Terms of Service

Effective Date: April 2, 2026

This Agreement is between you (“Customer,” “you,” or “your”) and Berkman LLC, a Wyoming limited liability company doing business as Berkman Solutions (“Berkman,” “we,” “us,” or “our”). It governs your access to and use of the Lextree compliance management platform (“Platform”), including related documentation, APIs, and support services.

By clicking “I Agree,” creating an account, or using the Platform, you confirm that you have read and agree to this Agreement. If you are accepting on behalf of an organization, you represent that you have the authority to bind that organization.

The Acceptable Use Policy and Privacy Policy are part of this Agreement.

1. Definitions

“Account” means the customer account used to access the Platform, including all Authorized Users, configuration, and Customer Data associated with it.

“Authorized User” means any individual Customer authorizes to access the Platform under Customer’s Account, including employees, contractors, and agents.

“Customer Data” means all data and materials that Customer or its Authorized Users upload, enter, or store in the Platform — including entity records, compliance documents, contact information, and file attachments.

“Documentation” means the user guides, help articles, and technical materials Berkman makes available describing the Platform’s features and functionality, as updated from time to time.

“Order Form” means any ordering document, online subscription page, or purchase flow specifying the Subscription Plan, fees, term, and other commercial terms for Customer’s use of the Platform.

“Platform” means the Lextree cloud-based compliance management platform, including all software, applications, features, updates, and improvements Berkman makes available as part of the service.

“Subscription Plan” means the tier of Platform access Customer purchases (e.g., Pro, Business, or Enterprise), as specified in the applicable Order Form, each with different features, capacities, and pricing.

“Subscriber” means the organization that holds the Account and is responsible for payment and compliance with this Agreement.

2. Account Registration and Security

2.1 Account Information

You must provide accurate, current, and complete information during registration and keep your Account information updated. Berkman may suspend or terminate Accounts with materially inaccurate information.

2.2 Account Security

You must keep your Account credentials confidential. You are responsible for all activity under your Account. Notify Berkman immediately at team@lextree.ai if you become aware of any unauthorized access.

2.3 Authorized User Management

Customer must manage Authorized User access, including promptly revoking access for individuals no longer authorized. Customer is liable for all actions its Authorized Users take.

2.4 Administrative Access by Berkman

Berkman support personnel may access your Account to maintain, improve, or troubleshoot the Platform, or to respond to your support requests. Where practicable, Berkman will notify you before or promptly after such access. Berkman logs all administrative access to Customer Accounts.

3. License Grant and Restrictions

3.1 License Grant

Berkman grants Customer a limited, revocable license to access and use the Platform during the Subscription Term for Customer’s internal business purposes. This license is non-exclusive, non-transferable, and non-sublicensable. Customer must comply with this Agreement, the applicable Subscription Plan, and the Documentation, and must pay all applicable fees.

3.2 Subscription Plan Scope

The Subscription Plan in the applicable Order Form determines which features, modules, capacities, and support levels Customer receives. Berkman may modify Plan features with reasonable advance notice.

3.3 Restrictions

Customer must not, and must not permit any Authorized User or third party to:

(a) copy, modify, adapt, translate, or create derivative works of the Platform or any part of it;

(b) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure of the Platform;

(d) use the Platform for timesharing, service bureau purposes, or to provide services to third parties;

(e) remove, alter, or obscure any proprietary notices, labels, or marks on the Platform;

(f) use any automated means, including bots, scrapers, or crawlers, to access or interact with the Platform except through APIs made available by Berkman;

(g) interfere with, disrupt, or place an unreasonable load on the Platform or its infrastructure; or

(h) access the Platform to build a competitive product or service, or to benchmark the Platform for competitive purposes without Berkman’s prior written consent.

3.4 API Access

If Berkman makes application programming interfaces (“APIs”) available, use of those APIs is governed by the API Terms (Exhibit C) at lextree.ai/legal/api-terms. If the API Terms conflict with this Agreement, the API Terms control for API usage.

4. Customer Data

4.1 Ownership

Customer retains all rights in Customer Data. This Agreement does not transfer ownership of Customer Data to Berkman.

4.2 License to Berkman

Customer grants Berkman a limited, non-exclusive, worldwide license to use, process, store, and transmit Customer Data as needed to provide, maintain, and improve the Platform. This license is subject to this Agreement and the Privacy Policy.

4.3 Customer Responsibilities

Customer is responsible for the accuracy, quality, integrity, legality, and appropriateness of all Customer Data. Customer must ensure that its collection and use of Customer Data does not violate any applicable law or third-party right.

4.4 Prohibited Data

Customer must not store, transmit, or enter into the Platform any of the following data:

(a) Social Security numbers, national identification numbers, or government-issued identification numbers;

(b) protected health information as defined by the Health Insurance Portability and Accountability Act (HIPAA);

(c) payment card numbers, financial account numbers, or data subject to the Payment Card Industry Data Security Standard (PCI DSS);

(d) biometric identifiers; or

(e) data classified as “special categories” under Article 9 of the General Data Protection Regulation (GDPR), including data revealing racial or ethnic origin, political opinions, religious beliefs, trade union membership, genetic data, or data concerning sex life or sexual orientation.

Customer must promptly remove any such data if inadvertently stored in the Platform. Storage of Prohibited Data constitutes a material breach of this Agreement.

The Platform is designed to store business contact information, organizational records, compliance documentation, and related professional data. Names, titles, business contact details, and professional roles of individuals are permitted and expected.

4.5 Data Portability and Export

Customer may export Customer Data at any time during the Subscription Term using the Platform’s export tools. After this Agreement ends, Berkman will keep Customer Data available for export for thirty (30) days in a standard machine-readable format. After that period, Berkman has no obligation to maintain Customer Data and may delete it.

4.6 Data Retention and Deletion

Following the data export period described in Section 4.5, Berkman will delete Customer Data from its production systems within a commercially reasonable time. Copies may persist in encrypted backups for up to ninety (90) days, after which they will be purged through normal backup rotation.

4.7 Aggregated and De-Identified Data

Berkman may use aggregated or de-identified data derived from Customer’s use of the Platform for analytics, benchmarking, product improvement, and marketing — as long as that data does not identify Customer or any individual. Berkman will not attempt to re-identify de-identified data.

5. Data Protection

5.1 Security Measures

Berkman maintains administrative, technical, and physical security measures to protect Customer Data from unauthorized access, disclosure, alteration, or destruction. These include encryption in transit and at rest, role-based access controls, and audit logging.

5.2 Data Breach Notification

If a confirmed security breach affects Customer Data, Berkman will notify Customer within seventy-two (72) hours of becoming aware of the breach. The notice will describe: the nature of the breach, the categories and approximate number of records affected, the likely consequences, and the measures Berkman has taken or plans to take.

5.3 Sub-Processors

Berkman may engage third-party sub-processors to help provide the Platform. A list of current sub-processors is maintained at lextree.ai/legal/sub-processors. Berkman will give at least thirty (30) days’ notice before engaging a new sub-processor.

If Customer objects on reasonable data protection grounds, the parties will negotiate in good faith. If they cannot resolve the objection, Customer may terminate the affected services without penalty.

5.4 Data Processing Agreement

If Berkman processes personal data on Customer’s behalf under the EU General Data Protection Regulation (“GDPR”), the UK GDPR, or other applicable data protection law, the Data Processing Agreement (“DPA”) in Exhibit A applies. The DPA is part of this Agreement. If the DPA and this Agreement conflict on personal data processing, the DPA controls.

5.5 Data Location

Customer Data is stored and processed in the United States. Berkman will give at least sixty (60) days’ advance notice before changing the primary data storage location.

6. Fees, Payment, and Taxes

6.1 Subscription Fees

Customer will pay the fees specified in the applicable Order Form or displayed on the Platform’s pricing page at the time of purchase. Unless stated otherwise, all fees are in U.S. Dollars.

6.2 Payment Terms

Fees are due in advance of each billing period per the Order Form. Berkman may invoice Customer or charge the payment method on file. If no payment terms are specified, payment is due within thirty (30) days of invoice.

6.3 Late Payment

Unpaid amounts accrue interest at the lesser of one percent (1.0%) per month or the maximum rate permitted by law. Customer is also responsible for reasonable collection costs, including attorneys’ fees.

6.4 Taxes

All fees are exclusive of taxes. Customer is responsible for all sales, use, value-added, and similar taxes arising from this Agreement, excluding taxes on Berkman’s net income. If Berkman must collect or remit taxes on Customer’s behalf, those taxes will be added to Customer’s invoice unless Customer provides a valid tax exemption certificate.

6.5 Fee Changes

Berkman may change fees with at least thirty (30) days’ advance written notice. Changes take effect at the start of the next Renewal Term. If Customer does not agree, Customer may terminate before the Renewal Term begins.

6.6 Suspension for Non-Payment

If Customer’s Account is more than fifteen (15) days past due, Berkman may suspend access on ten (10) days’ written notice. Suspension does not relieve Customer’s payment obligations. Berkman will restore access promptly once all outstanding amounts are paid.

7. Term and Renewal

7.1 Subscription Term

The initial subscription term begins on the date in the Order Form and lasts for the duration specified there (“Initial Term”).

7.2 Automatic Renewal

Unless either party gives written notice of non-renewal at least thirty (30) days before the current term ends, the subscription automatically renews for successive periods equal to the Initial Term (each a “Renewal Term”). The Initial Term and all Renewal Terms together form the “Subscription Term.”

7.3 Auto-Renewal Disclosures

THE SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF EACH TERM UNLESS YOU CANCEL. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME THROUGH YOUR ACCOUNT SETTINGS OR BY CONTACTING US AT team@lextree.ai. CANCELLATION WILL TAKE EFFECT AT THE END OF THE CURRENT BILLING PERIOD.

8. Cancellation and Termination

8.1 Cancellation by Customer

Customer may cancel at any time by (a) using the cancellation feature in Account settings, or (b) emailing team@lextree.ai. Cancellation takes effect at the end of the current billing period. Customer keeps access through the end of the paid period.

8.2 No Refund for Early Cancellation

If Customer cancels before the end of a billing period, Customer is not entitled to a pro-rata refund of fees already paid for that period.

8.3 Termination by Berkman for Cause

Berkman may terminate this Agreement if Customer materially breaches any provision and fails to cure the breach within thirty (30) days of written notice.

8.4 Termination by Berkman Without Cause

Berkman may terminate this Agreement without cause on ninety (90) days’ advance written notice. In that case, Berkman will refund a pro-rata portion of any prepaid fees for the remainder of the current term.

8.5 Termination by Customer for Cause

Customer may terminate this Agreement if Berkman materially breaches any provision and fails to cure the breach within thirty (30) days of written notice. In that case, Berkman will refund a pro-rata portion of any prepaid fees for the remainder of the current term.

8.6 Effect of Termination

Upon termination or expiration of this Agreement:

(a) Customer’s right to access the Platform ceases immediately (or at the end of the notice period, as applicable);

(b) Customer Data will be available for export as described in Section 4.5;

(d) Sections 1, 4.1, 4.5, 4.6, 4.7, 6 (for amounts accrued), 10, 12, 13, 14, 15, 16, 19 (AI Features), and 20 survive termination.

9. Modifications to Terms

9.1 Right to Modify

Berkman may modify this Agreement from time to time.

9.2 Notice of Material Changes

For material changes to this Agreement, Berkman will provide at least thirty (30) days’ advance notice by email to the address associated with Customer’s Account. The notice will describe the nature of the changes and the effective date.

9.3 Right to Terminate on Material Change

If Customer does not agree to a material change, Customer may terminate this Agreement by giving written notice before the change takes effect. Berkman will refund a pro-rata portion of any prepaid fees covering the period after termination.

9.4 Non-Material Changes

Non-material changes (such as corrections, clarifications, or formatting) may be made at any time by posting the updated Agreement to the Platform. Continued use of the Platform after such changes constitutes acceptance.

10. Acceptable Use

10.1 Acceptable Use Policy

Customer’s use of the Platform is subject to the Acceptable Use Policy (“AUP”), which is part of this Agreement.

10.2 Prohibited Uses

In addition to the AUP, Customer must not use the Platform to:

(a) violate any applicable law, regulation, or third-party right;

(b) store or transmit Prohibited Data as described in Section 4.4;

(d) attempt to gain unauthorized access to the Platform or other Accounts; or

(e) use the Platform for any purpose other than Customer’s internal business compliance management.

10.3 Enforcement

Berkman may investigate suspected violations and may suspend or terminate access if Berkman reasonably believes Customer has violated this Agreement or the AUP. Where practicable, Berkman will provide notice and an opportunity to cure before suspension — except where immediate action is necessary to prevent harm.

11. Intellectual Property

11.1 Berkman IP

The Platform — including all software, technology, designs, algorithms, interfaces, Documentation, and trademarks (including the Lextree and Berkman Solutions marks) — is and remains the exclusive property of Berkman LLC. This Agreement does not give Customer any ownership interest in the Platform. Berkman reserves all rights not expressly granted here.

11.2 Customer IP

Customer retains all rights in Customer Data and Customer’s trademarks, trade names, and logos.

11.3 Feedback

If Customer provides suggestions, ideas, enhancement requests, or other feedback about the Platform (“Feedback”), Customer grants Berkman a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to use, modify, and incorporate that Feedback into the Platform and Berkman’s other products and services. Berkman owes no obligation or compensation to Customer for using Feedback.

12. Confidentiality

12.1 Definition

“Confidential Information” means non-public information one party (“Disclosing Party”) discloses to the other (“Receiving Party”) that is marked as confidential — or that a reasonable person would consider confidential given its nature and context.

Berkman’s Confidential Information includes the Platform, its source code, architecture, and pricing. Customer’s Confidential Information includes Customer Data.

12.2 Obligations

The Receiving Party must:

(a) use Confidential Information only to exercise its rights and perform its obligations under this Agreement;

(b) limit disclosure to employees, contractors, and agents who need to know and who are bound by confidentiality obligations at least as protective as this Section; and

(c) protect Confidential Information with at least the same care it uses for its own confidential information — and no less than reasonable care.

12.3 Exclusions

Confidential Information does not include information that:

(a) is or becomes publicly available through no fault of the Receiving Party;

(b) the Receiving Party lawfully possessed before disclosure, without restriction;

(d) a third party provides to the Receiving Party without restriction on disclosure.

12.4 Compelled Disclosure

If law or legal process compels the Receiving Party to disclose Confidential Information, the Receiving Party will give the Disclosing Party prompt advance notice (to the extent permitted by law) so the Disclosing Party may seek a protective order or other remedy.

12.5 Duration

Confidentiality obligations under this Section survive termination for three (3) years. Trade secrets remain protected as long as they qualify as trade secrets under applicable law.

13. Warranties and Disclaimers

13.1 Mutual Representations

Each party represents and warrants that:

(a) it has the legal authority to enter into this Agreement;

(b) it will comply with all applicable laws in performing under this Agreement; and

13.2 Platform Warranty

Berkman warrants that during the Subscription Term, the Platform will perform materially as described in the Documentation. This warranty does not apply to:

(a) issues caused by Customer’s misuse of the Platform or failure to follow the Documentation;

(b) issues caused by third-party products or services not provided by Berkman; or

13.3 Warranty Remedy

If Berkman breaches the warranty in Section 13.2, Customer’s sole remedy is for Berkman to, at Berkman’s option:

(a) use commercially reasonable efforts to correct the nonconformity; or

(b) if Berkman cannot correct the nonconformity within thirty (30) days, terminate the affected subscription and refund a pro-rata portion of prepaid fees for the remainder of the current term.

13.4 Disclaimer of Other Warranties

EXCEPT FOR THE EXPRESS WARRANTY IN SECTION 13.2, THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” BERKMAN DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. BERKMAN DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ALL ERRORS WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.

14. Limitation of Liability

14.1 Exclusion of Indirect Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 Cap on Direct Damages

EXCEPT AS PROVIDED IN SECTION 14.3, EACH PARTY’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO BERKMAN DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14.3 Exceptions to Limitations

The limitations in Sections 14.1 and 14.2 do not apply to:

(a) either party’s indemnification obligations under Section 15;

(b) either party’s breach of Section 12 (Confidentiality);

(d) Berkman’s obligations under Section 15.1 (IP Indemnification);

(e) either party’s willful misconduct or fraud; or

(f) Customer’s obligation to pay fees under this Agreement.

14.4 Essential Purpose

THE LIMITATIONS IN THIS SECTION APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE PARTIES ACKNOWLEDGE THAT THE FEES REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT NEITHER PARTY WOULD ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS.

15. Indemnification

15.1 Indemnification by Berkman

Berkman will defend, indemnify, and hold harmless Customer and its officers, directors, employees, and agents against any third-party claim that Customer’s authorized use of the Platform infringes a third party’s intellectual property rights (“IP Claim”). Berkman will pay damages, costs, and reasonable attorneys’ fees finally awarded or agreed to in settlement.

If an IP Claim is made or appears likely, Berkman may at its option and expense:

(a) obtain the right for Customer to continue using the Platform;

(b) modify the Platform to make it non-infringing without materially reducing functionality; or

(c) if neither (a) nor (b) is commercially feasible, terminate Customer’s subscription and refund prepaid fees for the remainder of the current term.

Berkman’s obligations under this Section do not apply to claims arising from:

(a) Customer Data;

(b) Customer’s modification of the Platform;

(d) Customer’s use of the Platform in violation of this Agreement.

15.2 Indemnification by Customer

Customer will defend, indemnify, and hold harmless Berkman and its officers, directors, employees, and agents against any third-party claim arising from:

(a) Customer Data, including claims that it infringes a third party’s rights;

(b) Customer’s breach of this Agreement or the AUP;

(d) disputes between Customer and its Authorized Users or third parties related to Customer’s use of the Platform.

15.3 Indemnification Procedures

The indemnified party must:

(a) promptly notify the indemnifying party of any claim (late notice only relieves the indemnifying party to the extent it is actually prejudiced);

(b) give the indemnifying party sole control of the defense and settlement; and

The indemnifying party must not settle any claim in a way that imposes obligations on, or admits fault for, the indemnified party without the indemnified party’s prior written consent.

16. Dispute Resolution

16.1 Informal Resolution

Before starting formal proceedings, both parties agree to try to resolve any dispute, claim, or controversy arising from this Agreement (“Dispute”) through good-faith negotiation for thirty (30) days after one party gives written notice of the Dispute.

16.2 Binding Arbitration

If informal negotiation does not resolve the Dispute, either party may submit it to final and binding arbitration under the American Arbitration Association (“AAA”) Commercial Arbitration Rules. A single arbitrator seated in New York, New York will conduct the arbitration. The award is final, binding, and enforceable as a judgment in any court of competent jurisdiction.

16.3 Carve-Outs

Despite Section 16.2, either party may: (a) seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information; or (b) bring a qualifying claim in small claims court.

16.4 Class Action Waiver

ALL DISPUTES MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING.

16.5 Fees and Costs

Each party bears its own arbitration costs, except that the arbitrator may award the prevailing party reasonable attorneys’ fees and arbitration costs.

