Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and CaseSync ("Company," "we," "our," or "us") governing your access to and use of the CaseSync file synchronization platform, including all related software, APIs, documentation, and support services (collectively, the "Service").

By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

1. Definitions

• "Authorized User" means any individual who is authorized by Customer to access and use the Service under Customer's account, including employees, contractors, and agents of Customer's organization.
• "Customer Data" means all data, files, documents, metadata, and other content that Customer or its Authorized Users upload, transmit, or synchronize through the Service, including data originating from Connected Services.
• "Connected Services" means the third-party platforms that Customer integrates with the Service, including but not limited to Filevine, Dropbox, Google Drive, Amazon S3, Box, and OneDrive.
• "Subscription Term" means the period during which Customer has an active, paid subscription to the Service.
• "Service Level Agreement" or "SLA" means the uptime and performance commitments applicable to Customer's subscription tier, as described in Section 6.

2. Access and License

2.1 License Grant

Subject to these Terms and payment of all applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your Subscription Term solely for your internal business purposes.

2.2 Restrictions

You agree not to, and will not permit any Authorized User or third party to:

• Copy, modify, adapt, or create derivative works of the Service or any component thereof
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service
• Sublicense, resell, distribute, or make the Service available to any third party, including through a service bureau or managed service arrangement
• Use the Service to develop a competing product or service
• Remove, obscure, or alter any proprietary notices or branding within the Service
• Interfere with or disrupt the integrity, performance, or security of the Service or its underlying infrastructure
• Use the Service in any manner that violates applicable law, regulation, or the acceptable use policies of any Connected Service
• Exceed the case volume limits associated with your subscription tier

2.3 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to promptly notify us of any unauthorized access to or use of your account. We are not liable for any loss or damage arising from your failure to secure your account.

3. Customer Responsibilities

3.1 Authorized Users

You are responsible for all use of the Service by your Authorized Users and for their compliance with these Terms. You will ensure that all Authorized Users are aware of and bound by obligations consistent with these Terms.

3.2 Connected Services

Your use of Connected Services is governed by the respective terms and conditions of those services. You are solely responsible for maintaining valid accounts and appropriate permissions with each Connected Service. We are not responsible for any changes to, outages of, or data loss within Connected Services.

3.3 Customer Data

You represent and warrant that you have all necessary rights, permissions, and consents to transmit Customer Data through the Service, and that such transmission does not violate any applicable law, regulation, or third-party right. You are solely responsible for the accuracy, quality, and legality of Customer Data.

3.4 Compliance

You agree to use the Service in compliance with all applicable laws and regulations, including those governing data privacy, confidentiality, and the practice of law in your jurisdiction. You acknowledge that CaseSync does not provide legal advice and that you are responsible for determining whether the Service meets your regulatory and ethical obligations.

4. Fees and Payment

4.1 Subscription Fees

You agree to pay all fees associated with your selected subscription tier as set forth on our pricing page or in an executed order form. All fees are quoted in U.S. dollars unless otherwise specified.

4.2 Billing

Fees are billed in advance on a monthly basis unless otherwise agreed in writing. You authorize us to charge your designated payment method on each billing date. All fees are non-refundable except as expressly stated in these Terms or required by applicable law.

4.3 Late Payments

Overdue balances will accrue interest at the rate of 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower. If your account is more than 30 days past due, we reserve the right to suspend access to the Service upon 10 days' written notice, without liability to you for any resulting data synchronization interruptions.

4.4 Price Changes

We may adjust pricing upon 30 days' prior written notice. Price changes will take effect at the start of your next billing cycle following the notice period. If you do not agree with a price change, you may cancel your subscription before the new pricing takes effect.

4.5 Taxes

All fees are exclusive of applicable taxes, levies, and duties. You are responsible for paying all such charges, excluding taxes based on our net income. If we are required to collect or remit taxes on your behalf, such amounts will be added to your invoice.

5. Intellectual Property

5.1 Company IP

The Service, including all software, algorithms, interfaces, documentation, trademarks, and other intellectual property, is and remains the exclusive property of CaseSync and its licensors. These Terms do not convey any ownership interest in the Service. All rights not expressly granted herein are reserved.

5.2 Customer Data Ownership

As between the parties, you retain all right, title, and interest in and to your Customer Data. You grant us a limited, non-exclusive license to access, process, and transmit Customer Data solely to the extent necessary to provide and improve the Service.

5.3 Aggregated Data

We may collect and use aggregated, de-identified data derived from your use of the Service for purposes of analytics, benchmarking, and service improvement. Such aggregated data will not identify you, your firm, or any individual, and will not include the content of Customer Data.

5.4 Feedback

If you provide suggestions, ideas, or feedback regarding the Service ("Feedback"), you grant us a perpetual, irrevocable, royalty-free license to use and incorporate such Feedback into the Service without obligation to you.

6. Service Levels and Support

6.1 Availability

We will use commercially reasonable efforts to maintain Service availability of 99.9% uptime, measured on a monthly basis, excluding scheduled maintenance windows and circumstances beyond our reasonable control.

6.2 Scheduled Maintenance

We will provide at least 48 hours' notice for planned maintenance that may affect Service availability. We will use reasonable efforts to schedule maintenance during off-peak hours.

6.3 Support

Support is provided in accordance with your subscription tier. All customers receive email-based support during business hours. Professional tier customers receive priority response times as described on our pricing page.

