Terms of Use

These Terms of Use (the "Terms") form a binding agreement between Merison Tech & Consulting Limited ("Merison", "we", "us") and the organisation that subscribes to or is granted access to the LEGACY platform (the "Customer"), together with each individual authorised to use the platform under that organisation's workspace (an "Authorised User").

By accessing the LEGACY website, requesting a demo, accepting an invitation, or using any part of the platform, the Customer and each Authorised User accept these Terms. Where an Authorised User accepts these Terms on behalf of an organisation, they confirm that they are authorised to bind that organisation.

Where a separate written agreement, order form, or data processing agreement has been executed between Merison and the Customer, that agreement prevails to the extent of any conflict with these Terms.

Platform: the LEGACY software-as-a-service application, including its web interface, document ingestion pipeline, knowledge repository, knowledge graph, AI assistant, administration console, and related APIs.

Workspace: the logically isolated tenant environment provisioned for a single Customer organisation.

Customer Content: documents, files, extracted text, metadata, annotations, chat history, and any other data submitted to the Platform by or on behalf of the Customer.

Output: summaries, extractions, citations, answers, entity and relationship suggestions, and other material generated by the Platform in response to Customer Content or user prompts.

LEGACY is provided on an invite-only basis. There is no self-service public sign-up. Workspaces are provisioned by Merison, and Authorised Users are added by an administrator of the Customer organisation through an invitation issued to a named business email address.

Each email address may hold only one account across the Platform. Accounts are personal to the Authorised User, and may not be shared, transferred, resold, or used by more than one individual.

The Customer is responsible for determining who receives access, for the roles and permissions assigned to its users, and for promptly removing access when an individual leaves the organisation or changes role.

Authorised Users must keep their credentials confidential and must not attempt to authenticate as another person. Activity carried out under an account is attributed to that account.

The Platform applies security controls including password strength requirements, rate limiting, progressive lockout after repeated failed sign-in attempts, temporary blocking of abusive network sources, and mandatory multi-factor authentication for platform-level super administrators. Circumventing, disabling, or probing these controls is prohibited.

Suspected unauthorised access, credential compromise, or misuse of an account must be reported to Merison without undue delay.

The Customer and its Authorised Users must use the Platform lawfully and responsibly. The following are prohibited:

• Attempting unauthorised access to another workspace, account, record, or environment
• Probing, scanning, penetration testing, or stress testing the Platform without prior written authorisation
• Uploading malware, malicious scripts, or content designed to compromise the Platform or its users
• Interfering with, degrading, or circumventing security, isolation, rate limiting, or audit controls
• Reverse engineering, decompiling, or attempting to derive the source code or models underlying the Platform
• Scraping, bulk extraction, or automated harvesting of data other than through documented functionality
• Reselling, sublicensing, or providing the Platform to third parties as a service
• Uploading content the Customer has no lawful right to process, or content that infringes third-party rights
• Using the Platform to build or train a competing product or machine learning model

The Customer retains all ownership of its Customer Content. Merison claims no ownership over documents or data uploaded into a workspace.

The Customer is solely responsible for the lawfulness, accuracy, and appropriateness of the content it uploads, including for obtaining any necessary consents or legal bases where that content contains personal data, and for ensuring that documents subject to specific confidentiality, export control, or regulatory restrictions are classified and access-controlled appropriately within the workspace.

Merison processes Customer Content on the Customer's instructions in order to provide the Platform, as described in our Privacy Policy.

The Platform includes a governance workflow in which uploaded documents may require review and approval before becoming available in the knowledge repository or retrievable by the AI assistant. Approval routing, approver assignment, and department scoping are configured by the Customer's administrators.

Governance features are workflow tooling. They do not constitute legal, regulatory, or compliance certification of the underlying documents, and they do not relieve the Customer of its own record-keeping and review obligations.

LEGACY uses artificial intelligence to perform optical character recognition, document summarisation, entity and relationship extraction, semantic search, and retrieval-augmented question answering grounded in the Customer's own approved documents.

AI features are processed under a zero data retention arrangement with our AI subprocessor. Customer Content is not used to train third-party or Merison models.

