This website and the Legalcap platform are operated by Legalcap Technologies, Inc., EIN 36-5193667, with its offices at 2261 Market Street STE 79446, San Francisco, CA 94114, United States (the "Company").

These Legalcap. Terms and Conditions (the "Terms") govern the relationship between you ("User", "you" or "your") and Legalcap Technologies, Inc. ("Legalcap Technologies", "Legalcap.", "we", "us" or "our") with respect to access to and use of the Services, as defined below.

By accessing the Site, completing the registration of an account, purchasing a subscription, inviting other users to a matter or using Legalcap. in any way, you represent that you have read, understood and fully accepted these Terms.

These Terms apply to access to and use of Legalcap., including:

1. the Legalcap. website available at the address designated by the Company and all associated web pages (the "Site");
2. the Legalcap platform, applications, features, products, digital services, APIs, artificial intelligence tools, search systems, databases, workspaces, matters and any other service made available by the Company through the Site or by other means (together with the Site, the "Services").

These Terms constitute a legally binding agreement between the User and the Company.

The Company may establish additional conditions, policies, notices, operating instructions or rules applicable to specific features or subscription plans ("Supplemental Terms"), including the Privacy Policy, any Data Processing Agreement, the Acceptable Use Policy and the technical instructions published or made available on the platform. In the event of a conflict between these Terms and the Supplemental Terms, the latter shall prevail solely with respect to the subject matter to which they relate.

The Company may amend these Terms as provided in Section 15.1. The "Last updated" date indicates the currently published version.

1. Definitions

For the purposes of these Terms:

2. Services Provided

Legalcap. is a platform that uses artificial intelligence systems to automate, assist and accelerate legal operations, with particular reference to research, analysis, drafting, review, document organization and collaborative work management.

Through Legalcap., Users may, within the limits of the plan subscribed to:

1. conduct legal research through the Legalcap Proprietary Database;
2. query legal sources, documents and materials through conversational interfaces or guided workflows;
3. prepare drafts of pleadings, contracts, legal opinions, letters, briefs, clauses, internal memoranda and other legal documents;
4. analyze, review, compare or comment on contracts, pleadings, documents and materials uploaded by the User;
5. create Personal Databases by uploading their own or their firm's documents, which may also be consulted through chat;
6. organize work into Matters, associating documents, research, Output, notes and collaborators with a case or project;
7. invite Authorized Users and, where available, manage roles, permissions and access;
8. use agentic features capable of reproducing the steps of logical and argumentative reasoning typical of legal work, such as issue spotting, legal characterization, source research, development of legal theories, drafting and review;
9. use Style Adaptation features, so that Legalcap. can progressively align the Output with the writing style of the User or the firm, based on examples, edits, preferences and feedback.

Legalcap is a professional support tool. It does not practice law, does not independently provide legal advice, does not represent clients, does not file documents with judicial or administrative authorities unless a different feature is expressly indicated, and does not replace the judgment, verification, responsibility and supervision of the professional.

The User always remains responsible for the legal assessment, the use of the Output, the verification of sources, the accuracy of data, the correctness of documents, compliance with deadlines, litigation or negotiation strategy and every professional decision made on the basis of the Services.

3. Platform Architecture and Data Processing

This section describes in general terms how Legalcap. works and the data processing connected with the Services. For information on the processing of personal data, the User should also consult the Privacy Policy and, where applicable, the Data Processing Agreement.

3.1 Access to the Platform

Legalcap. is accessible through a personal Account, credentials, SSO or other supported authentication systems. Access to Content, Personal Databases and Matters depends on the plan subscribed to, the Account settings and the permissions assigned by the User or by the workspace administrator.

3.2 Search in the Proprietary Database

Legalcap. allows searches to be conducted through a Proprietary Database consisting of legal sources, materials, content and data organized, indexed or made available by the Company.

The Proprietary Database may include, by way of example, statutory and regulatory sources, case law, legal scholarship, contractual sources, templates, drafting materials, commentary, outlines and other content relevant to legal practice, within the limits of the licenses, the available sources and the features offered.

The Company undertakes to develop and maintain the platform in accordance with reasonable professional standards. However, the User must verify the sources before using the Output for professional, litigation, contractual, corporate, tax, administrative or otherwise significant purposes.

3.3 Personal Databases

The User may create one or more Personal Databases by uploading documents, texts, contracts, pleadings, legal opinions, attachments, case files, templates or other Content. Such Personal Databases may be queried through chat or other search and analysis features.

