Last updated: April 15, 2026
This Master Service Agreement ("Agreement") is a contract between Patentext, Inc., a Delaware corporation ("Patentext"), and you or the entity you represent ("Customer"). This Agreement governs Customer's access to and use of the Patentext software-as-a-service platform (the "Platform").
This Agreement becomes binding upon the earlier of: (i) Customer's access to or use of the Platform; or (ii) Customer's clicking of an "I Accept," "Sign Up," or similar button referencing this Agreement (the "Effective Date").
If you are using the Platform on behalf of an entity, you represent that you are at least 18 years of age and have the right, power, and authority to enter into this Agreement on behalf of that entity.
Patentext, Inc. provides the Platform as a technology service only. Patentext, Inc. is not a patent agency, law firm, or provider of professional services of any kind. Nothing in this Agreement constitutes the practice of law, patent prosecution, or legal advice. The Platform generates AI-assisted content; it does not provide, and is not a substitute for, professional legal or patent services.
No attorney-client relationship, patent agent-client relationship, or other professional relationship is formed between Patentext, Inc. and Customer by virtue of this Agreement or Customer's use of the Platform.
Patentext Services LLC is a separate legal entity from Patentext, Inc. The two entities may share common ownership but operate independently under separate contractual obligations. This Agreement governs Customer's relationship with Patentext, Inc. only.
If Customer engages Patentext Services LLC or any other third party for patent or professional services, such engagement is governed by separate agreements. Patentext, Inc. is not a party to such agreements and assumes no responsibility for the acts, omissions, or work product of any third party.
The Platform includes a feature enabling Customer to direct transmission of Customer Data to designated third parties. All transmissions are initiated and directed solely by Customer. Patentext, Inc.'s role is limited to executing the technical transmission as directed.
The Platform supports a two-stage process:
Subject to the terms of this Agreement, Patentext grants Customer a worldwide, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform solely for Customer's internal business purposes. Access credentials may not be shared. Customer's right to access the Platform terminates upon expiration or termination of this Agreement.
Customer is fully responsible for all acts and omissions of all Authorized Users. Customer shall: (a) ensure Authorized Users comply with this Agreement and applicable laws; (b) maintain the confidentiality and security of all credentials; (c) promptly notify Patentext of any unauthorized access or security breach; and (d) ensure Platform access is promptly revoked upon termination of any Authorized User's engagement.
Customer shall not: (a) modify or create derivative works from the Patentext Technology; (b) reverse-engineer, probe, or attack the Patentext Technology; (c) remove or modify any confidentiality, trademark, or copyright notices; (d) use the Platform to generate or transmit harmful code or malware; (e) use the Platform for unlawful purposes; (f) sell, license, or otherwise offer the Platform to any third party; or (g) use the Platform in any manner not expressly permitted by this Agreement.
Customer shall not submit Customer Inputs that: (a) contain classified, export-controlled, or government-restricted information; (b) contain third-party confidential or proprietary information Customer is not authorized to disclose; (c) violate the intellectual property rights of any third party; or (d) are designed to circumvent the intended operation of the Platform or any safety controls.
Customer may select from pricing options displayed on the Patentext website. The Platform may be provided on a subscription basis, credit basis, or combination thereof. Patentext reserves the right to modify pricing with at least 30 days' advance written notice. No price change shall apply to any then-current Subscription Period without Customer's consent.
Subscriptions automatically renew for successive periods until Customer cancels. Customer's payment method is charged at the beginning of each Subscription Period. To avoid being charged for the next period, Customer must cancel before the first day of that period. Cancellation may be processed through the applicable third-party payment processor.
All fees are non-refundable except as set forth in Section 4.4 or as required by applicable law. Fees not paid when due shall accrue interest at 1.5% per month or the maximum rate permitted by law. Disputes regarding charges must be submitted in writing within 30 days of the charge; charges not disputed within such period are deemed accepted.
Patentext will issue a pro-rata refund if Patentext terminates this Agreement without cause prior to the end of a prepaid Subscription Period. No other refunds are available except as required by applicable law.
As between Customer and Patentext, Patentext owns all right, title, and interest in and to the Patentext Technology and all related intellectual property rights.
As between Customer and Patentext, Customer owns all Customer Data. Patentext does not acquire any rights in or to Customer Data except as expressly granted by this Agreement.
Customer grants Patentext a non-exclusive, limited license to use Customer Data solely to provide the Scope of Services, generate Metric Data, and perform its obligations under this Agreement. Patentext will not use Customer Data to train, fine-tune, or improve any AI model without Customer's prior written consent.
As between Patentext and Customer, Customer owns all Customer Outputs, and Patentext hereby assigns to Customer all of Patentext's right, title, and interest in them, to the extent permitted by applicable law. Customer acknowledges that Customer Outputs are AI-generated and that Patentext makes no representation regarding their originality, accuracy, or fitness for any purpose. Customer is solely responsible for independently evaluating Customer Outputs before use.
Patentext retains ownership of all Metric Data and may use it to operate, improve, and support the Platform, provided that Metric Data does not identify any Customer Data or any Customer.
Patentext has agreements with its third-party AI providers mandating zero retention of Customer Data by those providers and prohibiting use of Customer Data to train or modify their models.
