Pilot Agreement

Key Terms

Product

Lightfield — an AI-powered legal intake and workflow platform that centralizes incoming legal requests, intelligently prioritizes and triages work, and automates early-stage matter handling across email, Slack, and other tools Customer already uses.

Provider

Lightfield, Inc., a Delaware corporation.

Customer

The legal entity identified as “Customer” in the Stripe Checkout Order Details accepted with this Agreement.

Effective Date

The date and time Customer completes Checkout and electronically accepts this Agreement. Provider’s publication of the applicable Checkout offer constitutes Provider’s assent; no separate Provider signature is required.

Pilot Period

30 days from the Effective Date for either plan. This is a no-cost Opt-Out Period: Customer may opt out at any time during it through the Product’s billing controls or by written notice, at no cost and with no further obligation. Access ends when the opt-out becomes effective.

Subscription Term

The plan recorded in the Checkout Order Details controls. Monthly: month-to-month after the Opt-Out Period, cancellable effective at the end of the then-current monthly billing cycle. Annual: an initial 12-month committed term beginning at the end of the Opt-Out Period, billed in monthly installments and cancellable only at the end of the then-current 12-month committed term. See Sections 2.2 and 2.8.

Fees

$250 USD per subscribed seat per month for the seat quantity recorded in the Checkout Order Details. The first 30 days are free. If Customer does not opt out during that period, Fees are billed monthly in advance. An Annual customer commits to Fees for its subscribed seats for the full 12-month committed term, payable in monthly installments. The per-seat rate remains locked while the subscription remains continuously active.

Payment

Card-based automatic billing through Provider’s payment processor. Customer authorizes Provider and its payment processor to store the payment method supplied at Checkout and automatically charge recurring Fees, approved prorations, and applicable taxes after the Opt-Out Period. Provider may approve invoice or purchase-order billing as a manual exception. Except as stated in this Agreement, Fees are non-refundable.

Governing Law

State of Delaware.

Chosen Courts

State and federal courts located in Delaware.

Liability Cap

Each party’s total cumulative liability for all claims under this Agreement will not exceed the greater of (a) the Fees paid or payable by Customer in the 12 months before the claim, or (b) $2,500. This cap does not limit Customer’s payment obligations, either party’s fraud or willful misconduct, or either party’s infringement, misappropriation, or misuse of the other’s intellectual property.

Data & Security

Customer owns Customer Data. Provider may use Customer Data only to provide, host, secure, maintain, support, troubleshoot, and improve the Product for Customer. Provider will not use Customer documents, messages, attachments, matter descriptions, prompts, outputs, or other Customer-identifiable legal content to train generalized, public, or third-party AI or machine-learning models. Provider may use aggregated or de-identified operational data, telemetry, logs, performance metrics, workflow data, and other derived operational data to operate, secure, debug, test, evaluate, and improve the Product, provided the data does not identify Customer, Users, Customer Data, or Customer matters, is not reidentified, and is not disclosed externally in identifiable form. Provider will protect Customer Data with commercially reasonable administrative, technical, and organizational safeguards appropriate for a controlled pilot, including encryption in transit and at rest and access controls. Human access to Customer Data will be limited to personnel with a need to know for support, security, abuse prevention, legal compliance, or incident response and subject to confidentiality obligations. Provider will provide a current subprocessor list, advance notice of new subprocessors where contractually required or otherwise practicable, and a reasonable opportunity to object. See Section 1.5 for full Customer Data terms.

Support

Provider will provide support during the Pilot Period and any paid subscription term by email at luke.wagner@trylightfield.ai or another support contact designated by Provider. Provider will use commercially reasonable efforts to respond to critical issues affecting material availability, security, or use of the Product within one business day and to other support requests within two business days.

Reference Rights

Provider may identify Customer by name or logo in marketing materials only with Customer’s prior written approval.

Standard Terms

The following Standard Terms are attached to and incorporated into this Agreement. In the event of any conflict between the Key Terms above and these Standard Terms, the Key Terms control.