17. Customer Reference

Berkman may use Customer’s name and logo in customer lists, marketing materials, and on the Berkman website. Customer may opt out at any time by emailing legal@lextree.ai. Berkman will remove Customer’s name and logo within thirty (30) days of the opt-out notice.

18. Beta Services

18.1 Availability

Berkman may offer pre-release or beta features, modules, or services (“Beta Services”) at its discretion. Additional terms may apply and will be communicated at enrollment.

18.2 No Warranty

Beta Services are provided “AS IS” for evaluation only. They may contain bugs, be incomplete, or cause errors or data loss. The Platform Warranty in Section 13.2 does not apply to Beta Services.

18.3 Feedback

Customer grants Berkman a non-exclusive, royalty-free license to use feedback about Beta Services to improve the Platform and develop products and services.

18.4 Discontinuation

Berkman may discontinue any Beta Service at any time without notice or liability. When a beta program ends, Customer’s access terminates unless the feature becomes generally available.

19. Artificial Intelligence Features

19.1 Overview of AI Features

The Platform may include features powered by artificial intelligence and machine learning (“AI Features”). AI Features fall into two categories:

(a) Third-Party AI Services — Features that transmit structured queries to third-party AI providers (such as large language model providers) using API keys supplied by Customer (“Customer AI Keys”); and

(b) Lextree AI Services — Features powered by Berkman’s own machine learning models, including natural language processing, named entity recognition, and document parsing, that run on Berkman’s infrastructure.

19.2 Third-Party AI Services (Bring Your Own Key)

(a) Customer’s Relationship with AI Providers. When Customer connects Third-Party AI Services using Customer AI Keys, Customer contracts directly with that AI provider under the provider’s own terms. Berkman is not a party to that relationship and is not responsible for the provider’s terms, policies, pricing, data practices, or availability.

(b) Customer Data Sent to Providers. Some AI Features transmit Customer Data to the AI provider Customer selects. This may include entity names, document text, compliance records, and other structured information. The specific data transmitted depends on the feature and is described in the Documentation.

Customer must review the provider’s data handling and privacy practices. Customer must also ensure that this data transmission complies with applicable law and Customer’s own obligations to third parties.

(c) Costs and Billing. Customer is responsible for all charges and usage costs from third-party AI providers, including API usage the provider bills directly. Berkman has no liability for third-party AI charges, whether or not they arise from Customer’s use of the Platform.

(d) API Key Security. Customer must keep all Customer AI Keys secure. Berkman stores Customer AI Keys with encryption and access controls consistent with Section 5.1, but is not liable for unauthorized use resulting from Customer’s own security failures.

(e) No Endorsement. Berkman’s support for third-party AI providers in the Platform does not endorse or warrant any provider or its services.

19.3 Lextree AI Services

(a) Functionality. Lextree AI Services use Berkman’s own machine learning models to process Customer Data — including document parsing, entity extraction, classification, and other automated analysis. These services run on Berkman’s infrastructure and are subject to this Agreement’s data protection provisions.

(b) No Training on Customer Data. Berkman will not use Customer Data to train, fine-tune, or improve its machine learning models. This applies to all Customer Data, including data processed by Lextree AI Services.

Berkman may use aggregated, de-identified usage patterns (such as feature adoption rates and error frequencies) to improve the Platform. Berkman will never use the substantive content of Customer Data for model development.

19.4 No Guarantee of Accuracy

AI FEATURES ARE PROVIDED ON AN “AS IS” BASIS WITH RESPECT TO THE ACCURACY, COMPLETENESS, AND RELIABILITY OF THEIR OUTPUTS. BERKMAN DOES NOT WARRANT THAT AI-GENERATED OUTPUTS WILL BE ACCURATE, COMPLETE, CURRENT, ERROR-FREE, OR SUITABLE FOR ANY PARTICULAR PURPOSE. AI OUTPUTS MAY CONTAIN ERRORS, OMISSIONS, OR INACCURACIES, INCLUDING INCORRECT ENTITY IDENTIFICATION, MISCLASSIFIED OBLIGATIONS, INACCURATE DOCUMENT PARSING, OR FABRICATED INFORMATION.