The User represents and warrants that it has the right, authorization or legal basis to upload, process, store and use such Content through Legalcap., including any personal data, special categories of data, judicial data, confidential information, professional secrets or third-party materials.

The User is responsible for the proper configuration of Personal Databases, access permissions and the deletion of documents that are no longer needed.

3.4 Matters and Collaboration

Legalcap. allows work to be organized into Matters. Each Matter may contain Content, Output, notes, research, drafts, settings, activity history and Authorized Users.

The User who creates or administers a Matter is responsible for invitations, permissions, revocation of access and the suitability of the persons invited to consult or process the Content in the Matter. The Company is not liable for access authorized by the User or for errors in the internal management of permissions, except in cases of willful misconduct or gross negligence on the part of the Company.

3.5 Agentic Features

Legalcap may use AI Agents to carry out complex tasks at the User's request, such as:

(a) analyzing the problem submitted;

(b) identifying relevant legal issues;

(c) proposing an argumentative structure;

(d) researching or retrieving sources;

(e) preparing drafts of pleadings, contracts or legal opinions;

(f) reviewing texts and suggesting changes;

(g) comparing documents, clauses or versions;

(h) organizing materials within a Matter.

Agentic features produce probabilistic or automated Output. Even when the Output appears coherent, persuasive or formally correct, it may contain errors, omissions, incomplete references, questionable interpretations, outdated sources, clauses that are not suited to the specific case or wording that cannot be used without review.

3.6 Writing Style Adaptation

Legalcap. may offer Style Adaptation features based on writing samples, drafts, edits, preferences, instructions and feedback provided by the User. Such features are intended to make the Output more consistent with the tone, structure, level of detail, terminology and drafting preferences of the User or the firm.

Unless otherwise configured on the platform or otherwise agreed in writing, Style Adaptation is intended for the provision and improvement of the Services for the User's Account or workspace. The User retains ownership of the uploaded Content and may delete or modify the materials used as examples, within the limits of the available features and the applicable retention obligations.

3.7 Contract Analysis and Review

Legalcap. may analyze contracts, clauses, schedules, negotiation drafts and related documents, flagging risks, inconsistencies, omissions, alternative wording or points requiring attention.

Such analyses are support tools. They do not constitute final legal approval, comprehensive due diligence, a binding legal opinion, a certification of compliance or a substitute for review by a qualified professional.

3.8 AI Models, Third-Party Providers and Sub-processors

To provide the Services, Legalcap. may use artificial intelligence models, cloud infrastructure, databases, indexing services, security tools, payment systems, authentication services and other third-party providers.

When such providers process personal data on behalf of the Company, the Company adopts contractual and organizational measures consistent with applicable personal data protection laws. The list of sub-processors, where applicable, may be set out in the Privacy Policy, the Data Processing Agreement or other documentation made available to the User.

3.9 Control and Deletion of Content

The User may manage, export or delete its Content in accordance with the features available on the platform and within the limits of these Terms, the plan subscribed to, retention obligations, legal obligations and technical backup and security requirements.

Deletion of an Account, a Personal Database or a Matter may result in the irreversible deletion of the related Content, subject to temporary backups, security logs, retention obligations or other processing permitted by law.

4. Eligibility Requirements and Restrictions

4.1 Minimum Age to Use the Service

The Services may not be used by persons under 18 years of age or by persons who otherwise lack the legal capacity required to enter into a binding contract.

4.2 Authority

If you access the Services or accept the Terms on behalf of a company, professional firm, entity, client or other organization, you represent and warrant that you have the authority necessary to bind such entity to these Terms. In that case, every reference to the User also includes the entity on whose behalf you are acting.

If the User is a company, professional firm or other organization, the User is responsible for the use of the Services by its employees, contractors, professionals, consultants and Authorized Users.

4.3 General Restrictions

Access to and use of the Services must comply with these Terms, applicable law, any applicable professional and ethical obligations and the Acceptable Use Policy.

5. Personal Data, Confidentiality and Professional Secrecy

5.1 User Information and Data Collection

The User may provide information to the Company in connection with registration for, access to or use of the Services. The Company may also collect technical, administrative and usage information. The manner in which personal data is collected, used, shared and retained is described in the Privacy Policy.

5.2 Communications

The User agrees to receive communications relating to the Services through the platform, by email or through other contact details provided at registration or thereafter. The User represents that the information provided is accurate and undertakes to update it if it changes.

