Last Updated: 14 September 2025
1. INTRODUCTION
1.1. This general terms of use (“General Terms”) sets out the terms which govern Your use and access of the Website at http://brieftech.ai or its Service owned and operated by or on behalf of BRIEF TECH PTE. LTD. and any of its Affiliates (collectively “BriefTech”, “we”, “us” or “our”).
1.2. The Service is a software-as-a-service platform for professionals, as made generally available by BriefTech to its customers. Some features of the Service may be AI-powered, and its Output, in particular, where such Output is AI-generated, may contain errors and misstatements or may be incomplete and thus require You to conduct Your own independent assessment before relying on such Output. There is no attorney-client relationship between BriefTech and you. If You are not qualified legal professionals, You acknowledge that You will not rely solely on the Output generated by the Service and will ensure that any such Output is reviewed and approved by a duly licensed lawyer within Your jurisdiction before it is relied upon.
1.3. If You are using the Service on behalf of another entity (such as Your employer), You must have the authority to accept these General Terms on their behalf. By interacting with us, visiting our Website or accessing the Service, You and Your employer acknowledge and agree that this General Terms, Privacy Policy, Security Addendum and Service Level Agreements (“T&Cs”) are binding and enforceable like any written contract. If You or Your employer do not accept these General Terms or any of the T&Cs, You must stop using/accessing the Service.
1.4. We may revise or update the General Terms at any time by posting a revised version on our Website. You are advised to periodically view our Website for any updates or the most current version of our General Terms. Changes on the General Terms will be published here and effective and binding on You upon publication or such other timing as BriefTech may specify in writing. You agree that any notification of amendments in the manner as aforesaid shall be sufficient notice to You, and Your continued access and/or use of the Website and Service shall constitute an affirmative acknowledgement by You of the amendments and shall be deemed to be Your acceptance of the revised terms.
2. GENERAL USE AND ACCESS
2.1. You agree to comply with any and all guidelines, notices, rules and policies pertaining to the use and/or access of the Service, as well as any amendments to the aforementioned, issued by us from time to time.
2.2. You agree to abide by all applicable laws in the use and/or access of the Service. You acknowledge and voluntarily and expressly accept that Your use of the Service is made under Your sole and exclusive responsibility and at Your sole risk.
2.3. We may, from time to time, provide updates, upgrades, discontinuation of some features or functions and modification which are deemed non-material at BriefTech’s own discretion without giving any reason or prior notice. Such updates are not retroactive, but Your continued use of the Service after any such updates means You agree to such updates.
2.4. Without limiting BriefTech’s termination rights herein, BriefTech reserves the right, at any time, with or without notice in BriefTech’s sole and absolute discretion, to temporarily suspend or otherwise deny access to or use of the Service, without incurring obligation or liability provided that the service levels provided in the Service Level Agreement are complied with, for: (i) scheduled or unscheduled maintenance; (ii) maintaining the security or integrity of BriefTech’s network, hardware, or associated systems or those of BriefTech third party providers; (iii) unusual spikes in activity or usage of the Service; (iv) unplanned technical problems or outages or performance issues resulting from downtime of unavailability of third-party infrastructure services, including but not limited to cloud infrastructure providers; (v) the actual or suspected violation of these General Terms by You or its users; (vi) any failure by You to pay an invoice pursuant to BriefTech’s fees when due; (vii) judicial or other governmental demand or order, subpoena or law enforcement request that expressly or by reasonable implication requires BriefTech to do so; or (viii) the expiration or termination of these General Terms.
2.5. Notwithstanding Clauses 1.4 and 2.3 above, in no event may BriefTech alter the General Terms a way that detracts from its obligations with respect to Confidential Information or P&C Data as agreed to in this General Terms without Your consent.
2.6. We respect Your privacy and are committed to its protection. Our Privacy Policy constitutes a part of these General Terms and explains how we collect, use, and disclose information about you. By accessing or using the Website and Service, You are also agreeing to our Privacy Policy.
