Terms of Service

This is a legally binding agreement between LAW AGENT BRASIL LTDA (CNPJ 66.095.528/0001-08 — the "Distributor", "we") and the law firm or legal practitioner that subscribes to the service (the "User"). The LawAgent system (the "SYSTEM") is owned by AI BRAINS LABS LLC (the "System Provider"), which the Distributor is authorized to market in Brazil. By using the SYSTEM, the User agrees to these Terms, to the Privacy Policy, to the Data Processing Agreement (DPA), to the Pricing and Credits Policy, and to the Confidentiality Agreement, all of which are incorporated herein by reference.

1. Nature of the service and compliance with the OAB

1.1. Productivity tool, not legal advice. The SYSTEM is licensed exclusively as a technological tool to support productivity and research. Neither the Distributor nor the System Provider is a law firm, provides legal services, or issues legal opinions; use of the SYSTEM does not constitute legal advice and does not create an attorney-client relationship.

1.2. Mandatory oversight (human-in-the-loop). The SYSTEM uses AI models that may generate inaccurate or outdated results. Autonomous use for the end-to-end conduct of proceedings is prohibited. Human, critical, and technical review of all generated content is mandatory before use or filing. The SYSTEM does not sign or file documents.

1.3. Exclusive responsibility of the professional. The User assumes full and exclusive responsibility for documents, legal theories, deadlines, and strategies resulting from use of the SYSTEM, releasing the Distributor and the System Provider from liability before the OAB, courts, or end clients for errors or failures in reviewing the material.

1.4. User's duties before the OAB. The User acknowledges that, under the terms of Recomendação OAB nº 001/2024, it is the User's duty to inform its clients in advance about the use of AI and, where applicable, to obtain informed consent in writing. A model Consent Acknowledgment Term is made available, but compliance with this ethical obligation is the User's exclusive responsibility, in its relationship with its own clients (also subject to the duty of truthfulness — art. 77 do CPC).

1.5. Territory of use. The SYSTEM is licensed for effective use within Brazilian territory. The User undertakes to use it from within Brazil and in the context of professional activity carried out in Brazil.

1.5.1 The User's serving of a client domiciled abroad is permitted, provided that use of the SYSTEM takes place from Brazilian territory and the corresponding professional activity is carried out in Brazil.

1.5.2 Use of the SYSTEM from abroad is prohibited, as is making access available, directly or indirectly, to firms, branches, affiliates, or professionals established outside Brazil.

1.5.3 Breach of this Clause authorizes immediate suspension of access, without prejudice to any other applicable measures.

2. Intellectual property and rights of use

2.1. Ownership. AI BRAINS LABS LLC is the sole owner of all rights in the SYSTEM (source code, AI algorithms, interfaces, prompt-engineering methodologies, trademarks, and patents). The Distributor holds a license to market it in Brazil and to grant the User a non-exclusive, non-transferable license to use it. Payment does not confer on the User any ownership right in the technology.

2.2. The User holds exclusive ownership of the data entered ("Inputs") and the documents generated ("Outputs").

2.3. The User is prohibited from: (i) reverse engineering, decompiling, or extracting the source code; (ii) automation (bots, scraping) to extract data; (iii) sublicensing, reselling, or sharing credentials.

3. Data protection and international transfer

3.1. The processing of personal data is governed by the Privacy Policy and by the DPA, under which the Distributor acts as Data Processor, the System Provider acts as Sub-processor, and the User acts as Data Controller.

3.2. The User acknowledges that, owing to the unavailability of advanced models in a domestic region, AI processing takes place abroad, on an ephemeral basis, under the ANPD's Standard Contractual Clauses, with data storage in Brazil.

3.3. Sub-processors of personal data. The processing of personal data involves the following sub-processors, subject to the full regime of the Data Processing Agreement:

(a) Sub-processors of personal data — subject to the full regime of the Data Processing Agreement:

3.3.1 The current list of sub-processors is maintained and versioned at lawagent-ai.com/subprocessadores. The addition or replacement of a sub-processor will be communicated at least 30 (thirty) days in advance, and the User may object for a legitimate and substantiated reason.