5.3 Privacy Roles

With respect to account, billing, security, analytics, support, commercial management and service improvement data, the Company may act as an independent data controller.

With respect to the Content uploaded by the User to the platform, the Company may act, depending on the case and the applicable agreement, as a data processor on behalf of the User or in another capacity as determined under applicable law. Where required, the parties may enter into a Data Processing Agreement pursuant to Article 28 of Regulation (EU) 2016/679.

The User remains responsible for its own legal basis for uploading and processing the Content, for providing information to data subjects, for handling data subjects' rights and for complying with the obligations applicable to its privacy role.

5.4 License to Usage Data

The User grants the Company a worldwide, non-exclusive, non-transferable, non-sublicensable, royalty-free license to collect, monitor, analyze and use the Usage Data relating to the use of the Site and of Legalcap. by the User and Authorized Users, solely for the purposes of providing the Services, generating reports and analytics, improving Legalcap., ensuring security, preventing abuse, developing new features and complying with legal obligations.

When Usage Data is used for general improvement, development or aggregate analysis purposes, the Company takes reasonable measures to ensure that such data does not directly identify the User, Authorized Users or other individuals, except where necessary for security, support, billing or legal obligations.

5.5 Confidentiality

Each party may receive proprietary, technical, commercial, financial, professional, strategic, legal or otherwise non-public information of the other party ("Confidential Information").

The Company's Confidential Information includes, without limitation, non-public information about Legalcap., its architecture, code, models, features, performance, security, roadmap, non-public pricing and technical documentation.

The User's Confidential Information includes, without limitation, Content, Matters, Personal Databases, legal documents, client information, strategies, proceedings, negotiations, contracts, personal data, judicial data, trade secrets and materials subject to professional confidentiality.

The receiving party shall use Confidential Information solely to perform or evaluate the Services and shall not disclose it to third parties, except to employees, contractors, affiliates, consultants, suppliers, sub-processors or advisors who have a need to know it and are bound by confidentiality obligations no less protective than those set out in these Terms.

The receiving party may disclose Confidential Information to the extent required by law, by a competent authority or by a binding order, provided that, where permitted, it gives prompt notice to the disclosing party and reasonably cooperates to limit the disclosure.

5.6 Professional Secrecy and Legal Documents

Legalcap is designed to handle potentially sensitive documents and information in the context of legal work. The User acknowledges, however, that it is the User's responsibility to assess whether uploading certain Content is compatible with the engagement received, professional secrecy, ethical obligations, confidentiality agreements, client instructions and applicable law.

The User undertakes not to upload Content when it does not have the necessary rights, authorizations or legal bases. The User further undertakes to adopt appropriate measures to protect credentials, access, permissions, devices and exported copies.

The Company adopts reasonable technical and organizational measures to protect Content, as described in the Privacy Policy, the Data Processing Agreement or any security documentation made available.

6. Account

6.1 Registration

To use all or part of the Services, the User must create an Account. After registration, the User may access Legalcap. within the limits of the plan subscribed to and these Terms.

Legalcap may be updated over time through the addition, modification, suspension or removal of features.

6.2 Account Information

The User must provide accurate, complete and up-to-date information to create and maintain the Account. If the information is false, outdated or incomplete, or if the Company has reasonable grounds to suspect so, the Company may suspend or close the Account.

6.3 Credentials and Responsibility

The User is responsible for safeguarding usernames, passwords, access keys, tokens, devices and other authentication tools. The User may not share its individual credentials or allow third parties to use its personal Account.

The User must notify the Company immediately in the event of unauthorized access, loss of credentials, compromise of the Account or any other security breach.

6.4 Authorized Users and Permissions

These Terms also apply to Authorized Users. The User is responsible for the compliance of Authorized Users with these Terms and for the internal management of roles, permissions, Matters, Personal Databases and Content.

A breach of the Terms by an Authorized User may result in the suspension or termination of that Authorized User's access or of the User's Account.

Each Authorized User Account is personal and may not be shared.

6.5 SSO

The User may register or log in through Single Sign-On services or third-party accounts, such as Google, Microsoft or other supported providers ("External Accounts"). The User represents that it has the right to use such External Accounts to access Legalcap. and that doing so does not violate the applicable terms of the relevant providers.

The Company does not receive the password of the External Account, and access may be revoked in accordance with the settings of the third-party provider or of the platform.

6.6 Account Deletion

The User may request or carry out the deletion of the Account through the available features or by contacting the Company. Deletion may result in the permanent loss of Content, Personal Databases, Matters, Output, settings, unused credits and data associated with the Account, subject to retention obligations, temporary backups, security logs or other processing permitted by law.

