ClauseKit

Terms of Service

Not legal advice. See below.
Effective Date: January 1, 2025Last Updated: January 1, 2025

Welcome to ClauseKit. These Terms of Service ("Terms") govern your access to and use of ClauseKit's contract analysis platform and services (collectively, the "Service"), operated by ModelRed, Inc. ("ModelRed," "we," "us," or "our").

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Service.

1. Acceptance of Terms

By creating an account, accessing, or using ClauseKit, you represent that:

  • You are at least 18 years of age
  • You have the legal capacity to enter into a binding agreement
  • You will comply with these Terms and all applicable laws
  • All information you provide is accurate and complete

2. Description of Service

ClauseKit is an AI-powered contract analysis platform that provides:

  • Automated contract review and clause identification
  • Risk assessment and scoring
  • Redline suggestions and clause recommendations
  • Contract Q&A and scenario simulation
  • Document analysis and reporting tools

IMPORTANT: Not Legal Advice

ClauseKit provides information and analysis tools only. The Service does not provide legal advice, create an attorney-client relationship, or substitute for consultation with a licensed attorney. All users should consult qualified legal counsel for legal matters.

3. User Accounts

3.1 Account Creation

  • You must create an account to use certain features of the Service
  • You are responsible for maintaining the confidentiality of your account credentials
  • You are responsible for all activities that occur under your account
  • You must immediately notify us of any unauthorized access or security breach

3.2 Account Termination

We reserve the right to suspend or terminate your account at any time for:

  • Violation of these Terms
  • Fraudulent, abusive, or illegal activity
  • Extended periods of inactivity
  • Any reason at our sole discretion

4. Acceptable Use

4.1 Permitted Use

You may use ClauseKit only for lawful purposes and in accordance with these Terms.

4.2 Prohibited Use

You agree NOT to:

  • Use the Service to violate any applicable law or regulation
  • Upload contracts containing illegal content
  • Attempt to reverse engineer, decompile, or extract source code
  • Use automated tools to scrape, crawl, or extract data from the Service
  • Interfere with or disrupt the Service or servers
  • Impersonate any person or entity
  • Upload malicious code, viruses, or harmful content
  • Access other users' accounts or data without permission
  • Use the Service to provide legal services to third parties without proper licensing
  • Resell, redistribute, or create derivative works from the Service

5. Intellectual Property Rights

5.1 ModelRed's Rights

ClauseKit and the Service, including all software, algorithms, designs, text, graphics, logos, and other content (excluding your uploaded documents), are owned by ModelRed, Inc. and protected by copyright, trademark, and other intellectual property laws.

5.2 Your Content

  • You retain all ownership rights to contracts and documents you upload ("Your Content")
  • You grant us a limited license to process and analyze Your Content solely to provide the Service
  • We do not claim ownership of Your Content
  • We will not use Your Content for any purpose other than providing the Service to you

5.3 Feedback

If you provide feedback, suggestions, or ideas about the Service, we may use such feedback without any obligation to you.

6. Data Privacy and Security

6.1 Data Collection

Our collection and use of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.

6.2 Data Security

  • We implement industry-standard security measures to protect your data
  • All data is encrypted in transit and at rest
  • We do not share your contracts with third parties except as described in our Privacy Policy

6.3 Data Retention

We retain your documents and analysis results for the duration of your account, unless you request deletion.

7. Payment and Subscriptions

7.1 Fees

  • Certain features require a paid subscription
  • All fees are stated in U.S. Dollars unless otherwise specified
  • Fees are non-refundable except as required by law

7.2 Billing

  • Subscription fees are billed in advance on a monthly or annual basis
  • You authorize us to charge your payment method on file
  • You are responsible for providing accurate billing information

7.3 Cancellation

  • You may cancel your subscription at any time
  • Cancellation takes effect at the end of your current billing period
  • No refunds for partial periods

7.4 Price Changes

We reserve the right to modify our pricing with 30 days' notice to active subscribers.

8. Disclaimers and Limitations of Liability

8.1 No Legal Advice

CLAUSEKIT IS NOT A LAW FIRM AND DOES NOT PROVIDE LEGAL ADVICE. THE SERVICE PROVIDES INFORMATION AND ANALYSIS ONLY. YOU SHOULD CONSULT A LICENSED ATTORNEY FOR LEGAL ADVICE SPECIFIC TO YOUR SITUATION.

8.2 Service Provided "As Is"

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

  • WARRANTIES OF MERCHANTABILITY
  • FITNESS FOR A PARTICULAR PURPOSE
  • NON-INFRINGEMENT
  • ACCURACY OR COMPLETENESS OF RESULTS
  • UNINTERRUPTED OR ERROR-FREE OPERATION

8.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MODELRED, INC. SHALL NOT BE LIABLE FOR:

  • ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
  • LOSS OF PROFITS, REVENUE, DATA, OR USE
  • DAMAGES RESULTING FROM RELIANCE ON AI-GENERATED ANALYSIS
  • DAMAGES ARISING FROM ERRORS OR OMISSIONS IN CONTRACT ANALYSIS
  • DAMAGES EXCEEDING THE AMOUNT YOU PAID US IN THE 12 MONTHS BEFORE THE CLAIM

8.4 AI Limitations

You acknowledge that:

  • AI analysis may contain errors or inaccuracies
  • Results should be verified by qualified legal counsel
  • The Service does not guarantee detection of all contract risks
  • AI recommendations are not guarantees of legal outcomes

9. Indemnification

You agree to indemnify, defend, and hold harmless ModelRed, Inc., its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

  • Your use of the Service
  • Your violation of these Terms
  • Your violation of any third-party rights
  • Your uploaded content
  • Your reliance on AI-generated analysis without legal consultation

10. Modifications to Service and Terms

10.1 Service Changes

We reserve the right to modify, suspend, or discontinue any part of the Service at any time without notice.

10.2 Terms Changes

We may update these Terms from time to time. Continued use of the Service after changes constitutes acceptance of the new Terms.

11. Governing Law and Dispute Resolution

11.1 Governing Law

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

11.2 Arbitration

Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the American Arbitration Association's rules, except for claims that may be brought in small claims court.

11.3 Class Action Waiver

You agree that disputes will be resolved on an individual basis and waive any right to participate in a class action lawsuit.

12. General Provisions

12.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and ModelRed, Inc. regarding the Service.

12.2 Severability

If any provision of these Terms is found invalid, the remaining provisions will remain in effect.

12.3 Waiver

Our failure to enforce any right or provision does not constitute a waiver of that right or provision.

12.4 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms at any time.

13. Contact Information

For questions about these Terms, please contact us at:

ModelRed, Inc.
Email: legal@clausekit.ai

By using ClauseKit, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.