These Terms of Service (“Terms”) are a binding agreement between Nexno Lextech Private Limited (CIN U85307PN2023PTC221261), which operates the Bishop product (“Bishop”, “we”, “us” or “our”), and the customer that subscribes to the Service or the individual who uses it (“you” or “Customer”). By creating an account, clicking to accept, signing an order form, installing the Bishop browser extension, installing the Bishop add-in for Microsoft Office, or using the Service, you agree to these Terms. If you are accepting on behalf of a firm or other organisation, you represent that you have authority to bind that organisation.
If you do not agree to these Terms, do not use the Service.
1. The Service#
Bishop is a passive time capture product for law firms and professional services firms. Its single purpose is passive time tracking for law firms and professional services firms. It observes your work activity across four surfaces, in each case on a read-only basis:
- Your work mail and calendar, through the Google APIs and Microsoft Graph.
- Your browser, through the Bishop browser extension for Google Chrome and other Chromium based browsers, including Microsoft Edge (the “Browser Extension”), which reads page details but not page content.
- Your Microsoft Office applications, including Outlook, Word, Excel and PowerPoint, through the Bishop add-in for Microsoft Office (the “Office Add-in”).
- The Bishop web application itself.
Bishop classifies that activity into the matters it belongs to and presents draft time entries for your confirmation. Bishop does not send mail, alter your calendar, change your documents, modify the websites you visit, or create billable time without your action. Everything Bishop reads, and everything Bishop writes, is set out in detail in Sections 5 and 6 of the Privacy Policy.
The features, integrations and limits of the Service are described on the Website and in any order form or plan documentation, which we may update from time to time.
We may improve, modify or discontinue features of the Service. If we make a change that materially reduces the core functionality of a paid plan, we will give you reasonable notice.
2. Eligibility and accounts#
You must be at least 18 years old and capable of forming a binding contract to use the Service. You are responsible for the accuracy of the information you provide, for maintaining the confidentiality of your credentials, and for all activity that occurs under your account. Notify us promptly at tech@bishop.work of any unauthorised use. Where a firm provisions accounts for its personnel, the firm is responsible for managing those accounts and for its Users’ compliance with these Terms.
3. Authorisation of connected surfaces#
To use the core functionality, you authorise Bishop to observe your activity on one or more of the connected surfaces described in Section 1, in each case on a read-only basis and through the relevant integration, extension or add-in.
You represent that you have the right to grant this access, and, where the account, device, document or browser belongs to or is administered by your firm, that you are authorised by your firm to connect it.
Where your firm deploys the Browser Extension or the Office Add-in to its personnel, the firm is responsible for notifying those personnel that it is in use, for obtaining any consents required under applicable employment and data protection law, and for configuring capture rules, block lists and allow lists consistently with its own policies and professional obligations.
You may at any time disconnect a connected account, pause capture, remove the Office Add-in, or uninstall the Browser Extension. Doing so stops further access by Bishop through that surface, and may limit or disable parts of the Service.
4. Acceptable use#
Your use of the Service is subject to our Acceptable Use Policy, which is incorporated into these Terms. In summary, you must not misuse the Service, interfere with its operation or security, use it unlawfully, or use it to process data you are not authorised to process. We may suspend access where use of the Service threatens the security or integrity of the Service or violates the Acceptable Use Policy.
5. Customer data and ownership#
5.1 Your data#
As between you and us, you own all data that you submit to, or that Bishop observes or accesses through, the Service on your instruction, including the content of your connected accounts, the activity observed through the Browser Extension and the Office Add-in, and the time entries you confirm (“Customer Data”). You grant us a limited, non-exclusive licence to process Customer Data solely to provide, secure, support and maintain the Service in accordance with these Terms, the Privacy Policy and, where applicable, the Data Processing Addendum.
5.2 Our role#
Where we process personal data within Customer Data on your behalf, we act as a Data Processor and you act as the Data Fiduciary under the Digital Personal Data Protection Act, 2023. The Data Processing Addendum governs that processing and forms part of these Terms.
5.3 Outputs#
The matter classification, the proposed duration and the generated narrative that Bishop produces for each draft time entry are presented to you as a draft. You may accept, edit or discard them. They have no billing effect until you confirm them. Confirmed time entries and the billing information derived from them form part of Customer Data.
5.4 Responsibility for your data#
You are responsible for the accuracy, quality and legality of Customer Data, for obtaining the consents and providing the notices required for us to process it, and for your use of the outputs of the Service, including the time entries you confirm and submit for billing.
6. Our intellectual property#
The Service, the Website, the Browser Extension, the Office Add-in, the Bishop name and logo, and all software, models, designs, text and other materials we provide, other than Customer Data, are owned by us or our licensors and are protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable right to use the Service during your subscription, subject to these Terms. You must not copy, modify, reverse engineer, resell, or create derivative works from the Service except as permitted by law. Any feedback you provide may be used by us without restriction or obligation to you.
7. Fees, billing and taxes#
7.1 Fees#
You agree to pay the fees for the plan you select, as set out on the Website or in your order form. Unless stated otherwise, the Service is priced on a per seat, per month basis. Fees are payable in advance for the billing period.
7.2 Taxes and invoicing#
Fees are exclusive of taxes. You are responsible for all applicable taxes, including Goods and Services Tax, except for taxes on our income. We will issue tax invoices in compliance with applicable Indian law, including GST e-invoicing requirements where they apply. Please ensure your GSTIN and billing details are accurate.