7. Subscriptions and Payments

7.1 Subscriptions

To access certain Services, the User must subscribe to a recurring payment plan ("Recurring Subscription"). Legalcap. may be offered with different plans, limits, features, volumes, support levels and commercial terms.

Customized features, limits or terms may be provided for Enterprise plans or specific agreements entered into in writing.

7.2 Renewal

The Recurring Subscription renews automatically on a monthly or annual basis, or at such other interval as indicated at the time of purchase, until canceled or terminated.

Fees for the applicable subscription period are payable in advance, unless otherwise indicated at the time of purchase or otherwise agreed in writing.

7.3 Cancellation

The User may cancel the Recurring Subscription through the Account settings or in accordance with the instructions made available by the Company. Cancellation takes effect at the end of the current billing period, unless a different right of withdrawal or other mandatory provision of law applies.

Except as provided in these Terms or by applicable law, amounts already paid are non-refundable. After cancellation, the User retains access to the Services included in the plan until the end of the paid period, unless suspended or terminated for breach of the Terms.

7.4 Price Changes

The Company may change prices, plans and offers. In the event of a price increase for a Recurring Subscription, the change applies from the first renewal following the effective date of the new price, subject to prior notice through reasonably available means.

If the User does not wish to continue at the new price, it may cancel the Subscription before renewal. If it does not cancel, the User shall be deemed bound by the new price from the next renewal, to the extent permitted by law.

The Company may, at its discretion, maintain previous pricing terms for certain Users or plans.

7.5 Recurring Payments

The User authorizes the Company or its payment processor to store the payment method and to automatically charge the amounts due for the Recurring Subscription, without any further action by the User.

If a payment fails, the Company may, at its discretion and with prior notice where reasonably possible:

(a) suspend access to the Services until payment is made;

(b) retry the charge;

(c) request that the payment method be updated;

(d) terminate the Subscription in the event of persistent non-payment.

7.6 Payment Method Representations

The User represents and warrants that it is authorized to use the payment method provided. The User is responsible for all amounts due, including taxes, fees, interest, bank charges and reasonable debt collection costs to the extent permitted by law.

7.7 Usage Limits

Each plan may include usage limits, such as the number of Authorized Users, queries, chats, uploaded documents, processed pages, tokens, storage space, Personal Databases, Matters, agentic runs, contract analyses, exports, integrations, API calls, projects or other volumes ("Usage Limits").

Usage Limits do not represent currency, monetary credit, stored value or a transferable right. They are not redeemable for cash, refundable, transferable between Accounts or necessarily cumulative across billing periods, unless otherwise indicated in the plan.

The User may request an increase in Usage Limits through a plan upgrade or a separate written agreement.

8. User Obligations, Content and Rights

8.1 Usage Obligations

The User undertakes to use Legalcap. and the Site in compliance with applicable law, these Terms, the rights of third parties, privacy laws, intellectual property, any applicable professional and ethical obligations and the principles of fair dealing and good faith.

The User is responsible for verifying, before use, that the Services are suited to its needs, to its governing legal system, to its specific case and to the necessary technical requirements.

The rights granted to the User under these Terms are personal and may not be assigned, sublicensed or transferred to third parties without the prior written consent of the Company.

8.2 Use Restrictions

The User may not, directly or indirectly:

(a) interfere with the operation of the Site or the Services;

(b) impersonate another person or another User;

(c) sell, resell, transfer, sublicense, lend, distribute, rent or make Legalcap. available to unauthorized third parties;

(d) access or attempt to access the Services by means other than the interface provided or authorized by the Company;

(e) circumvent limits, restrictions, access controls, security systems or Usage Limits;

(f) damage, overload, impair, render unavailable or compromise the Site, the Services or the Company's infrastructure;

(g) use bots, scrapers, crawlers, spiders, automated tools or other systems to copy, extract, monitor or inspect the Site or the Services in an unauthorized manner;

(h) obtain or attempt to obtain non-public content, data, models, code, system prompts, weights, architectures, datasets or technical information by unauthorized means;

(i) upload, process, share or transmit Content that is unlawful, defamatory, discriminatory, misleading, fraudulent, infringing on the rights of others or unauthorized;

(j) use Legalcap. to violate the privacy, professional secrecy, trade secrets, intellectual property rights or contractual obligations of third parties;

