RegMemo

Draft pending legal review. This is not legal advice and is not the final contract. It must be reviewed by a Massachusetts-licensed lawyer before it is used. Version 2026-10-24. Edit this file at content/legal/terms.md.

The terms in brief

1. Full draft terms

These subscriber terms govern paid and trial subscriptions to RegMemo Intelligence at app.regmemo.com. Throughout, "RegMemo", "we" and "us" mean the RegMemo entity named in the final version of these terms, and "you" means the person or organisation that holds the account. RegMemo gives every customer, whether a business or an individual, the same protections that consumer law requires for individuals. Where these terms and a consumer protection law differ, the more protective rule applies to you.

1. Definitions

1.1 Account: the account you open on RegMemo Intelligence, including its settings, Seats, billing details and saved items.

1.2 Account Owner: the person who controls billing, Seats and cancellation for the Account. Every Account has at least one Account Owner. On the Team and Enterprise plans the Account Owner may appoint billing administrators with the same billing rights.

1.3 Archive: the database of regulators' documents held in RegMemo Intelligence, together with the summaries, metadata, classifications, translations and indexes RegMemo adds to it.

1.4 Answer: a response produced by the question-answering tool to a Question, including its citations.

1.5 Authorised User: an individual to whom you have assigned a Seat.

1.6 Billing Period: the monthly or annual period for which a subscription fee is charged in advance.

1.7 Business Day: a weekday that is not a public holiday in the place where RegMemo is established.

1.8 Customer Data: Questions, search terms, saved searches, folders, notes, uploaded material and any other content that you or your Authorised Users submit to RegMemo Intelligence.

1.9 Enterprise Customer: a customer that has signed an Order Form.

1.10 Fair-Use Limits: the Question allowances, rate limits and download limits described in clause 7 and on the pricing page.

1.11 Order Form: a document signed by you and RegMemo that refers to these terms and sets out Enterprise commercial terms.

1.12 Plan: the subscription tier you choose (Professional, Team or Enterprise), with its price, Seats and allowances.

1.13 Question: a single prompt submitted to the question-answering tool. A follow-up prompt is a separate Question.

1.14 Question-answering tool: the feature of RegMemo Intelligence that answers Questions using only documents held in the Archive and cites the Source Documents it used.

1.15 RegMemo Materials: everything in RegMemo Intelligence other than Source Documents and Customer Data, including summaries, metadata, tags, classifications, translations, indexes, search rankings, the structure and selection of the Archive, Answers (as formatted and compiled by RegMemo), software, documentation and the RegMemo name and logo.

1.16 Seat: the right for one named individual to use RegMemo Intelligence under your Plan.

1.17 Service: RegMemo Intelligence, including the Archive, search, the question-answering tool, alerts, the billing portal and, for Enterprise Customers, the API.

1.18 Source Document: a circular, notice, consultation paper, enforcement action, speech, rule, guideline or other document published by a regulator, government body or court and held in the Archive.

1.19 Trial: the 30-day trial described in clause 4.

2. About these terms

2.1 These terms form a contract between RegMemo and the person or organisation that opens the Account. A person who accepts them for an organisation confirms that they have authority to bind it.

2.2 You accept these terms by ticking the unticked acceptance box at sign-up, by starting a Trial or by signing an Order Form that refers to them. We keep a record of who accepted, which version they accepted and when, for at least three years.

2.3 Each version of these terms carries a version date. Earlier versions remain available on regmemo.com so you can see what you agreed to.

2.4 These terms work together with the Privacy Policy, the pricing page as it stood when you subscribed and, for Enterprise Customers, the Order Form. Clause 36 explains which document wins if they conflict.

3. Eligibility and accounts

3.1 RegMemo Intelligence is built for professionals and organisations that work with financial regulation, and individuals may also subscribe. Whoever you are, you receive the protections described in clause 39.

3.2 You must be at least 18 years old to open an Account or hold a Seat.

3.3 You must give accurate sign-up and billing details, including, for an organisation, its legal name, billing address and, where relevant, its tax registration number, and keep them up to date in the billing portal.

3.4 You are responsible for activity under your Account that you or your Authorised Users carry out. If you suspect that a login has been compromised, tell us and change the password or revoke the Seat. You are not responsible for activity caused by a failure of RegMemo's security.

3.5 We may refuse or end an Account where providing the Service would breach sanctions law. If we end an Account for this reason, we refund all unused prepaid fees.

4. The 30-day trial

4.1 Each new customer may take one Trial of the Professional or Team Plan. The Trial lasts 30 days. It starts when you complete sign-up.

4.2 We ask for a payment card at sign-up. We do not charge the card during the Trial. Your bank may show a small temporary authorisation that we use to check the card; the bank releases it automatically.

4.3 Before you enter any card details, the sign-up page shows the total price that applies after the Trial and the Billing Period. Before you start the Trial, and next to the button you click, it shows: the Plan and everything you will be charged for; the total price after the Trial; that the subscription renews automatically until you cancel; the calendar date by which you must cancel to avoid any charge; the calendar date of the first charge; and how to cancel. You agree to these terms and, separately, to automatic renewal by ticking two unticked boxes. Neither box is pre-ticked.

4.4 We email a confirmation as soon as the Trial starts. It repeats everything in clause 4.3 and includes a direct link to cancel.

4.5 We email a reminder 7 days before the Trial ends. It states the last date to cancel, the date and total amount of the first charge, what the charge is for, and includes a direct link to cancel.

4.6 You can cancel at any time during the Trial in Account, Billing, Cancel subscription, or from the link in either email. Cancelling during the Trial means you are never charged. You keep access until the end of the Trial unless you choose to end it immediately.

4.7 If you do not cancel, the Trial converts into a paid subscription on the Plan and Billing Period you chose, and we charge the first fee on the date shown in clause 4.3. The first charge may appear on your card statement with the words TRIAL OVER. We email a receipt with a cancellation link.

4.8 During the Trial you may ask up to 50 Questions in total. Search and document access are the same as on the paid Plan. The API, single sign-on and bulk exports are not part of the Trial.

4.9 One Trial is allowed per organisation, and one per individual. We treat Accounts that use the same company email domain as the same organisation. If we decline a Trial because we believe it repeats an earlier one, we tell you why, nothing is charged, and you can ask us to review the decision.

4.10 If we fail to send the reminder in clause 4.5, we refund the first charge after the Trial in full on request, whenever you ask.

4.11 Clause 13.2 also gives you a refund of the first charge after the Trial if you ask within 14 days, for any reason.

5. Plans and prices

5.1 Professional: one Seat and 150 Questions per month, at US$99 a month or US$990 a year.

5.2 Team: five Seats and 1,500 Questions per month shared across the Account, at US$449 a month or US$4,490 a year. Additional Seats cost US$89 a month each.

5.3 Enterprise: priced by Order Form from US$15,000 a year, with API access, single sign-on, the Seat numbers and allowances stated in the Order Form, and the option of a 60-day paid pilot.

5.4 The price shown for each Plan is the total price. We do not add setup fees, cancellation fees, payment processing fees, card surcharges or any other charge. The only amount added is sales tax, VAT or GST where the law requires it, which is shown with the final amount before you confirm a purchase.

5.5 Wherever we show a price, the total amount charged for the Billing Period is the most prominent figure. Monthly equivalents of annual prices are shown only in smaller text beside the annual total.

5.6 The features of each Plan are those described on the pricing page when you subscribe or renew. Clause 16.5 covers changes to features.

6. Seats and named users

6.1 Each Seat is for one named individual. For an organisation, that is an employee or a contractor working on its behalf. Each Authorised User signs in with their own credentials.

6.2 Authorised Users must not share their login with anyone, and a Seat must not rotate between people to avoid buying more Seats.

6.3 You may reassign a Seat at any time when an Authorised User leaves your organisation or changes role, and otherwise once every 30 days. The previous user loses access when the Seat moves.

6.4 We monitor sign-in patterns, such as simultaneous sessions from different places, to protect Accounts. If we see signs of sharing we tell the Account Owner what we saw and give 10 Business Days to stop it or add Seats. We never add Seats or charge for them without your agreement. If sharing continues after a second notice, we may suspend only the logins concerned, and we tell you first.

6.5 Contractors may hold Seats only while working for you and under confidentiality obligations no weaker than those in these terms.

6.6 Seats are for your organisation only. Use by affiliates requires an Order Form or our written agreement.

7. Fair-use limits

7.1 Question allowances are monthly. On annual Plans the monthly allowance applies in each month of the year. Allowances reset on the same day each month as your billing date. Unused Questions do not roll over.

7.2 When an allowance is used up, the question-answering tool pauses until the next reset. We tell you before that happens, when 80 percent is used. You may upgrade or, if we offer them, buy extra Questions. We never charge for extra Questions without your explicit purchase.

7.3 Search and document viewing have no fixed monthly cap for normal use by people. We apply rate limits to protect the Service and may slow or pause a session whose activity matches automated use. If that happens to a genuine user, contact support and we will restore access.

7.4 You may download individual Source Documents and save or export individual Answers. Bulk or systematic export beyond the limits published in the help pages requires an Order Form.

7.5 A Question that fails because of a fault on our side does not count against your allowance.

8. Fees, billing and renewal

8.1 Subscription fees are charged in advance at the start of each Billing Period by card or another method offered at checkout. Enterprise fees are invoiced as set out in the Order Form and, unless it says otherwise, are payable within 30 days of the invoice date.

8.2 Your subscription renews automatically at the end of each Billing Period for another period of the same length until you cancel. You can switch automatic renewal off at any time in Account, Billing, and switch it back on before the period ends.

8.3 Annual Plans: we email a renewal reminder 25 days before each renewal date and a final reminder 7 days before it. Each reminder states the renewal date, which is also the last date to cancel, the total amount, what it covers and how to cancel, with a direct link.

8.4 Monthly Plans: we email a receipt after every charge showing the amount charged and a link to cancel. At least every six months, and at least once a year in any case, we also email a reminder that the subscription is active, what it costs, how often you are charged and how to cancel.

8.5 Prices and charges are in US dollars unless checkout shows another currency. We add no currency conversion fee. Your bank may charge one, which we do not control.

8.6 We add sales tax, VAT or GST only where the law requires, based on your billing address and tax status, and show it before you confirm. If you give a valid business tax registration number where reverse-charge rules apply, we do not charge that tax. If the law requires you to withhold tax from a payment to us, tell us before you pay; Enterprise Order Forms set out how withholding is handled.

8.7 Invoices and receipts are available in the billing portal. You can add or correct your tax number and billing address there.

8.8 By subscribing you authorise RegMemo and its payment processor, Stripe, to charge your payment method for each fee when due, including renewals, until you cancel or switch automatic renewal off.

9. Failed payments and suspension for non-payment

9.1 If a payment fails, we retry it several times over up to 14 days and email the Account Owner after each failed attempt with a link to update the payment method. Access continues during this time.

9.2 If the payment is still outstanding 14 days after the first failure, we email the Account Owner at least 3 days before suspending access. Your saved items are kept and you can still export them.

9.3 If the payment is still outstanding 30 days after the first failure, the subscription is cancelled. We do not charge you for any period in which access was suspended, we write off the unpaid amount for self-serve Plans, and we do not refer it to a collection agency or report it to a credit bureau.

9.4 Paying the outstanding amount during suspension restores access immediately.

9.5 For Enterprise Customers, late payment and suspension are governed by the Order Form. Unless it says otherwise, we may suspend access only after giving 15 days' written notice of the overdue amount.

10. Price changes

10.1 We may change our prices for future Billing Periods only. A new price never applies to a period you have already paid for.

10.2 We email the Account Owner 30 days before a new price applies. The email states the current price, the new price, the date it applies and how to cancel, with a direct link. For annual Plans, the renewal reminders in clause 8.3 repeat the new price.

10.3 If you do not want to pay the new price, cancel or switch automatic renewal off before it applies. If you are charged the new price and tell us within 30 days of that charge that you did not want it, we refund the charge in full and cancel the subscription.

10.4 Where we offer a promotional or locked-in price, we state how long it lasts, and we give the notice in clause 10.2 before the standard price applies.

11. Upgrades, downgrades and Seat changes

11.1 Upgrades take effect immediately. This covers moving from Professional to Team, from monthly to annual billing, or adding Seats. We charge a prorated amount for the rest of the current Billing Period and credit the unused part of the old Plan. The amount is shown before you confirm.

11.2 Downgrades take effect at the start of the next Billing Period. This covers moving from Team to Professional, from annual to monthly billing, or removing Seats. There is no credit for the current period. When moving from Team to Professional, the Account Owner chooses which user keeps the Seat.

11.3 After an upgrade, the new Question allowance applies immediately and Questions already asked that month count against it.

11.4 Changing Plan during the Trial changes the Plan that the Trial converts to. Nothing is charged until the Trial ends.

12. Cancellation

12.1 You can cancel online at any time on the same website where you signed up: Account, Billing, Cancel subscription, or the cancellation link in every confirmation, reminder and receipt email. After signing in, cancelling takes two steps: choose cancel, then confirm. We may ask why you are leaving, but answering is optional. You do not have to call us, chat with us, wait for a response or decline an offer to cancel.

12.2 You can also cancel by emailing the support address from the Account Owner's email address. We act on the request within one Business Day and confirm by email. If your request reaches us before a renewal but we act on it after, we refund the renewal charge in full.

12.3 Cancellation stops all future charges immediately. You keep access until the end of the Billing Period you have paid for. We email a confirmation straight away that shows the date access ends and that no further charges will be made.

