Last Updated: October 15, 2026
These Terms of Service (these “Terms”) are entered into by Paxton AI, Inc., a Delaware corporation with its principal place of business at 3790 El Camino Real, #579, Palo Alto, CA 94306 (“Paxton,” “we,” “us,” or “our”), and the customer accepting these Terms (“Customer,” “you,” or “your”) (each, a “Party,” and together, the “Parties”).
By clicking “I Agree,” creating an account after being presented with these Terms, or otherwise affirmatively accepting these Terms, Customer agrees to be bound by them. These Terms become effective when Customer first affirmatively accepts them. If the individual accepting these Terms does so on behalf of an entity, that individual represents and warrants that they have authority to bind the entity.
“BAA” means a business associate agreement entered into pursuant to the Health Insurance Portability and Accountability Act of 1996, as amended (“HIPAA”).
“Customer Data” means any data, documents, text, images, medical records, case files, or other materials submitted to the Services by or on behalf of Customer.
“DPA” means Paxton’s Data Processing Addendum, available at DATA PROCESSING ADDENDUM.
“Google API Data” means information received through a Customer-authorized Google API connection, and information aggregated, anonymized, or derived from it, to the extent subject to applicable Google API data-use requirements.
“Output” means content generated by the Services in response to Customer Data or Customer instructions.
“Paxton Materials” means Paxton’s pre-existing materials, templates, prompts, models, algorithms, system-generated boilerplate, and any generic or reusable components.
“Protected Health Information” or “PHI” has the meaning assigned under HIPAA.
“Security Incident” has the meaning given in the DPA.
“Services” means Paxton’s hosted software platform and related services made available to Customer under these Terms.
The Services are designed to assist legal professionals with document analysis, drafting support, medical chronologies, summaries, and other litigation-related workflows. The Services utilize machine learning and artificial intelligence technologies to generate Output based on user-provided inputs.
Subject to Customer’s payment of applicable fees and compliance with these Terms, Paxton grants Customer and its employees and contractors whom Customer authorizes to use the Services on its behalf (“Authorized Users”) a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the applicable subscription term for Customer’s internal business purposes and in connection with Customer’s representation of clients and handling of legal matters. Authorized Users who are contractors may use the Services only for Customer’s benefit, and Customer remains responsible for their compliance with these Terms.
Paxton may modify, update, or discontinue features of the Services from time to time, provided that Paxton will not materially reduce the core functionality of paid Services during an active subscription term without reasonable notice. Beta, preview, or early-access features are provided “as is,” may be modified or discontinued at any time, and are excluded from warranties, service commitments, and indemnification obligations under these Terms.
Customer retains all right, title, and interest in Customer Data.
Customer grants Paxton a limited, non-exclusive license to process Customer Data as necessary to provide, operate, support, secure, and maintain the Services and comply with applicable law.
Paxton may use aggregated and de-identified data derived from Customer Data to improve the Services, provided such data does not identify Customer or any individual. This permission is subject to the narrower requirements applicable to Google API Data under Section 8.
The Services may process personally identifiable information, including information related to legal matters such as medical records, medical billing records, medical chronologies, and other case-related materials.
Customer is responsible for ensuring that its use of the Services complies with all applicable laws, including data protection and privacy laws. Customer must not submit Protected Health Information to the Services on behalf of a HIPAA covered entity or business associate unless Customer and Paxton have entered into a separate written BAA. If the Parties enter into a BAA, the BAA will govern Paxton’s processing of such Protected Health Information.
Paxton’s Data Processing Addendum (the “DPA”), available at DATA PROCESSING ADDENDUM, is incorporated by reference into these Terms and applies to the extent Paxton Processes Customer Personal Data on Customer’s behalf, as defined in the DPA. That definition includes personal information contained in Customer Data, Output, and content-bearing derivatives processed for Customer. No separate DPA signature is required under these Terms. If Customer and Paxton have agreed in writing to a separate applicable data-processing addendum, that agreement governs its scope as provided in Section 18.
