Last updated: 11/09/2024

1. INTRODUCTION AND DEFINITIONS 

1.1. These Terms of Service (ToS), as amended from time to time, as set out herein, govern the use and provision of the Services provided by PONS Labs or its Affiliates to the User and form the Agreement between the parties. By accessing or using the Services, you as User acknowledge that you have read, understood, and agree to be bound by these terms. If you do not agree with any part of these terms, you may not use our Services.  

  

1.2.  For the purpose of this ToS, the following terms shall have the meanings ascribed to them:  

  

• “Agreement” means these ToS, the Data Processing Agreement, The Privacy Policy and the Security Policy, all accessible at www.pons.io/legal, and the Work Order, if any.  

• “Affiliate” means a Party’s ultimate parent company and any legal entity that directly or indirectly through one or more intermediaries is controlled by or under common control with the ultimate parent company. For the purposes of this definition, the term ‘control’ shall be understood as the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a legal entity, whether through the ownership of voting stock, by contract, or otherwise.  

• “AI Services” refer to our AI Legal Services, Legal Case Mapping, Contract Generation, Custom Agents, and Contract Analysis services.  

• “Confidential Information” means as defined in Clause 7.1.1.  

• “Disclosing Party” means as defined in Clause 7.1.1.  

• “Effective Date” means the date when the Services is taken into use.  

• “Implementation Work” means the work carried out by or on behalf of PONS to onboard the User.  

• “Initial Service Term” means as defined in Clause 5.1.  

• “Input” means the data, software, documents, third-party services, and other content (including prompts) uploaded, accessed, stored, or submitted by any means for the use in the Services by or on behalf of the User.  

• “Intellectual Property Rights” means all intellectual or industrial property rights, including patents, trademarks, trade names, service marks, domain names, designs, utility models, copyrights, neighbouring rights, database rights, confidential know-how, trade secrets, and similar rights valid against third parties, whether registered or not, and including applications and the right to apply for registration of any rights, which may be protected anywhere in the world.  

• “Marketplace” refers to our platform feature that connects clients with legal professionals.  

• “Output” means the output generated and returned by the Services based on the Input.  

• “Receiving Party” means as defined in Clause 7.1.1.  

• “Renewal Term” means as defined in Clause 5.1.  

• “Services” includes but is not limited to AI Services, Marketplace, platform features, software and mobile applications provided by PONS Labs or its Affiliates.  

• ” Work Order” means, if executed between the parties, one or more documents, describing the specific terms of services, including Implementation Work.   

• “Term” means the Initial Service Term and all Renewal Terms combined.  

• “User” means any person or entity using the Services by subscriptions, one-time purchases or by signing a Work Order.   

2. THE SERVICES, LICENSE, ETC. 

2.1 General  

2.1.1. Subject to the terms and conditions of the Agreement, the User hereby subscribes to, and PONS shall supply, the Services.  

2.1.2. The Services are generally available 24/7 except for interruptions due to support and maintenance. PONS will use all commercially reasonable efforts to ensure as little disruption of the Services as possible and will make reasonable efforts to provide advance notice to the User of any suspension.  

2.1.3. The User is responsible for obtaining and maintaining, at its expense, the hardware, software, and Internet connectivity necessary to access and use the Services.  

2.2 Account administration, access credentials, etc.  

2.2.1. The User is responsible for safeguarding any access credentials related to the Services and for all acts and omissions under its account. In case of suspected or confirmed unauthorized access to or use of the Services or the Access Credentials, the User shall promptly inform PONS.  

2.2.2. In the event a Work Order specify an account administrator, such administrator shall assign each of its end Users with an individual and specific license, which may not be shared, transferred or otherwise used by anyone else, unless specified in the Agreement.  

2.3 Usage restrictions  

2.3.1. The User agrees not to (i) use the Services in a way that infringes or violates any person’s rights, (ii) or use the Services in an excessive manner (as further clarified in Clause 2.3.2) (iii) sub-license, rent, sell, lease, distribute or otherwise transfer its right to access or use the Services or for the benefit of any third party  (iv) attempt to reverse engineer, decompile, reverse compile, disassemble, decrypt, translate or derive the source code or algorithms or review data structures of the Services or any portion thereof, except as permitted by applicable law, (v) modify, customise, port, translate, localise or create derivative works (including but not limited to creating new or extending existing tables or databases) of the Services, (vi) except as permitted through any API offered by PONS, use any automated or programmatic method to extract data or Output from the Services, including scraping, web harvesting, or web data extraction, (vii) gain or attempt to gain non-permitted access by any means to any PONS computer system, network or database, (viii) access all or any part of the Services in order to build a product or service which competes with the Services, (ix) introduce or permit the introduction of, any virus or malware into PONS’ network and information systems, (x) file copyright or patent applications that include the Services or any portion thereof, (xi) use the Services in a manner that interferes or attempts to interfere with the proper working of the Services, and/or (xii) use the Services to create, share or store clearly offensive or inappropriate material.  

2.3.2. Should a User generate (i) more than three (3) times the traffic of an average user in PONS (measured on a weekly basis), or (ii) an amount of traffic which is clearly outside of that User’s normal use parameters, PONS retains the right to limit the User’s access to the Services for the remainder of that specific month and notify the User of the issue.   

2.3.3. If PONS becomes aware of any violation of this Clause 2.3, PONS will notify the User by email and request User to take immediate and appropriate action, including ceasing problematic usage or removing applicable Input. If the User fails to remedy the violation within reasonable time, PONS may suspend the User’s access to the Services until the requested action is taken. If the User fails to take the required action within fifteen (15) business days, PONS may, without prejudice to its other rights and remedies, terminate the Agreement immediately for cause in accordance with Clause 5.2.  

2.4 Marketplace Transactions and Liabilities  

2.4.1. PONS facilitates a Marketplace feature within its platform, connecting clients (businesses and individuals) with legal professionals (lawyers and law firms). The Marketplace is intended to simplify the process of finding and engaging legal services; however, PONS does not guarantee the quality, outcome, or legality of any services provided by legal professionals engaged through the Marketplace.  

2.4.2. PONS is not a party to any agreement entered into between clients and legal professionals within the Marketplace. All interactions, agreements, and transactions conducted through the Marketplace are solely between the respective users.  

2.4.3. Users acknowledge that PONS is not responsible for resolving disputes between clients and legal professionals within the Marketplace. Any disputes or claims related to services provided through the Marketplace must be resolved directly between the involved parties. PONS may offer reasonable assistance to facilitate communication but is not liable for any outcome of such disputes.  

2.4.4. PONS disclaims any liability for any advice, representations, or services provided by legal professionals in the Marketplace, including but not limited to the completeness, accuracy, or adequacy of such services. Users are encouraged to independently verify the qualifications and experience of any legal professional they engage through the Marketplace.  

  

3. INPUT AND OUTPUT 

3.1 Input   

3.1.1. The User is solely responsible for any and all obligations with respect to the accuracy, quality, and legality of the Input, as well as any third-party licenses, legal grounds, consents, and permissions needed to use the Input with the Services.  The User represents and warrants that it owns and/or has the relevant third-party licenses, legal grounds, consents, and permissions to all Input.  

3.1.2. Any third-party software, services, or other products (collectively ‘third-party services’) used by the User in connection with the Services are subject to their own terms and conditions, and the User is solely responsible for complying with all terms and conditions governing such third-party services.  

3.1.3. Although PONS is not responsible for any Input, PONS may (but is not obliged to) delete any Input if it has reasonable grounds to believe that the Input violates this Agreement or any applicable law, risks and an infringement claim from a third party or any other liability. Before PONS deletes any Input in accordance with this Clause 3.1.3, PONS shall provide the User with reasonable prior notice unless PONS consider it necessary to delete the Input prior to such notice to avoid any claim, liability or sanction.  

3.2 Output   

3.2.1. Subject to the User’s adherence to this Agreement, the User is permitted to use the Output for any purpose not contrary to this Agreement, including commercial purposes such as sale or publication. However, for the avoidance of doubt, the User is solely responsible to assure that Output does not infringe upon any third-party’s rights.  

3.2.2. The User acknowledges that Output may not be unique across customers/end users, and that the Services may generate the same or similar output for PONS or a third party.   

3.2.3. Artificial intelligence and machine learning are evolving rapidly. PONS is constantly working to improve the Services to make them more accurate, reliable, and beneficial. However, due to the probabilistic nature of machine learning, use of the Services may result in incorrect Output that does not accurately reflect real people, places, or facts. PONS takes no responsibility for the Output, and the User takes full responsibility for evaluating the accuracy of any Output as appropriate for its use case, including by using human review.  

3.2.4. For avoidance of doubt, and without limiting the generality of Clause 3.2.3, the Output shall not be viewed as professional and qualified legal advice, and PONS does not warrant the Output’s legal accuracy, sufficiency, or compliance. PONS is not a law firm, does not practice law and does not give legal advice. Hence, PONS does not bear any legal responsibility for legal advice or information that is derived from the Output.  

3.3 Input and output indemnity  

User will indemnify and defend PONS against any and all third-party claims, demands, suits or proceedings (each a ‘claim’) and all related judgments, liabilities, awards, damages, costs, including reasonable attorneys’ fees and expenses, arising out of or in connection with Input and/or the use of Output, provided that PONS (i) promptly gives the User written notice of the claim; (ii) gives User sole control of the defence and settlement of the claim (except that User may not settle any claim unless the settlement unconditionally releases PONS of all liability, the settlement does not affect PONS’ Intellectual Property Rights, and the User pays any settlement fees), and (iii) gives the User all reasonable assistance in connection with the defence or settlement of the claim, at the User’s expense. For avoidance of doubt, for the purposes of this Clause 3.3, a claim against PONS shall be understood to include a claim against PONS, PONS’ Affiliates, and PONS’ or its Affiliates’ officers, directors, and employees.  

3.4 Marketplace Content  

3.4.1. Content submitted or shared within the Marketplace, including legal documents, correspondence, or case details, is solely the responsibility of the User providing such content. PONS does not review or endorse any content or communication shared within the Marketplace.  

3.4.2. Users must ensure that all content shared within the Marketplace complies with applicable laws and regulations and does not infringe on any third-party rights.  

3.4.3. PONS reserves the right to remove or restrict access to any content within the Marketplace that it reasonably believes violates these Terms or applicable laws, though PONS is not obligated to monitor or moderate Marketplace activities.  

  

 4. FEES AND PAYMENT  

4.1 Fees  

4.1.1. The User shall pay the fees for the Services in accordance with PONS’ offered standard rates, subscription plans, or one-time purchase fees as applicable to the User’s type (e.g., law firms, businesses, independent lawyers, or individual clients). All fees are detailed on the PONS website and may vary based on the selected service plan and user type.  

4.1.2. Payment of fees by the User is not contingent upon the delivery of any future functionality or features, nor is it dependent on any oral or written statements that are not explicitly set forth in this Agreement.  

4.1.3. PONS reserves the right to update its fees or modify its pricing structure by providing the User with at least forty-five (45) days’ prior notice. Any changes will become effective at the end of the then-current billing cycle.  

4.1.4. Termination of the Agreement by the User or PONS does not entitle the User to a refund of any fees paid, nor does it relieve the User of its obligation to pay any fees accrued or payable for the period prior to the effective date of termination.  

   

4.2 Payment Terms  

4.2.1. Payments for Services provided by PONS, including those for subscriptions, one-time purchases, or other fees, are processed securely through Stripe. The User agrees to provide accurate and complete payment information to facilitate processing by Stripe.  

   

4.2.2. In the event a Work Order specifies payments by invoicing, payment terms shall be set out in the Work Order.  

   

4.2.3. PONS does not directly handle payments between Users, such as payments between lawyers and clients on the Marketplace. These transactions are also processed securely through Stripe. PONS is not responsible for any payment disputes between Users.  

   

4.2.4. All fees quoted are exclusive of VAT and other applicable taxes, levies, duties, or similar governmental charges unless otherwise explicitly stated. The User is responsible for all such taxes, and if PONS is required to pay any taxes on the User’s behalf, the User shall promptly reimburse PONS for such amounts. PONS will provide a detailed invoice reflecting any such taxes.  

For private Users VAT is included.  

   

4.2.5. The User is responsible for providing accurate billing information and updating such information as necessary to ensure uninterrupted access to the Services. PONS is not liable for any suspension or termination of access to the Services due to the User’s failure to maintain accurate billing information.  

   

4.3 Refunds and Disputes  

Any refund requests for fees paid to PONS must be submitted in writing within thirty (30) days of the disputed charge. PONS will review each request on a case-by-case basis and issue a refund at its sole discretion, based on the circumstances and in accordance with PONS’ refund policy.  

   

5. TERM AND TERMINATION 

5.1 Term  

The Agreement is valid from the earlier of (i) the Effective Date, and shall remain in force until the expiry of the Service period as set out in the one-time purchase, the subscription or the Work Order. (the Initial Service Term). The Agreement shall be automatically prolonged for an additional subscription period (”Renewal Term”), equivalent to the length of the Initial Service Term (each renewal), until terminated by PONS with no less than ninety (90) days written notice, or by User with no less than thirty (30) days written notice, both counting before the expiry of then current Renewal Term. Any termination of this Agreement shall be made in writing.  

5.2 Termination for cause  

In addition to any termination rights stated elsewhere in the Agreement, a Party may terminate the Agreement for cause (i) upon thirty (30) days written notice to the other Party of a material breach if the breach remains uncured at the expiration of the notice period, (ii) if the other Party becomes the subject of a proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors to the extent permitted by applicable laws or governmental regulations, or (iii) if the other Party goes out of business, or ceases its operations.  

5.3 Effects of termination and survival  

5.3.1. Upon termination of the Agreement, howsoever occasioned, (i) the licenses under Clause 8.2 shall terminate (except to the extent for the duration needed to allow PONS to assist the User with data retrieval under Clause 5.3.2), and (ii) all outstanding fees shall be due and payable.  

5.3.2. In connection with termination of the Agreement or otherwise during the Term, PONS undertakes to, on the User’s reasonable request and at the User’s reasonable expense (unless applicable law provides otherwise), assist the User in retrieving any Input stored in the Services (if any) in a standard machine-readable format. In addition, unless otherwise required under applicable law, both Parties shall promptly return or, if so instructed by the other Party, destroy, any Confidential Information of the other Party. Upon User’s written request, PONS shall delete any Input stored in the Services (if any) in a manner rendering it impossible to recreate.  

5.3.3. The provisions herein that by their nature are intended to survive the expiration or termination of this Agreement shall so survive to the extent necessary to the intended preservation of the Parties’ rights and obligations. It is noted that the confidentiality undertakings in Clause 7.2 shall survive for the longer of (i) five (5) years counting from the termination hereof, (ii), in relation to any Confidential Information which comprise Intellectual Property Rights, the term of protection for the Intellectual Property Right, and (iii) in relation to any Confidential Information which comprise information covered by statutory and/or bar association rules on confidentiality, the time period required under applicable law/bar association rules (which, the Parties acknowledge, may be eternal or at least one hundred (100) years).  

6. WARRANTIES AND LIABILITY. 

 6.1 Services Warranty  

6.1.1. PONS warrants during the Term that:  

(i) The Services, including AI tools and the Marketplace, will perform substantially as described in the Agreement and be delivered professionally according to industry standards.  

(ii) The security measures described in Clause 7.3 will be maintained without significant reduction throughout the Term.  

(iii) The core functionality of the PONS Platform will remain intact, though PONS does not guarantee uninterrupted service, absolute accuracy, or error-free operation, especially concerning AI-generated outputs, which may vary.  

6.1.2. PONS may modify or discontinue parts of the Services to comply with laws, improve security, or avoid infringing third-party rights, provided such changes do not significantly reduce overall functionality.  

6.1.3. Except in cases of gross negligence or wilful misconduct by PONS, the User’s sole remedies for a breach of Clause 6.1.1 are to (i) request correction, or (ii) if correction is not feasible and the breach is significant, terminate the Agreement as per Clause 5.2.  

6.2 Implementation Work Warranty  

6.2.1. PONS warrants that any Implementation Work described in the Work Order will be conducted in line with industry standards.  

6.2.2. Except in cases of gross negligence or wilful misconduct by PONS, the User’s remedies for a breach of Clause 6.2.1 are to (i) request re-performance, or (ii) if re-performance is not feasible, request a reasonable fee adjustment, and (iii) terminate the Work Order related to the Implementation Work if no remedy is possible.  

6.3 Liability and Limitations  

6.3.1. Neither Party is liable for indirect, incidental, or consequential damages, including lost profits or opportunities.  

6.3.2. The total liability of either Party under this Agreement shall not exceed the total fees paid by the User in the twelve (12) months before the claim arose.  

6.3.3. The limitations in Clauses 6.3.1 and 6.3.2 do not apply to:  

(i) Claims under Clause 3.3 (Input and Output Indemnity).  

(ii) Breaches of Clause 7.2.1 (Confidentiality).  

(iii) Claims arising from gross negligence or wilful misconduct.  

6.3.4. The limitations in Clauses 6.3.1 and 6.3.2 also apply to:  

(i) External security breaches provided the affected Party has fulfilled its security obligations under Clause 7.3.  

(ii) Errors or omissions by third-party AI model providers used in the PONS Platform.  

6.3.5. Claims for damages must be notified within twelve (12) months of the event causing the claim and no later than six (6) months after the Agreement’s termination.  

6.3.6. If the User’s Affiliates use the Services, as specified in the applicable Work Order, the User is responsible for their usage as if it were its own.  

6.3.7. PONS is not liable for third-party content accessed through the Services, including external websites, databases, or other resources.  

6.3.8. The User is responsible for ensuring that their use of the Services, including any generated Output, complies with applicable export control laws and trade sanctions.  

  

  

7. CONFIDENTIALITY AND INFORMATION SECURITY 

 7.1 Definition of Confidential Information  

7.1.1. Confidential Information refers to any non-public information disclosed by a Party (“Disclosing Party”) to the other Party (“Receiving Party”), whether orally, in writing, or electronically, that is either designated as confidential or should reasonably be understood as confidential given its nature and the circumstances of disclosure. This includes, but is not limited to:  

• (i) Information related to the Services, including any software, AI models, tools, methodologies, and processes utilized by PONS.  

• (ii) User data, Inputs, Outputs, and any other content submitted to or generated by the Services.  

• (iii) The terms and conditions of this Agreement, including pricing, financial details, and other related negotiations.  

• (iv) Business plans, marketing strategies, technical specifications, product development plans, and any intellectual property shared between the Parties.  

7.1.2. Exclusions from Confidential Information: Confidential Information does not include any information that:  

• (i) Becomes publicly available through no act or omission of the Receiving Party.  

• (ii) Was in the Receiving Party’s lawful possession prior to disclosure, without an obligation of confidentiality.  

• (iii) Is lawfully disclosed to the Receiving Party by a third party without restriction on disclosure and without breach of any confidentiality obligations; or  

• (iv) Is independently developed by the Receiving Party without reliance on or use of the Disclosing Party’s Confidential Information, as evidenced by written records.  

  

7.2 Obligations of Confidentiality  

7.2.1. Non-Disclosure and Limited Use: The Receiving Party agrees to maintain the confidentiality of the Disclosing Party’s Confidential Information and not to use such information for any purpose other than as necessary to perform its obligations or exercise its rights under this Agreement.  

7.2.2. Permitted Disclosures: The Receiving Party may disclose Confidential Information only to those employees, agents, contractors, or advisors (“Representatives”) who need to know such information for the purposes of this Agreement, provided that such Representatives are bound by confidentiality obligations no less restrictive than those in this Agreement. The User also acknowledges that certain Input and Output data may be processed by third-party AI model providers integrated into the PONS Platform, in accordance with their terms of use.  

7.2.3. Disclosure Required by Law: If the Receiving Party is required to disclose Confidential Information by law or in response to a valid court order, governmental directive, or regulatory requirement, it must, to the extent legally permissible:  

• (i) Promptly notify the Disclosing Party of the requirement so that the Disclosing Party may seek an appropriate protective order or other remedy.  

• (ii) Provide reasonable assistance to the Disclosing Party, at the Disclosing Party’s expense, in obtaining such protective measures.  

  

7.3 Information Security Measures  

7.3.1. Standard of Care: Each Party agrees to protect the other Party’s Confidential Information with the same standard of care it uses to protect its own Confidential Information, but in no event less than a reasonable standard of care. This includes implementing and maintaining appropriate technical and organizational measures to safeguard Confidential Information against unauthorized access, use, or disclosure.  

7.3.2. PONS Security Commitment: PONS is ISO 27001 compliant and commits to maintaining this security level throughout the Term of the Agreement.   

7.3.3. Incident Response: In the event of a security breach or incident involving Confidential Information, the affected Party must promptly notify the other Party and provide sufficient details about the breach, including the nature and scope of the incident, the impact on Confidential Information, and the steps being taken to mitigate the breach and prevent future incidents.  

  

8. INTELLECTUAL PROPERTY RIGHTS 

 8.1 Ownership and General Provisions  

8.1.1. Ownership of Services: PONS and its licensors retain all rights, title, and interest in the Services, including all associated Intellectual Property Rights. Nothing in this Agreement transfers any rights to the User beyond what is explicitly granted herein.  

8.1.2. User Ownership of Input: The User retains all rights to their Input and any modifications or customizations made within their account. This includes any data, documents, workflows, templates, or settings created by the User during their use of the Services.  

8.1.3. Modification of Services: PONS may update or modify the Services at any time to improve functionality, comply with legal requirements, or address security issues. Such modifications may temporarily affect the User’s access or usage but will not materially reduce the overall functionality of the Services.  

8.2 Licenses and Usage Rights  

8.2.1. License to use Services: PONS grants the User a limited, non-exclusive, non-transferable license to use the Services during the Term of Agreement.  

8.2.2. License for Input Usage: The User grants PONS a license to use, process, and store their Input solely to provide and enhance the Services, as described in this Agreement. This license does not confer any ownership rights to PONS over the Input.  

8.3 Feedback and Usage Data  

8.3.1. Feedback: Any Feedback provided by the User may be used by PONS to improve the Services without any obligation to compensate the User. All Intellectual Property Rights resulting from such Feedback will vest in PONS.  

8.3.2. Usage Data: PONS may collect aggregated and anonymized data about how the Services are used to improve functionality and user experience. This data will not include any personally identifiable information or specific Input and will not be used for training AI models unless separately agreed in writing.  

  

9. PERSONAL DATA 

 9.1 Data Processing by PONS as a Processor  

9.1.1 When providing Services to the User, PONS acts as a data processor, processing personal data on behalf of the User in accordance with the Data Processing Agreement (DPA) entered into by the Parties. PONS will process personal data only as instructed by the User and for the sole purpose of delivering the agreed Services.  

9.2 Data Processing by PONS as a Controller  

9.2.1 PONS may also process personal data for its own purposes as a data controller, as outlined in PONS’ Privacy Notice. This processing may include data necessary for managing accounts, billing, customer support, and improving the Services. Users can review PONS’ Privacy Notice at www.pons.io/legal to understand how their data is processed and protected.  

9.3 Data Processing by Third-Party AI Providers  

9.3.1 The Parties acknowledge that any personal data processed as a result of using generative or base AI models is handled by the provider of that AI model in its capacity as a data controller. PONS does not control or assume responsibility for the data processing practices of these third-party AI providers. Users are encouraged to review the respective privacy policies of these providers to understand their data handling practices.  

  

10. MISCELLANEOUS 

 10.1 No Partnership  

This Agreement does not establish any partnership, joint venture, or agency relationship between the Parties or their Affiliates. Each Party remains independent of each other, and neither Party is authorized to bind the other or incur obligations on the other’s behalf.  

10.2 Notices  

Unless otherwise specified in this Agreement, all notices, permissions, and approvals must be in writing and be sent to support@pons.io. Notices of termination must be sent to supprt@pons.io and the PONS account manager.   

10.3 Waiver  

No delay or failure by either Party to exercise any right under this Agreement will constitute a waiver of that right. Any waiver must be in writing and signed by the Party granting it. A waiver on one occasion shall not be considered a waiver on any future occasion.  

10.4 Severability  

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will continue in full force. The Parties will negotiate in good faith to amend any invalid or unenforceable provision to achieve, as closely as possible, the original intent.  

10.5 Assignment  

User may not assign this Agreement or any rights or obligations under it without the prior written consent of PONS.   

10.6 Subcontractors  

PONS may use subcontractors to provide the Services, subject to Clause 7 and the Data Processing Agreement. PONS remains responsible for its subcontractors’ actions and omissions as if they were PONS’ own and will be the sole point of contact for all matters relating to the Services. Upon request, PONS will provide a list of subcontractors with access to the User’s Confidential Information.  

10.7 Marketing  

If agreed in the Work Order, the User grants PONS the right to use the User’s company name, logo, trademarks, and user quotes for marketing and public relations purposes. Upon the User’s written request, PONS will cease any such use.  

10.8 Force Majeure  

10.8.1. Neither Party will be liable for any failure or delay in performing obligations under this Agreement due to circumstances beyond its reasonable control, including natural disasters, pandemics, war, civil unrest, labour disputes, government actions, or internet outages.  

10.8.2. The affected Party must take commercially reasonable steps to mitigate the impact of such circumstances.  

10.8.3. If a force majeure event prevents substantial performance for more than one month, either Party may terminate this Agreement without liability.  

10.9 Entire Agreement  

This Agreement constitutes the entire understanding between the Parties regarding its subject matter and supersedes all prior agreements, representations, or understandings, whether written or oral.  

10.10 Terms of Service Amendments  

PONS may amend these ToS. Amendments will be posted on www.pons.io/legal and become effective thirty (30) days after posting, or a date specified by PONS. If a User believes an amendment materially affects their rights, they may terminate the Agreement by notifying PONS no later than five (5) days before the effective date of the amendment. Continued use of the Services after the effective date constitutes acceptance of the amended ToS.  

  

11. GOVERNING LAW AND DISPUTES 

11.1. Governing law  

The rights and obligations of the parties under Terms of Service shall in its entirety be governed by Norwegian law.    

11.2. Dispute Resolution  

In the event of a dispute arising under or relating to Services and these ToS, the parties agree to seek an amicable resolution through mutual negotiation.   

Inquiries or claims can be sent to conflict@pons.io    

Any dispute which cannot be resolved through negotiation, shall be finally decided by arbitration in Oslo in accordance with the provisions of the Norwegian Arbitration Act. The Rules of the Arbitration and Dispute Resolution Institute of the Oslo Chambers of Commerce in force at the time when the arbitration is initiated shall apply to the arbitration proceeding(s). The arbitration proceedings shall be conducted in English and shall be confidential, including any award delivered.