12.4 You can reverse a cancellation before the end of the Billing Period from the same page.

12.5 The Account Owner and any billing administrator can cancel. For an individual subscriber, the subscriber can cancel.

12.6 After access ends we keep your saved items and history for 90 days so you can export them or resubscribe. The export tool stays available to the Account Owner throughout those 90 days. After that we delete them, except copies held in backups, which are overwritten within 35 days, and records we must keep by law.

12.7 Enterprise subscriptions run for the committed term in the Order Form. Clause 36 covers their renewal and termination.

13. Refunds

13.1 Trials are never charged, so there is nothing to refund for a Trial.

13.2 If you contact us within 14 days of the first charge after your Trial converts, we refund that charge in full and close the subscription, for any reason.

13.3 Monthly Plans: apart from clauses 13.2 and 13.7, we do not refund part-months. Cancelling stops the next charge.

13.4 Annual Plans: if you cancel within 30 days of an annual charge, whether the first one or a renewal, we refund that charge in full.

13.5 Annual Plans after 30 days: if you cancel later in the year, you may choose either to keep access until the year ends or to receive a refund for each full unused month, calculated as one twelfth of the annual charge per month. Access ends when the refund is paid.

13.6 If you add Seats by mistake, tell us within 14 days. If the Seats have not been used, we remove them and refund them in full.

13.7 We also refund, in full or pro rata as stated: duplicate charges and billing errors (in full); any charge we make after you cancelled or switched automatic renewal off (in full); the first charge after the Trial if we did not send the reminder in clause 4.5 (in full); a new price you did not want under clause 10.3 (in full); and unused prepaid fees (pro rata) if we end your subscription without cause, discontinue RegMemo Intelligence, materially reduce the Service under clause 16.5 or 17.4, make an adverse change to these terms under clause 31, or a force majeure event ends the subscription under clause 34.

13.8 Approved refunds go to the original payment method within 10 Business Days of your request. Your bank's processing time is outside our control.

13.9 Nothing in this clause limits any right to cancel or obtain a refund that the law gives you.

14. Chargebacks and payment disputes

14.1 If you do not recognise a charge or think it is wrong, you can contact us, and we aim to resolve billing problems within 5 Business Days. You may go to your bank instead or as well.

14.2 If you dispute a charge with your bank, we may give the bank our records, which may include the acceptance record, the confirmation and reminder emails we sent and the Account's usage.

14.3 We do not suspend your access because you opened a dispute. If the dispute is decided in your favour, or we accept it, the charge is reversed and the subscription ends unless you ask to keep it.

14.4 Nothing in this clause limits your rights under card network rules or the law.

15. Complaints

15.1 Send complaints to the support email address or through Account, Help, Report a problem. Tell us the Account email, what happened and what outcome you want.

15.2 We acknowledge every complaint within 2 Business Days and give it a reference number.

15.3 We aim to resolve complaints within 10 Business Days. If we need longer, we tell you why and when to expect an answer. We send a final written response no later than 30 days after we received the complaint.

15.4 If you are not satisfied, reply asking for escalation. A member of RegMemo's management who was not involved in the first response reviews the complaint and replies within 10 Business Days.

15.5 While a billing complaint is open, we do not suspend the Account or pursue the amount in dispute.

15.6 To report an error in the Archive, such as a wrong date, a misfiled document, a broken link to the regulator's original or a missing document, use the Report a problem link on the document. We review reports within 5 Business Days and correct confirmed errors.

15.7 We keep records of complaints and their outcomes for at least three years and use them to improve the Service.

15.8 Using this process is optional. You may at any time contact the Massachusetts Attorney General's Office, your own state or national consumer protection authority, or go to court under clause 33.

16. Service availability and support

16.1 We aim to keep RegMemo Intelligence available for at least 99.5 percent of each calendar month, not counting planned maintenance. We give at least 48 hours' notice of planned maintenance and schedule it outside normal business hours where possible.

16.2 We report incidents and maintenance by email to Account Owners and on our status page.

16.3 If our systems make the Service unavailable for more than 24 consecutive hours, or availability falls below 99.5 percent in a calendar month, we apply a service credit equal to the pro rata fee for each day affected, rounded up to a full day. We apply it automatically to your next charge, or refund it if you have cancelled. Enterprise service levels and credits are set out in the Order Form.

16.4 Support is by email and the in-app form. We respond within one Business Day on the Professional and Team Plans. Enterprise support terms are set out in the Order Form.

16.5 We update RegMemo Intelligence regularly. We may change or remove a feature, but if a change materially reduces the Service you paid for, we give at least 30 days' notice and you may cancel and receive a pro rata refund under clause 13.7.

17. How the Archive is built, and its limits

17.1 The Archive is assembled by RegMemo's proprietary technology platform, which monitors the websites and official publications of financial regulators and collects, indexes and classifies the documents they publish. The help pages list the regulators covered, the document types collected and the date range for each.

17.2 We do not promise that the Archive holds every document a regulator has issued, that documents appear on the day they are published, or that a regulator has not later amended, withdrawn or replaced a document. Each Source Document links to the regulator's original where one is available. The regulator's own version is the authoritative one.

17.3 Summaries, tags, dates, classifications and translations added by RegMemo help you find and sort documents. They do not replace reading the Source Document. Machine translations are labelled.

17.4 We may add regulators at any time. If we stop covering a regulator that the pricing page listed when you subscribed, we give at least 30 days' notice and you may cancel and receive a pro rata refund under clause 13.7.

18. Answers from the question-answering tool

18.1 The question-answering tool answers only from documents held in the Archive, and each Answer cites the Source Documents it relied on. Where the Archive does not hold enough material to answer, the tool is designed to say so.

18.2 Answers are produced automatically by a language model running on infrastructure RegMemo controls. Answers can be wrong, incomplete or out of date. They can misread a document, miss a later amendment or cite a document that does not fully support the statement made.

18.3 Answers, summaries and all other RegMemo Materials are information. They are not legal, regulatory, compliance, tax, financial or other professional advice, and using the Service does not create an adviser relationship.

18.4 Before relying on an Answer, check it against the cited Source Documents and against the regulator's current published version.

18.5 You are responsible for the decisions you make and the filings, advice and documents you produce using the Service.

18.6 You can flag an Answer you believe is wrong. If we confirm that it cited the wrong document or misstated a cited document, we return the Question to your allowance.

19. Licence and permitted use

19.1 While your subscription is active, RegMemo grants you a non-exclusive, non-transferable licence for your Authorised Users to access and use the Service for your internal business purposes.

19.2 You may quote short extracts of RegMemo Materials and Answers in internal documents, reports, presentations and advice to your clients, if you credit "RegMemo Intelligence" as the source and cite the regulator's document where you rely on one.

19.3 You may occasionally share an individual Answer or summary with a client or professional adviser, with the same credit. Regular or systematic distribution, such as a newsletter, client portal, mailing list or internal knowledge base fed from the Service, needs an Order Form.

19.4 You must not, and must not let anyone else: (a) resell, sublicense, rent, publish or redistribute the Service, the Archive or RegMemo Materials; (b) download, export or copy the Archive or RegMemo Materials in bulk or systematically, beyond the limits in clause 7.4; (c) use scrapers, crawlers, bots, scripts or other automated means to access the Service, other than the API under an Order Form; (d) use the Service, the Archive, RegMemo Materials or Answers to train, fine-tune, evaluate or ground a machine-learning model, or to build a dataset, unless an Order Form expressly allows it; (e) use the Service to build or supply a product that competes with it; (f) get around Seat controls, Fair-Use Limits, security measures or access restrictions; (g) reverse engineer the Service, or try to extract its model, system instructions or non-public components; or (h) remove or obscure attributions, citations or notices.

19.5 These restrictions protect RegMemo's compilation, additions and software. They do not limit your right to obtain and use Source Documents directly from the regulators that publish them, under those regulators' own terms.

20. Intellectual property

20.1 Source Documents belong to the regulators, governments or other bodies that publish them. They are made available in the Archive under, and your use of their text is subject to, the reuse terms of their owners, which differ between regulators. Where we know the applicable reuse terms, we link to them from the document page.

20.2 RegMemo owns, or is licensed to use, the RegMemo Materials, including the Archive as a compilation and database, its summaries, metadata, classifications, translations and indexes, the software and the RegMemo name and logo.

20.3 You may keep and use, for your internal records, Answers you saved or exported during your subscription after it ends, subject to clause 19.

20.4 You own your Customer Data. You give RegMemo the rights needed to host, process and display it to provide the Service, as described in clause 21.

20.5 If you send us suggestions or feedback, we may use them without any obligation to you.

21. Your queries and how we use them

21.1 Customer Data, including your Questions and search history, is your confidential information.

21.2 We use Customer Data only to provide the Service: to produce Answers, to show your history and saved items, to keep the Service secure, to fix faults, to apply Fair-Use Limits and to bill you.

21.3 We do not use your Questions or Answers to train or fine-tune any model unless you agree in writing. We do not sell Customer Data, share it with other customers or use it in marketing.

21.4 We may use aggregated statistics that do not identify you, your organisation or the content of your Questions, such as the number of Questions about each regulator, to plan coverage and improve the Service.

21.5 The question-answering tool and the Service's backend run on servers that RegMemo rents from Vultr. We do not send your Questions to third-party model providers. The help pages state the data centre region used.

21.6 RegMemo staff can view Customer Data only to handle a support request you make, to investigate security issues or abuse, or where the law requires.

21.7 You can export your saved items, folders, notes, saved Answers and Question history at any time in Account, Export, in common formats such as CSV, JSON and PDF, at no charge. Authorised Users can delete their own history at any time.

22. Confidentiality

22.1 Each party will keep the other's non-public information confidential, use it only for this contract, and protect it with at least reasonable care.

22.2 This does not apply to information that is or becomes public without fault of the receiving party, was already known to it, was developed independently or was received lawfully from someone else.

22.3 A party may disclose confidential information to its staff, contractors and professional advisers who need it and are bound by confidentiality, or where the law, a court or a regulator requires, giving notice to the other party where the law allows.

22.4 These duties continue for three years after the contract ends, and indefinitely for trade secrets and Customer Data.

23. Data protection and privacy

23.1 RegMemo's Privacy Policy, published on regmemo.com, explains how we handle personal data about Authorised Users, such as names, email addresses, sign-in records and usage logs. For that data RegMemo is the controller.

23.2 We comply with the data protection laws that apply to us, which may include the EU and UK GDPR, Singapore's Personal Data Protection Act, Hong Kong's Personal Data (Privacy) Ordinance and Australia's Privacy Act.

23.3 RegMemo Intelligence is a research tool for regulatory documents. Do not enter special category personal data, client-identifying information or other sensitive personal data in Questions or notes.

23.4 We use sub-processors to run the Service, including Vultr for hosting and Stripe for payments, and an email delivery provider. The help pages list them. Enterprise Customers receive at least 30 days' notice of a new sub-processor.

23.5 Where personal data moves between countries, we use the transfer safeguards the applicable law requires.

23.6 Enterprise Customers may request a data processing agreement.

24. Security

24.1 RegMemo maintains a written information security program meeting Massachusetts 201 CMR 17.00. It includes encryption of personal information in transit over public networks and on portable devices, encryption at rest, secure authentication with multi-factor authentication for RegMemo staff, access controls on a least-privilege basis, monitoring, current security patches and malware protection, staff training, backups, and oversight of service providers.

24.2 Please keep credentials secure, use single sign-on or multi-factor authentication where it is available to you, and remove Seats promptly when people leave.

24.3 If we know or have reason to know of a breach of security affecting your personal information or Customer Data, we notify you as soon as practicable and without unreasonable delay, and within 72 hours where practicable, with what we know and what we are doing about it. We also notify regulators where the law requires, including the Massachusetts Attorney General and the Office of Consumer Affairs and Business Regulation under chapter 93H.

24.4 Do not run security tests, load tests or vulnerability scans against the Service without our written permission. We welcome good-faith reports of vulnerabilities to the security contact on regmemo.com.

25. Acceptable use

25.1 You must not use the Service unlawfully, to evade sanctions, to introduce malicious code, to overload or disrupt the Service, or to harass anyone.

25.2 You must not present an Answer or a RegMemo summary as a statement by a regulator, or as advice from RegMemo.

25.3 You must not use the Service to mislead a regulator, court or client.

25.4 You must not try to submit content designed to manipulate the question-answering tool's behaviour or to extract other customers' data.

26. Suspension

26.1 We may suspend all or part of your access only for non-payment under clause 9, where there is a serious security risk, where we have credible evidence of a breach of clause 6.2, 19.4 or 25, or where the law requires.

26.2 We always give notice and the reason before a suspension, with at least 3 days to respond, except where an immediate suspension is needed to stop a security incident or a legal violation in progress. In that case we tell you as soon as possible afterwards.

26.3 We limit any suspension to what is necessary, keep your data and the export tool available, and restore access promptly once the issue is resolved. If a suspension turns out to be unjustified, we extend your subscription or credit you for the period.

26.4 We do not suspend access for our own convenience.

27. Termination

27.1 You may cancel at any time under clause 12.

27.2 We may end your subscription by notice if you materially breach these terms and do not fix the breach within 14 days of our notice, or immediately for deliberate large-scale scraping or resale under clause 19.4, for fraud, or where sanctions law requires. If we end the subscription for your breach, we refund unused prepaid fees pro rata, less any amount we can show the breach cost us.

27.3 We may end your subscription without cause at the end of a Billing Period by giving at least 30 days' notice. If we discontinue RegMemo Intelligence, we give at least 60 days' notice. In both cases we refund unused prepaid fees under clause 13.7.

