales, use, value-added, withholding, and similar taxes, except taxes based on Arbor’s net income.
20.4 No Refunds
Except as expressly stated in an Order Form or required by law, Fees are non-refundable and non-cancellable.
20.5 Future Paid Services
Arbor may condition continued access to the Services or certain features on Customer’s agreement to paid subscription terms, updated pricing, or a separate customer agreement.
21. Suspension
Arbor may suspend Customer’s or any Authorized User’s access to the Services immediately if Arbor reasonably determines that:
(a) Customer or an Authorized User has violated these Terms;
(b) Customer’s use creates a security, legal, operational, reputational, or technical risk;
(c) Customer’s use may harm Arbor, the Services, another customer, a third party, or any individual;
(d) suspension is required by law, legal process, or a Third-Party Service provider;
(e) Customer fails to pay undisputed Fees when due;
(f) Customer submits Customer Content requiring special handling not agreed to by Arbor;
(g) Customer’s use may compromise confidentiality, privilege, data protection, or security obligations.
Arbor will use reasonable efforts to limit suspension to the affected Account, feature, user, or Customer Content where practical.
22. Term and Termination
22.1 Term
These Terms begin when Customer first accepts them or accesses the Services and continue until terminated.
22.2 Termination by Customer
Customer may stop using the Services at any time and may terminate its Account by providing written notice to Arbor at patrick@arborcase.com, subject to any payment obligations in an Order Form.
22.3 Termination by Arbor
Arbor may terminate these Terms, any Beta Invitation, or Customer’s access to the Services at any time upon notice. Arbor may terminate immediately if Customer materially breaches these Terms, creates security or legal risk, becomes insolvent, ceases business operations, or uses the Services in a manner that Arbor reasonably determines may harm Arbor, the Services, Customer, any third party, or any individual.
22.4 Effect of Termination
Upon termination, Customer’s right to access and use the Services will cease. Customer must stop using the Services and Arbor Materials. Sections that by their nature should survive termination will survive, including Sections 7 through 19 and 23 through 31.
23. Data Export, Deletion, and Retention
23.1 Export
During the term, Customer may export Customer Content using available export functionality, if any. If self-service export is not available, Customer may request reasonable export assistance by contacting Arbor. Arbor does not guarantee that all Customer Content or Outputs will be exportable in any particular format during beta.
23.2 Post-Termination Access
After termination, Arbor may provide a limited period for Customer to export available Customer Content, unless termination resulted from security risk, legal risk, unlawful use, or other circumstances that make continued access inappropriate. Customer should export Customer Content before terminating its Account.
23.3 Deletion
After termination or upon Customer’s written request, Arbor may delete Customer Content from active systems within a commercially reasonable period, subject to legal, security, backup, dispute, compliance, and operational retention requirements.
23.4 Backups and Logs
Customer Content may remain in backups, archives, logs, or disaster recovery systems for a limited period in accordance with Arbor’s retention practices. Arbor is not required to delete Usage Data that does not identify Customer, Authorized Users, clients, or specific matters.
23.5 Customer Record Obligations
Customer is solely responsible for maintaining official client files, litigation records, medical records, evidence, work product, filings, correspondence, and other materials required for legal, ethical, court, malpractice, insurance, or business purposes.
24. Disclaimers
24.1 As-Is Services
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, BETA SERVICES, AI FEATURES, OUTPUTS, DOCUMENTATION, AND ARBOR MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND.
24.2 Warranty Disclaimer
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARBOR DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, RELIABILITY, AND ERROR-FREE OPERATION.
24.3 No Legal or Professional Warranty
ARBOR DOES NOT WARRANT THAT THE SERVICES OR OUTPUTS WILL PROVIDE LEGAL ADVICE, LEGAL ACCURACY, VALID LEGAL CITATIONS, COMPLETE LEGAL RESEARCH, CURRENT LAW, CORRECT FACTUAL FINDINGS, MEDICAL ACCURACY, STRATEGIC VALUE, COURT ACCEPTANCE, ETHICAL COMPLIANCE, OR ANY PARTICULAR RESULT.
24.4 No Compliance Warranty
ARBOR DOES NOT WARRANT THAT THE SERVICES WILL SATISFY CUSTOMER’S OBLIGATIONS UNDER ANY LAW, COURT RULE, PROFESSIONAL RULE, PROTECTIVE ORDER, DISCOVERY ORDER, PRIVILEGE RULE, WORK-PRODUCT DOCTRINE, DATA PROTECTION LAW, HIPAA, STATE HEALTH PRIVACY LAW, CYBERSECURITY STANDARD, OR CONTRACTUAL OBLIGATION.
24.5 No Data Loss Warranty
ARBOR DOES NOT WARRANT THAT CUSTOMER CONTENT WILL NOT BE LOST, ALTERED, CORRUPTED, OR UNAVAILABLE. CUSTOMER IS RESPONSIBLE FOR MAINTAINING INDEPENDENT COPIES OF CUSTOMER CONTENT.
25. Limitation of Liability
25.1 Exclusion of Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARBOR AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF USE, LEGAL FEES, SANCTIONS, MALPRACTICE EXPOSURE, MISSED DEADLINES, LOST CLAIMS, LOST SETTLEMENT OPPORTUNITIES, OR ADVERSE CASE OUTCOMES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
25.2 Liability Cap
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARBOR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, BETA SERVICES, AI FEATURES, OUTPUTS, CUSTOMER CONTENT, OR ARBOR MATERIALS WILL NOT EXCEED THE GREATER OF: (A) THE FEES PAID BY CUSTOMER TO ARBOR FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED DOLLARS ($100) IF CUSTOMER USED THE SERVICES WITHOUT PAYING FEES.
