Harvey AI

" PREVIEW FEATURES . This section governs Your use of services or features that Harvey offers on a preview, beta, or early access basis (“ Preview Features ”) and that You elect to use. Any Feedback related to the Preview Feature may be used to improve the Service. To the extent allowed by applicable law, Harvey’s liability to You with respect to Preview Features is limited to $100,000.00. Preview Features are offered on an as-is and as-available basis. Your access to or use of Preview Features is at Your own risk. To the extent permitted by law, Harvey expressly disclaims all, and You receive no, warranties and conditions of any kind, whether express or implied, including by not limited to, those of merchantability, satisfactory quality, title, fitness for a particular purpose, and non-infringement. Unless indicated otherwise in these Service Terms, Preview Features will be metered and billed as normal usage of the Service. Harvey may materially change Preview Features during the course of the preview and may opt to discontinue Preview Features."

" LIMITATIONS ON LIABILITY In no event will either party be liable to the other party or any third party for any indirect, incidental, special, exemplary, punitive, or consequential damages, including loss of income, profits, revenue, or business interruption, or the cost of substitute services or other economic loss, arising out of or in connection with these Terms, whether such liability arises from any claim based on contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not such party has been advised of the possibility of such loss or damage. Other than with respect to (i) either party’s payment obligations under these Terms, (ii) the parties’ obligations under Section 8 (Indemnification), (iii) the claims indicated in Section 10.3 below, and (iv) claims based on liability which, by law, cannot be limited ( for example , tort claims for gross negligence and intentional misconduct), in no event will either party’s total liability to the other party or any third party for all claims in the aggregate (for damages or liability of any type) in connection with these Terms exceed the greater of (x) the amount actually paid or payable to Harvey by You in the prior 12 months relating to Your use the Service or (y) $250,000 (the “ Liability Cap ”). For claims relating to data breaches of Your Customer Data caused by Harvey’s breach of its obligations under our Security Addendum or the DPA, as well as either party’s breach of its obligations relating to confidentiality, total liability to the other party or any third party for all claims in the aggregate (for damages or liability of any type) in connection with these Terms will not exceed the greater of (x) two times the amount actually paid or payable to Harvey by You in the prior 12"

" If Harvey updates the Terms pursuant to this Section 1.3 in a manner that You reasonably consider negatively impacts You, You have 15 days after notification or posting of such update to bring such matter to our attention. If we are unable to resolve Your issue (including by reverting You to our prior language for the balance of Your operative order form) within 15 days of You bringing such issue to our attention, You may terminate this Agreement and any operative order form upon 3 business days’ notice (and Harvey will refund to You any prepaid unused Fees for the applicable Service)."

" INDEMNIFICATION . Harvey will defend You against any claim by a third party alleging that the Service, when used in accordance with these Terms and the Documentation, infringes any intellectual property right of such third party and will indemnify You for any damages, costs, and, if applicable, attorneys’ fees finally awarded against You or agreed in settlement by us resulting from such claim. If Your use of the Service results (or in Harvey’s opinion is likely to result) in an infringement claim, Harvey may either: (i) substitute functionally similar products or services, (ii) procure for You the right to continue using the Service, or if (i) and (ii) are not commercially reasonable, (iii) terminate this Agreement, or the applicable order form, and refund to You any prepaid unused Fees for the applicable Service. Harvey will not have an obligation to indemnify and defend to the extent the applicable claim is attributable to any materials not provided by Harvey either alone or in combination with the Service. Notwithstanding the above, Harvey does not have any obligation to defend or indemnify with respect to Output that results from Input or Customer Data that is in violation of our Terms or results from Input or Customer Data that You knew or reasonably should have known was likely to lead to infringing Output. You will defend Harvey against any claim by a third party arising from or relating to: (i) Your Input or (ii) Your Customer Data. "

" WARRANTY AND DISCLAIMER You warrant that You have the necessary rights in Your Customer Data and Input to use it with the Service and that Your use of the Service will comply with all applicable laws and regulations. Harvey warrants that (i) the Service will conform in all material respects with the specifications provided by Harvey, including in our Documentation, (ii) it will provide the Service in a professional and workmanlike manner with employees having a level of skill commensurate with the requirements of this Agreement, (iii) the Service does not to our knowledge infringe any third party intellectual property right, and (iv) its provision of the Service will comply with all applicable laws and regulations. Except for the warranties in this section, the parties disclaim all warranties, express or implied, including all implied warranties of merchantability, fitness for a particular purpose and title. Harvey does not represent or warrant that the use of the Service will be uninterrupted or error-free."