27.4 Either party may end the contract by notice if the other becomes insolvent or enters an equivalent process, as far as the law allows.

27.5 When the contract ends, access stops, clause 12.6 applies to your data, and clauses that by their nature should continue, including clauses 13, 14, 18, 19.4, 20, 21, 22, 28, 29, 30 and 33, continue.

28. Warranties and disclaimers

28.1 RegMemo will provide the Service with reasonable skill and care and in line with its description on the pricing page and in the help pages. If it does not, tell us and we will fix the problem or, if we cannot within a reasonable time, refund the fees for the affected period.

28.2 We do not promise that the Service will be uninterrupted or error-free, that the Archive is complete or current, or that Answers are accurate, for the reasons explained in clauses 17 and 18. These statements do not limit any warranty or right that the law gives you and that cannot be excluded.

29. Liability

29.1 Nothing in these terms limits or excludes liability for fraud, for wilful or knowing violations of Massachusetts General Laws chapter 93A or any other consumer protection law, for gross negligence or wilful misconduct, for death or personal injury caused by negligence, for RegMemo's breach of its security obligations in clause 24, or any other liability that cannot be limited by law. Nothing in these terms limits your rights or remedies under consumer protection laws.

29.2 Neither party is liable for losses that were not reasonably foreseeable when the contract was made. RegMemo is not liable for regulatory fines or penalties you incur, or for decisions you make based on Answers or other RegMemo Materials, where you did not check them against Source Documents as clause 18.4 asks.

29.3 Subject to clause 29.1, each party's total liability under this contract in any 12-month period is limited to the greater of the fees paid and payable by you in those 12 months and US$1,000.

29.4 The limit in clause 29.3 does not apply to fees you owe for the Service you received, or to a deliberate breach of clause 19.4.

30. Indemnities

30.1 RegMemo will defend you against a third-party claim that the RegMemo Materials or the Service's software, used in line with these terms, infringe that party's intellectual property rights, and will pay damages finally awarded or agreed in settlement. This does not cover Source Documents, Customer Data, combinations with things we did not supply, or use in breach of these terms. If a claim arises, we may obtain the right for you to continue, change the Service so it does not infringe, or end the affected part and refund unused prepaid fees. This obligation is not subject to the limit in clause 29.3.

30.2 Organisations (not individual subscribers) will defend RegMemo against a third-party claim arising from their deliberate breach of clause 19.4, and will pay damages finally awarded or agreed in settlement. Individual subscribers give no indemnity.

30.3 The party seeking protection must give prompt notice of the claim, let the other party control the defence and settlement (no settlement may admit fault for the protected party without its consent) and give reasonable help at the other party's cost.

31. Changes to these terms

31.1 We may update these terms. A change that is to your disadvantage never applies during a Billing Period you have already paid for. It applies only from your next renewal, and only after we have emailed the Account Owner and shown a notice in the app at least 30 days beforehand, with a plain-language summary of what changes.

31.2 If you do not accept an adverse change, you may cancel before it applies, or within 30 days after it applies and receive a pro rata refund of unused prepaid fees under clause 13.7.

31.3 Changes that do not disadvantage you, such as clarifications, new features or changes required by law, may apply sooner. We still tell you about them.

31.4 Each version of these terms, with a summary of changes, stays available on regmemo.com.

31.5 Changes do not alter a signed Order Form during its term unless both parties agree or the law requires.

32. Notices

32.1 We send notices to the Account Owner's email address and may also show them in the app. Keep that address current.

32.2 Send legal notices to RegMemo's legal notices email address and registered address, both published on regmemo.com. Cancellations and billing requests go through the app or the support address.

32.3 An email notice is treated as received on the next Business Day after sending, unless the sender receives a delivery failure message.

33. Governing law and disputes

33.1 These terms are governed by the laws of the Commonwealth of Massachusetts, United States, without regard to its conflict-of-laws rules. If you are a consumer living elsewhere, you also keep the protection of the mandatory consumer laws of the place where you live.

33.2 Disputes go to the state or federal courts located in Massachusetts. If you are a consumer, you may instead bring proceedings in the courts where you live.

33.3 There is no mandatory arbitration. Either party may use small claims court for any claim within its limits, wherever that court has jurisdiction.

33.4 Nothing in these terms waives your right to bring or join a class action or other representative action, your right to a jury trial, or any right under Massachusetts General Laws chapter 93A or another consumer protection law. These terms do not shorten any legal time limit for bringing a claim.

33.5 You may, if you wish, use the complaints process in clause 15 first. It is never a condition of going to court. RegMemo will respond to any written demand under chapter 93A within 30 days.