25.3 Beta Cap
WITHOUT LIMITING SECTION 25.2, ARBOR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO BETA SERVICES WILL NOT EXCEED ONE HUNDRED DOLLARS ($100).
25.4 Basis of Bargain
The limitations in this Section 25 apply regardless of the theory of liability, whether contract, tort, negligence, strict liability, statute, or otherwise, and even if any limited remedy fails of its essential purpose. Customer acknowledges that these limitations are an essential basis of the bargain between the parties.
25.5 Mandatory Law
Nothing in these Terms excludes or limits liability to the extent such exclusion or limitation is prohibited by applicable law.
26. Indemnification
26.1 Customer Indemnity
Customer will defend, indemnify, and hold harmless Arbor and its affiliates, officers, directors, employees, contractors, licensors, and service providers from and against all claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:
(a) Customer Content;
(b) Customer’s or Authorized Users’ use of the Services, AI Features, or Outputs;
(c) Customer’s legal services, client relationships, case strategy, filings, communications, advice, or professional obligations;
(d) Customer’s breach of these Terms;
(e) Customer’s violation of law, court rules, professional rules, protective orders, confidentiality obligations, privacy obligations, or third-party rights;
(f) Customer’s failure to obtain required rights, consents, authorizations, or notices;
(g) medical records, health information, PHI, Personal Information, or sensitive information submitted by or on behalf of Customer;
(h) disputes between Customer and any client, prospective client, claimant, injured person, witness, expert, insurer, opposing party, court, regulator, or other third party.
26.2 Arbor Indemnity for Paid Non-Beta Services
If Customer has paid Fees under an Order Form for Services that are not Beta Services, Arbor will defend Customer against a third-party claim alleging that the Services, as provided by Arbor and used in accordance with these Terms, infringe a U.S. patent, copyright, or trademark, or misappropriate a trade secret, and Arbor will pay damages finally awarded by a court or agreed in settlement. This Section 26.2 does not apply to Beta Services, Outputs, Customer Content, Third-Party Services, modifications not made by Arbor, combinations with items not provided by Arbor, use outside the scope of these Terms, or continued use after Arbor provides a non-infringing alternative or terminates the affected Services.
26.3 Beta Indemnity
Unless a signed written agreement expressly states otherwise, Arbor has no indemnification obligations for Beta Services.
26.4 Procedure
The indemnified party must promptly notify the indemnifying party of the claim, provide reasonable cooperation, and allow the indemnifying party to control the defense and settlement, provided that the indemnifying party may not settle any claim in a manner that imposes non-monetary obligations or admissions on the indemnified party without the indemnified party’s prior written consent.
26.5 Mitigation
If Arbor reasonably believes the Services may infringe or be subject to a claim, Arbor may obtain the right for Customer to continue using the Services, modify the Services, replace the Services, or terminate the affected Services.
27. Publicity
Neither party may publicly identify the other party as a customer, vendor, partner, beta participant, or user, or use the other party’s name, logo, or marks, without prior written consent, except as required by law, court rule, professional obligation, or legal process. Customer may disclose use of Arbor where required by court rule, tribunal order, client obligation, or professional responsibility obligation.
28. Governing Law and Venue
28.1 Governing Law
These Terms are governed by the laws of the State of Tennessee, without regard to conflict of law principles.
28.2 Venue
Subject to Section 28.3, any action arising out of or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in Knox County, Tennessee, and each party consents to personal jurisdiction and venue in those courts.
28.3 Injunctive Relief
Either party may seek injunctive or equitable relief in any court of competent jurisdiction to prevent unauthorized use or disclosure of Confidential Information, infringement or misappropriation of intellectual property, security abuse, or unauthorized access to the Services.
28.4 Jury Waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A JURY TRIAL IN ANY ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.
29. Changes to These Terms
Arbor may update these Terms from time to time. Arbor will post updated Terms on its website or provide notice through the Services or by email. Material changes will be effective 30 days after notice unless a shorter period is required for legal, security, operational, or beta-related reasons. Customer’s continued use of the Services after changes become effective constitutes acceptance of the updated Terms. If Customer does not agree to the updated Terms, Customer must stop using the Services.
30. Notices
Arbor may provide notices by email, through the Services, by posting to Arbor’s website, or through other reasonable means. Customer notices to Arbor must be sent to patrick@arborcase.com. Notices are deemed given when sent, posted, or delivered, as applicable.
31. Miscellaneous
31.1 Assignment
Customer may not assign these Terms without Arbor’s prior written consent. Arbor may assign these Terms to an affiliate or in connection with a merger, acquisition, reorganization, financing, sale of assets, or change of control.
31.2 No Agency
The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, fiduciary relationship, employment relationship, attorney-client relationship, or franchise relationship.
31.3 Force Majeure
Neither party will be liable for delay or failure to perform due to events beyond its reasonable control, including natural disasters, war, terrorism, labor disputes, internet or hosting failures, governmental action, power failures, cyberattacks, or failures of Third-Party Services, except that payment obligations are not excused.
31.4 Severability
If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in full force.
31.5 Waiver
A party’s failure to enforce any provision of these Terms is not a waiver of that provision or any other provision.
31.6 Entire Agreement
These Terms, together with any applicable Order Form, Beta Invitation, DPA, BAA, and documents expressly incorporated by reference, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous agreements regarding the Services.
31.7 Headings
Headings are for convenience only and do not affect interpretation.