Output is assistive, not authoritative. AI-generated summaries and answers may be incomplete, outdated, or incorrect, including where citations are provided. The Customer must independently verify Output before relying on it for operational, safety, financial, legal, engineering, or regulatory decisions. The Platform must not be used as the sole basis for any decision with material consequences.

Each Customer workspace is logically isolated, and access is enforced at the data layer through row-level security in addition to application-level authorisation. Merison does not make one Customer's content available to another Customer.

A limited number of Merison personnel may access workspace infrastructure where strictly necessary for support, security investigation, or legal compliance. Such access is restricted, authenticated, and recorded in audit logs.

Each party will keep the other party's confidential information confidential and use it only for the purposes of this agreement.

The Platform, including its software, architecture, models, prompts, user interface, documentation, the LEGACY name, and all associated branding, is and remains the intellectual property of Merison Tech & Consulting Limited.

Subject to these Terms and payment of applicable fees, Merison grants the Customer a non-exclusive, non-transferable, revocable right for its Authorised Users to access and use the Platform for the Customer's internal business purposes during the subscription term. No other rights are granted.

Output derived from Customer Content may be used by the Customer for its internal business purposes. Merison may use aggregated, de-identified technical and usage statistics that do not identify the Customer or any individual to operate, secure, and improve the Platform.

Access is provided under the plan, feature set, user allowance, and storage entitlement agreed with the Customer. Feature availability may differ between plans and may be enabled or restricted per workspace.

Fees, billing periods, and renewal terms are as set out in the applicable order form or written agreement. Unless otherwise agreed, fees are exclusive of VAT and other applicable taxes.

Merison aims to provide a reliable, continuously available service, but does not warrant uninterrupted or error-free operation. Availability may be affected by scheduled maintenance, emergency maintenance, third-party infrastructure incidents, or factors beyond our reasonable control.

Where a specific service level commitment applies, it is set out in the Customer's written agreement. Absent such a commitment, the Platform is provided on a commercially reasonable efforts basis.

Merison may suspend or restrict access to a workspace, an account, or a specific feature where there is a credible security threat, suspected unauthorised access, material breach of these Terms, unlawful use, non-payment, or a legal obligation requiring us to act.

Where practicable and lawful, we will notify the Customer's administrators before or promptly after suspension, and will restore access once the underlying issue is resolved.

These Terms apply for as long as the Customer holds an active workspace or any Authorised User retains access. Either party may terminate in accordance with the applicable written agreement, or immediately for material uncured breach.

Customer organisations are off-boarded through a verified process that permanently deletes the workspace and its associated content, including documents, extracted text, embeddings, chat history, and user records, subject to any retention required by law. Deletion is irreversible; the Customer should export any content it wishes to retain before off-boarding.

Provisions relating to intellectual property, confidentiality, disclaimers, limitation of liability, and governing law survive termination.

To the maximum extent permitted by law, the Platform and all Output are provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, or that Output will be accurate, complete, or current.

LEGACY is a knowledge management and decision-support tool. It does not provide legal, financial, medical, engineering, or safety advice.

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, goodwill, business opportunity, or data, arising out of or relating to the Platform.

Merison's total aggregate liability arising out of or relating to these Terms shall not exceed the fees paid or payable by the Customer for the Platform in the twelve months preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud, wilful misconduct, or death or personal injury caused by negligence.

The Customer will indemnify Merison against third-party claims, losses, and reasonable costs arising from Customer Content that the Customer had no lawful right to upload or process, from use of the Platform in breach of these Terms, or from unlawful use of the Platform by its Authorised Users.

Processing of personal data in connection with the Platform is described in our Privacy Policy. Where Merison processes personal data on the Customer's behalf, it does so as processor under a data processing agreement, and the Customer remains controller of that content.

These Terms may be updated from time to time to reflect changes in the Platform, legal requirements, or business practice. Material changes will be communicated to Customer organisations, and the "last updated" date above will be revised. Continued use of the Platform after a change takes effect constitutes acceptance of the updated Terms.

These Terms are governed by the laws applicable to Merison Tech & Consulting Limited's place of establishment, unless otherwise agreed in writing with the Customer. The parties will first attempt to resolve any dispute in good faith; failing that, disputes shall be submitted to the competent courts of that jurisdiction.

If any provision of these Terms is found unenforceable, the remaining provisions remain in full force.