33.6 Either party may seek urgent interim relief from a court at any time.

34. Events outside our control

34.1 Neither party is responsible for a delay or failure caused by events outside its reasonable control, such as natural disasters, war, government action, failures of internet or power networks, failures of hosting providers not caused by the affected party, cyber attacks that reasonable security would not have prevented, or outages of regulators' websites that stop documents being collected. This clause does not excuse payment of fees for periods in which the Service was provided.

34.2 The affected party must tell the other promptly and take reasonable steps to limit the effects.

34.3 If such an event prevents the Service from being provided for more than 30 consecutive days, either party may end the subscription by notice, and RegMemo will refund prepaid fees for the period not provided under clause 13.7.

35. Assignment and subcontracting

35.1 You may not transfer this contract without RegMemo's written consent, which we will not unreasonably withhold. You may transfer it to a buyer of all or most of your business by giving us notice.

35.2 RegMemo may transfer this contract to a company in its group or to a buyer of the RegMemo Intelligence business by giving you notice. If the transfer materially harms you, you may cancel and receive a pro rata refund.

35.3 RegMemo may use subcontractors and remains responsible for their performance.

36. Enterprise Order Forms

36.1 For Enterprise Customers, the contract consists of the Order Form, these terms and any data processing agreement. If they conflict, the Order Form wins on the commercial matters it expressly covers (such as price, Seats, allowances, term, service levels, support and any liability limit it expressly changes). These terms win on everything else.

36.2 Unless the Order Form says otherwise, an Enterprise subscription renews for 12 months unless either party gives notice at least 60 days before the end of the term. RegMemo emails a reminder between 15 and 30 days before the last day for giving that notice.

36.3 A 60-day pilot is charged at the fee in the Order Form. A pilot does not convert into a full subscription automatically. It converts only if both parties sign an Order Form for the full subscription.

36.4 Terms printed on purchase orders or supplier portals do not apply, even if accepted to process payment.

36.5 With single sign-on, you manage user provisioning and removal through your identity provider. Each active user counts as a Seat.

37. API terms for Enterprise Customers

37.1 API access is available only under an Order Form. API keys are confidential, belong to your Account and must be rotated if exposed.

37.2 You may use API data in your internal systems for users covered by your Order Form. Showing API data to anyone outside your organisation needs an express right in the Order Form.

37.3 Rate limits and quotas are set out in the API documentation or the Order Form. You must not get around them.

37.4 You may store API results for internal use while your subscription is active. Within 30 days after it ends you must delete stored RegMemo Materials, except Answers kept in your internal records under clause 20.3.

37.5 Wherever you display a Source Document or Answer obtained through the API, show RegMemo Intelligence as the source and keep the citation to the regulator's document.

37.6 You may use API output to train, fine-tune or ground a model only if the Order Form expressly allows it, and then only for an internal model that is not offered to third parties.

37.7 We give at least 90 days' notice before a change that breaks existing integrations, and keep a deprecated API version running for at least 90 days after the replacement is available.

37.8 API availability and support follow the Order Form, or clause 16 if it is silent. We may suspend an API key that shows signs of abuse or compromise and will tell you promptly.

38. General

38.1 These terms, with the documents in clause 2.4, are the whole agreement between the parties about the Service and replace earlier discussions about it. Nothing in this clause limits liability for fraud.

38.2 If a court finds part of these terms unenforceable, the rest continues, and the affected part applies to the extent it is enforceable.

38.3 A failure or delay in enforcing a right is not a waiver of it.

38.4 The parties are independent contractors. These terms do not create a partnership, agency or employment relationship.

38.5 No one other than the parties has a right to enforce these terms.

38.6 These terms are in English. If they are translated, the English version prevails, except where the law requires otherwise for consumers.

38.7 Electronic acceptance and electronic signatures are binding.

39. The same protections for every customer

39.1 RegMemo applies the protections in these terms to every customer, business or individual, wherever they are. Where a consumer protection law that applies to you gives you more, you receive the more protective rule. Nothing in these terms limits a right you have by law.

39.2 For UK customers, RegMemo follows the subscription contract rules of the Digital Markets, Competition and Consumers Act 2024 from 1 January 2027 for every customer: a 14-day cooling-off period after the contract starts, after the Trial converts and after each annual renewal, with a full refund if you cancel in those periods. These periods are covered by clauses 13.2 and 13.4.

39.3 For EU customers, you may withdraw within 14 days of the contract being made, using the withdrawal function in Account, Billing. Because the Trial is not charged, withdrawing during it costs nothing.

39.4 If we fail to send any reminder that these terms or the law require, you may claim a refund of the charge the reminder related to, as clause 13.7 provides.