7. Confidentiality

7.1 Obligations

Each party agrees to protect the other party's Confidential Information using the same degree of care it uses to protect its own confidential information, but no less than reasonable care. Confidential Information may only be used for purposes of performing obligations or exercising rights under these Terms.

7.2 Definition

"Confidential Information" means any information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Customer Data is deemed Customer's Confidential Information.

7.3 Exceptions

Confidential Information does not include information that:

• Is or becomes publicly available without breach of these Terms
• Was known to the receiving party prior to disclosure without restriction
• Is independently developed by the receiving party without use of the disclosing party's Confidential Information
• Is rightfully received from a third party without restriction

7.4 Compelled Disclosure

A party may disclose Confidential Information to the extent required by law, regulation, or court order, provided that the disclosing party gives the other party prompt written notice (to the extent legally permitted) to enable the other party to seek a protective order or other appropriate remedy.

8. Data Protection

8.1 Data Processing

We process Customer Data solely to provide the Service in accordance with your instructions as expressed through your configuration of the Service. Our data practices are further described in our Privacy Policy, which is incorporated into these Terms by reference.

8.2 Security

We maintain administrative, technical, and physical safeguards designed to protect Customer Data from unauthorized access, disclosure, alteration, or destruction. These safeguards include encryption of data in transit and at rest, role-based access controls, and regular security assessments.

8.3 Data Breach Notification

In the event of a confirmed unauthorized access to Customer Data, we will notify you without undue delay and in no event later than 72 hours after becoming aware of the breach. Notification will include a description of the nature of the breach, the categories of data affected, and the measures taken or proposed to address it.

9. Warranties and Disclaimers

9.1 Mutual Warranties

Each party represents and warrants that it has the legal power and authority to enter into these Terms.

9.2 Company Warranties

We warrant that:

• The Service will perform materially in accordance with applicable documentation during the Subscription Term
• We will provide the Service in a professional and workmanlike manner consistent with generally accepted industry standards
• We will not knowingly introduce any malicious code into the Service

9.3 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. WE MAKE NO WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, OR PERFORMANCE OF ANY CONNECTED SERVICE.

10. Indemnification

10.1 By Company

We will defend, indemnify, and hold you harmless from and against any third-party claim alleging that the Service, as provided by us, infringes a third party's intellectual property rights, and will pay any resulting damages finally awarded or settlement amounts approved by us. This obligation does not apply to claims arising from (a) your modification of the Service, (b) your combination of the Service with non-CaseSync products, or (c) your use of the Service in violation of these Terms.

10.2 By Customer

You will defend, indemnify, and hold us harmless from and against any third-party claim arising from (a) Customer Data, (b) your use of the Service in violation of these Terms or applicable law, or (c) your Authorized Users' use of the Service, and will pay any resulting damages finally awarded or settlement amounts approved by you.

11. Limitation of Liability

11.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THESE TERMS, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Liability Cap

EXCEPT FOR OBLIGATIONS UNDER SECTION 10 (INDEMNIFICATION) OR BREACHES OF SECTION 7 (CONFIDENTIALITY), EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12. Term and Termination

12.1 Subscription Term

These Terms are effective as of the date you first access the Service and continue for the duration of your Subscription Term. Unless otherwise specified in an order form, subscriptions automatically renew for successive periods equal to the initial Subscription Term unless either party provides written notice of non-renewal at least 30 days prior to the end of the then-current term.

12.2 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party:

• Commits a material breach that remains uncured for 30 days after written notice
• Becomes the subject of a bankruptcy petition, insolvency proceeding, receivership, or similar action
• Ceases to operate in the ordinary course of business

12.3 Termination for Convenience

You may cancel your subscription at any time by providing written notice through the Service or by contacting our support team. Cancellations take effect at the end of the current billing period. No refunds will be issued for partial billing periods.

12.4 Effect of Termination

Upon termination or expiration of these Terms:

• Your right to access and use the Service will immediately cease
• All active synchronizations will be stopped
• We will retain your Customer Data for 90 days following termination, during which you may request an export of your synchronization metadata
• After the 90-day period, we will delete or anonymize all Customer Data in accordance with our Privacy Policy
• Sections 5, 7, 9.3, 10, 11, and 13 will survive termination

13. General Provisions

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Delaware, and the parties consent to personal jurisdiction and venue therein.

13.2 Force Majeure

Neither party will be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including natural disasters, acts of government, internet or utility failures, cyberattacks, pandemics, or disruptions to Connected Services. The affected party will provide prompt notice and use reasonable efforts to mitigate the impact.

13.3 Assignment

You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets. Any attempted assignment in violation of this section is void.

13.4 Notices

All notices under these Terms must be in writing and will be deemed given when delivered by email (with confirmation of receipt) or by nationally recognized overnight courier. Notices to us should be sent to the address listed in Section 14. Notices to you will be sent to the email address associated with your account.

13.5 Entire Agreement

These Terms, together with any applicable order forms and our Privacy Policy, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, proposals, and representations, whether written or oral. In the event of a conflict between these Terms and an order form, the order form will control.

13.6 Amendments

We may modify these Terms from time to time. We will provide you with at least 30 days' notice of material changes by email or through the Service. Your continued use of the Service after the effective date of the modified Terms constitutes your acceptance of the changes. If you do not agree to the modified Terms, you may terminate your subscription in accordance with Section 12.3.

13.7 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.

13.8 Waiver

The failure of either party to enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the waiving party.

13.9 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

14. Contact Information

For questions about these Terms or to provide legal notices, please contact us: