Terms of Service and Business Associate Agreement

1. Description of Service

Lionize Legal provides document generation services for Social Security disability attorneys, including:

• Pre-Hearing Briefs — Summarizes a claimant's case before an ALJ hearing
• Medical Chronologies — Organizes medical records chronologically
• AC Appeals Briefs — Arguments for Appeals Council review after unfavorable ALJ decisions

The Service processes Electronic Records Express (ERE) files and other documents you upload, uses artificial intelligence to extract and organize information, and generates formatted legal documents delivered to you via Dropbox or other designated delivery method.

2. Account Registration and Eligibility

2.1 Eligibility

The Service is available only to:

• Licensed attorneys in good standing with their state bar
• Law firms engaged in Social Security disability representation
• Authorized representatives of such attorneys or firms

By registering, you represent that you meet these eligibility requirements.

2.2 Account Information

You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

2.3 Domain Verification

Certain features, including the free trial offer, require registration with a valid law firm email domain. Free email providers (such as Gmail, Yahoo, Hotmail, or similar services) do not qualify for the free trial offer.

3. Free Trial

3.1 Offer

New customers may receive one (1) free document at no charge ("Free Trial"). The Free Trial is limited to one document per law firm and requires registration with a valid law firm email domain.

3.2 Conditions

Lionize reserves the right to deny the Free Trial to any customer at its sole discretion, including if we reasonably believe the account is fraudulent, duplicative, or otherwise ineligible.

4. Pricing and Payment

4.1 Pricing

The current price for document generation is $49.00 USD per document. Lionize reserves the right to change pricing at any time. Price changes will not affect orders already placed.

4.2 Payment Method

After your Free Trial (if applicable), you must provide a valid credit card or other accepted payment method to continue using the Service. By providing a payment method, you authorize Lionize to charge that payment method for all fees incurred.

4.3 Billing

Fees are billed monthly in arrears for all documents processed during the billing period. You will receive an invoice detailing charges before payment is processed.

4.4 Taxes

Prices do not include applicable taxes. You are responsible for paying all taxes associated with your use of the Service, excluding taxes based on Lionize's net income.

5. Refund Policy

All sales are final. Once an order is placed and processing begins, no refunds will be issued. Processing begins immediately upon order submission and incurs costs to Lionize regardless of whether the generated document meets your expectations.

If you believe a document contains a material error caused by a defect in our Service (as opposed to errors in the source documents you provided), please contact us at contact@lionizelegal.com. We will review the issue and, at our sole discretion, may offer to reprocess the document at no additional charge.

6. Service Availability and Performance

6.1 Best Efforts

Lionize will use commercially reasonable efforts to process orders promptly. Typical turnaround is same-day or next-business-day, but no specific turnaround time is guaranteed.

6.2 No Uptime Guarantee

The Service is provided on an "as available" basis. We do not guarantee uninterrupted access to the Service. We may suspend or discontinue the Service at any time for maintenance, updates, or other reasons.

6.3 Service Modifications

Lionize reserves the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice.

7. Your Responsibilities

7.1 Source Documents

You are solely responsible for the accuracy and completeness of documents and information you upload to the Service. Lionize is not responsible for errors in generated documents caused by incomplete, inaccurate, or illegible source materials.

7.2 Review Obligation

You must review all generated documents before use. Generated documents are intended as drafts to assist your legal practice. You, as the attorney of record, bear ultimate responsibility for any documents filed with courts or administrative agencies.

7.3 Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose
• Upload documents you do not have the right to process
• Attempt to reverse engineer, decompile, or derive source code from the Service
• Interfere with or disrupt the Service or servers
• Share account credentials with unauthorized parties
• Resell or redistribute the Service without written permission

8. Intellectual Property

8.1 Lionize Property

The Service, including all software, algorithms, designs, and documentation, is owned by Lionize and protected by intellectual property laws. This Agreement does not transfer any ownership rights to you.

8.2 Your Content

You retain ownership of all documents and data you upload to the Service ("Your Content"). By uploading Your Content, you grant Lionize a limited license to process, store, and transmit Your Content solely for the purpose of providing the Service to you.

8.3 Generated Documents

Documents generated by the Service are provided to you for your use. Lionize claims no ownership of generated documents.

9. Confidentiality

Lionize will maintain the confidentiality of Your Content and will not disclose Your Content to third parties except:

• As necessary to provide the Service (including to subcontractors bound by confidentiality obligations)
• As required by law, court order, or government agency
• With your express written consent

10. Disclaimer of Warranties

11. Limitation of Liability

11.3 Essential Purpose — You acknowledge that the limitations in this section reflect a reasonable allocation of risk and are a fundamental part of this Agreement. Lionize would not provide the Service without these limitations.

12. Indemnification

You agree to indemnify, defend, and hold harmless Lionize, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of the Service
• Your violation of this Agreement
• Your violation of any third-party rights
• Any claim by a claimant, client, or third party related to documents you generated using the Service
• Your failure to review generated documents before use

13. Term and Termination

13.1 Term

This Agreement begins when you create an account and continues until terminated.

13.2 Termination by You

You may terminate this Agreement at any time by closing your account. You remain responsible for all fees incurred prior to termination.

13.3 Termination by Lionize

Lionize may suspend or terminate your account at any time, with or without cause, with or without notice. Reasons for termination may include, but are not limited to:

• Violation of this Agreement
• Non-payment of fees
• Fraudulent or illegal activity
• Extended period of inactivity

13.4 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases
• Lionize will delete Your Content in accordance with Section 14 (Data Retention)
• Sections 5, 9, 10, 11, 12, 15, and 16 survive termination

14. Data Retention and Deletion

14.1 Active Accounts

Lionize retains Your Content while your account is active to provide the Service and for your reference.

14.2 Inactive Accounts

If your account has no activity for twenty-four (24) consecutive months, Lionize may delete Your Content without notice.

14.3 Deletion on Termination

Upon account termination (whether by you or by Lionize), Lionize will delete Your Content within a reasonable time, typically within thirty (30) days, unless retention is required by law.

14.4 Deletion Requests

You may request deletion of Your Content at any time by contacting us. We will process deletion requests within thirty (30) days.

15. Dispute Resolution

15.1 Informal Resolution

Before filing any formal dispute, you agree to contact Lionize and attempt to resolve the dispute informally for at least thirty (30) days.

15.2 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Alabama, without regard to its conflict of law principles.

15.3 Jurisdiction

Any disputes arising from this Agreement shall be resolved exclusively in the state or federal courts located in Jefferson County, Alabama. You consent to the personal jurisdiction of such courts.

16. General Provisions

16.1 Entire Agreement

This Agreement constitutes the entire agreement between you and Lionize regarding the Service and supersedes all prior agreements and understandings.

16.2 Amendments

Lionize may modify this Agreement at any time by posting the revised terms on our website. Your continued use of the Service after changes are posted constitutes acceptance of the modified Agreement.

16.3 Severability

If any provision of this Agreement is found invalid or unenforceable, the remaining provisions remain in full force and effect.

16.4 Waiver

Failure to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision.

16.5 Assignment

You may not assign this Agreement without Lionize's written consent. Lionize may assign this Agreement without restriction.

16.6 Notices

Notices to you may be sent to the email address associated with your account. Notices to Lionize should be sent to:

16.7 Force Majeure

Lionize shall not be liable for delays or failures in performance caused by circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, or internet service failures.

17. Definitions

For purposes of this BAA:

17.1 "Breach"

means the acquisition, access, use, or disclosure of Protected Health Information in a manner not permitted by the HIPAA Privacy Rule which compromises the security or privacy of the PHI, subject to the exceptions in 45 CFR § 164.402.

17.2 "Business Associate"

means Lionize Legal LLC.

17.3 "Covered Entity"

means Customer (the law firm or attorney using the Service).

17.4 "Designated Record Set"

has the meaning set forth in 45 CFR § 164.501.

17.5 "Individual"

means the person who is the subject of the Protected Health Information (i.e., the claimant whose records are processed through the Service).

17.6 "Protected Health Information" or "PHI"

has the meaning set forth in 45 CFR § 160.103, and includes Electronic Protected Health Information ("ePHI").

17.7 "Required by Law"

has the meaning set forth in 45 CFR § 164.103.

17.8 "Security Incident"

means the attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference with system operations in an information system, as defined in 45 CFR § 164.304.

17.9 "Subcontractor"

means a person to whom Business Associate delegates a function, activity, or service, other than in the capacity of a member of Business Associate's workforce.

18. Obligations of Business Associate

18.1 Permitted Uses and Disclosures

Business Associate may use or disclose PHI only:

• As necessary to perform the Service described in Part One of this Agreement
• As Required by Law
• As permitted by this BAA
• For the proper management and administration of Business Associate, provided that the disclosure is Required by Law or Business Associate obtains reasonable assurances from the recipient that the PHI will be held confidentially

18.2 Prohibited Uses and Disclosures

Business Associate shall not:

• Use or disclose PHI other than as permitted or required by this BAA or as Required by Law
• Use or disclose PHI in a manner that would violate the HIPAA Privacy Rule if done by Covered Entity
• Use PHI for marketing purposes
• Sell PHI

18.3 Safeguards

Business Associate shall:

• Implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of ePHI
• Comply with the applicable requirements of the HIPAA Security Rule
• Ensure that any agent, including a Subcontractor, to whom it provides PHI agrees to the same restrictions and conditions that apply to Business Associate under this BAA

18.4 Reporting

Business Associate shall report to Covered Entity:

• Security Incidents: Any Security Incident of which Business Associate becomes aware, within a reasonable time after discovery
• Breaches: Any Breach of Unsecured PHI within seventy-two (72) hours after discovery, including identification of affected Individuals, description of what happened, types of PHI involved, and steps being taken to investigate and mitigate

18.5 Subcontractors

Business Associate may use Subcontractors to assist in providing the Service, provided that Business Associate enters into a written agreement with each Subcontractor that imposes obligations no less protective than those imposed on Business Associate by this BAA, and remains responsible for the acts and omissions of its Subcontractors.

Current Subcontractors (as of the Effective Date):

Business Associate shall notify Covered Entity of material changes to this list.

18.6 Access to PHI

Upon reasonable request by Covered Entity, Business Associate shall make available PHI in a Designated Record Set to Covered Entity or, as directed by Covered Entity, to an Individual, in order to meet Covered Entity's obligations under 45 CFR § 164.524.

18.7 Amendment of PHI

Upon reasonable request by Covered Entity, Business Associate shall make PHI available for amendment and incorporate any amendments to PHI in a Designated Record Set in accordance with 45 CFR § 164.526.

18.8 Accounting of Disclosures

Business Associate shall make available information required to provide an accounting of disclosures in accordance with 45 CFR § 164.528.

18.9 Government Access

Business Associate shall make its internal practices, books, and records relating to the use and disclosure of PHI available to the Secretary of the U.S. Department of Health and Human Services for purposes of determining Covered Entity's compliance with HIPAA.

19. Obligations of Covered Entity

19.1 Permissions

Covered Entity represents and warrants that:

• It has obtained all necessary authorizations, consents, and permissions required under applicable law to disclose PHI to Business Associate for the purposes contemplated by this Agreement
• Its disclosure of PHI to Business Associate is consistent with its Notice of Privacy Practices

19.2 Restrictions

Covered Entity shall notify Business Associate of any restrictions on the use or disclosure of PHI that Covered Entity has agreed to in accordance with 45 CFR § 164.522, to the extent such restrictions may affect Business Associate's performance under this Agreement.

19.3 Changes in Authorization

Covered Entity shall notify Business Associate of any changes in, or revocation of, authorization by an Individual to use or disclose PHI, to the extent such changes may affect Business Associate's performance under this Agreement.

20. Term and Termination of BAA

20.1 Term

This BAA shall remain in effect for the duration of the Agreement.

20.2 Termination for Cause

Either party may terminate this BAA if it determines that the other party has violated a material term of this BAA. The non-breaching party shall:

• Provide written notice of the violation to the breaching party
• Give the breaching party thirty (30) days to cure the violation
• If the violation is not cured, terminate this BAA and the Agreement

20.3 Effect of Termination

Upon termination of this BAA:

• Business Associate shall return or destroy all PHI received from Covered Entity or created or received by Business Associate on behalf of Covered Entity, if feasible
• If return or destruction is not feasible, Business Associate shall extend the protections of this BAA to such PHI and limit further uses and disclosures
• Business Associate shall complete destruction of PHI within thirty (30) days of termination, where feasible, and certify such destruction to Covered Entity upon request

21. Miscellaneous BAA Provisions

21.1 Regulatory References

Any reference in this BAA to a section of HIPAA or its implementing regulations means the section as in effect or as amended.

21.2 Amendment

The parties agree to take such action as is necessary to amend this BAA to comply with changes in HIPAA or its implementing regulations.

21.3 Interpretation

Any ambiguity in this BAA shall be interpreted to permit compliance with HIPAA.

21.4 No Third-Party Beneficiaries

Nothing in this BAA shall confer upon any person other than the parties any rights or remedies.

21.5 Indemnification

Business Associate shall indemnify Covered Entity for any fines, penalties, or damages arising from Business Associate's breach of this BAA or violation of HIPAA attributable to Business Associate's acts or omissions. Covered Entity shall indemnify Business Associate for any fines, penalties, or damages arising from Covered Entity's breach of this BAA or violation of HIPAA attributable to Covered Entity's acts or omissions.

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