2.7. Some of the Service we offer are only available if You register through the creation of an account or if You purchase or subscribe to our Service. When our Service require You to register with us, to enter into a subscription or otherwise provide user information, You may be required to complete the registration process by providing us with complete and accurate information. You grant us and our affiliates the right to use, store, monitor, retrieve and transmit Your account and user information in connection with the operations and performance of the Service in accordance to our Privacy Policy, which is incorporated in these General Terms by references for all purposes.
2.8. If You choose, or You are provided with, a user identification code, password or any other piece of information as part of our security procedures, You must treat such information as confidential, and You must not disclose it to any third party. You are solely responsible for maintaining the confidentiality of Your personal and account information as well as for any and all activities that occur under Your account and to maintain the completeness and accuracy of Your user information, and any loss caused by Your failure to do so is Your responsibility. You shall employ all physical, administrative, and technical controls, screening, and security procedures and other safeguards necessary to: (i) securely administer the distribution and use of all account access credentials and protect against any unauthorised access to or use of the Service; and (ii) control the content and use of Confidential Information or P&C Data, including the uploading or other provision of Confidential Information or P&C Data, in using the Service.
2.9. You must notify us at [email protected] immediately of any suspected or actual unauthorized use of Your account or user information, and any and all other security breaches. Additionally, You will provide BriefTech with such cooperation and assistance related to any such unauthorized use as BriefTech may reasonably request.
3. PERMITTED USE AND RESTRICTED USE
3.1. These General Terms permit You to access, browse, and non-exclusive and non-transferable right to use the Service. Access credentials are specific to the user to whom they are issued and may not be shared, including within the same organization. You must not copy, reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material within our Service unless as expressly authorized by us in writing.
3.2. While accessing our Website, You warrant and agree that You will not:
3.2.1. use it in any way that violates these General Terms, any local or international law or regulation;
3.2.2. use it in a way that infringes, misappropriates or violates any person’s rights and intellectual property right;
3.2.3. attempt to reverse engineer, disassemble, decompile, decode, adapt, or attempt to derive or gain access to any software component of the Service, or discover the source code or engineering of the underlying model and systems of the Service;
3.2.4. attempt automated means to scrape content or output of the Service;
3.2.5. make unsolicited offers or proposals to other users;
3.2.6. engage in harassing or discriminatory behavior or defame or defraud other users;
3.2.7. disseminating any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material or otherwise breaching any laws;
3.2.8. transmitting material that encourages conduct that constitutes a criminal offence, or otherwise breaches any applicable laws, regulations or code of practices;
3.2.9. engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or that, as determined by us, may harm BriefTech or our users, or expose them to liability;
3.2.10. disrupt, interfere with, disable, impair, overburden, violate, compromise the security of, or attempt to gain unauthorized access to, the Service, the server on which the Service is stored, or any server, computing device, or computer network connected to the Service;
3.2.11. upload, transmit, distribute, or run any computer virus, worm, trojan horse, malware, correupted files, hoaxes, spyware, time bomb, logic bomb, or any computer code that could damage or alter a computing device, computer network, communication network, data, the Services, or any other system, device, or property;
3.2.12. probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
3.2.13. forge any TCP/IP packet header or any part of the header information in any email or posting;
3.2.14. access, use, or modify any data, information, or other materials not intentionally made available or accessible to You by BriefTech;
3.2.15. license, sublicense, assign, convey, or transfer any rights granted hereunder.
3.2.16. perform any acts that may damage our image, interests or rights or those of any of our affiliated companies;
3.2.17. access or use the Service for any purpose other than as expressly permitted under these General Terms; and/or
3.2.18. encourage or enable any other individual to do any of the foregoing.
3.3. We reserve the right to terminate Your account or to refuse Services to You, without prior notice to You, at any time and for any or no reason. Without limiting the above, we will, in appropriate circumstances, permanently terminate Your account and remove all Your information and P&C from the Service. You will be responsible for any losses and costs incurred by BriefTech resulting from Your breach of this Clause.
3.4. To the extent that You provide us with any Feedback, we may freely use and incorporate any Feedback into our products and Services. BriefTech may not utilize Feedback in a way that identifies, or could be used to identify You or Your P&C Data or Your Confidential Information.
3.5. Any third party software, services, or other products You use in connection with the Service (for example, Your internet browser) are subject to their own terms, and we are not responsible for such third party products.
4. P&C DATA
4.1. To utilize certain features, You may be required to upload files, documents, data, text, images or other materials (“P&C Data”) into the Service for the purpose of enabling and utilizing certain features.
4.2. As between the parties, You retain all right, title and interest (including any and all intellectual property rights) in and to the P&C Data. You grant to BriefTech, its Representatives and its Affiliates and authorised Subprocessor a non-exclusive, worldwide, royalty-free licence solely to:
4.2.1. Host, store, cache, copy, transcode, index, parse, extract data or metadata from, and otherwise technically process the P&C Data;
4.2.2. Display, stream, or otherwise make the P&C Data and any AI-generated work product derived therefrom available to You and Your authorized user within the Service; and
4.2.3. Process the P&C Data to the extent necessary to provide the Service to you;
4.2.4. Perform any of the Permitted Purpose as provided in BriefTech’s Privacy Policy; and/or
4.2.5. As may be required by applicable law.
Human Access Strictly Limited
4.3. Automated Processing - Your P&C Data will, by default, be accessed only by automated software routines necessary to deliver or perform the Service to You.
4.4. Support Exception – BriefTech’s Representatives or personnels may access P&C Data only
4.4.1. To investigate a suspected security incident or legal obligation;
4.4.2. When You share a matter, file or document with the BriefTech’s Represenatives or personnels, by toggling with the rights and permissions settings to that matter, file or document; or
4.4.3. As expressly authorized in writing by You; and
subject to confidentiality obligations at least as protective as those set out in this Agreement.
No Waiver of Privilege
4.5. Processing, hosting or temporary storage of P&C Data by BriefTech in accordance with this General Terms shall not be deemed to waive, diminish, or prejudice any attorney-client privilege, work-product immunity, confidentiality obligation, or similar protection attaching to such materials.
Prohibited Uses (No Training of Models)
4.6. BriefTech shall not (and shall not permit any third party to) :
4.6.1. Use P&C Data to train, retrain, fine-tune, or otherwise improve any machine-learning or artificial-intelligence models, whether for the benefit of BriefTech, its other users, or any third party;
4.6.2. Mine P&C Data for advertising, marketing or resale purposes; or
4.6.3. Disclose P&C Data to any government body, court or third party except as required by applicable law, and, where legally permissible, only after providing You with prior written notice and an opportunity to seek protective relief where legally allowed to.
4.7. The parties acknowledge that the foregoing licences and restrictions are fundamental to safeguarding P&C Data and constitute essential terms of this General Terms.
5. INPUTS AND OUTPUTS
5.1. You may provide Inputs to the Service and receive Output from the Service. As between the parties, You own you’re the Inputs.
5.2. You may provide Inputs that is similar or identical to a third party user’s Input or may receive Output that is similar or identical to Output provided to other third party users. Queries that are requested by other third party users are not Your Input and responses provided to other third party users are not Your Output.
6. FEES AND PAYMENTS
6.1. You agree to pay all applicable fees and charges as set forth on the relevant section of the Website or Service for each product or Service used or purchased or otherwise incurred as agreed between BriefTech and Yourself as set forth in Your Order Form(s). We have the right to correct invoicing errors or mistakes within 45 days of the relevant invoice being received by You.
6.2. For services purchased on a subscription basis, You will be invoiced on a recurring basis for so long as You maintains a billable case or matter in the Service unless a different payment term or billing cycle is agreed between the parties in writing, as set forth in Your Order Form(s). All fees paid to BriefTech are non-refundable.
