Terms of Service

1. Agreement to Terms

By accessing or using the OpenAmend services (the “Service”), you agree to be bound by these Terms of Service (“Terms”), our Privacy Policy, and all applicable laws and regulations. If you do not agree to these Terms, you may not access or use our Service.

2. Service Description

OpenAmend provides AI-powered contract review, analysis, and related collaboration tools. Key features include:

• Automated contract analysis and risk assessment
• Contract clause suggestions and improvements
• Document storage and management
• Collaboration and annotation features

Disclaimer: The Service does not constitute legal advice or create an attorney-client relationship. You should always consult a qualified attorney regarding your contracts and legal obligations.

3. User Responsibilities

You agree to:

• Provide accurate, complete, and up-to-date information as requested
• Maintain the confidentiality of your account credentials and limit unauthorized access
• Use the Service in compliance with all applicable laws and regulations
• Refrain from uploading or transmitting any harmful, infringing, or unlawful content
• Not attempt to disable, disrupt, or circumvent any security-related features of the Service
• Accept full responsibility for any decisions or actions taken based on the Service’s outputs

4. Intellectual Property

All original content, functionalities, and features within the Service are owned by OpenAmend and protected by international copyright, trademark, and other intellectual property laws. You retain ownership of any documents, data, or content you upload (“User Content”).

By uploading User Content, you grant OpenAmend a limited, non-exclusive, royalty-free license to store, use, process, and display such content for the purpose of operating, maintaining, and improving the Service. You represent and warrant that you have all necessary rights to grant this license and that the User Content does not infringe the rights of any third party.

5. No Legal Advice & Disclaimer of Warranties

No Legal Advice: The Service provides AI-assisted contract analysis and drafting suggestions. These suggestions are informational only and are not a substitute for professional legal counsel. You are solely responsible for obtaining any legal, tax, or other professional advice required to evaluate and finalize your contracts.

Disclaimer of Warranties: The Service is provided on an “AS IS” and “AS AVAILABLE” basis, without warranty of any kind, whether express or implied. To the fullest extent permitted by law, OpenAmend disclaims all warranties, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. OpenAmend does not warrant that the Service will be uninterrupted, error-free, secure, or free from viruses.

6. Limitation of Liability

To the maximum extent permitted by law, in no event shall OpenAmend, its affiliates, directors, employees, or licensors be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost savings, loss of data, business interruption, or any other commercial damages or losses arising out of or related to your use of or inability to use the Service.

In no event shall OpenAmend’s total liability to you for any and all damages exceed the amount of fees you have paid to OpenAmend for the Service within the twelve (12) months immediately preceding the event giving rise to such liability or one hundred U.S. dollars (US$100), whichever is greater.

You acknowledge that the limitations of liability set forth in these Terms reflect a reasonable allocation of risk and are a fundamental element of the basis of the bargain between you and OpenAmend.

7. Indemnification

You agree to indemnify, defend, and hold harmless OpenAmend, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees and costs) arising out of or in any way connected with:

• Your access to or use of the Service
• Your violation of these Terms
• Your infringement of any third-party right, including intellectual property or privacy rights
• Any dispute or issue between you and any third party

8. Data Usage & Privacy

We collect and use your data in accordance with our Privacy Policy. By using the Service, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

OpenAmend may use anonymized, aggregated data derived from your User Content to improve its AI models and features. You control your data retention settings; however, deletion or removal requests may limit the functionality of the Service.

You understand that no data transmission or storage can be guaranteed to be 100% secure, and you use the Service at your own risk.

9. Termination

We may suspend or terminate your access to the Service at any time, with or without notice, if we believe you have violated these Terms or engaged in any conduct that may harm OpenAmend, its users, or third parties. Upon termination, your right to use the Service will immediately cease, and we may delete your User Content and any other data associated with your account.

If you wish to terminate your account, you may do so at any time by contacting us at contact@openamend.com.

10. Modifications to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide notice by posting updated Terms on our website or by sending you an email. Your continued use of the Service after such changes become effective constitutes your acceptance of the new Terms.

11. Governing Law & Dispute Resolution

These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of [Your Jurisdiction], without regard to its conflict of laws principles.

Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, or interpretation thereof, shall be exclusively resolved through binding arbitration in [County, State], unless otherwise required by applicable law. You agree to waive any right to a trial by jury or to participate in a class action.

Each party will bear its own costs in arbitration, and the arbitrator’s decision will be final and binding on the parties.

12. Miscellaneous

• Entire Agreement: These Terms, along with any additional written agreements you may have with OpenAmend, constitute the entire agreement between you and OpenAmend.
• Severability: If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
• No Waiver: Any failure by OpenAmend to enforce any right or provision in these Terms does not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms without prior written consent from OpenAmend. We may freely assign these Terms.
• Force Majeure: OpenAmend is not liable for any failure or delay in performance resulting from causes beyond its reasonable control, such as natural disasters, government action, or internet disturbances.

13. Contact Us

If you have any questions or concerns about these Terms, please reach out to us at: contact@openamend.com.