1. Introduction
1.1 These Terms and Conditions (“Terms”) govern your access to and use of the website www.casey.legal, the AI platform, Casey, and any associated services (collectively referred to as “the Services“), all of which are owned and operated by 108 AI Ltd, a company incorporated in England and Wales under company number 15237275 (referred to as “108 AI Ltd”, “us“, “we“, or “our“).
1.2 By accessing the and using the Services, you agree to be bound by these Terms, which establish a contractual relationship between you (the “Customer“) and 108 AI Ltd. If you do not agree to these Terms, you should stop using the Services. Any reference to “Customer” includes the Customer’s end user as applicable.
1.3 You must be at least 13 years old or the minimum age required in your country to consent to use the Services. If you are under 18 you must have your parent or legal guardian’s permission to use the Services.
2. Definitions
“Additional Services” means maintenance, support, or ad-hoc services that are being subscribed to.
“Authorised Users” means the number of individual end users (not Corporate entities) that the Customer has subscribed to receive the Software Services.
“Customer” refers to the entity accessing this website, or named on the Order Form to receive the Services under an agreement with 108 AI Ltd.
“Customer Data” means any material, input or content that is produced by the Customer in its entirety, excluding any derivative or amended content produced as a result of modifying existing 108 IP (as defined in clause 4.1 below), in order to be uploaded or submitted into the Software Services by or on behalf of the Customer.
“Effective Date” means the start date of the Agreement as set out in the relevant Order Form.
“Initial Term” means as defined in clause 10.1.
“Order Form” refers to any document specifying an order issued by 108 AI to the Customer incorporating of these Terms.
“Renewal Term” means as defined in clause 10.1.
“Services” means the provision of the Software Services or Additional Services.
“Software Services” means any services related to providing the Casey platform to the Customer, excluding Additional Services.
“Subscription Term” refers to the Initial Term plus any Renewal Term.
3. Scope of Services
3.1 The Software Services provide a comprehensive suite of tools for the upload, analysis, and management of documents using artificial intelligence and other cutting-edge technology. The specific services, product details and subscription terms are detailed in the Order Form(s) executed between us. Each Order Form incorporates these Terms and any Special Terms set out in the Order Form (collectively referred to as the “Agreement”) in the following order of precedence:
- The Order Form;
- Special Terms; and
- These Terms.
3.2 Each Order Form, which details specific services to be provided under the Agreement, shall become binding upon execution.
4. Intellectual Property Rights and Customer Data
4.1 All intellectual property rights owned by a party prior to the commencement of these Terms / this Agreement applying shall remain the exclusive property of that party. The website and the platform provided by 108 AI Ltd, including but not limited to any underlying data, software, platforms, algorithms, technology, application designs, website designs, information, services, text, feedback, files, sounds, music, videos, applications, specifications, features, and any modifications, enhancements and derivatives thereof, as well as all intellectual property rights associated with them (“108 IP”), are the sole property of 108 AI Ltd and/or its affiliates, which retain all rights, title, and interest in them. For clarity, 108 AI Ltd does not claim any rights, or is liable in any way, for any Customer Data uploaded to the website or the platform by the Customer or any of the Customer’s end users, or 108 AI Ltd where it is uploading such information on behalf of or for the benefit of the Customer.
4.2 The Customer owns all Customer Data and any output produced by the Software Services. The Customer grants 108 AI Ltd, its affiliates, and service providers a worldwide, perpetual, non-exclusive, royalty-free licence to collect, store, maintain, modify, and process Customer Data, whilst maintaining confidentiality of any such information.
4.3 The Customer represents and warrants that:
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- 4.3.1 it owns or otherwise controls all the rights to the Customer Data;
4.3.2 the Customer Data is accurate; and
4.3.3 use of the Customer Data does not violate any provision of these Terms or the Agreement and will not cause injury to any person.
4.4 Customer Data will not be used to train any part of the Services without Customer’s consent.
4.5 The Customer consents to 108 AI Ltd collecting, using, and sharing aggregated data obtained from the use of our website and/or platform for purposes such as industry analysis, benchmarking, analytics, marketing, and other business functions. This data will be compiled in a manner that ensures it remains in aggregate form, preserving anonymity and preventing any identification of the Customer or specific Customer Data.