(k) copy, modify, distribute, create derivative works of, reverse engineer, decompile, disassemble or attempt to discover the source code, object code, structure, ideas, know-how, algorithms, prompts, models or architectures of Legalcap;

(l) use Legalcap., the Output or the Usage Data to develop, train, improve or commercialize competing products or services;

(m) remove copyright, trademark or other proprietary notices;

(n) use Legalcap. to generate, facilitate or conceal unlawful activities, fraud, harassment, disinformation, abusive conduct, improper litigation practices or ethical violations;

(o) upload or process forged, altered, fraudulent or unlawfully obtained documents;

(p) use Legalcap. as the sole storage system for professional documents or as a substitute for archives, backups, legally compliant document retention or official case files;

(q) assist third parties in engaging in any of the conduct described above.

8.3 Input and Output

As between the parties, the User retains ownership of the Content uploaded or submitted to Legalcap. and of the Output generated on the basis of its Input, subject to the rights of the Company, the rights of third parties and applicable law.

The User grants the Company a non-exclusive, worldwide, royalty-free and limited license to host, copy, process, transmit, display, index, analyze and use Input, Content and Output to the extent necessary to provide, maintain, protect, improve and support the Services, in accordance with these Terms, the Privacy Policy and any applicable agreements.

The User is responsible for Input and Output, including their lawfulness, accuracy, completeness, adequacy, non-infringement of third-party rights and compliance with professional obligations.

8.4 Accuracy, Verification and Professional Responsibility

Legalcap. provides tools to support research, analysis, drafting and review. The User acknowledges that the Output may be incomplete, inaccurate, outdated, unsuited to the specific case or inconsistent with the User's professional strategy.

The User must verify all Output before using it, filing it, sending it to clients or counterparties, attaching it to documents, signing it, incorporating it into contracts, adopting it in legal opinions, using it in court or relying on it for professional or business decisions.

In particular, the User must verify:

(a) statutory and case law sources;

(b) deadlines, statutes of limitations, forfeiture periods, venue, jurisdiction and applicable procedure;

(c) facts and uploaded documents;

(d) legal characterizations and arguments;

(e) clauses, definitions, remedies, liabilities, limitations and obligations;

(f) compliance with the law, the engagement, ethical rules and client instructions.

8.5 Backup and Retention

Legalcap. is not intended to be the User's sole archive, backup, legally compliant retention system or official case file. The User is responsible for maintaining independent copies of its Content and for complying with applicable retention obligations.

9. Third-Party Services and Content

9.1 Third-Party Services

The Services may depend on or interoperate with third-party products and services, including cloud providers, AI models, databases, authentication services, payment systems, analytics tools, email services, storage systems, security providers, internet networks, telecommunications services, document integrations and other providers ("Third-Party Services").

Such Third-Party Services are outside the direct control of the Company but may affect the availability, performance or reliability of the Services.

9.2 Third-Party Content

Legalcap. may make available third-party information, links, materials, sources, documents, data, content or services ("Third-Party Content"). The User's dealings with third parties and use of Third-Party Content are governed by the terms, licenses and policies of the respective third parties, where applicable.

9.3 Access and Technical Requirements

The Company has no obligation to monitor Third-Party Services or Third-Party Content and may block, limit or disable access to such services or content through Legalcap. when necessary for technical, legal, security, contractual or commercial reasons.

The User is responsible for obtaining and maintaining the devices, connection, browser, software, configurations, authorizations and services necessary to access and use Legalcap.

10. Intellectual Property Rights

10.1 Ownership

All intellectual property rights relating to the Site, Legalcap., the Services, the Proprietary Database, the design, the source and object code, the models, the interfaces, the workflows, the documentation, the features, the trademarks, the logos, the texts, the images, the graphics, the databases, the icons, the videos, the materials and the other content of the Company belong to the Company. Legalcap is licensed, not sold.

10.2 Prohibitions

Except as expressly authorized by these Terms, any reproduction, distribution, transformation, communication to the public, making available, extraction, re-use, copying, scraping, reverse engineering or any other use of the Site, the Services, the Proprietary Database or any part thereof is prohibited.

10.3 Reports Concerning Content and Third-Party Rights

The Company takes reasonable measures to ensure that the content, features and materials available through Legalcap. do not violate applicable law or the rights of third parties. However, given the technical, documentary and legal nature of the Services, it is not possible to guarantee absolutely the absence of errors, omissions, outdated materials or claims relating to third-party rights.