6.3. If Payment is not received when it is due, BriefTech reserves the right to suspend the Service and terminate the arrangement, engagement or agreement (including the Order Form or these General Terms) with You with immediate effect.
7. WARRANTY AND DISCLAIMER
7.1. BriefTech represents and warrants that it is the owner of the Service and of each and every component thereof, or the recipient of a valid license thereto, and that it has and will maintain the full power and authority to grant the rights granted to You in this General Terms without further consent of any third party. BriefTech’s representation and warranties in the preceding sentence do not apply to the use of the Services in combination with hardware or software not provided by BriefTech, including uploaders, plug-ins and other third-party software which You may use to interact with within the Service. Third-party content and software used by You is at Your sole risk. In the event of a breach of a warranty in this clause, BriefTech, at is own expense and discretion, will promptly take its choice of the following actions: (i) secure for You the right to continue using the Service; (ii) replace of modify the Service to make it non-infringing; or (iii) terminate the infringing features of the Service.
7.2. You warrant that You have the necessary rights in Your P&C Data and Confidential Information to upload to the Service during its use thereof and that Your use of the Service will comply with all applicable laws and regulations.
7.3. Except to the extent set forth in the Service Level Agreement and in Clause 7.1 above, the Service is made available on an “as is” and “as available” basis, and at Your sole risk. BriefTech assumes no responsibility and makes no representation or warranty, on the accuracy, validity or completeness of the materials or information contained in the Services, and disclaims all liability for any errors, delays or omissions in the Services, or for any action taken in reliance thereon. No warranty of any kind, implied, express or statutory, including but not limited to the warranties of non-infringement of third party rights, title, merchantability, satisfactory quality or fitness for a particular purpose, is given in conjunction with the Service.
7.4. You understand and acknowledge that You may submit, upload, or process through the Service a variety of different data types, and any such Data may have existing encryption, or automatic image conversion issues. As a result of these pre-existing issues, there may be times when: (i) Your Data cannot be extracted and processed; (ii) a certain amount of Data may not be suitable or available for extraction from text, metadata or other information; or (iii) file images may not correctly format when image files are created from native documents for purposes of review or production (collectively, “Exception” or “Exceptions”) and You agree that this list is non-exhaustive. Such Exceptions may limit the function of any searching, filtering or other analysis of the Data within the Service. Additionally, You understand that in processing Data there are times Data is lost or damaged. You will be responsible for and shall maintain adequate back-up and archival copies of all Data. BriefTech shall bear no liability with respect to any Data that is lost or damaged as a result of the processing of Data.
7.5. BriefTech does not warrant that any part of Services will be provided uninterrupted or free from errors or omissions, or that any identified defect will be corrected. Further, no warranty is given that the Services will meet the requirements of any persons or corrupting code, agent, program or macros.
7.6. BriefTech does not warrant the security of any information transmitted by You or to You through the Service or that there would be no delay, interruption or interception in data transmission. Although BriefTech uses industry standards for information transmission as provided in the Security Addendum, You accept the risk that any information transmitted or received through the Service over the Internet may be subject to interruption, transmission blackout, delayed transmission due to internet traffic or incorrect data transmission due to the public nature of the Internet which is outside the control of BriefTech. Regardless of any security measures taken by BriefTech, BriefTech shall assume no responsibility whatsoever for any losses resulting from such delays, interruptions and/or interceptions.
7.7. Any materials, information, view, opinion, projection or estimate presented via the Service is made available by BriefTech for informational purposes only, and is subject to change without notice. You must make Your own assessment of the relevance, timeliness, accuracy, adequacy, commercial value, completeness and reliability of the materials, information, view opinion, projection or estimate provided in the Service and such independent investigations as You may consider necessary or appropriate for the purpose of such assessment. Any opinion or estimate provided in the Service is made on a general basis and is not to be relied on by You as advice. Accordingly, no warranty whatsoever is given by BriefTech and no liability whatsoever is accepted by BriefTech for any losses arising whether directly or indirectly as a result of You acting on any materials, information, view, opinion, projection or estimate provided in the Service.
7.8. Where the Service contains hypertext links to third party websites, such links are not an endorsement by BriefTech of any content, products or services provided on or via such websites. The use of such links is entirely at Your own risk and BriefTech makes no representation or warranty as to having reviewed or verified and accepts no responsibility or liability, for the content, use or availability of such websites or for the relevance, timeliness, accuracy, adequacy, commercial value, completeness or reliability of any content, products or services contained in or provided on or via such websites. You acknowledge and agree that You will be solely responsible for any access or use of third party systems, services, content, materials, products or programmes contained in or provided on or via the Service. If You access or use such third party systems, services, content, materials, products or programmes, You must comply with the relevant terms and conditions for the access or the use thereof.
7.9. Without prejudice to other provision in these General Terms, BriefTech shall not be liable for any losses arising directly or indirectly from or in connection with the Service including but not limited to: (i) any access, use, misuse or inability to use the Service and reliance of the Service (ii) any system, server or connection failure, error, omission, interruption, interception or delay in transmission or computer virus or other malicious, destructive or corrupting code, agent, program or macros; (iii) any use of and/or access to any third party websites linked to or provided through the Service; or (iv) any services, products, information, data, software or other material obtained or downloaded from the Service or from any third party websites linked to or provided through the Service.
8. INTELLECTUAL PROPERTY
8.1. The Service, any materials or components thereof are protected by copyright, trademarks, database rights and other intellectual property rights, as applicable which are the property of BriefTech. As such, they may not be reproduced, transmitted, published, performed, broadcast, stored, adapted, distributed, displayed, licensed, altered, hyperlinked or otherwise used in whole or in part in any manner without the prior written consent of BriefTech.
8.2. All trademarks, service marks and logos used in this Website are the property of BriefTech and/or the respective third-party proprietors identified in this Service. No licence or right is granted and Your access to this Website and/or use of the online services should not be construed as granting, by implication, estoppel or otherwise, any license or right to use any trademarks, service marks or logos appearing on this Website without the prior written consent of BriefTech or the relevant third party proprietor thereof. Save and except with BriefTech’s prior written consent, no such trademark, service mark or logo may be used as a hyperlink or to mark any hyperlink to any of BriefTech’s websites or Service.
8.3. You agree to grant BriefTech and its Affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate any Feedback provided by You to BriefTech, and nothing in this General Terms or in the parties’ dealings arising out of or related to this General Terms will restrict BriefTech’s right to use, profit from, disclose, publish, keep secret, or otherwise exploit feedback, without compensating or credit to you.
8.4. You grant us the right to reference You as a customer of the Service and to use Your logo for that purpose. You may terminate such right at any time by providing us with notice.
9. INDEMNITY
9.1. BriefTech will defend You against any claim by a third party alleging that the Service, when used in accordance with these General Terms, infringes any intellectual property right of such third party and will indemnify You for any damages, costs, and, if applicable, legal fees finally awarded against You or agreed in settlement by us resulting from such claim. If Your use of the Service results (or in BriefTech’s opinion is likely to result) in an infringement claim, BriefTech 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. BriefTech will not have an obligation to indemnify and defend to the extent the applicable claim is attributable to any materials not provided by BriefTech either alone or in combination with the Service. Notwithstanding the above, BriefTech does not have any obligation to defend or indemnify with respect to output that results from You Input or P&C Data that is in violation of our General Terms or results from Input, or P&C Data that You knew or reasonably should have known was likely to lead to infringing output.