5. Acceptable Use
5.1 The Customer acknowledges that they are responsible for any Customer Data submitted via the website and the platform, including the legality, reliability, appropriateness, originality and copyright of any such Customer Data. The Customer may not upload, distribute or otherwise publish through the website or the platform any Customer Data that:
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- 5.1.1 is confidential, proprietary, false, fraudulent, libellous, defamatory, obscene, threatening, invasive of privacy or publicity rights, infringing on intellectual property rights, abusive, illegal or otherwise objectionable;
5.1.2 may constitute or encourage a criminal offence, violate the rights of any party or otherwise give rise to liability or violate any law; or
5.1.3 may contain software viruses, malware, political campaigning, chain letters, mass mailings, or any form of “spam.”
5.2 The Customer may not use a false email address or other identifying information, impersonate any person or entity or otherwise mislead as to the origin of any content.
6. Use of the Software Services
6.1 During the Subscription Term, the Customer is granted a limited, revocable, non-exclusive, non-transferable licence to:
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- 6.1.1 access and use the Software Services strictly in accordance with the terms of the Agreement and any other instructions or documentation provided by 108 AI Ltd; and
6.1.2 access the Software Services only in the ordinary course of the Customer’s business and not for any other purpose.
6.2 The Customer agrees not to use the Services for any purpose that is unlawful or prohibited by the terms of the Agreement.
6.3 The Customer agrees that each licence purchased is for a single Authorised User only and that sharing of login credentials is strictly prohibited. 108 AI Ltd reserves the right to monitor account access and unilaterally suspend or terminate access to the Software Service if it is found that login credentials are shared among multiple users, or Services are otherwise being used in breach of the Terms or the Agreement.
6.4 The Customer is solely responsible for maintaining the confidentiality of their login credentials and for all activities that occur on their account, and agrees to prevent any unauthorised access to or use of their account. The Customer shall indemnify and hold 108 AI Ltd harmless from any claims, damages, liabilities, costs, or expenses arising from any unauthorised use of their account, whether deliberate or accidental.
6.5 The Customer, along with its end users, warrant not to engage in any unauthorised use of the Software Services or any 108 IP. This includes (without limitation):
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6.5.1 copying, adapting, altering, translating, modifying, or creating derivative works without explicit permission from 108 AI Ltd;
6.5.2 exceeding usage limits, such as Authorised Users, or other measures as specified in the relevant Order Form, without prior consent from 108 AI Ltd;
6.5.3 assigning, selling, sublicensing, leasing, distributing, or transferring the rights granted under the Agreement to any third party;
6.5.4 modifying, decompiling, reverse engineering, disassembling, or attempting to derive the source code of the Software Services, unless permitted by law;
6.5.5 using the Software Services to send unsolicited email advertisements or spam, or to interfere with or disrupt the integrity or performance of the Software Services;
6.5.6 any actions that would infringe upon the intellectual property rights, publicity rights, or privacy rights of any third party and storing or transferring any unlawful, defamatory, or libellous data;
6.5.7 using any high volume, automated, or manual processes to access, search, or harvest information from the Software Services;
6.5.8 accessing, or attempt to access, any part of the Software Services or associated services through any automated means, including but not limited to scraping, harvesting bots, robots, spiders, or scrapers;
6.5.9 represent that any output from the Software Services was human-generated when it was not;
6.5.10 using anything related to the Services, including any output generated by the Software Services, to develop any programme that competes with 108 AI Ltd;
6.5.11 taking any action that circumvents or attempts to circumvent the number of Authorised Users specified in the Order Form only; or
6.5.12 altering, removing, or obscuring any copyright notices, digital watermarks, attribution rights, or other notices contained within the Software Services.
6.6 The Customer shall ensure that all its users and end users comply with the terms of this Agreement. The Customer shall defend, indemnify, and hold harmless 108 AI Ltd and its subcontractors from any claims arising from any of its end user’s use of the Software Services in violation of this Agreement.
7. User Obligation
The Customer undertakes and agrees to comply with all applicable laws and regulations in connection with your use of the Services. You must provide accurate and complete information for all interactions with the use of the Services.
8. Payments
8.1 Fees for the Services are set out in the relevant Order Form. Unless otherwise stated, all fees are exclusive of taxes and other charges.
