End User License Agreement

Introduction

This End User License Agreement ("Agreement") is between you ("you" or "Authorized User") and Astrid Labs, Inc. ("Astrid," "we," "us," or "our"). It governs your use of the Astrid meeting-capture and matter-management software, including any related documentation (the "Application").

Your access to the Application comes through your employer or another organization that has a separate agreement with Astrid (an order form or master subscription agreement, the "Firm Agreement"); that organization is the "Firm" referred to throughout this Agreement, and you are an "Authorized User" under it. This Agreement governs your individual use of the Application; the Firm Agreement governs the commercial relationship between Astrid and the Firm, including fees.

Acceptance

BY CLICKING "AGREE," CREATING AN ACCOUNT, OR OTHERWISE ACCESSING OR USING THE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT, (B) REPRESENT THAT YOU ARE AUTHORIZED BY YOUR FIRM TO USE THE APPLICATION, AND (C) AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE APPLICATION.

License grant

Subject to your compliance with this Agreement and the Firm Agreement, Astrid grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Application for your Firm's business purposes, for as long as your Firm's subscription and your seat on it remain active.

License restrictions

You will not:

• copy, modify, or create derivative works of the Application;
• reverse-engineer, decompile, or disassemble the Application, except to the extent applicable law expressly permits despite this restriction;
• rent, lease, sell, sublicense, or otherwise make the Application available to any third party;
• remove or obscure any proprietary notices on the Application;
• attempt to access another user's account or another Firm's data, or otherwise circumvent the Application's access controls, including controls restricting access to calls or matters marked privileged;
• use the Application to violate any applicable law, or to gather competitive intelligence about Astrid;
• interfere with or disrupt the operation or security of the Application; or
• upload or introduce any virus, malware, or similarly harmful code.

Reservation of rights

The Application is licensed, not sold, to you. Astrid and its licensors retain all right, title, and interest in and to the Application, including all associated intellectual property rights. You receive no rights other than the limited license expressly granted above.

Processing of your information

Your use of the Application, and the information processed through it, is governed by our Privacy Policy. You represent that you have the right to submit any information you provide to or through the Application, including recorded calls and client information, and that doing so does not violate any third party's rights or any obligation you or your Firm owe to a third party.

AI-generated content

The Application uses artificial intelligence to transcribe calls and draft file notes and client recap emails. AI-generated content may contain errors or omissions. Astrid is not responsible for the accuracy, completeness, or legal sufficiency of any AI-generated content. A draft note or recap email does not become your Firm's official record, and is not sent to a client, until a licensed attorney reviews and approves it. That review is your Firm's responsibility, not Astrid's.

Third-party services

The Application may connect to third-party services your Firm or you choose to authorize, including case management systems, video-conferencing platforms, and calendar or email providers. Astrid is not responsible for those third-party services, and your use of them is subject to their own terms and privacy practices.

Updates

Astrid may update the Application from time to time, including to add, change, or remove features. Updates are automatically part of the Application and subject to this Agreement.

Term and termination

This Agreement remains in effect for as long as you are an Authorized User under an active Firm Agreement. Astrid may suspend or terminate your access if you violate this Agreement, if your Firm's subscription ends, or if your Firm removes you as an Authorized User. Upon termination, your license to use the Application ends immediately; provisions of this Agreement that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, and indemnification) will survive.

Disclaimer of warranties

THE APPLICATION IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ASTRID DOES NOT WARRANT THAT THE APPLICATION WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ANY TRANSCRIPT OR AI-GENERATED CONTENT WILL BE ACCURATE OR COMPLETE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ASTRID WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS OR LOSS OF DATA, ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OF THE APPLICATION, EVEN IF ASTRID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

ASTRID'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOUR FIRM TO ASTRID FOR THE APPLICATION IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER IT ACCRUES OR IT IS PERMANENTLY BARRED.

Indemnification

You agree to indemnify, defend, and hold harmless Astrid and its officers, directors, employees, and agents from any claim, damage, liability, cost, or expense (including reasonable attorneys' fees) arising from your breach of this Agreement or your misuse of the Application.

Export regulation

The Application may be subject to U.S. export control laws. You will not export, re-export, or make the Application available in violation of those laws.

General provisions

This Agreement, together with our Privacy Policy and the Firm Agreement, constitutes the entire agreement between you and Astrid regarding the Application. If any provision of this Agreement is found unenforceable, the remainder will remain in full effect. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-law principles. Any dispute arising out of or relating to this Agreement will be resolved exclusively in the state or federal courts located in Delaware, and you consent to the jurisdiction of those courts. Astrid's failure to enforce a provision of this Agreement is not a waiver of our right to do so later.

Contact us

Astrid Labs, Inc.
215 N Payne St STE 87379
Alexandria, VA 22314
jason@astrid.legal