The Platform Warranty in Section 13.2 covers the operational availability of AI Features (e.g., that a feature accepts input and returns output as documented) but does not cover the accuracy or fitness of AI-generated outputs.

19.5 Human Review Required

All AI-generated outputs — whether from Third-Party AI Services or Lextree AI Services — are assistive tools only. Customer must have qualified personnel review, validate, and approve AI outputs before relying on them for any purpose. This includes compliance decisions, regulatory filings, legal analysis, and business actions. Customer is responsible for all decisions and actions based on AI outputs.

AI Features are not legal, tax, regulatory, financial, or professional advice. Nothing in this Agreement or any AI output creates a professional advisory relationship between Berkman and Customer.

19.6 AI Output Intellectual Property

(a) Lextree AI Services. Customer owns outputs that Lextree AI Services generate from Customer Data, subject to any underlying third-party IP rights. Berkman claims no ownership in those outputs.

(b) Third-Party AI Services. The third-party provider’s terms govern ownership of outputs from Third-Party AI Services. Berkman makes no representations about Customer’s IP rights in those outputs.

19.7 Evolving Regulatory Landscape

Laws governing artificial intelligence are evolving. Customer must ensure that its use of AI Features complies with all applicable laws where Customer operates, including disclosure, transparency, and human oversight requirements. Berkman will use commercially reasonable efforts to support compliance with applicable AI regulations but does not guarantee compliance with any specific legal framework.

20. General Provisions

20.1 Governing Law

This Agreement is governed by the laws of the State of New York, without regard to conflict of laws principles. For any court action permitted under this Agreement, both parties consent to the exclusive jurisdiction of the state and federal courts in New York County (Manhattan), New York.

20.2 Force Majeure

Neither party is liable for delays or failure to perform caused by circumstances beyond its reasonable control. This includes natural disasters, pandemics, war, terrorism, labor disputes, government actions, internet or telecom failures, and third-party service provider outages. Payment obligations are not excused. The affected party must give prompt notice and use commercially reasonable efforts to mitigate the impact.

20.3 Assignment

Neither party may assign this Agreement without the other party’s prior written consent. Berkman may assign this Agreement without consent in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. Any assignment that violates this Section is void.

20.4 Severability

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions continue in full force. The invalid provision will be modified to the minimum extent needed to make it enforceable while preserving the parties’ original intent.

20.5 Waiver

A party’s failure to enforce any right under this Agreement is not a waiver of that right. Waiving one default does not waive any later default.

20.6 Entire Agreement

This Agreement, together with all Order Forms and Exhibits (including the DPA, AUP, and Privacy Policy), is the entire agreement between the parties on this subject. It supersedes all prior agreements, proposals, and representations, written or oral. Conflicting terms in Customer’s purchase orders or other correspondence are void.

20.7 Notices

All notices must be in writing and are effective when: (a) delivered personally; (b) sent by email with confirmed receipt; or (c) sent by nationally recognized overnight courier. Notices to Customer go to the email address on the Account. Notices to Berkman go to team@lextree.ai or:

Berkman LLC 109 East 17th Street, Suite 4137 Cheyenne WY 82001

20.8 Relationship of Parties

The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, or employment relationship.

20.9 No Third-Party Beneficiaries

This Agreement benefits only the parties and their successors and permitted assigns. No third party has any rights under this Agreement.

20.10 Headings

Section headings are for convenience only and do not affect the interpretation of this Agreement.

Exhibits

Exhibit A: Data Processing Agreement (DPA)

Exhibit B: Acceptable Use Policy

Exhibit C: API Terms

If you have questions about this Agreement, contact us at team@lextree.ai.