" WEB BROWSING AND KNOWLEDGE SOURCES . Web browsing and Knowledge Sources are features that may be leveraged in various parts of the Service to enhance the user’s experience by directly querying public websites. When the “ Web Browsing Feature ” or “ Knowledge Source Feature” is used by the Customer, links to relevant URLs will be returned to the user with the Output. Harvey engages a Subprocessor, listed on the Subprocessor List, to help provide the web searching aspects of the Web Browsing Feature (the “ Web Browsing Subprocessor ”). For URLs not searchable through Harvey’s AI providers, Harvey may use a Subprocessor, the “ Knowledge Source Subprocessor, ” to retrieve information from such URLs. The Knowledge Source Subprocessor and Web Browsing Subprocessor are optional features that Your administrators may configure for Your workspace. The Web Browsing Subprocessor and Knowledge Source Subprocessor process Customer Data and Content in the location(s) specified on www.harvey.ai/legal/subprocessors and may not process in Your selected data processing region. SuSea, Inc. (you.com) is not HIPAA compliant. Web Browsing and Knowledge Source are Targeted Source Features."

" ASK LEXISNEXIS . “Ask LexisNexis” is a feature that may be leveraged in various parts of the Service to enhance the user’s experience by surfacing answers generated by Lexis+AI within Harvey (“ Ask LexisNexis ”). Harvey engages a Subprocessor, listed on the Subprocessor List, to help provide Ask LexisNexis (the “ LexisNexis Subprocessor ”). The LexisNexis Subprocessor processes Customer Data and Content in the location(s) specified on https://www.harvey.ai/legal/subprocessors and may not process in Your selected data processing region. Ask LexisNexis is a Targeted Source Feature. Ask LexisNexis is separate from and not included within the Basic Service."

" EMAIL HARVEY “ Email Harvey ” is a feature that users may leverage to interact with the Service by sending emails to ask@harvey.ai . Emails and attachments sent to Email Harvey are processed by the Service to generate Output and constitute Customer Data and Content. Upon receipt in Your workspace, the body of any email sent to Email Harvey is Input and any included attachments are Customer Data. A responsive email from Email Harvey is Output. Harvey engages a Subprocessor listed on the Subprocessor List, to help provide Email Harvey and other email-based services (the “ Email Subprocessor ”). The Email Subprocessor does not store, retain or allow human review of Customer Data or Content except (i) as required by applicable law or (ii) to the extent necessary to enforce their acceptable use policies."

" GENERAL TERMS . Assignment . Neither party may assign these Terms without the advance written consent of the other party, except that Harvey may (i) assign these Terms in their entirety to any Affiliate or (ii) assign these Terms in connection with a consolidation, merger or sale of all or substantially all of Harvey’s assets. Subcontracting . Harvey may use subcontractors and other third-party providers in connection with the performance of its activities under these Terms as it deems appropriate, provided that it remains responsible for the performance of any such subcontractors or third-party providers. Notwithstanding the above, any Subprocessor brought on after the Effective Date that would have access to Your Customer Data or Content must be brought on in accordance with the Data Processing Addendum. Severability and Interpretation . If a court of competent jurisdiction holds any provision of these Terms to be unenforceable or invalid, that provision will be limited to the minimum extent necessary so that these Terms will otherwise remain in effect. Affiliate Usage. You may grant Your Affiliates access to and use of the Service under Your account; provided, that You ensure such Affiliates are aware of, and You are responsible for their compliance with, the Terms. Actions taken or omissions made by Your Affiliates in connection with their access or use of the Service are subject to the Terms and deemed as if taken or made by You (for instance, in providing Input, Customer Data, or other Confidential Information, along with all applicable rights and licenses granted under the Terms). "

" “ Service Terms ” means the additional terms that govern the use of Preview Features as well as other optional offerings and features of the Service as located at https://harvey.ai/legal . “ Subprocessor ” means any subcontractor or vendor of Harvey that has access to or otherwise processes Customer Data or Content. Subprocessor is inclusive of any Subprocessor identified in the Data Processing Addendum. “ Support and Service Level Terms ” means Harvey’s terms governing support and Service Level arrangements as located at https://harvey.ai/legal . “ Taxes ” has the meaning set forth in Section 6.2. “ Terms ” has the meaning set forth in Section 1.2. “ Usage Data ” means information reflecting the access, interaction, or use of the Service by or on behalf of Customer including frequency, duration, volume, features, functions, visit, session, click through or click stream data, and statistical or other analysis, information, or data based on, or derivative works of, the forgoing. Usage Data does not include any Customer Data or Content. “ You ” or “ Your ” means (i) the organization contracting for the use of the Service and (ii) the respective authorized users from Your organization as appropriate. “ We ” or “ we ” or “ Our ” or “ our ” means Harvey."

" For matters with a disputed amount in controversy of more than $250,000, the matter will be heard before a panel of three arbitrators in the same seat/venue and under the same applicable rules specified above. Judgment on the award may be entered in any court having jurisdiction. This clause will not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction."