Terms of Service

These Terms of Service (the “Terms” or “Agreement”) govern your use of the Leveld B2B agentic project-management SaaS platform (the “Service”) provided by Leveld (“Leveld”, “we”, “us”) to the customer named in the Order Form (“Customer”, “you”). By signing the Order Form or by accessing the Service, you agree to these Terms.

These Terms are intended for B2B use. By signing the Order Form you warrant that you are entering into this Agreement for purposes within your trade, business, or profession (Consumer Rights Act 2015 s.2 — these Terms do not apply to consumers).

1. Definitions

2. Service grant

Subject to these Terms, Leveld grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable licence during the Subscription Term for Customer’s authorised users to access and use the Service for Customer’s internal business purposes, in accordance with the Documentation.

Leveld retains all right, title, and interest in the Service, including its software, prompts, evaluations, policies, and Documentation. Leveld does not claim ownership of third-party model weights accessed through the Service.

3. Customer obligations

Customer is responsible for:

3.1 Authentication

Keeping credentials secure; promptly notifying Leveld of unauthorised access.

3.2 Authorised use

Limiting access to the Customer’s authorised users; not exceeding the seat count purchased; not sublicensing or resharing access.

3.3 Lawful use

Using the Service only for lawful purposes; complying with Applicable Data Protection Law; not using the Service to process data of children below the age of digital consent without proper authorisation; not using the Service in any manner inconsistent with the Acceptable Use limits in this §3.

3.4 AI-output review

Customer agrees that every AI-generated draft, register item, or other output is reviewed before being relied on, sent, signed, or otherwise acted on externally. Leveld is a tool that assists Customer’s licensed professionals; Customer remains the decision-maker on every external action.

3.5 Customer Data

Having all rights and lawful bases necessary to share Customer Data with Leveld and to instruct Leveld to process it as set out in the DPA.

Customer is liable for the acts and omissions of its authorised users as if they were its own.

4. Fees and payment

Beta access is free. Customer will not be charged during beta, and beta access will not automatically renew or convert to a paid plan. Any future paid service requires an Order Form agreed by both parties before Fees apply.

Leveld does not collect card, bank-account, mandate, or transaction data for beta access. Any future paid service, price, tax treatment, billing method, renewal term, and cancellation right must be agreed in a separate Order Form before a charge can arise.

5. AI-output disclaimer

The Service routes AI inference through OpenRouter to an allowlisted portfolio of model-provider endpoints. It generates drafts and register items. AI output may contain inaccuracies, omissions, or hallucinations inherent to current large-language-model technology.

Leveld provides no warranty as to the accuracy, completeness, or fitness for any particular purpose of any AI-generated output. The Service is a tool that assists Customer’s licensed professionals; Customer is responsible for reviewing every AI-generated output before relying on, sending, signing, or otherwise externally acting on it (§3.4).

Leveld appends an attribution footer to every agent-drafted outbound that the Customer sends through the Service, identifying the output as AI-generated and the human reviewer. Customer must not strip, hide, or minimise the footer.

This §5 is subject to the Unfair Contract Terms Act 1977 s.3 and s.11. Leveld does not exclude liability for breach of its obligation to use reasonable skill and care in operating the Service in accordance with the Documentation (Supply of Goods and Services Act 1982 s.13). The disclaimer is reasonable in the B2B context because (a) Customer retains a meaningful remedy under §10 and §11, (b) AI-generated output is identified as such, and (c) Customer can mitigate by reviewing each output (which Customer is obliged to do under §3.4).

6. Intellectual property

6.1 Leveld IP

Leveld owns the Service, the Documentation, and any feedback or improvements (including aggregate, anonymised learnings) that Leveld derives from operating the Service.

6.2 Customer Data IP

Customer owns Customer Data. Customer grants Leveld a limited, non-exclusive licence to use Customer Data solely to provide and improve the Service, subject to the DPA’s no-training-on- Customer-Data commitment. Customer data is not used to train Leveld or provider models.

6.3 Feedback

Customer assigns to Leveld all rights in any feedback, suggestions, or ideas Customer provides about the Service.

7. Confidentiality

Each party will keep the other’s Confidential Information confidential and use it only to perform under the Agreement. Customer Data is Customer’s Confidential Information; Leveld’s pricing, prompts, model architecture, Documentation marked confidential, and security artefacts are Leveld’s Confidential Information.

Confidentiality obligations survive termination for five years for general Confidential Information and indefinitely for trade secrets.

Standard exceptions apply: information already lawfully known to the receiving party; independently developed; received from a third party without breach; required to be disclosed by law or court order (with reasonable notice to the disclosing party where possible).

8. Data protection

The DPA at /legal/dpa is incorporated by reference into these Terms and governs Leveld’s processing of Customer Personal Data.

Leveld’s published sub-processor register at /legal/sub-processors is also incorporated. No independent payment controller receives Customer Data during the free beta.

9. Warranties

9.1 Leveld warrants

That it will provide the Service with reasonable skill and care and substantially in accordance with the Documentation; and that it has the right and authority to enter into this Agreement.

9.2 Customer warrants

That it has the right and authority to enter into this Agreement; that it is entering for purposes within its trade, business, or profession (B2B); that Customer Data is lawfully shared with Leveld and that Leveld may process it as instructed; and that Customer has all necessary consents under Applicable Data Protection Law.

Except as set out in §9.1, Leveld disclaims all other warranties to the maximum extent permitted by law. The UCTA 1977 reasonableness test applies; the Supply of Goods and Services Act 1982 s.13 implied term is not excluded.