3.4. Public-source query services — outside the personal-data perimeter. The SYSTEM integrates third-party services intended exclusively for querying public sources, described below by function rather than by provider; the System Provider may replace the provider of each function at any time without altering these Terms:

3.4.1 The services under this Clause do not receive or process personal data: no party names, case numbers, contents of the User's documents, or any information identifying the User's clients are transmitted to them. For this reason, they do not constitute sub-processors for the purposes of the Data Processing Agreement.

3.4.2 The System Provider maintains technical controls designed to ensure the limitation set out in Clause 3.4.1. Should the architecture come to require the transmission of personal data to any of these services, the corresponding provider will be reclassified as a sub-processor and included in the list under Clause 3.3.1, with the prior notice provided for therein.

4. Service level and disclaimer of liability

4.1. The SYSTEM's technology is developed and managed by AI BRAINS LABS LLC (the System Provider), which is responsible for technical operation and for pursuing the SYSTEM's availability, using commercially reasonable efforts to achieve 90% uptime. Availability is calculated monthly, excluding: (i) scheduled maintenance windows communicated at least 48 (forty-eight) hours in advance; (ii) unavailability of third-party infrastructure providers or artificial intelligence models; (iii) unavailability of External Market Services, as set out in Section 8 of the Pricing and Credits Policy; (iv) force majeure events; and (v) unavailability resulting from an act or omission of the User itself. The Distributor acts exclusively as the marketer of the SYSTEM in Brazilian territory and does not manage the technical infrastructure.

4.2. Liability regime for unavailability. If the level set out in Clause 4.1 is not met in a given calculation month, the User will be entitled to a service credit, as set out in the table below, applied against the following month's subscription fee:

4.2.1 The service credit constitutes the User's sole and exclusive remedy for unavailability, and its grant is subject to a request being made within 30 (thirty) days of the end of the calculation month.

4.2.2 Except for the service credit under Clause 4.2, neither the Distributor nor the System Provider is liable for lost profits, loss of a chance, missed procedural deadlines, loss of data attributable to the User, or any indirect damages of any nature arising from unavailability.

4.2.3 If unavailability exceeding 10 (ten) consecutive calendar days is verified, the User may terminate without penalty, with a pro-rata refund of the subscription fee for the unused period.

5. Billing, credits, cancellation, and taxation

5.1. Access is provided by subscription and/or purchase of credits, sold by the Distributor in Brazilian reais (R$), with issuance of an invoice (nota fiscal), in accordance with the Pricing and Credits Policy. In the event of a payment delay exceeding 7 (seven) days, the Distributor may suspend access.

5.2. Taxes levied on the transaction in Brazil (e.g., ISS) follow applicable law.

5.3. Cancellation. The User may cancel the subscription at any time. Cancellation takes effect at the end of the current month: the subscription remains valid through the last day of the current month and is terminated at its end. No amounts will be refunded as a result of cancellation.

5.4. Discontinuation of the SYSTEM. The System Provider may discontinue the SYSTEM, in whole or with respect to a material feature, upon at least 60 (sixty) days' notice to the User.

5.4.1 Export window. During the notice period and for 30 (thirty) days after termination, the User may export its data in a structured, commonly used format, at no additional cost.

5.4.2 Pro-rata refund. If the SYSTEM is discontinued, the User will be entitled to a refund of the portion of the subscription fee corresponding to the unused period.

5.4.3 Unbundled credits. Unbundled credits purchased and not consumed will be refunded as set out in Clause 6.2 of the Pricing and Credits Policy — 100% of the amount paid in the event of discontinuation.

5.4.4 The absence of a refund provided for in Clause 5.3 applies to cancellation at the User's initiative and does not extend to the cases covered by this Clause 5.4.

6. Governing law and dispute resolution

6.1. B2B relationship. The User acquires the SYSTEM as a working tool for its law firm. The parties acknowledge the business-to-business (B2B) nature of this engagement; to the extent the CDC applies, its provisions will be observed as applicable.

6.2. Governing law and venue. This agreement is governed by the laws of the Federative Republic of Brazil. The parties elect the courts of the Comarca do Rio de Janeiro/RJ, waiving any other venue.

7. Stipulation in favor of a third party (AI Brains Labs LLC)

Clauses 1 (nature and disclaimers), 2 (intellectual property), and 4 (disclaimer of liability) are also stipulated in favor of AI BRAINS LABS LLC, as third-party beneficiary (arts. 436 a 438 do Código Civil), which may demand their performance directly.