7.3 Changes to fees#
We may change our fees on renewal by giving you reasonable prior notice. Changes do not apply to a billing period already paid for.
7.4 Non payment#
If payment is overdue, we may suspend the Service after giving notice. Refunds and cancellations are governed by our Refund and Cancellation Policy.
8. Subscription term, renewal and termination#
8.1 Term and renewal#
Your subscription runs for the period stated at sign up or in your order form and renews automatically for successive periods unless cancelled before the end of the current period, as described in the Refund and Cancellation Policy.
8.2 Termination by you#
You may cancel your subscription at any time in line with the Refund and Cancellation Policy.
8.3 Termination by us#
We may suspend or terminate your access if you materially breach these Terms and do not cure the breach within a reasonable period after notice, if required by law, or if your use poses a security or legal risk. We may terminate a free trial or beta access at any time.
8.4 Effect of termination#
On termination, your right to use the Service ends, and you should uninstall the Browser Extension and remove the Office Add-in. We will make Customer Data available for export for a limited period as described in the Privacy Policy and Data Processing Addendum, after which we will erase or anonymise it unless retention is required by law. Provisions that by their nature should survive termination will survive.
9. Beta and pre release features#
We may offer beta, pilot or pre-release features that are still in development. These are provided “as is”, may be changed or withdrawn at any time, and may not be as reliable as generally available features. Any specific beta terms or undertakings agreed with you apply in addition to these Terms.
For the avoidance of doubt, the reduced assurances in this Section relate to availability, reliability and warranty only. The data protection commitments in the Privacy Policy and the Data Processing Addendum, and the platform limited use commitments in Section 9 of the Privacy Policy, apply in full to beta and pre-release features without exception.
10. Third party services and integrations#
The Service integrates with and runs inside third party services, including mail and calendar providers, Google Chrome, Microsoft Edge, Microsoft Office and payment processors. Your use of those services is governed by their own terms and policies. We are not responsible for third party services, and the availability of an integration, extension or add-in may change if a third party changes or withdraws its service, platform or store programme.
11. Warranties and disclaimers#
We will provide the Service with reasonable skill and care. Except as expressly stated in these Terms, the Service is provided “as is” and “as available”, and to the maximum extent permitted by law we disclaim all other warranties, whether express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement.
Bishop is an assistive tool. It produces draft classifications and narratives that you must review and confirm. We do not warrant that classifications, durations or narratives will be accurate or complete, and you remain responsible for reviewing every entry before it is used for billing or any other purpose. Bishop is not a substitute for professional, legal or accounting judgment.
12. Limitation of liability#
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 or data, arising out of or relating to these Terms or the Service.
- Our total aggregate liability arising out of or relating to these Terms and the Service is limited to the fees you paid to us for the Service in the twelve months immediately before the event giving rise to the claim.
These limits do not apply to liability that cannot be excluded or limited under applicable law, including liability for fraud.
13. Indemnity#
You will indemnify and hold us harmless from claims, damages, liabilities, costs and expenses arising out of your breach of these Terms, your unlawful use of the Service, your deployment of the Browser Extension or Office Add-in to personnel without the notices and consents required by applicable law, or your processing of Customer Data in violation of applicable law or third-party rights, except to the extent caused by our breach of these Terms.
14. Confidentiality#
Each party may receive confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to personnel and advisers who need to know and are bound by confidentiality. This does not apply to information that is public through no fault of the receiving party, was already known, is independently developed, or must be disclosed by law. Customer Data is treated as the Customer’s confidential information.
15. Changes to these Terms#
We may update these Terms from time to time. When changes are material, we will notify you by a reasonable means and update the effective date. Changes take effect on the date stated, and your continued use of the Service after that date constitutes acceptance. If you do not agree to the updated Terms, you must stop using the Service.
16. Governing law and dispute resolution#
These Terms are governed by the laws of India. Subject to the arbitration provision below, the courts at Pune, Maharashtra have exclusive jurisdiction over any dispute.
The parties will first attempt to resolve any dispute amicably through good faith discussions. If the dispute is not resolved within thirty days, it will be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by mutual agreement. The seat and venue of arbitration will be Pune, and the language will be English. The award will be final and binding. Nothing in this clause prevents either party from seeking interim relief from a court.
17. General#
- Entire agreement: these Terms, together with the Privacy Policy, Acceptable Use Policy, Cookie Policy, Refund and Cancellation Policy, Data Processing Addendum and any order form, form the entire agreement between us regarding the Service.
- Order of precedence: if there is a conflict, a signed order form prevails over these Terms, and these Terms prevail over policies referenced in them, except that the Data Processing Addendum prevails on data protection matters, and Section 9 of the Privacy Policy prevails in respect of data obtained from Google, Chrome, Microsoft or Edge.
- Assignment: you may not assign these Terms without our consent. We may assign them in connection with a merger, acquisition or sale of assets, subject to the platform requirements in Section 9 of the Privacy Policy.
- Severability: if any provision is found unenforceable, the rest remain in effect.
- No waiver: failure to enforce a provision is not a waiver of it.
- Notices: we may give notice through the Service, the Website, or by email. You may give notice to Bishop at the contact addresses in the Privacy Policy.
- Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control.
- Relationship: the parties are independent contractors, and nothing creates a partnership, agency or lawyer client relationship.
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