This Master Service Agreement (“Agreement”) is entered into between LitiSync, Inc. (“LitiSync”) and the subscribing law firm or legal organization identified in an applicable Order Form (“Customer”).
1. Services
LitiSync provides a hosted software platform that enables Customer to collect, organize, summarize, record, and manage intake information, communications, documents, and related matter materials (the “Service”). The Service is intended to support Customer’s legal workflows and does not replace Customer’s professional judgment.
2. License Grant
Subject to this Agreement, LitiSync grants Customer a limited, non-exclusive, non-transferable right to access and use the Service for Customer’s internal legal practice operations.
3. Customer Responsibilities
Customer is solely responsible for:
- all legal services provided to its clients;
- compliance with applicable laws, attorney ethics rules, confidentiality obligations, and professional responsibility requirements;
- the accuracy and legality of all content submitted to the Service;
- ensuring Authorized Users and clients use the Service in a manner consistent with confidentiality and privilege protections; and
- reviewing, validating, and approving all system-generated summaries, drafts, chronologies, or other outputs prior to any legal use, filing, or reliance.
4. No Legal Advice
LitiSync is a technology provider and does not provide legal advice, legal representation, or legal services. Customer remains solely responsible for all legal judgments, decisions, and work product used in connection with Customer’s matters.
5. Customer Data
All matter data submitted to or collected through the Service (“Customer Data”) remains the property of Customer. LitiSync processes Customer Data solely to provide, maintain, secure, and improve the Service in accordance with this Agreement. Customer acknowledges that Customer Data is hosted and processed on LitiSync-controlled systems and infrastructure on Customer’s behalf.
6. Confidentiality
Each party agrees to maintain the confidentiality of non-public information received from the other party and to use such information solely for purposes of performing under this Agreement.
7. Security
LitiSync will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data from unauthorized access, disclosure, or destruction. No system can be guaranteed to be completely secure.
8. Records Retention and Data Export
Customer is responsible for determining applicable record-retention obligations based on jurisdiction, professional responsibility rules, firm policy, and insurance requirements. The Service supports retention configuration consistent with LitiSync’s then-current capabilities.
Upon request and subject to LitiSync’s export procedures, Customer may obtain an export of Customer Data in a reasonably usable format to assist Customer in meeting client file-return obligations.
9. Fees and Payment
Customer agrees to pay all fees specified in applicable Order Forms in accordance with the payment terms stated therein.
10. Changes to the Service and Terms
LitiSync may modify the Service or this Agreement from time to time. Unless otherwise required by law, updates become effective upon posting or notice within the Service. Continued use of the Service constitutes acceptance of the revised terms. To the extent permitted by law, changes will not apply retroactively to disputes arising before the effective date.
11. Term and Termination
This Agreement remains in effect for the duration specified in the applicable Order Form unless earlier terminated:
- by either party for material breach not cured within thirty (30) days; or
- as otherwise provided in the applicable Order Form.
Upon termination, Customer may request export of Customer Data in accordance with LitiSync export procedures.
12. Limitation of Liability
To the fullest extent permitted by law, neither party shall be liable for indirect, incidental, or consequential damages arising from this Agreement, and each party’s aggregate liability shall not exceed fees paid under the applicable Order Form during the preceding twelve (12) months.
13. Governing Law
This Agreement shall be governed by the laws of the State of [STATE], unless otherwise required by applicable law.
14. Entire Agreement
This Agreement, together with any Order Forms, constitutes the entire agreement between the parties regarding the Service.