Terms of Service
Last updated: September 22, 2026
1. Acceptance of Terms
These Terms of Service (“Terms”) are an agreement between Proserus, Inc. (“Proserus,” “we,” “us”) and the law firm or other organization that registers for the Proserus Legal platform (the “Firm,” “you”). By registering a Firm, signing in, or using the Service, you agree to these Terms. The person who registers the Firm represents that they have authority to bind the Firm. If you do not agree, do not use the Service.
These Terms incorporate the Privacy Policy, the Acceptable Use Policy, the Data Processing Addendum, and, for paid plans, the Service Level Agreement. If you have signed an order form or a separate written agreement with Proserus, that document controls where it conflicts with these Terms.
2. Description of the Service
Proserus Legal (the “Service”) is a practice-management platform providing matter and contact management, time tracking, billing, trust accounting, document management, client intake, client communications, reporting, and AI-assisted features. The Service stores structured practice data on infrastructure operated by Proserus, and stores documents in the Firm's own Microsoft 365 tenant, which it accesses through the Microsoft Graph API with the Firm's administrator consent. The Privacy Policy describes what is stored where.
3. Microsoft 365 Requirement
The Service requires an active Microsoft 365 Business or Enterprise subscription with Microsoft Entra ID, SharePoint, and Exchange Online. You are responsible for your Microsoft 365 subscription, for granting the administrator consent the Service requests, and for the configuration of your tenant. Proserus is not affiliated with or endorsed by Microsoft Corporation; Microsoft 365, Teams, SharePoint, and related names are trademarks of Microsoft Corporation.
4. Accounts and Access
Users sign in with their Microsoft work account through Entra ID single sign-on; Proserus does not issue passwords. You are responsible for the security of your Microsoft accounts, for the roles and permissions your administrators assign inside the Service, and for all activity under your Firm's accounts. Notify us promptly at security@proserus.com if you become aware of unauthorized access.
Adding a user in the Service's admin console pre-registers that person; the person must also exist in your Microsoft tenant before they can sign in.
5. Acceptable Use
Your use of the Service must comply with the Acceptable Use Policy, which is part of these Terms. In summary: use the Service only for lawful purposes and your own practice; do not attempt to access other tenants' data, disrupt the Service, or probe it for vulnerabilities except as the Acceptable Use Policy permits; and do not use the Service to build a competing product.
6. Subscriptions, Fees, and Trials
Paid plans are billed in advance through Stripe on the billing cycle you select. AI features are metered in credits; each plan includes an allotment, and usage beyond it is billed at the published overage rate unless you cap overage in the admin console. Prices are shown on the pricing page and may change with at least 30 days' notice before your next renewal. Fees are non-refundable except as required by law or expressly stated in the Service Level Agreement. You are responsible for applicable taxes.
New Firms may receive a trial period with limited AI credits. When a trial ends without a paid subscription, AI features stop and the remainder of the Service may be limited until a subscription is started.
7. Your Data
You own your data. All practice data you and your users enter into the Service, or that the Service generates from it (“Firm Data”), belongs to the Firm. Proserus claims no ownership of Firm Data. You grant Proserus a non-exclusive license to host, process, transmit, and display Firm Data solely to provide, secure, and support the Service and as the Data Processing Addendum permits. We do not sell Firm Data and do not use it to train AI models.
You are responsible for the accuracy and lawfulness of Firm Data, for having the right to put it into the Service, and for any notices to or consents from your clients that your professional rules or applicable law require, including any client consent to the use of AI tools.
8. Data Export and Deletion on Termination
For 30 days after termination or expiry of your subscription, you may export your Firm Data through the Service's export features or by request to support@proserus.com, and we will make a complete export available in a commonly used, machine-readable format within that 30-day window. Documents stored in your Microsoft 365 tenant remain there and are unaffected by termination.
After the 30-day export window we will delete Firm Data from our production systems within 90 days and from backups within a further 30 days, except where retention is required by law. On request we will confirm deletion in writing.
9. AI Features
The Service includes features that use large language models from third-party providers to summarize documents, suggest time entries, draft text, answer questions about your matters, and run background agents. These features are tools for lawyers, not a lawyer.
- No legal advice. AI output is not legal advice and may be inaccurate, incomplete, or fabricated. Proserus does not practice law and does not warrant the accuracy of AI output.
- Professional responsibility. A responsible lawyer must review every AI output before relying on it, filing it, sending it to a client or third party, or billing for it. The Firm remains solely responsible for its work product and for compliance with its rules of professional conduct, including duties of competence, confidentiality, supervision, and candor.
- Autonomy controls. Each AI task has an autonomy level the Firm configures (off, on demand, propose for approval, or automatic). The Service enforces ceilings so that outbound communications, court-facing documents, billing finalization, and calendar or task changes always require human approval regardless of configuration. Actions the Service takes at a level you configured are your actions.
- Providers and keys. AI requests are sent to Anthropic, OpenAI, or Azure OpenAI as described in the Privacy Policy and Subprocessors page. If you supply your own provider credentials, you are responsible for that provider account, its terms, and its charges.
- Retention. AI request and response content is retained for the period set in your AI policy (default 365 days, minimum 30) and then deleted.