10. Indemnities

10.1 Leveld indemnity

Leveld will indemnify Customer against third-party claims that the Service (as provided and used in accordance with these Terms) infringes the third party’s UK or EU intellectual-property rights, subject to (a) Customer giving prompt notice, (b) Customer not admitting liability, and (c) Leveld controlling the defence and settlement. Leveld’s options include modifying the Service to be non-infringing, obtaining a licence, or terminating the affected portion with a pro-rata refund.

10.2 Customer indemnity

Customer will indemnify Leveld against third-party claims arising from (a) Customer’s breach of these Terms, (b) Customer Data being unlawful or infringing, or (c) Customer’s use of AI output without the review obliged under §3.4 and §5.

Both indemnities exclude: claims caused by Leveld’s modifications without Leveld’s consent; combinations with non-Leveld products; and use outside the Documentation.

11. Liability

11.1 Excluded liabilities (cannot be limited)

Neither party limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) wilful default; or (d) any liability that cannot lawfully be limited.

11.2 Excluded loss heads

Subject to §11.1, neither party is liable for: loss of profits, loss of business, loss of goodwill, loss of anticipated savings, indirect or consequential loss, or loss of data (subject to the parties’ respective backup obligations).

11.3 General cap

Subject to §11.1 and §11.4, each party’s aggregate liability under or in connection with this Agreement is capped at 100% of the Fees paid or payable by Customer in the 12 months preceding the event giving rise to the claim.

11.4 Super-cap

§11.3 is increased to 2× the General Cap for liability for: (a) breach of confidentiality (§7); (b) breach of the DPA causing a Personal Data Breach; (c) Leveld’s IP indemnity (§10.1); or (d)  Customer’s indemnity (§10.2).

The parties agree that §11.3 and §11.4 are reasonable under UCTA 1977 s.11 and Sch. 2, having regard to (a) the parties’ bargaining position, (b) the alternative remedies available to Customer (refund, mitigation, termination), (c) the price paid, and (d) Leveld’s acceptance of material customer redlines on this clause from enterprise customers.

12. Term and termination

The Agreement starts when Customer accepts these Terms or on the effective date of an Order Form. Beta access continues until ended under this §12. It does not renew or convert automatically into a paid subscription.

12.1 Termination for cause

Either party may terminate immediately on written notice if the other party (a) materially breaches the Agreement and fails to cure within 30 days of notice; (b) becomes insolvent, enters administration, or liquidation; or (c) ceases to do business.

12.2 Termination for convenience by Customer

Customer may terminate beta access at any time by written notice.

12.3 On termination

Customer’s licence ends. Customer has 30 days to export Customer Data (DPA §11). Leveld deletes Customer Data within a further 30 days, subject to legal retention plus tombstone records (DPA §11). §6 (IP), §7 (confidentiality, on its terms), §10 (indemnities, for events pre-termination), §11 (liability), §12.3, and §15 (governing law) survive.

13. Suspension

Leveld may suspend Customer’s access immediately on written notice for: (a) material breach of these Terms; (b) suspected security incident requiring containment; or (c) legally compelled suspension.

Security-related suspension is lifted as soon as the risk is mitigated. Suspension does not affect rights and obligations that accrued before suspension.

14. Force majeure

Neither party is liable for non-performance caused by, and to the extent of, an event beyond its reasonable control (a “Force Majeure Event”): acts of God, war, civil unrest, government action, sanctions, pandemic restrictions, telecommunications or internet failure outside the affected party’s control, third-party cloud outages, and cyber-attacks on infrastructure not caused by the affected party’s negligence.

The affected party notifies the other party promptly and uses reasonable efforts to mitigate. If a Force Majeure Event continues for 60 consecutive days, either party may terminate on written notice.

A party’s own subcontractor failure, foreseeable capacity shortage, employment dispute, or financial difficulty is not a Force Majeure Event.

15. Governing law and jurisdiction

The Agreement is governed by the laws of England and Wales.

The parties submit to the exclusive jurisdiction of the courts of England and Wales.

16. Dispute resolution

Before commencing court proceedings (other than for urgent injunctive relief), the parties will attempt to resolve any dispute as follows:

16.1 Negotiation

Named contacts (Leveld: COO; Customer: Customer’s authorised signatory) will meet within 15 business days of written notice of the dispute.

16.2 Mediation

If unresolved, the dispute is referred to CEDR mediation (Centre for Effective Dispute Resolution Model Procedure) within 30 days of the negotiation step.

16.3 Litigation

If mediation fails, either party may commence proceedings in the courts of England and Wales per §15.

17. Miscellaneous

17.1 Entire agreement

These Terms together with the Order Form and the DPA constitute the entire agreement and supersede all prior negotiations on the same subject matter.

17.2 Severability

If any provision is held invalid, the rest remain in force; the parties will negotiate in good faith to replace the invalid provision with a valid one of similar economic effect.

17.3 No waiver

Failure or delay to enforce a right is not a waiver of it.

17.4 Assignment

Neither party may assign without the other’s written consent (not unreasonably withheld), except that Leveld may assign to a successor by merger, reorganisation, or sale of substantially all assets, with notice.

17.5 Notices

Notices are in writing, sent to the addresses on the Order Form (or as updated in writing), by email and recorded delivery; deemed received the next business day after sending if by email and two business days after sending if by recorded delivery.

17.6 Third-party rights

Apart from any party’s permitted assignee, no third party has rights under the Agreement.

17.7 Counterparts

The Agreement may be signed in counterparts, including electronically.

17.8 Variation

Variations are in writing and signed by both parties’ authorised signatories. Online click-through changes to the Documentation that do not alter Customer’s rights or obligations are not variations.

Last updated 24 September 2026. Contact get@leveld.ai for questions about these Terms.