8.2 108 AI Ltd reserves the right to adjust its fees on renewal of the Initial Term with at least 14 days’ notice before the expiry of the Initial Term. In the absence of any reply from the Customer, the Customer shall be deemed to have accepted the adjusted fee for the Renewal Term.
8.3 The Customer can cancel the Software Services and/or Additional Services prior to any Renewal Term on 60 calendar days’ written notice to [email protected]. Should the Customer cancel the Agreement at any point, the Customer remains liable for the payment of all fees for the entire Subscription Term. Payments are non-refundable, except where required by law. These Terms do not override any mandatory local laws regarding your cancellation rights.
8.4 Invoices are payable within 14 days of the invoice date, unless otherwise stated on the Order Form. In the event of late payment by the Customer, interest on the overdue amount shall accrue daily from the due date until payment is made, at the annual rate of 8% above the Bank of England’s base rate, pursuant to the Late Payment of Commercial Debts (Interest) Act 1998. The Customer shall pay the interest together with the overdue amount.
8.5 108 AI Ltd reserves the right to suspend access to the Software Service in the event that the fees have not been paid by the relevant due date.
9. Data Transfers
Where required, we will use appropriate safeguards for transferring personal data (i.e. any information which is related to an identified or identifiable natural person) outside of certain countries. We will only transfer such personal data pursuant to a legally valid transfer mechanism.
10. Term and Termination
10.1 This Agreement shall commence on the Effective Date and continue for the Subscription Term outlined therein (“Initial Term“). Following the Initial Term, this Agreement shall automatically renew for successive one-year periods (“Renewal Term“), unless terminated by either party giving sixty (60) calendar days’ notice prior to the end of the Initial Term or any Renewal Term.
10.2 Either party may terminate this Agreement by providing written notice to the other party if the other party materially breaches any terms of this Agreement and fails to cure such breach within 30 calendar days of receiving written notice of the breach.
10.3 Either party may terminate this Agreement immediately upon written notice if the other party becomes the subject of a voluntary or involuntary bankruptcy or insolvency proceeding, or otherwise liquidates or ceases its business operations.
10.4 Upon termination of this Agreement for any reason, the Customer must immediately settle any outstanding fees and other amounts owed to 108 AI Ltd under this Agreement up to and including the date of termination. Additionally, all licences and rights to use the Software Services granted to the Customer under this Agreement will terminate immediately. The termination of this Agreement shall not affect any rights or remedies that accrued to either party prior to termination.
11. Modifications to the Services and Terms
We reserve the right to modify the terms of the Agreement and any of the Services at any time on written notice, including upon posting an updated version of these Terms on the website. If you disagree when any such changes, you have a right to object to the changes in writing within 14 calendar days of such change being implemented. Continued use of the Services after any such changes shall constitute deemed acceptance of the change(s).
12. Disclaimer of Warranties
12.1 Due to the inherent complexities and the evolving nature of artificial intelligence technology, the outputs from the Services should be used as a guide only and not as a definitive solution. Consequently, the Services are provided on an “as is” basis. We disclaim all warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
12.2 The Customer acknowledges that outputs from the Services provided by 108 AI Ltd, including any data, information, or materials generated by the Software Services, do not constitute legal advice. 108 AI Ltd expressly disclaims any liability for the accuracy or completeness of the Service outputs. The Customer agrees that reliance on any Service outputs shall be at their sole risk and that such outputs should not be considered a substitute for professional legal advice. The Customer is advised to thoroughly check the accuracy and validity of the output from the Services and seek independent legal counsel from a qualified attorney to obtain advice on any legal matters.
13. Limitation of Liability
13.1 Nothing in these Terms will:
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- 13.1.1 limit or exclude our or your liability for death or personal injury resulting from negligence, as applicable;13.1.2 limit or exclude liability for fraud or fraudulent misrepresentation; or
13.1.3 limit or exclude any liabilities in any way that is not permitted under applicable law.
13.2 108 AI Ltd will not be liable to you in respect of any losses arising out of events beyond its reasonable control.
13.3 To the maximum extent permitted by law, 108 AI Ltd excludes liability for any of the following:
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- 13.3.1 any special, indirect or consequential loss or damages
13.3.2 any business losses, such as loss of profits, income, revenue, anticipated savings, business, contracts, goodwill or commercial opportunities;
13.3.3 loss or corruption of any data, database or software;
13.3.4 loss of technology or Services; or
13.3.5 loss related to any decisions made on the basis of the output from the Services,
whether arising out of contract, tort (including negligence), strict liability or otherwise.
13.5 Notwithstanding any other provision in this Agreement, the total cumulative liability of 108 AI Ltd under or in connection with this Agreement, whether arising under contract, tort (including negligence and strict liability), or otherwise, shall not exceed the total amount paid by the Customer to 108 AI Ltd during the twelve (12) months immediately preceding the event giving rise to such liability.
14. Indemnification
14.1 Subject always to the liability caps set out in clause 13 (Limitation of Liability), 108 AI Ltd shall indemnify, defend, and hold harmless the Customer from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of any third-party claim that the use of the Services infringes any third party intellectual property rights, provided that the Customer promptly 108 AI Ltd in writing of the claim, allows 108 AI Ltd sole control of the defence and settlement of the claim, and cooperates fully with 108 AI Ltd in defending or settling such claim. This indemnity will not apply if the alleged infringement arises from: (a) use of the Services in combination with any non-108 AI Ltd product, software, or equipment; (b) modifications to the Services and Service outputs not made by 108 AI Ltd; (c) the Customer’s failure to use updates to the Services that would have avoided the infringement; or (d) non-compliance with documents, training, instructions, or specifications provided to the Customer.
14.2 You agree to defend, indemnify, and hold 108 AI Ltd harmless from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of the terms of the Agreement or your uploading of, access to, or use or misuse of the Services in any way.
15. Confidentiality
15.1 Any information disclosed by one party (the “Disclosing Party“) to the other party (the “Receiving Party“), whether communicated orally or in written form, that is designated as confidential or that should reasonably be considered confidential based on the nature of the information and the context of disclosure, shall be treated as “Confidential Information“. This includes, but is not limited to, information pertaining to the business, operations, products, developments, trade secrets, expertise, personnel, customers, and suppliers of either party.
15.2 The Receiving Party shall exercise the same degree of care in safeguarding the Confidential Information as it would with its own confidential information of a similar nature, but in no event with less than reasonable care.
15.3 Should the Receiving Party be legally compelled to disclose any of the Disclosing Party’s Confidential Information, it shall provide the Disclosing Party with prior notice of such compelled disclosure (to the extent legally and practically possible) to allow the Disclosing Party an opportunity to contest the disclosure or seek an appropriate protective order.
15.4 The obligations set forth in this clause regarding confidentiality shall survive the termination or expiration of this Agreement for a period of five (5) years.
16. Publicity
The Customer grants 108 AI Ltd the right to use the Customer’s name and logo in its marketing materials, including but not limited to, promotional publications on the 108 AI Ltd website, social media platforms, trade show displays, and other marketing-related activities. The Customer may withdraw such consent at any time on written notice.
17. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of England and Wales. The courts of England shall have exclusive jurisdiction to resolve any disputes arising out of or in connection with this Agreement.
18. General
18.1 You may not transfer any of your rights under these Terms. We may transfer our rights under these Terms where we reasonably believe your rights will not be affected.
18.2 These Terms may be varied by us from time to time. Such revised terms will apply to the Services from the date of publication. Users should check the Terms regularly to ensure familiarity with the then current version.
18.3 These Terms, together with the Privacy Policy and Cookies Policy, contain the whole agreement between the parties relating to its subject matter and supersedes and expressly excludes any of the User’s terms, all prior discussions, arrangements or agreements that might have taken place in relation to the Terms.
18.4 Third party rights are expressly excluded from these Terms, and no third party will have any right to enforce or rely on any provision of these Terms.
18.5 A party’s failure to enforce any right or provision in this Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by that party in writing.
18.6 Neither party shall be liable for any failure or delay in performing their obligations under this Agreement where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: acts of God, government actions, war, fire, flood, explosion or civil commotion.
18.7 If any court or competent authority finds that any provision of these terms and conditions (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision will, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of these Terms will not be affected.
18.8 Unless otherwise agreed, no delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy.
18.9 These Terms shall be governed by and interpreted according to the laws of England and Wales and all disputes arising under the Terms (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English courts.
19. Contact Information
If you have any questions about these Terms, please contact us at [email protected].
