DraftEngine™ End User License Agreement
This End User License Agreement ("Agreement") is entered into between you ("User," "you," or "your") and Gemini Legal Support, Inc., a California corporation ("Gemini," "we," "us," or "our"), each a "party" and collectively the "Parties," and is effective as of the date you accept the Services (the "Effective Date"). The intent of this Agreement is to govern your access to, and use of, the DraftEngine software platform offered by Gemini (“DraftEngine” or the “Service”). By accessing or using DraftEngine, you agree to be bound by this Agreement.
Eligibility and Authorized Use
You represent and warrant to Gemini that you are at least 18 years old and authorized to enter into this Agreement.
DraftEngine is designed primarily for use by licensed attorneys and legal professionals, but may also be used by authorized support staff or other permitted users under applicable law. As such, you hereby agree you understand and will take necessary measures to be solely responsible for ensuring that your use complies with all applicable laws and regulations, including California law, and applicable rules of professional conduct, including those governing attorney use of cloud-based services.
License Grant
Subject to your compliance with this Agreement, Gemini hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use DraftEngine for your internal legal and business purposes.
Restrictions
You shall not, and shall not permit any third-party, to do any of the following, individually or in any combination of:
reverse engineer, decompile, or attempt to extract source code from the Service;
scrape, crawl, or systematically harvest data from the platform;
use the Service or its outputs to train or improve any competing AI or machine learning models;
resell, sublicense, distribute, or commercially exploit the Service;
use the Service to create a competing product or service;
share account credentials or allow unauthorized access; or
circumvent security measures or access controls.
Any actions taken to undermine this section will be deemed a material breach of this Agreement. As such, Gemini reserves the right to immediately terminate this Agreement should you take any such actions. Further, Gemini will take any and all immediate legal actions to recover any real or perceived damages.
Account Security
You are responsible for all activity that may occur under your account. Additionally, you are responsible for maintaining the confidentiality of your login credentials. Account sharing is strictly prohibited. Gemini reserves the right to suspend accounts that violate this provision.
Provider hosts Customer Data within Amazon Web Services and applies industry-standard safeguards including TLS encryption for data in transit, server-side encryption for data at rest, identity-based authentication, role-based access controls, multi-tenant data segregation, and logging of access and administrative actions. Additional details regarding Provider's security practices are available upon request and may be updated from time to time to reflect evolving industry standards. Provider does not warrant that its services or safeguards will be uninterrupted or error-free.
AI Disclosure and User Responsibilities
DraftEngine uses artificial intelligence (“AI”) in connection with:
field mapping;
document parsing; and
PDF processing.
Important disclosures:
AI suggestions are assistive only and do not constitute legal advice
Your responsibilities are, and you agree that you will:
Carefully review all AI-suggested field mappings before use or filing.
Independently verify all completed forms.
Ensure all outputs meet applicable legal standards and court requirements.
Gemini is not responsible for errors arising from unreviewed or improperly reviewed outputs.
Confidentiality and Attorney-Client Privilege
“Confidential Information” includes all non-public information submitted to the Service, including client data and legal documents.
Gemini agrees to use Confidential Information solely to provide the Service. Additionally, Gemini agrees to maintain reasonable administrative, technical, and physical safeguards. The Parties acknowledges that whereas users may upload privileged or confidential legal information, the Service is intended to support, not waive, attorney-client privilege. However, nothing in this Agreement or any use of the Service constitutes or creates an attorney-client relationship between the Parties.
Gemini will not intentionally access or disclose privileged information except as required to provide the Service and as required by law. Users remain responsible for preserving privilege under applicable law.
Work Product
As between you and Gemini, you retain all rights to your input data and resulting work product. Gemini claims no ownership over completed legal documents generated through your use. Gemini may use anonymized and aggregated data solely to improve the Service, in compliance with applicable law.
Data Privacy and California Law
Gemini will comply with applicable data protection laws, including:
The California Consumer Privacy Act (CCPA).
The California Privacy Rights Act (CPRA).
To the extent Gemini processes personal information:
Gemini acts as a “service provider” under California law.
Gemini will not sell or share personal information as defined by applicable statutes.
Additional terms governing data use are set forth in Gemini’s Terms of Service and Privacy Policy documents.
Bar and Regulatory Compliance
You acknowledge that certain jurisdictions impose obligations on attorneys using cloud-based legal technology. As such, with that acknowledgment, you further understand you are solely responsible for ensuring compliance with all applicable ethical and professional rules. Gemini makes no representation that the Service satisfies specific state bar requirements.
Warranties
Gemini warrants the following:
the Service will perform materially as described;
Gemini will implement reasonable security safeguards; and
Gemini will use commercially reasonable efforts to meet uptime targets.
EXCEPT AS EXPRESSLY PROVIDED, THE SERVICE IS PROVIDED “AS IS.”
Gemini disclaims all implied warranties, including merchantability and fitness for a particular purpose. Gemini does not warrant that outputs will be error-free nor that the Service will meet all legal or court requirements.
Limitation of Liablity
TO THE MAXIMUM EXTENT PERMITTED BY LAW Gemini’s total liability arising out of or related to this Agreement shall not exceed the total fees paid by you in the twelve (12) months preceding the claim. Gemini shall not be liable for indirect, incidental, or consequential damages, including, but not limited to, loss of profits, data, or public goodwill.
Suspension
Gemini reserves the right to suspend access immediately if you violate this Agreement, your use poses a security risk, or as required by law. Gemini will use reasonable efforts to provide notice where practicable.
Term and Termination
This Agreement continues until terminated. Either party may terminate at any time with a thirty (30) day written notice.
Data and Deletion
Upon termination you may request an export of your data up to ninety (90) days post termination. After this period, Gemini may delete your data. Gemini is not responsible for data not exported within this window.
Governing Law and Dispute Resolution
This Agreement is governed by the laws of the State of California, without regard to conflict-of-law principles. Any dispute arising out of this Agreement shall be resolved by binding arbitration in California. Both parties waive any right to a jury trial.
Force Majeure
Neither party shall be liable for failure or delay caused by events beyond reasonable control, including natural disasters, internet outages, server outages, war, or other government actions that make performance under this Agreement impossible.
Entire Agreement and Modifications
This Agreement, together with referenced documents, constitutes the entire agreement between the parties. Gemini may update this Agreement from time to time. Continued use of the Service constitutes acceptance of the updated terms.