10. Trust Accounting
The Service provides tools for recording trust (IOLTA and similar) bank accounts, an immutable double-entry ledger, client sub-ledgers, three-way reconciliations, and related reports. These tools support, but do not replace, your obligations. The Firm remains solely responsible for compliance with the trust-accounting rules of every jurisdiction in which it practices, including maintaining required records, performing and documenting reconciliations, avoiding commingling and overdrafts, and responding to audits. Proserus is not a bank, escrow agent, or fiduciary, does not hold client funds, and does not verify that ledger entries match your bank records.
11. Client Payments
The Service can generate payment links that let your clients pay invoices by card or bank transfer through Stripe. Card and bank details are collected by Stripe, not by Proserus. You are responsible for directing each payment to the correct operating or trust account, for any processing fees, for refunds and disputes, and for complying with rules governing the deposit of client funds and payment of processing fees from trust accounts.
Client payments are processed by Stripe on a Stripe account connected to and owned by the Firm. The Firm is the merchant of record for those payments; funds settle to the Firm's designated operating or trust bank account on Stripe's payout schedule for that account. Proserus never holds client funds.
12. Beta Features
We may make features available that are labeled beta, preview, early access, or similar. Beta features are provided as-is, may change or be withdrawn without notice, are excluded from the Service Level Agreement, and should not be relied on for production work without your own review. We may ask for feedback on beta features and may use that feedback without obligation.
13. Service Availability
For paid plans we target the availability described in the Service Level Agreement, which is your sole remedy for downtime. The Service depends on Microsoft 365, Microsoft Azure, Railway, Stripe, and AI providers; outages at those providers may affect the Service and are treated as described in the SLA. We will give reasonable notice of planned maintenance and of any discontinuation of core functionality.
14. Intellectual Property
The Service, including its software, design, documentation, and branding, is owned by Proserus and its licensors and is protected by intellectual property laws. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription and no other rights. You may not copy, modify, reverse engineer, or create derivative works of the Service except to the extent applicable law prohibits that restriction.
15. Feedback
If you send us suggestions or feedback, we may use them without restriction or compensation. Feedback never includes Firm Data.
16. Confidentiality
We will treat Firm Data as confidential, use it only to provide and support the Service, restrict access to personnel and subprocessors who need it, and protect it with the safeguards described on the Security page. We understand that Firm Data may include information protected by attorney-client privilege or the work-product doctrine, and that our access to it as a service provider is not intended to waive any privilege.
17. Disclaimer of Warranties
EXCEPT AS EXPRESSLY STATED IN THESE TERMS OR THE SERVICE LEVEL AGREEMENT, THE SERVICE IS PROVIDED “AS IS” AND PROSERUS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. PROSERUS DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT AI OUTPUT WILL BE ACCURATE.
18. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATING TO THE SERVICE. PROSERUS'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE WILL NOT EXCEED THE FEES YOU PAID TO PROSERUS IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. THESE LIMITS DO NOT APPLY TO A PARTY'S INDEMNIFICATION OBLIGATIONS, TO BREACH OF SECTION 16 (CONFIDENTIALITY), OR TO LIABILITY THAT CANNOT BE LIMITED BY LAW.
19. Indemnification
You will defend and indemnify Proserus against third-party claims arising from Firm Data, your clients' matters, your professional services, or your breach of these Terms or the Acceptable Use Policy. Proserus will defend and indemnify you against third-party claims that the Service, as provided by Proserus, infringes a U.S. patent, copyright, or trademark, excluding claims arising from Firm Data, your own provider credentials, or combinations not supplied by Proserus.
20. Term and Termination
These Terms apply for as long as your Firm has an account. You may cancel your subscription at any time through the billing portal; cancellation takes effect at the end of the current billing period. Either party may terminate for material breach that is not cured within 30 days of written notice. On termination, your right to use the Service ends and Section 8 (Data Export and Deletion) applies. Sections 7, 8, 9, 10, 14 through 19, 23, and 24 survive termination.
21. Suspension
We may suspend a Firm's access, with notice where practicable, if the Firm's account is materially past due, if we reasonably believe the Firm is violating the Acceptable Use Policy, or if suspension is needed to protect the Service or other customers. Suspended Firms are refused access at the application level until the issue is resolved. Firm Data is retained during suspension.
22. Changes to These Terms
We may update these Terms from time to time. For material changes we will notify Firm administrators by email or in-app notice at least 30 days before the change takes effect and will update the “Last updated” date above. Continued use after the effective date constitutes acceptance; if you do not agree, you may cancel before the change takes effect.
23. Governing Law and Venue
These Terms are governed by the laws of the state in which Proserus, Inc. is organized, without regard to its conflict-of-law rules. The state and federal courts located in that state have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, and each party consents to that jurisdiction and venue.
24. General
These Terms, together with the documents they incorporate and any order form, are the entire agreement between the parties about the Service. If any provision is unenforceable, the rest remains in effect. Neither party may assign these Terms without the other's consent, except to a successor in a merger or sale of substantially all assets. Notices to Proserus must be sent to legal@proserus.com; notices to you will be sent to your Firm's administrator email address. Neither party is liable for delay caused by events beyond its reasonable control.
25. Contact
Proserus, Inc.
Email: legal@proserus.com