1. Definitions; Pilot Access

1.1 Definitions

“Checkout” means Provider’s Stripe-hosted order and subscription flow. “Checkout Order Details” means the Customer identity, selected plan, subscribed seat quantity, price, signer details, consent record, payment authorization, and acceptance timestamp recorded through Checkout, all of which are incorporated into this Agreement. “Customer Data” means data, content, documents, prompts, outputs, messages, files, and other materials submitted to or generated through the Product by or for Customer or its Users. “Users” means Customer’s employees, contractors, and other authorized representatives who access the Product under Customer’s account. “High Risk Activities” means uses where failure of the Product could reasonably be expected to cause death, personal injury, severe property damage, or other use requiring fail-safe performance.

1.2 Access and Use

During the Pilot Period, Customer may access and use the Product for internal evaluation. If the subscription continues beyond the Pilot Period, Customer may access and use the Product for Customer’s internal business purposes for the duration of the subscription, in each case subject to this Agreement.

1.3 License

Provider grants Customer a limited, non-exclusive, non-sublicensable, non-transferable license to use the Product for Customer’s internal use during the Pilot Period and any continued subscription term.

1.4 User Accounts

Customer is responsible for all actions on Users’ accounts and for all Users’ compliance with this Agreement. Customer will promptly notify Provider of any suspected unauthorized access.

1.5 Customer Data

Provider may use Customer Data only to provide, host, secure, maintain, support, troubleshoot, and improve the Product for Customer; comply with law; enforce this Agreement; prevent abuse; and respond to security incidents. Customer is responsible for the accuracy, legality, and authorization of Customer Data submitted to Provider. Provider will not sell Customer Data or disclose Customer Data to third parties except as permitted under this Agreement. Provider will not use Customer documents, messages, attachments, matter descriptions, prompts, outputs, or other Customer-identifiable legal content to train generalized, public, or third-party artificial intelligence or machine-learning models. Provider may use aggregated and de-identified operational data, telemetry, logs, performance metrics, workflow data, classification outcomes, and other derived operational data to operate, secure, debug, test, evaluate, and improve the Product and the internal classifiers, workflows, and features used to provide the Product, provided such data does not identify Customer, Users, Customer Data, or Customer matters, is not reidentified, and is not disclosed externally in identifiable form. Provider will maintain the security, confidentiality, and subprocessor protections set out in this Agreement.

1.6 Feedback

Customer may provide Feedback at its discretion. Provider may use Feedback freely without restriction. Provider may also collect and use aggregated and de-identified usage data, telemetry, support trends, performance data, and operational analytics to operate, secure, debug, analyze, and improve the Product, provided such data does not identify Customer, Users, Customer Data, or Customer matters, is not reidentified, and is not disclosed externally in identifiable form.

1.7 Restrictions

Customer will not: reverse engineer the Product; sublicense or resell access; remove proprietary notices; conduct penetration tests, vulnerability scans, load tests, or other security testing of the Product without Provider’s prior written approval, which will not be unreasonably withheld, conditioned, or delayed for reasonable testing or third-party assessments justified by Customer’s security program and conducted under mutually agreed scope, timing, and rules of engagement; use the Product to build a competing service; or use the Product for any High Risk Activities or unlawful purposes. Customer may request reasonable security information and documentation regarding the Product, and Provider will respond in a commercially reasonable manner subject to confidentiality and security limitations.

1.8 Reservation of Rights

Provider retains all rights in the Product. Customer retains all rights in Customer Data.

2. Term & Termination

2.1 Term

This Agreement starts on the Effective Date. The first 30 days are the Pilot Period and no-cost Opt-Out Period, during which Customer may opt out at any time for any reason at no cost and with no further obligation. If Customer does not opt out, a Monthly subscription continues month-to-month and an Annual subscription enters the 12-month Committed Term described in Section 2.8.

2.2 Termination; Cancellation; Suspension

During the Pilot Period, Customer may terminate immediately at any time for any reason at no cost. After the Pilot Period, Customer may cancel a Monthly subscription effective at the end of the then-current monthly billing cycle and may elect not to renew an Annual subscription effective at the end of the then-current Committed Term. Customer remains responsible for Fees through the applicable effective cancellation date. Either party may terminate immediately upon notice for insolvency or dissolution, or for material breach that remains uncured 30 days after notice. Customer may suspend use or terminate immediately if Provider confirms unauthorized access to Customer Data caused by Provider’s breach and fails to promptly mitigate where reasonably possible, or if Provider materially breaches Section 1.5 and fails to cure within 30 days where cure is reasonably possible. Provider may suspend access after notice if an undisputed payment remains past due following a reasonable opportunity to cure; suspension does not waive Customer’s payment obligations. If Provider terminates for convenience, Customer will receive a pro rata refund of prepaid unused Fees, be released from future committed Fees, and receive a reasonable opportunity to export Customer Data.

2.3 Effect of Termination

Upon termination, Customer’s right to use the Product ends immediately, except that Provider will provide Customer a reasonable post-termination period to retrieve or export Customer Data in a commonly usable format unless termination results from Customer’s uncured breach or unlawful use. After that export period, or earlier upon Customer’s written request, Provider will delete Customer Data from live systems within 30 days and delete backup copies within Provider’s ordinary backup-retention period not to exceed 90 days, except for records retained as legally required. Upon request, Provider will provide written certification of deletion. Any retained legal-compliance copies remain subject to confidentiality, security, and no-use restrictions and will not be restored to production or used except as legally required. Each party will return or destroy the other’s Confidential Information upon request.

2.4 Survival

Sections 1.5, 1.6, 1.7, 1.8, 2.3, 3, 4, 5, 6, and 7 survive termination.

2.5 Subscription; Renewal; Automatic Billing

If Customer does not opt out during the Pilot Period, Provider will charge Fees monthly in advance to the payment method authorized at Checkout. A Monthly subscription renews each month until cancellation becomes effective under Section 2.2. An Annual subscription is billed in monthly installments during each Committed Term and renews as described in Section 2.8. Customer is responsible for maintaining a valid payment method and for applicable sales, use, and similar taxes other than taxes on Provider’s net income. Provider may use reasonable payment retries and collection procedures. The locked-in per-seat rate continues while the subscription remains continuously active. No Fees are due after the effective termination date except amounts accrued before that date or committed Fees properly due through that date.

2.6 Seats; Seat Changes

A “subscribed seat” is one named User authorized by Customer to access the Product. Customer’s initial subscribed seat count is the quantity recorded in the Checkout Order Details. Customer may add seats at any time through the Product or by written notice. A Monthly customer may reduce seats effective at the next monthly renewal; an Annual customer may reduce seats only at the next annual renewal. Removing a User or leaving a seat unused does not reduce the subscribed seat quantity or Fees before the applicable reduction date.

2.7 Billing for Seat Changes

For a Monthly subscription, an added seat is charged at $250 per month and prorated based on the days remaining in the then-current monthly billing cycle. For an Annual subscription, an added seat is committed for the remainder of the then-current Committed Term; Fees accrue at $250 per month for that remaining period, with any partial month prorated by day, and are charged on the same monthly installment schedule unless otherwise invoiced. From the next renewal onward, each added seat is included at the full recurring rate. Seat reductions take effect only at the next renewal applicable to the selected plan, and Fees already paid or committed for the current cycle are non-refundable because of a mid-cycle reduction.

2.8 Annual Term

If the Checkout Order Details identify the Annual plan, the initial committed term is 12 months beginning at the end of the Opt-Out Period (the “Committed Term”) and Fees are paid in monthly installments. The subscription renews for successive 12-month Committed Terms unless either party elects non-renewal before the next term begins. During a Committed Term, Customer may terminate only for Provider’s uncured material breach, insolvency, or the data-security grounds in Section 2.2, and otherwise remains responsible for Fees for all committed seats through the end of that term. Seats added during a Committed Term remain committed through its end; seat reductions take effect only at renewal. If Provider terminates for convenience or Customer terminates for Provider’s uncured material breach, Provider will refund prepaid unused Fees on a pro rata basis and release Customer from future committed Fees.

3. Representations

Each party represents that: (a) it has the legal authority to enter into this Agreement; and (b) it is duly organized and in good standing under applicable law. Provider represents that: (i) Provider’s performance under this Agreement will comply with applicable laws; (ii) Provider has the rights and permissions necessary to provide the Product as made available to Customer; (iii) Provider will not knowingly introduce malicious code into the Product; and (iv) Provider will perform support services in a professional and workmanlike manner.

4. Disclaimer of Warranties

DURING THE PILOT PERIOD AND ANY EARLY ACCESS SUBSCRIPTION, THE PRODUCT IS PROVIDED FOR EVALUATION, MAY CHANGE OVER TIME, AND IS PROVIDED “AS IS” AND “AS AVAILABLE.” EXCEPT FOR THE EXPRESS CONFIDENTIALITY, SECURITY, DATA PROTECTION, AND PAYMENT OBLIGATIONS IN THIS AGREEMENT, PROVIDER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. PROVIDER DOES NOT WARRANT THAT THE PRODUCT WILL BE ERROR-FREE OR UNINTERRUPTED.

5. Limitation of Liability

5.1 Liability Cap

Each party’s total cumulative liability for all claims under this Agreement will not exceed the greater of (a) the Fees paid or payable by Customer in the 12 months before the claim, or (b) $2,500. This cap does not limit Customer’s payment obligations, either party’s fraud or willful misconduct, or either party’s infringement, misappropriation, or misuse of the other’s intellectual property.

5.2 Damages Waiver

Except for Customer’s payment obligations, fraud, willful misconduct, or either party’s infringement, misappropriation, or misuse of the other’s intellectual property, neither party will be liable for lost profits, revenues, or any consequential, indirect, special, exemplary, punitive, or incidental damages, even if advised of the possibility of such damages.

6. Confidentiality

6.1 Non-Disclosure

Each party will keep the other’s Confidential Information confidential using at least the same care as it uses for its own confidential information, but no less than reasonable care. Customer Data, prompts, outputs, legal matter information, attorney-client privileged material, and work product are Customer’s Confidential Information. Each party acknowledges that unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damages may be inadequate, and the disclosing party may seek injunctive or equitable relief for threatened or actual misuse or unauthorized disclosure without posting bond to the extent permitted by law.

6.2 Exclusions

Confidential Information does not include information that: (a) was already known without restriction; (b) becomes public through no fault of the recipient; (c) is received from a third party without restriction; or (d) is independently developed without reference to the disclosing party’s information.

6.3 Permitted Disclosures

Each party may share Confidential Information with employees, contractors, advisors, and approved subprocessors who have a strict need to know to fulfill this Agreement and are bound by written confidentiality obligations at least as protective as this Agreement. Each party remains responsible for its recipients’ compliance with those obligations.

6.4 Required Disclosures

A party may disclose Confidential Information if required by law, provided it gives the other party reasonable advance notice where permitted.

7. General

7.1 Entire Agreement

This Agreement, including the Checkout Order Details, is the entire agreement between the parties on its subject matter and supersedes all prior agreements and representations.

7.2 Modifications

Any modification to this Agreement must be in writing and accepted or signed by both parties, including through an electronic process that clearly identifies the modified terms.

7.3 Governing Law

Delaware law governs this Agreement without regard to conflict of law provisions. Disputes will be resolved exclusively in the Chosen Courts.

7.4 Assignment

Neither party may assign this Agreement without the other’s written consent, except Provider may assign upon a merger, acquisition, or sale of substantially all its assets with prior written notice to Customer. Customer may terminate this Agreement upon written notice if the permitted assignment would result in assignment to a direct competitor of Customer, a material deterioration in security posture, or a material increase in Customer’s compliance risk.

7.5 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates an agency, partnership, or joint venture.

7.6 Severability

If any provision is found invalid, the remaining provisions continue in full force.

7.7 Notices

Notices must be in writing and sent to the email or address recorded in the Checkout Order Details or later designated by a party. Email delivery with confirmation is acceptable. A cancellation, opt-out, seat-change, or non-renewal request submitted through authenticated Product billing controls constitutes written notice.

7.8 Force Majeure

Neither party is liable for delays caused by events outside its reasonable control. This does not excuse Customer’s obligation to pay Fees.

7.9 Electronic Transactions

The parties agree that electronic records and signatures have the same effect as originals. Customer manifests intent to sign and accept this Agreement by checking the required agreement checkbox and clicking the button to start the free trial or subscribe in Checkout. The individual completing Checkout represents that the individual is authorized to bind Customer. The Checkout Order Details and the retained version of this Agreement may be stored and accurately reproduced as the parties’ execution record.