Customer must not initiate a use of the Services that requires additional processing terms or safeguards not provided under these Terms, the DPA, or an applicable BAA unless the Parties have separately agreed to those requirements in writing. Paxton is not obligated to accept customer-specific terms. Nothing in this paragraph limits either Party’s obligations under applicable law.
Customer Data may include confidential information. Paxton will use reasonable administrative, technical, and organizational safeguards to protect Customer Data and will not use such data except as permitted under these Terms or applicable agreements.
In addition, each Party will protect the other Party’s nonpublic confidential information (including, in Paxton’s case, nonpublic product, pricing, security, roadmap, and technical information) using at least reasonable care, and will use such information only to perform its obligations or exercise its rights under these Terms. These obligations do not apply to information that is or becomes publicly available through no breach of these Terms, was known to the receiving Party without restriction before disclosure, is independently developed without use of the disclosing Party’s confidential information, or is lawfully received from a third party without restriction.
Customer authorizes Paxton and its personnel and service providers to process Customer Data, including confidential, personally identifying, and other nonpublic information relating to legal matters, solely for the permitted purposes of providing, operating, supporting, securing, and maintaining the Services and as otherwise authorized by the applicable agreements. Personnel and providers receiving such information are subject to confidentiality obligations appropriate to their roles. For Google API Data, this authorization does not replace any additional consent required under Google policies for human inspection of specific content. Customer remains responsible for its professional confidentiality duties.
A receiving Party may disclose confidential information to the extent required by law, subpoena, or court order, provided that, where legally permitted, it gives prompt notice and reasonable assistance to the disclosing Party to enable it to contest the order or requirement.
The Services generate Output using machine learning models.
Customer acknowledges that Output may contain errors, omissions, or inaccuracies; Output is probabilistic and may not be unique; and Output must be independently reviewed, verified, and approved by qualified professionals before use.
Output is provided in draft form as legal-workflow and decision-support assistance. The Services do not provide legal advice and do not create an attorney-client relationship.
Customer is responsible for its use of Output and for exercising independent professional judgment. Customer and its Authorized Users must appropriately review, verify, and correct Output, including cited cases, statutes, and other authorities, before relying on it or submitting it to a court or other third party. Where applicable law, a court rule, or an order requires an attorney to personally verify citations or disclose AI use, the responsible attorney must do so; automated checks do not replace that duty. Arbitrators remain responsible for nondelegable decisions and legally required disclosures. The Services do not practice law or replace professional supervision.
Customer agrees not to: use the Services in violation of applicable law; upload data without appropriate rights or permissions; attempt to reverse engineer or extract underlying models; use the Services to develop competing products; benchmark or analyze the Services for competitive purposes; interfere with the operation or security of the Services; resell, sublicense, or share credentials for the Services; scrape or use automated means to extract data from the Services other than through supported features; circumvent any usage limits or access controls; use the Services in any manner that impairs availability for other customers; or conduct penetration testing or security assessments of the Services without Paxton’s prior written consent. The competitive-purpose restrictions do not prohibit bona fide evaluation of Paxton for Customer’s own permitted use or ordinary procurement comparisons, as described in the Acceptable Use Policy.
Customer is responsible for maintaining the confidentiality of its account credentials and for all activity occurring through its accounts. Customer will promptly notify Paxton of suspected unauthorized access. Customer is responsible for its Authorized Users’ compliance with these Terms.
Customer and its Authorized Users must comply with Paxton's Acceptable Use Policy, available at https://www.paxton.ai/legal/acceptable-use-policy, which is incorporated by reference into these Terms. A violation of the Acceptable Use Policy constitutes a violation of these Terms. The Acceptable Use Policy supplements and does not override these Terms; any changes to it are subject to Section 18.
The Services may utilize third-party service providers, including artificial intelligence model, document-processing, and cloud infrastructure providers. Such providers may process Customer Data and Output as necessary to provide the Services, subject to appropriate contractual confidentiality, security, and permitted-purpose restrictions. The processing of Customer Personal Data is further governed by the DPA and any applicable BAA. The additional Google-specific restrictions in the next paragraph apply to Google API Data.
When Customer enables a Google connection, Paxton processes Google API Data for the authorized user-facing features and in accordance with applicable Google API data-use requirements, including Limited Use restrictions. Those requirements limit otherwise permitted use, transfer, training, and advertising under these Terms and the Privacy Policy, but do not impose the same restrictions on unrelated non-Google data.
Paxton maintains a commercially reasonable information security program designed to protect Customer Data against unauthorized access, use, or disclosure.
If Paxton becomes aware of a Security Incident affecting Customer Data, Paxton will notify Customer without unreasonable delay and take commercially reasonable steps to investigate and mitigate the Security Incident.
Customer is responsible for retaining copies of Customer Data and Output through download or export features available during the subscription term. Except as required by applicable law, the DPA (including legally required return or deletion of Customer Personal Data at Customer’s direction), an applicable BAA, applicable Google API portability requirements, or a separate written agreement, Paxton is not required to provide post-termination access, custom exports, data conversion, migration assistance, or recovery of deleted information.
Following termination or expiration, Paxton may delete Customer Data and Output from its production systems in accordance with its retention practices, subject to applicable law, the DPA, any applicable BAA, and any separately agreed retention or return requirement. Residual copies may remain in backups until deleted through Paxton’s ordinary backup cycle, subject to those requirements. Paxton may retain limited information as permitted by applicable law and applicable agreements for legal compliance, security, dispute resolution, or legal holds.
For as long as Paxton uses or stores Google API Data, Paxton will make the equivalent Google-derived information exportable to the extent required by the Google APIs Terms of Service. This does not create a general post-termination export window or custom migration entitlement for other Customer Data or Output.
Customer will pay the fees displayed on the Services at the time of subscription or as otherwise agreed in writing. Fees are quoted and payable in U.S. dollars and are due in advance. Except as required by applicable law or expressly provided in these Terms, all fees are non-refundable, non-creditable, and non-proratable. Fees exclude applicable taxes, which Customer is responsible for paying, other than taxes based on Paxton’s net income.
By purchasing a subscription and providing a payment method, Customer authorizes Paxton and its payment processor to charge the applicable fees for the selected subscription term and subsequent renewals unless Customer timely cancels.
Free Trials. If Paxton offers a free trial, its duration and applicable terms will be disclosed when the trial is offered. A trial will convert automatically into a paid subscription only if Customer authorizes that conversion. Before obtaining that authorization, Paxton will disclose the date and time of conversion (the “Conversion Time”), the subscription to which the trial will convert, the applicable price and billing frequency, and how to cancel. Paxton may send trial reminders and will provide any disclosures, acknowledgments, and reminders required by applicable law.
By authorizing automatic conversion and providing a payment method, Customer authorizes Paxton and its payment processor to charge that payment method at the Conversion Time and upon each subsequent renewal unless Customer timely cancels.
For a trial that Customer has authorized to convert automatically, unless Customer cancels before the Conversion Time using the methods described below, Paxton will charge Customer’s payment method for the initial paid subscription term at the price disclosed before authorization. Cancellation before the Conversion Time prevents conversion and the associated subscription charge. Whether cancellation ends trial access immediately or allows access through the trial period will be disclosed in the trial offer or cancellation flow. Cancellation after the Conversion Time prevents future renewal but does not reverse or refund the charge for the then-current paid term, except as required by applicable law or expressly provided in these Terms.
Subscription Term and Renewal. For a subscription that begins with an automatically converting free trial, the initial paid subscription term begins at the Conversion Time. Otherwise, the paid subscription term begins when Customer first purchases the subscription. The subscription continues for the monthly or annual period selected by Customer at signup. Monthly subscriptions automatically renew for successive one-month terms, and annual subscriptions automatically renew for successive one-year terms, unless Customer cancels before the applicable renewal date using the methods described below.
Cancellation. Customer may cancel automatic renewal through its account settings, including any online billing portal made available through the Services. If Customer cannot use that functionality, Customer may contact support@paxton.ai to cancel. Paxton will also accept other cancellation methods required by applicable law. Reasonable authentication may be required where permitted by law.
Cancellation of a paid subscription takes effect at the end of the then-current paid subscription term: the current monthly billing period for a monthly subscription, or the current annual subscription term for an annual subscription. Customer retains access through that date, subject to suspension or termination permitted under these Terms. All fees paid or payable for the then-current term remain due and are non-refundable, non-creditable, and non-proratable, including for any unused portion, except as required by applicable law or expressly provided in these Terms.
Cancellation stops future renewal and does not itself constitute a request to delete Customer Data or Output. Retention, export, and deletion remain governed by Section 10 and applicable agreements. The formal notice requirements in Section 18 do not apply to cancellations submitted using the methods in this Section.
Pricing Changes. Paxton may change subscription pricing by providing Customer at least thirty (30) days’ advance notice. Any price change will take effect at the first renewal occurring at least thirty (30) days after notice is provided.
Payment Failures and Suspension. If a payment cannot be processed when due, or Customer otherwise fails to pay undisputed fees when due, Paxton may retry the payment, decline to activate paid Services, or suspend or limit access until payment is received, subject to any notice required by applicable law or any grace period expressly agreed in writing. Any other grace period Paxton provides is discretionary and does not waive accrued payment obligations.
Suspension does not itself cancel a subscription or stop renewal, and does not prevent Customer from canceling renewal using the methods in this Section. Suspension also does not limit any data-access or return obligation under applicable law, the DPA, or an applicable BAA.
Paxton retains all rights in the Services, including software, models, algorithms, and related technology.
Customer retains all rights in Customer Data. As between the Parties, Customer owns the Output generated for Customer in response to Customer Data or Customer instructions, excluding Paxton Materials and subject to any third-party rights. Customer acknowledges that Output may not be unique, and Paxton does not restrict its ability to provide the same or similar Output to other customers. Paxton grants Customer a perpetual, non-exclusive license to use, reproduce, display, modify, and distribute any Paxton Materials incorporated into Output solely as part of the applicable Output for Customer’s internal business purposes and in connection with the applicable client matter.
Paxton may use Customer’s suggestions and feedback about the Services without restriction or obligation to Customer. This permission does not expand Paxton’s rights to use Customer Data or personal information contained in the feedback, or limit its confidentiality or data-protection obligations under these Terms, the DPA, any applicable BAA, or applicable law.
THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND. PAXTON DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
PAXTON DOES NOT WARRANT THAT THE SERVICES OR OUTPUT WILL BE ACCURATE, COMPLETE, CURRENT, ERROR-FREE, SECURE, OR UNINTERRUPTED; THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS; OR THAT USE OF THE SERVICES OR OUTPUT WILL ACHIEVE ANY PARTICULAR LEGAL, BUSINESS, FINANCIAL, OR OTHER RESULT.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS OR DATA. THE EXCLUSION OF DAMAGES IN THIS PARAGRAPH DOES NOT APPLY TO AMOUNTS PAYABLE TO A THIRD PARTY UNDER A PARTY’S INDEMNIFICATION OBLIGATIONS.
EXCEPT AS PROVIDED IN THE NEXT PARAGRAPH, PAXTON’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE FEES PAID BY CUSTOMER FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY.
PAXTON’S AGGREGATE LIABILITY ARISING FROM ITS INDEMNIFICATION OBLIGATIONS UNDER SECTION 15 (INDEMNIFICATION) OR A BREACH OF SECTION 5 (CONFIDENTIALITY) SHALL NOT EXCEED TWO (2) TIMES THE FEES PAID BY CUSTOMER FOR THE SERVICES DURING THAT SAME TWELVE (12)-MONTH PERIOD. THIS HIGHER CAP DOES NOT INCREASE THE CAP APPLICABLE TO OTHER CLAIMS. THE CAPS ARE NOT CUMULATIVE: ALL AMOUNTS COUNT TOWARD THE APPLICABLE CAPS, AND PAXTON’S COMBINED AGGREGATE LIABILITY FOR ALL CLAIMS SHALL NOT EXCEED THE HIGHER CAP.
ALL DEFENSE COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES AND EXPENSES, SETTLEMENTS, AND DAMAGES PAID OR INCURRED BY PAXTON IN DISCHARGING ITS OBLIGATIONS UNDER SECTION 15 COUNT TOWARD, AND ARE NOT IN ADDITION TO, THE APPLICABLE CAPS.
CUSTOMER’S PAYMENT OBLIGATIONS UNDER SECTION 11 (FEES, TERM, AND RENEWAL) AND CUSTOMER’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15 ARE NOT SUBJECT TO ANY LIMITATION IN THIS SECTION.
For claims arising from Customer’s use of paid Services during a paid subscription term, Paxton will defend Customer against any third-party claim alleging that the Services, as provided by Paxton and used in accordance with these Terms, infringe or misappropriate that third party’s U.S. patent, copyright, or trade secret, and will indemnify Customer for damages finally awarded (or amounts paid in a Paxton-approved settlement) as a result of such claim. Paxton’s obligations are subject to Section 14. They do not apply to claims arising from Customer Data; Customer instructions or specifications; modifications made by or on behalf of Customer; use of the Services or Output in violation of these Terms; combination of the Services with non-Paxton products or services; or Output to the extent the alleged infringement results from Customer Data, Customer instructions, or Customer’s use or modification of such Output. Paxton’s defense and indemnification obligations do not apply to free trials, other unpaid Services, or beta, preview, or early-access features.
If the Services become, or in Paxton’s reasonable opinion are likely to become, subject to an infringement or misappropriation claim, Paxton may, at its option and expense: (i) procure the right for Customer to continue using the affected Services; (ii) modify or replace the affected Services so they are non-infringing while retaining substantially equivalent functionality; or (iii) terminate the affected Services and refund any prepaid, unused fees attributable to the terminated portion of the applicable subscription term. This Section states Paxton’s sole liability and Customer’s exclusive remedy for any claim relating to infringement or misappropriation of intellectual-property rights.
Customer will defend and indemnify Paxton against any third-party claim arising from Customer Data, Customer’s breach of these Terms, or Customer’s violation of applicable law.
The indemnifying Party’s obligations under this Section are conditioned on the indemnified Party: (i) providing prompt written notice of the claim, except that delay will relieve the indemnifying Party of its obligations only to the extent it is materially prejudiced by the delay; (ii) granting the indemnifying Party sole control of the defense and settlement; and (iii) providing reasonable cooperation at the indemnifying Party’s expense. The indemnifying Party may not settle any claim in a manner that admits fault by, or imposes obligations on, the indemnified Party without the indemnified Party’s prior written consent, which will not be unreasonably withheld, conditioned, or delayed where the settlement unconditionally releases the indemnified Party, requires no admission of wrongdoing, and imposes no payment or continuing obligation on the indemnified Party.
Paxton may suspend or terminate access to the Services if Customer violates these Terms or if necessary to protect the security or integrity of the Services. Paxton may also suspend access where required by law or for non-payment as described in Section 11.