9.2. You agree to defend, indemnify and hold us including our management, employees, subsidiaries, representatives and Affiliates harmless from and against all liabilities, damages, claims, actions, penalties, costs and expenses (including legal fees) and all detrimental consequences, which may be suffered or incurred by us as a result of or in connection with or arising out of:
9.2.1. any claim by a third party arising from or relating to the Confidential Information or P&C Data You submit, post, transmit, upload or make available through the Service;
9.2.2. enforcement of Your rights on behalf of You against any relevant party;
9.2.3. any non-compliance with or violation of any prevailing laws and regulations, government’s policies, directives and court verdicts or arbitral awards of any judicial bodies including infringement of any third party’s rights committed by or which involves You and/or Your affiliates, employees or related parties in or after the use of our Services or during the access to, use of or browsing in the Services; and/or
9.2.4. agreed in settlement by You resulting from such claim.
10. LIMITATIONS ON LIABILITY
10.1. 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 General 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.
10.2. Other than with respect to (i) either party’s payment obligations under these General Terms, Order Form, (ii) the parties’ obligations under Clause 10, (iii) the claims indicated in Clause 10.3 below, 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 amount actually paid or payable to BriefTech by You in the prior 12 months relating to Your use the Service (“Liability Cap”).
10.3. For claims relating to data breaches of Your Data caused entirely by BriefTech’s breach of its obligations under our Security Addendum or the Privacy Policy, 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 General Terms will not exceed the amount actually paid or payable to BriefTech by You in the prior 6 months relating to Your use of the Service (“Data Breach Cap”).
10.4. Some or part of the Services may be made available to You on a “Demonstration”, “Evaluation”, “Beta”, “Test”, “Early Access”, or “Trial” basis (“Beta Features”). Any Feedback related to the Preview Feature may be used to improve the Service or such features. Beta Features are subject to the terms and conditions of this General Terms, except however that: (i) Beta Features may only be used to evaluate and facilitate Your decision to purchase a subscription to any part of the Services; (ii) demonstration of its capabilities to prospective users of the Services; (iii) providing feedback to BriefTech; (iv) testing does not include loading content prior to or for production use; (v) BriefTech makes no warranties or any other claims with regard to the Beta Features’ and Service’s usability, reliability, performance, or overall quality; (vi) Beta Features are provided by BriefTech on an ‘as is’ and ‘as available’ basis without warranties of any kind and; (vii) BriefTech reserves the right to delete or restrict access to any Data uploaded by You during such an evaluation period; (viii) You will hold BriefTech harmless for any damages or losses resulting from Your use of the Service. At the end of the period of which Beta Features are made available, the fees applicable pursuant such Beta Features will apply and You shall pay the applicable fees. BriefTech may materially change Beta Features during the course of the preview and may opt to discontinue Beta Features.
10.5. No action, regardless of form, arising out of or in connection with these General Terms may be brought by You more than one (1) year after the cause of action has accrued, unless such limitation is prohibited by law.
11. TERM AND TERMINATION
11.1. These Terms take effect as at the date which is the earlier of (i) when You first use the Service or (ii) the effective date of the first Engagement Letter or Order Form referencing this General Terms.
11.2. Notwithstanding the above, termination (either by BriefTech or you) does not become effective until the expiration or termination of all operative Engagement Letters or Order Forms or as otherwise indicated in Your Engagement Letters or Order Form or these General Terms. In the case of termination, You remain obligated to pay for any used but unpaid fees charged to Your account.
11.3. Within 90 days of termination, BriefTech will securely delete any remaining P&C Data or Confidential Information unless otherwise instructed by you.
11.4. You agree that BriefTech may, at its absolute discretion, deny You access to the Service for any reason, including without limitation, if BriefTech believes that You have violated or acted inconsistently with any terms or conditions set out herein, or if in BriefTech’s opinion or the opinion of any regulatory authority, it is not suitable to continue providing the Services.
12. MISCELLANEOUS
12.1. Governing law - These General Terms shall be governed by and construed in accordance with Singapore law.
12.2. Dispute Resolution - Any dispute arising out of or in connection with these General Terms, including any question regarding its existence, validity or termination, shall be resolved as follows: (a) In the event of a dispute, such dispute shall be referred to mediation and such mediation shall be held within 45 days of the retention of the mediator which shall be appointed by a local mediation service provider in Singapore. (b) A full day of mediation must be held before any party is allowed to withdraw from the mediation. Mediation shall be terminated if any party withdraws from the mediation. Cost of mediation shall be shared equally between parties. (c) Any dispute not resolved through mediation shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this Paragraph The seat of the arbitration shall be Singapore. The Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.
12.3. Confidentiality - Each party (“Receiving Party”) will use the same degree of care that it uses to protect the confidentiality of its own Confidential Information of like kind (but not less than reasonable care) to: (i) not use any Confidential Information of the other party (“Disclosing Party”) for any purpose outside the scope of these General Terms; and (ii) except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees and contractors who need that access for purposes consistent with these General Terms and who are bound by confidentiality obligations to the Receiving Party containing protections not materially less protective than this clause. If the Receiving Party is required by law or court order to disclose Confidential Information, then the Receiving Party will, to the extent legally permitted, provide the Disclosing Party with advance written notification and cooperate in any effort to obtain confidential treatment of the Confidential Information. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party, the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.
12.4. Notice - All notices must be in writing (in English) and addressed to the parties via email: (i) for BriefTech, notice must be sent to [email protected] and such notice will be deemed received 72 hours after they are sent; and (ii) for you, the e-mails of contact points provided by You or to the email address associated with Your user account and such notice will be deemed received 24 hours after they are sent. Either party may change its email address for notices under these General Terms by providing the other party written notice in accordance with this Clause.
12.5. Electronic Communication - You consent to receiving communication from us electronically and You agree to BriefTech’s use of electronic communication to enter into agreements and communicate with You in accordance with the Electronic Transactions Act 2010 of Singapore.
12.6. Independent Contractors - The parties are independent contractors and shall so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf.
12.7. Sub-contracting and delegation - We may delegate or sub-contract the performance in connection with the Service.
12.8. Successor and Assignment - You may not assign Your rights under these General Terms, in whole or in part, without our prior written consent and any attempt to do so will be null and void. We may assign our rights under these General Terms to any third party. This Agreement shall be binding upon and shall inure to the benefit You and BriefTech’s successors and assigns. These General Terms will bind You and us and our respective successors in title and assigns and will continue to bind You notwithstanding any change in our name or constitution or our merger, consolidation or amalgamation with or into any other entity (in which case these General Terms will bind You to our successor entity).
12.9. Force Majeure - No delay, failure, or default, other than a failure to pay fees when due, will constitute a breach of this General Terms to the extent caused by acts of war, fire, flood, terrorism, hurricanes, earthquakes, other acts of God or of nature, strikes or other labor disputes, riots or other acts of civil disorder, embargoes, national or international health emergencies, failure of utility services or transportation networks, interruption or failure of the internet, telecommunications, or data processing services, including but not limited to denial of service attacks or other malicious third-party actions intended to disrupt service or other causes beyond the non-performing party’s reasonable control.
12.10. Severability - If any provision of these General Terms or part thereof is rendered void, invalid, illegal or unenforceable by any legislation to which it is subject, it shall be rendered void, invalid, illegal or unenforceable only to that extent and it shall in no way affect or prejudice the enforceability of the remainder of such provision or the other provisions of these General Terms. Such provision shall be struck and severed from these General Terms and the remaining provisions of these General Terms shall not be affected thereby.
12.11. Waiver - No failure or delay to exercise or enforce BriefTech’s rights conferred upon it under these General Terms shall be deemed to be a waiver of any such rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times. Waiver of any right arising from a breach or non-performance of these General Terms or arising upon default under these General Terms shall be in writing and signed by BriefTech.
12.12. Rights of Third Parties - A person or entity who is not a party to these General Terms shall have no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore or other similar laws to enforce any of these General Terms, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. Our right to vary these General Terms may be exercised without the consent of any person or entity who is not a party to these General Terms. For the avoidance of doubt, nothing in this clause shall affect the rights of any permitted assignee or transferee of these General Terms.
12.13. No Internet access - You agree and acknowledge that these General Terms, the Service do not include the provision of Internet access or other telecommunication services by BriefTech. Any Internet access or telecommunications services (such as mobile data connectivity) required by You to access and use the Website shall be Your sole responsibility and shall be separately obtained by you, at Your own cost, from the appropriate telecommunications or internet access service provider.
12.14. Survival – Clauses 4.2, 4.6, 5.1, 6, 10, 11, 12 shall survive the termination of these General Terms.
12.15. Entire Agreement - These General Terms are the complete and exclusive statement of the mutual understanding of the parties in connection with Your use of the Service and supersede all prior or contemporaneous written and oral proposals, negotiations, agreements, understandings, and communications between You and BriefTech relating to the subject matter in these General Terms. Each party represents that, in connection with the Service, it has not relied on any term or representation not contained in these General Terms.
13. DEFINED TERMS
The following capitalised terms will have the following meanings whenever used in these General Terms:
13.1. “Affiliates” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity where “control,” for the purposes of this definition means direct or indirect ownership or control of more than 50% of the voting interests in the subject entity which shall include a subsidiary of BriefTech;
13.2. “Beta Features” has the meaning set forth in Clause 10.4;
13.3. “Confidential Information” means all information that is identified as confidential at the time of disclosure by the Disclosing Party or reasonably should be known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure. Your Input and Output specific to You and Your P&C Data are Your Confidential Information;
13.4. “Disclosing Party” has the meaning set forth in Clause 12.3;
13.5. “Feedback” refers to any suggestion or idea for improving or otherwise modifying any of BriefTech’s products or services;
13.6. “Force Majeure” has the meaning set forth in Clause 12.9;
13.7. “General Terms” means these terms which has been further defined in Clause 1.1;
13.8. “Input” or “Inputs” means instructions, directions, query or prompt provided by a user to the Service;
13.9. “Order Form” means a document (including any online or electronic form) executed or accepted by You which references these General Terms and sets out the specific commercial terms applicable to the Service, including but not limited to the scope of Service, pricing, subscription term, usage limits and any other relevant details. Each Order Form shall incorporate by reference and be governed by the General Terms, Privacy Policy, Service Level Agreements, Security Addendum and any other referenced documents and together they shall constitute the full agreement between BriefTech and You in respect of the relevant Service;
13.10. “Output” or “Outputs” means the output provided by the Service to a user (i) in response to the automated processes as provided in the Service; and/or (ii) in response to a user’s Input;
13.11. “P&C Data” has the meaning set forth in Clause 4.1;
13.12. “Privacy Policy” means the policies governing the privacy provisions related to BriefTech’s Service as located at https://brieftech.ai/privacy;
13.13. “Receiving Party” has the meaning set forth in Clause 12.3;
13.14. “Representatives” means BriefTech and/or its Affiliate’s employees, affiliates, consultants, subcontractors, independent contractors, agents, or advisors;
13.15. “Security Addendum” means the Security Addendum governing security provisions related to BriefTech’s Service as located at https://brieftech.ai/security;
13.16. “Service” means the platform, applications or system, software-as-a-service made available to You, together with all its content, including the information, images, links, sounds, graphics, video, applications and other materials displayed or made available therein and the functionalities or services provided therein;
13.17. “Service Level Agreement” means the terms governing support and service levels arrangement related to BriefTech’s Service as located at https://brieftech.ai/sla;
13.18. “Subprocessor” means any subcontractor or vendor of BriefTech that has access to or otherwise processes P&C Data or Confidential Information;
13.19. “T&Cs” has the meaning set forth in Clause 1.3;
13.20. “Website” means http://brieftech.ai;
13.21. “You” or “Your” means (i) the organisation, entity or individual contracting for the use of the Service and/or (ii) the respective authorized users from such organisation or entity as propriate.