If the User or a third party believes that content, materials, sources, Output, databases or features available through Legalcap. infringe intellectual property, privacy, confidentiality, professional secrecy or other rights, it may send a reasoned report to the contact details set out in Section 18. The Company will assess the report and may take such measures as are reasonably appropriate, including the removal, restriction, correction or disabling of the challenged content or feature, without this constituting an admission of liability.

11. Liability

11.1 Misuse or Breach of the Terms

The User uses the Site and the Services at its own risk. The Company is not liable for any improper, unlawful or unauthorized use, or any use contrary to these Terms, by the User or Authorized Users.

11.2 No Independent Legal Advice

Legalcap. provides automated tools to support legal work. The Services do not, in and of themselves, constitute personalized legal advice rendered by an attorney, professional representation, defense in court, a final legal opinion, a certification of compliance, a guarantee of outcome or a substitute for the professional.

The Output must be verified by a qualified professional before being used for legal, litigation, contractual, regulatory, corporate, tax or commercial purposes.

The Company is not liable for damages arising from the User's reliance on Output that has not been verified or that has been used without adequate professional supervision, except in cases of willful misconduct or gross negligence and within the limits of mandatory law.

11.3 Indemnification for Breach of the Terms

The User is liable for damages caused to the Company by use of the Services in breach of these Terms and undertakes to indemnify and hold harmless the Company and its directors, employees, contractors, agents and representatives from and against any liability, costs, damages, losses and expenses arising from such breach.

11.4 Indemnification for Third-Party Claims

The User undertakes to indemnify, defend and hold harmless the Company and its directors, shareholders, licensors, employees, contractors, suppliers and agents from and against any loss, liability, claim, demand, damage, expense or cost, including reasonable attorneys' fees, arising out of or relating to:

(a) access to or use of the Services by the User or Authorized Users;

(b) Input, Content, Output or Feedback;

(c) breach of these Terms;

(d) infringement, misappropriation or violation of third-party rights, including intellectual property, privacy, confidentiality or professional secrecy rights;

(e) the inaccuracy, incompleteness, unlawfulness or lack of authorization of Content uploaded or processed through Legalcap;

(f) professional, litigation, contractual or commercial use of the Output;

(g) the User's conduct in connection with the Services.

The User may reasonably cooperate in the defense of such claims. The Company may assume control of the defense or settlement, where permitted by law and reasonably necessary.

12. Limitation of Liability

12.1 Indirect Damages

To the maximum extent permitted by applicable law, the Company, its affiliates and its directors, employees, contractors, agents, partners, licensors and suppliers shall not be liable for any special, indirect, incidental, consequential, punitive or exemplary damages, including loss of profits, loss of opportunity, loss of data, loss of goodwill, business interruption, replacement costs or loss of use, arising out of or relating to these Terms or the use of or inability to use Legalcap., even if advised of the possibility of such damages.

12.2 Maximum Liability

To the maximum extent permitted by applicable law, the aggregate liability of the Company and its representatives for any damage or cause of action arising out of or relating to these Terms, the Services or the use of or inability to use Legalcap. shall not exceed the greater of:

(a) 100 euros; or

(b) the amounts actually paid by the User to the Company for Legalcap. in the 12 months preceding the event giving rise to the liability.

12.3 Availability and Continuity

The Company is not liable for the unavailability or discontinuity of the Site or the Services where the malfunction results from events not attributable to the Company or from events beyond its reasonable control.

By way of example, the Company is not liable for damages:

(a) that were not foreseeable at the time the contract was entered into;

(b) caused by delays, interruptions, viruses, attacks, technical problems, interference, omissions, blackouts, or failures of networks, cloud providers, telecommunications services or the User's devices not attributable to the Company;

(c) caused by excessive traffic, internet problems, power grid failures, actions of third parties or force majeure, provided that the Company has taken reasonable measures to mitigate their effects;

(d) that the User could have avoided through reasonable backup, verification, security or business continuity measures;

(e) relating to professional, commercial or business activities, within the limits of liability set out above;

(f) relating to maintenance, updates, improvements or security interventions.

Some jurisdictions may not allow the limitation of certain damages. In such cases, the limitations apply to the maximum extent permitted by law.

13. Term and Termination

13.1 Term

These Terms take effect from the first access to the Site or to Legalcap. and remain in effect until:

(a) for paying Users, the Subscription and the Account have ended, been canceled or been terminated;

(b) for Users of free features, the Account has been deleted or terminated;

(c) for visitors to the Site without an Account, for the entire period of access to or use of the Site.

13.2 Termination

The Company may suspend or terminate the User's access to Legalcap. in the event of a breach of these Terms, non-payment, a security risk, unlawful use, a request from a competent authority, a legal obligation or any other legitimate reason.

The Company may also terminate a Subscription at its discretion. If the termination does not result from a breach by the User, the Company will refund on a pro rata basis the prepaid amounts for the unused period, unless the law does not permit it or the applicable plan lawfully provides otherwise.

Upon termination, suspension or deletion of the Account or the Subscription, the provisions that by their nature are intended to continue in effect shall survive, including those relating to amounts due, confidentiality, Usage Data, Content, intellectual property, disclaimers of warranty, indemnities, limitations of liability, termination, governing law and final provisions.

To the extent permitted by law and the available features, the Company will make the Content held in Legalcap. available to the User for electronic export for 30 days after termination. After that period, the Company may delete the Content, subject to legal obligations, temporary backups, security logs or other legitimate needs.

14. Changes to and Suspension of the Services

14.1 Changes Always Permitted

The Company may modify the Services:

(a) to comply with laws, regulations, orders, technical standards or security requirements, including those relating to artificial intelligence, privacy, cybersecurity and digital services;

(b) to make technical improvements, fixes, updates, optimizations or security changes;

(c) to update models, databases, interfaces, workflows, features, infrastructure or Documentation, provided that the Services remain substantially consistent with the description provided to the User before purchase, except for changes that are improvements or are necessary.

14.2 Changes with a Material Impact

If the Company plans changes that would materially and adversely affect a paying User, it will give advance notice where reasonably possible. The User may terminate the Subscription before the change takes effect and receive a pro rata refund of amounts paid in advance for Services it will not receive, unless otherwise provided by law or agreement.

14.3 Suspension

The Company may suspend the Services for:

(a) technical problems;

(b) maintenance;

(c) updates;

(d) security;

(e) regulatory compliance;

(f) abuse prevention;

(g) force majeure;

(h) non-payment;

(i) breach of the Terms.

The Company will endeavor to give advance notice of scheduled suspensions, except in cases of urgency, security, legal obligations or technical reasons. If a suspension attributable to the Company exceeds 10 days in a 30-day period, the Company will proportionally adjust the price for the period not used, where applicable. If a suspension attributable to the Company exceeds 30 days, the paying User may terminate the agreement and obtain a pro rata refund for the Services not received.

14.4 Complete Discontinuation of the Service

The Company may decide to permanently discontinue the provision of Legalcap. or of a substantial part of the Services, to the extent permitted by law and the applicable contracts. In that case, the Company will give reasonable advance notice where possible and will endeavor to enable Users to export their Content, personal data and information available on the platform for a reasonable period before discontinuation, except in cases of urgency, legal obligations, security, insolvency, events beyond the Company's control or technical impossibility.

The User's rights relating to Services already paid for and not received remain unaffected, including any pro rata refunds where due under these Terms or applicable law.

15. General Provisions

15.1 Changes to the Terms

The Company may amend these Terms at any time. The most current version will be published on the Site or made available on the platform. The Company may give notice of changes through Legalcap., by email or through other reasonable channels.

Changes will take effect from the date indicated in the notice or in the published version of the Terms. Until that date, the relationship remains governed by the previous applicable version. The User may request from the Company a copy of the previous version of the Terms applicable to its relationship, where reasonably available.

By continuing to use Legalcap. after the amended Terms take effect, the User accepts the new version. If the User does not accept the changes, it must stop using the Services and cancel the Subscription before the next renewal, subject to any mandatory rights.

15.2 Language

These Terms are drafted in the Italian language. The Company may provide translations into other languages for informational purposes. In the event of any discrepancy, the Italian version shall prevail, unless otherwise required by a mandatory provision of law or otherwise agreed in writing.

15.3 Changes to the Site and the Platform

The Company may modify the content, design, features, availability, technical conditions or parts of the Site and the Services, and may suspend, limit or discontinue certain features, within the limits set out in these Terms and applicable law.

15.4 Reservation of Rights

All rights not expressly granted to a party are reserved to the other party or to their respective licensors. Legalcap. and the related intellectual property rights remain the property of the Company or its licensors.

15.5 Severability

If any provision of these Terms is held to be void, invalid or unenforceable, such provision shall be construed or replaced, to the extent permitted by law, so as to reflect as closely as possible the original intent of the parties. The remaining provisions shall remain valid and in full force and effect.

15.6 Waiver

Failure to exercise any right or remedy provided under these Terms shall not constitute a waiver of such right or remedy.

15.7 Relationship of the Parties

Nothing in these Terms creates an employment relationship, agency, professional engagement, partnership, joint venture, trust, fiduciary relationship or any other form of joint enterprise between the User and the Company.

15.8 Entire Agreement

These Terms, together with the Supplemental Terms and the policies incorporated by reference, constitute the entire agreement between the User and the Company with respect to the use of Legalcap. and supersede all prior agreements, representations, communications or understandings on the same subject matter.

15.9 Assignment and Subcontracting

The User may not assign rights or delegate obligations under these Terms without the prior written consent of the Company. Any unauthorized assignment is void.

The Company may assign, transfer, novate, delegate, contract out or subcontract these Terms or the related rights and obligations, in whole or in part, in the context of corporate transactions, reorganizations, transfers of a business, mergers, acquisitions, asset transfers or the technical and operational management of the Services, having regard to the legitimate interests of Users and in compliance with applicable law, including personal data protection law.

15.10 Publicity

Unless the User objects in writing or otherwise agrees, the Company may use the name, trademark or logo of a corporate or professional User to identify it as a Legalcap. customer on websites, presentations, social media and marketing materials. Case studies, press releases or detailed promotional materials concerning the User's use of Legalcap. require the User's prior written consent and approval of the materials.

15.11 Feedback

If the User provides feedback, suggestions, ideas, comments, feature requests or input relating to Legalcap. ("Feedback"), the User grants the Company the irrevocable, royalty-free, worldwide and non-exclusive right to use, incorporate and exploit such Feedback in Legalcap. or in other current or future products and services, without any obligation of compensation.

15.12 Interpretation

Section headings are included for convenience only and do not affect the interpretation of the Terms. The terms "including", "for example", "by way of example" and similar expressions shall always be deemed to mean "without limitation". References to URLs also include any successor, localized or replacement URLs.

16. Export Controls, Sanctions and Use of AI

Access to and use of the Services are subject to applicable laws on export controls, economic sanctions, trade restrictions and similar measures ("Export Controls"), including, where applicable, the laws of the European Union, the United States and other competent jurisdictions.

The Company and the User each represent, to the best of their respective knowledge, that they are not included on any list of sanctioned, blocked or otherwise restricted parties under applicable restrictions that would prevent access to or the provision of the Services.

The User undertakes not to use Legalcap. in violation of Export Controls, sanctions, restrictive measures or applicable laws.

The Company may take the measures required by law or by competent authorities, including suspension, restriction or termination of the Services or blocking of Content.

The User further undertakes to use Legalcap. in compliance with applicable artificial intelligence laws, including, where applicable, Regulation (EU) 2024/1689 and the national implementing or coordinating rules. The User is responsible for determining its own role and obligations when it uses, integrates, distributes or relies on the Output in the course of its professional, business or institutional activities.

17. Governing Law and Dispute Resolution

17.1 Governing Law

These Terms, the Site, the Services and any relationship between the User and the Company are governed by Italian law.

17.2 Jurisdiction and Venue

Except where applicable law mandates a different non-waivable venue, any dispute arising out of or relating to these Terms, the Site, the Services or the use of Legalcap. shall be submitted to the exclusive jurisdiction of the Courts of Milan (Foro di Milano).

17.3 Attempt at Amicable Settlement and ADR

Before commencing legal proceedings, the parties undertake to attempt to settle the dispute amicably by sending a written notice containing:

(a) the name, address and email of the party;

(b) the name and contact details of any attorney or advisor;

(c) a description of the dispute;

(d) the grounds for the claim;

(e) the request or proposed resolution.

Notice to the Company must be sent to the address set out in Section 18 or by certified email (PEC), if available. The parties undertake to confer in good faith for at least 30 days from receipt of the notice, except in cases of urgency, interim relief, protection of intellectual property, debt collection or other needs that cannot be deferred.

17.4 Optional Arbitration for Business Users

For Users acting for professional, business, commercial or institutional purposes, the parties may agree in writing to submit a specific dispute to arbitration administered by the Milan Chamber of Arbitration (Camera Arbitrale di Milano) under its rules in force at the time the request is filed.

In the absence of a specific written arbitration agreement, the jurisdiction provided in Section 17.2 applies.

18. Contact

For questions, requests or complaints relating to the Services, the User may contact the Company at the following contact details:

The User should not include payment data, credentials, highly sensitive information or confidential documents in unprotected email communications.