Patentext shall implement and maintain appropriate technical and organizational security measures to protect the confidentiality, integrity, and availability of Customer Data. In the event of a confirmed security breach affecting Customer Data, Patentext shall notify Customer within 72 hours of becoming aware of the breach and shall cooperate in investigating and remediating it.
This Agreement commences on the Effective Date and continues until terminated as set forth herein.
Customer may terminate by cancelling its Subscription in accordance with Section 4.2. Patentext may terminate for convenience upon 30 days' prior written notice.
Either party may terminate immediately upon written notice if the other party materially breaches this Agreement and fails to cure within 30 days of written notice, or becomes insolvent or subject to bankruptcy proceedings. Patentext may additionally suspend or terminate Customer's access immediately for failure to pay fees, violation of Use Restrictions or Acceptable Use, or conduct posing a security risk.
Upon termination: (a) Customer shall immediately cease accessing the Platform; (b) all licenses terminate; (c) each party shall return or destroy the other's Confidential Information; and (d) Patentext shall delete or return all Customer Data within 30 days, at Customer's election. Customer's obligation to pay all fees accrued prior to termination survives termination.
Each party shall maintain the confidentiality of the other's Confidential Information using at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care. Neither party shall use the other's Confidential Information for any purpose other than exercising rights or performing obligations under this Agreement. If required by law or court order to disclose Confidential Information, the Receiving Party shall provide prompt prior written notice and cooperate in seeking a protective order.
Each party represents and warrants that it has the legal power and authority to enter into this Agreement and that its execution does not violate any applicable law or agreement. Customer additionally represents and warrants that it has all necessary rights and consents to submit Customer Inputs to the Platform, and that Customer Inputs do not infringe the intellectual property or other rights of any third party.
Customer shall defend, indemnify, and hold harmless Patentext and its officers, directors, employees, agents, and successors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Customer's breach of this Agreement; (b) Customer's violation of applicable law; (c) any claim by any third party arising from Customer's use of the Platform or any Customer Output; (d) Customer's failure to obtain required consents for submitting Customer Data; or (e) Customer's misrepresentation of the nature of the Platform or Customer Outputs to any third party.
THE PLATFORM IS PROVIDED "AS IS" AND "WITH ALL DEFECTS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PATENTEXT DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES NOT EXPRESSLY SET FORTH IN THIS AGREEMENT, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DATA ACCURACY, TITLE, AND NON-INFRINGEMENT.
CUSTOMER OUTPUTS ARE AI-GENERATED CONTENT AND DO NOT CONSTITUTE LEGAL ADVICE, PATENT PROSECUTION SERVICES, OR PROFESSIONAL ADVICE OF ANY KIND. PATENTEXT EXPRESSLY DISCLAIMS ALL LIABILITY IN RESPECT OF ANY USE OF CUSTOMER OUTPUTS. CUSTOMER IS SOLELY RESPONSIBLE FOR INDEPENDENTLY EVALUATING ANY CUSTOMER OUTPUT BEFORE USE.
IN NO EVENT SHALL PATENTEXT BE LIABLE FOR ANY LOST PROFITS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM OR THIS AGREEMENT.
PATENTEXT'S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY CUSTOMER IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE THOUSAND U.S. DOLLARS ($1,000).
Neither party shall be liable for any delay or failure to perform (other than payment obligations) caused by circumstances beyond their reasonable control, including acts of God, natural disasters, pandemics, war, governmental actions, or failures of third-party infrastructure. The affected party shall promptly notify the other party and use commercially reasonable efforts to resume performance. If a force majeure event persists for more than 60 consecutive days, either party may terminate upon written notice.
Before initiating formal dispute resolution, the parties agree to attempt to resolve any dispute through good-faith negotiation for 30 days following written notice describing the dispute.
If the parties cannot resolve a dispute informally, it shall be finally resolved by binding arbitration administered by JAMS pursuant to its Comprehensive Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Denver, Colorado. The arbitrator's award shall be final and binding, and judgment may be entered in any court of competent jurisdiction.
EACH PARTY WAIVES ANY RIGHT TO ASSERT CLAIMS AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING.
Either party may seek emergency injunctive or other equitable relief from any court of competent jurisdiction to prevent irreparable harm pending arbitration.
This Agreement shall be governed by the Federal Arbitration Act to the maximum extent permitted by law. To the extent the FAA does not apply, this Agreement shall be governed by the laws of the State of Colorado, without giving effect to principles of conflict of laws.
All notices shall be in writing and delivered by hand, overnight courier, certified mail, or email with confirmation of receipt.
If to Patentext: Patentext, Inc., 2800 Kalmia Avenue APT A312, Boulder, Colorado 80301. Email: patentext@patentext.com
This Agreement constitutes the entire agreement between the parties with respect to the Platform and supersedes all prior agreements regarding the same subject matter. It may not be amended except by a writing signed by authorized representatives of both parties.
Customer may not assign this Agreement without Patentext's prior written consent. Patentext may freely assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.
The parties are independent contractors. Nothing in this Agreement creates a joint venture, partnership, employment relationship, or agency between the parties.
If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Any waiver must be in writing.
This Agreement may be executed electronically. Electronic signatures and acceptance mechanisms shall be deemed valid and binding to the same extent as handwritten signatures under applicable law, including E-SIGN and UETA.