Pact Works Terms of Service

1. These terms. These Terms of Service (the "Terms") are an agreement between you and Pact Ops Inc., a New York corporation ("Pact Ops," "we," "us"). They govern your use of Pact Works, including the Pact Works website pages, the Pact Workspace portal, and the playbooks, templates, articles, checklists, and other materials we provide (together, the "Service"). By creating an account, starting a subscription, or using the Service, you agree to these Terms. If you are using the Service for a business, you agree to them on the business's behalf and confirm you have authority to do so; "you" then includes that business.

2. Pact Works is not a law firm. Pact Works is a self-service product. It provides tools and educational information, not legal advice. Pact Ops is not a law firm, does not practice law, and does not provide legal services. Using the Service does not create an attorney-client relationship with Pact Ops or with anyone else. No one at Pact Ops reviews your answers, documents, or situation as part of your subscription. You are responsible for deciding whether a playbook, template, or document fits your situation and for how you use it.

3. Attorney services are separate. Attorney services are provided only by Pact, the law firm (Kathleen Centolella, Esq., PLLC), under a separate engagement. The law firm is a separate business from Pact Ops. If you request attorney help or a document review through the Service, the law firm will first check for conflicts of interest, then confirm the scope and fees in a separate engagement letter before any work begins. An attorney-client relationship begins only when you and the law firm sign that engagement letter. Attorney fees are paid to the law firm, not to Pact Ops, with one exception: on the Counsel plan, one document review and one question each month are included in your subscription price, and Pact Ops pays the law firm for that included attorney work. Any other attorney work is priced and billed by the law firm and paid to the law firm directly. In every case, the law firm's own terms and engagement letter govern the attorney work, not these Terms.

4. Who can use the Service. You must be at least 18 years old and located in the United States to use the Service. The playbooks and templates are written for businesses and business owners in the United States. You may use the Service only for business purposes, not for personal, family, or household purposes. They may not reflect the law of every state or your specific circumstances.

5. Your account. You need an account to use the Service. You agree to give accurate account information and keep it current. Keep your password and sign-in methods secure, and tell us promptly at team@pactworks.co if you believe someone has used your account without permission. You are responsible for activity under your account. A subscription is for your own business's internal use; you may add team members only as the Service allows.

6. Plans and prices. Pact Works is offered as:

• Monthly plan: $49 per month, billed monthly, with a six-month minimum term.
• Counsel plan: $349 per month, billed monthly, with a six-month minimum term. Includes every playbook, including new ones as we add them. Each month you also get one document review and one question answered by a Pact attorney. Attorney work is provided by Pact, the law firm, under a separate engagement; the firm confirms conflicts before you share details. Unused reviews and questions don't roll over.
• Annual plan: $449 per year, billed once a year in advance.
• Counsel annual: $3,199 per year, billed once a year in advance. Includes every playbook, including new ones as we add them. Each month you also get one document review and one question answered by a Pact attorney. Attorney work is provided by Pact, the law firm, under a separate engagement; the firm confirms conflicts before you share details. Unused reviews and questions don't roll over.
• HR & Employee playbook bundle: $299, a one-time add-on to an active subscription. It stays available while your subscription is active.
• Individual playbooks: $99 each, a one-time add-on to an active subscription. You can buy any single playbook, including ones in the HR & Employee playbook bundle. A playbook you purchase stays available for as long as you keep an active subscription. If your subscription lapses, access to your purchased playbooks pauses; it's restored if you resubscribe. We may update or stop offering a playbook to new purchasers. If you already purchased it, section 6 access continues to apply.

Prices are in US dollars and do not include taxes, which we add where required. The price shown when you subscribe applies to your current term. We may change prices for future terms by giving you at least 30 days' notice by email before the change takes effect; if you don't want the new price, you can cancel before it applies.

7. Payment. You authorize Pact Ops to charge your chosen payment method for each subscription fee and add-on when due. Payments are processed by LawPay, our payment processor; we don't store full card numbers. If a payment fails, we may retry it and may suspend your access until it goes through.

8. Automatic renewal. YOUR SUBSCRIPTION RENEWS AUTOMATICALLY UNTIL YOU CANCEL. The monthly plan renews each month at $49, the Counsel plan renews each month at $349, the annual plan renews each year at $449, and Counsel annual renews each year at $3,199 (or the price in effect after notice under section 6), charged to your payment method on file at the start of each renewal period. You can turn off automatic renewal at any time as described in section 9.

9. Cancelling. You can cancel online at any time in your Pact Workspace account settings, or by emailing team@pactworks.co.

• Monthly and Counsel plans: your subscription ends at the later of (a) the end of your six-month minimum term or (b) 30 days after you cancel. You remain responsible for the monthly fees through that end date, including any remaining months of the minimum term.
• Switching from Counsel to a lower plan: if you're on Counsel monthly, the change takes effect at the end of your six-month minimum term or, if that has passed, at your next renewal. If you're on Counsel annual, it takes effect at the end of the annual term you've already paid for. There is no proration or credit for the price difference.
• Upgrading to Counsel: you can upgrade from the monthly or annual plan to Counsel at any time. If you're on the monthly plan's six-month minimum term, upgrading ends that minimum-term obligation, and the Counsel plan's own terms above apply going forward instead. There is no proration or credit for the plan you're leaving.
• Annual and Counsel annual plans: your subscription ends at the end of the annual term you have already paid for, and it will not renew.

You keep access to the Service until your subscription ends. We will confirm your cancellation by email.

10. No refunds. Fees are non-refundable. We don't give refunds or credits for partial months or years, unused time, or add-ons, except where the law requires a refund.

11. Attorney review and other attorney services. The Service may let you request a fixed-price document review ($149) or other help from Pact, the law firm. As section 3 explains, that is a separate engagement with the law firm, priced and billed by the law firm. A document review covers one document you created in the Service, up to 15 pages. The law firm delivers written notes and a marked-up copy within 5 business days after it confirms conflicts, and a revised version counts as a new review. If you are on the Counsel plan, one document review and one question each month are included in your subscription price, as described in sections 3 and 6. An included question is one business legal question submitted through the Service. The law firm answers it in writing within 3 business days after it confirms conflicts, with one follow-up to clarify the answer. Questions that need a document review or research beyond a short answer are quoted separately. Included reviews and questions cover matters governed by New York or federal law. If the law firm can't take on an included review or question because of a conflict or its scope, it doesn't count against that month's allowance, and you may submit a different one in the same month. The attorney work is always performed by the law firm, not Pact Ops, under a separate engagement. Requesting attorney help, whether included in your plan or purchased separately, does not create an attorney-client relationship until the law firm confirms no conflict and you sign its engagement letter.

12. Your license to the materials. While your subscription is active, we grant you a limited, non-exclusive, non-transferable license to use the Service and its materials for your own business's internal purposes. You may fill in, adapt, download, and use the templates and documents you prepare for your business, and you keep the documents you create. You may not resell, share, publish, or redistribute the playbooks, templates, articles, or checklists themselves, or use them to offer services to others. We and our licensors keep all other rights in the Service.

13. Acceptable use. You agree not to: use the Service for anything unlawful; share your account outside your business; copy, scrape, or reverse-engineer the Service; interfere with its security or operation; or upload anything you don't have the right to share.

14. Your content. Information you enter and documents you create in the Service are yours. You give Pact Ops permission to store and process that content only to run and support the Service, as described in our Privacy Policy. We don't share it with the law firm unless you ask for attorney help.

15. Disclaimers. The Service provides general information and tools, not legal advice. It may not cover every situation, may not reflect recent changes in the law, and may not suit your circumstances. THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT THE LAW ALLOWS, PACT OPS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

16. Limitation of liability. TO THE FULLEST EXTENT THE LAW ALLOWS: (A) PACT OPS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES; AND (B) PACT OPS'S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE FEES YOU PAID PACT OPS IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. Some jurisdictions don't allow some of these limits, so they may not all apply to you.

17. Indemnity. If you use the Service for a business, you agree to indemnify Pact Ops against third-party claims arising from your misuse of the Service or your violation of these Terms.

18. Suspension and termination. We may suspend or end your access if you materially breach these Terms, including non-payment, after notice where practical. If we end the Service for our own convenience, we will give you reasonable notice. Sections 10 and 12 through 20 survive termination, as far as they apply.

19. Governing law and venue. These Terms are governed by the laws of the State of New York, without regard to its conflict-of-laws rules. Any dispute relating to these Terms or the Service will be brought only in the state or federal courts located in Onondaga County, New York, and you and Pact Ops consent to those courts' jurisdiction.

20. Changes to these Terms. We may update these Terms. If a change is material, we will email you at least 30 days before it takes effect. Continuing to use the Service after that date means you accept the updated Terms; if you don't agree, you can cancel under section 9.

21. General. These Terms, together with the Privacy Policy, are the entire agreement between you and Pact Ops about the Service. If a provision is unenforceable, the rest remains in effect. You may not assign these Terms without our consent; we may assign them in a merger, acquisition, or sale of the business. Our failure to enforce a provision is not a waiver.

22. Contact. Pact Ops Inc., PO Box 768, DeWitt, NY 13214 · team@pactworks.co