Upon termination or expiration, Customer’s right to access the Services will cease, subject to any access or return obligation under applicable law, the DPA, or an applicable BAA. Termination or expiration ends further automatic renewal; all accrued payment obligations remain due. Sections 1 (Definitions), 5 (Confidentiality), 10 (Data Retention and Export), 12 (Intellectual Property), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), 17 (Governing Law and Disputes), and 18 (General), together with Paxton’s rights in aggregated and de-identified data created during the subscription term and any other provisions that by their nature should survive, will survive termination or expiration.
These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles.
The Parties will first attempt in good faith to resolve any dispute through informal negotiation for at least thirty (30) days. The negotiation period begins when a Party provides written notice describing the dispute.
If the dispute remains unresolved, it shall be finally resolved through binding arbitration administered by JAMS under its Comprehensive Arbitration Rules, before a single arbitrator. The seat and legal place of arbitration will be Santa Clara County, California. Hearings may be conducted remotely or at another location agreed by the Parties or directed by the arbitrator.
The arbitrator will have exclusive authority to determine the scope, applicability, and enforceability of this arbitration provision. Arbitration proceedings and related materials will remain confidential except as required by law.
Arbitration will proceed only on an individual basis. Neither Party may bring or participate in a class, collective, or representative action, and the arbitrator has no authority to consolidate claims or preside over any form of class or representative proceeding.
Notwithstanding the foregoing, either Party may seek temporary or preliminary injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement or misappropriation of intellectual property or breach of confidentiality obligations; the underlying merits of any such dispute will remain subject to arbitration under this Section. Any court proceeding permitted under this Section must be brought exclusively in the state or federal courts located in Santa Clara County, California, and each Party consents to the personal jurisdiction of those courts.
Judgment on the arbitration award may be entered in any court having jurisdiction.
These Terms constitute the entire agreement between the Parties with respect to the Services unless superseded by a separate written agreement.
If Customer and Paxton have entered into a separate written agreement governing the Services, that agreement will control over these Terms to the extent of any conflict. The DPA controls solely with respect to the Processing of Customer Personal Data (as defined in the DPA, including personal information in Output and related content-bearing derivatives), and a BAA controls solely with respect to PHI. Mandatory law and applicable Google API requirements are not waived by this allocation of contractual priority.
Any additional or conflicting terms contained in a purchase order, vendor portal, or other Customer document are rejected and have no force or effect unless expressly accepted in writing by Paxton.
If any provision is found unenforceable, the remaining provisions will remain in effect.
Paxton may update these Terms from time to time and will provide reasonable advance notice of material changes by email, through the Services, or by posting the revised Terms. Material changes will apply to an existing paid subscription upon its next renewal, unless the change is required sooner by applicable law or is reasonably necessary to address security, abuse, or changes to the Services. Paxton may require Customer to affirmatively accept material changes before continued use. Non-material changes apply prospectively from the stated effective date.
Neither Party may assign these Terms without the other Party’s prior written consent, except that either Party may assign these Terms to a successor in connection with a merger, acquisition, or sale of substantially all of its assets. Any transfer of Google API Data in such a transaction remains subject to applicable Google requirements, including prior user consent where required.
Neither Party will be liable for any delay or failure to perform caused by circumstances beyond its reasonable control. This provision does not excuse Customer’s obligation to pay amounts accrued or due.
A Party’s failure to enforce any provision is not a waiver of its right to enforce that provision later.
The Parties are independent contractors, and these Terms do not create any partnership, joint venture, employment, or agency relationship.
Routine notices under these Terms must be in writing. Notices to Paxton must be sent to legal@paxton.ai; routine account and support matters may be directed to support@paxton.ai. Notices to Customer will be sent to the email address associated with Customer’s account. Email notices will be deemed received on the date sent if sent during the recipient’s normal business hours and the sender does not receive an automated delivery-failure notice; otherwise, on the next business day. Formal legal process, including any summons, complaint, subpoena, or notice of arbitration, must be served in accordance with applicable law; a courtesy copy should be sent to legal@paxton.ai, but delivery of a courtesy copy does not constitute service of process.
Section headings are for convenience only and do not affect interpretation.
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