Terms of Service

1. Acceptance of Terms

By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.

These Terms apply to all users, including legal professionals who create profiles ("Experts") and law firms, corporations, and individuals seeking to engage legal professionals ("Clients").

If you are entering into these Terms on behalf of a company or other entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

2. Definitions

For purposes of these Terms:

• "Engagement" means a specific arrangement under which a Client engages one or more Experts to perform services, facilitated through the Platform.
• "Engagement Agreement" means the matter-specific written agreement between a Client and one or more Experts for a particular Engagement, executed through the Platform, and incorporating these Terms by reference.
• "Client Documents" means documents the Client uploads to or supplies for an Engagement — for example, the Client's own NDA, conflict-check form, retention letter, or similar paperwork.
• "Work Product" means the deliverables, work, materials, and outputs an Expert produces in the course of an Engagement.
• "Confidential Information" has the meaning given in Section 7.
• "User Content" means content you submit to the Platform, including profile information, messages, and uploaded files.

3. The Platform; Leyla's Role

The Platform is a professional network connecting Clients with Experts — including attorneys, paralegals, document reviewers, eDiscovery specialists, litigation support professionals, legal technologists, compliance specialists, and consultants. The Platform enables Experts to create profiles and enables Clients to discover, evaluate, and engage legal professionals.

Leyla is not a law firm, does not provide legal services, and does not represent any user. Leyla does not select, supervise, or direct the work of any Expert. All legal services in an Engagement are provided by the Experts directly to the Client; Leyla is not a party to any Engagement Agreement.

Leyla's role is limited to (i) providing the Platform and (ii) acting as Payment Facilitator for Engagements, as described in Section 13.

4. Account Eligibility

To use most features of the Platform, you must create an account. By registering, you agree to:

• Provide accurate, current, and complete information.
• Maintain and promptly update your account information.
• Keep your login credentials secure and confidential.
• Accept responsibility for all activity under your account.
• Notify us promptly of any unauthorized use.

You must be at least 18 years old and legally able to enter into binding contracts to use the Platform.

Attorney Experts. If you register as an Expert who is a licensed attorney, you represent that (a) you are in good standing with every bar to which you are admitted; and (b) to your knowledge, no formal disciplinary proceeding has been filed against you and you have not received written notice of an intent to file such a proceeding.

Sanctions compliance. You represent that neither you nor any entity on whose behalf you are registering is identified on any U.S. government sanctions list (including OFAC's Specially Designated Nationals and Blocked Persons List) or is located in, organized under the laws of, or ordinarily resident in a jurisdiction subject to comprehensive U.S. sanctions.

Privacy Policy. Your use of the Platform is also governed by the Leyla Privacy Policy, which is incorporated into these Terms by reference.

5. Profiles and User Content

Experts may create profiles that include practice areas, bar admissions, work experience, education, certifications, skills, and other credentials, and may upload resumes, writing samples, and similar materials. Clients may submit company information, engagement details, and Client Documents.

By submitting User Content, you:

• Represent that the information is truthful and accurate.
• Grant Leyla a non-exclusive, worldwide, royalty-free license to host, display, and use the User Content solely as necessary to operate the Platform.
• Retain ownership of the User Content.
• Are solely responsible for the accuracy of your credentials, bar admissions, and certifications.

Profile visibility. Expert profiles are designed to be discoverable through the Platform's directory and are publicly viewable by default. You may make your profile non-public at any time within the Platform settings.

Attorney advertising compliance. If you are a licensed attorney, you represent that the content of your Expert profile and any related materials you publish through the Platform comply with the rules of professional conduct on attorney advertising applicable to you, including but not limited to ABA Model Rules 7.1–7.5 and the equivalent rules of each jurisdiction in which you are admitted. You agree to update or remove content as necessary to maintain such compliance.

Leyla does not independently verify Expert credentials, though we may request verification at any time. Clients are responsible for conducting their own due diligence on any Expert.

6. Engagements — Master Terms

This Section 6 establishes the master terms that govern every Engagement formed through the Platform. An Engagement Agreement for a particular Engagement may modify these defaults in writing; in the absence of such modification, these defaults apply.

6.1 Direct Relationship

Every Engagement is a direct contractual relationship between the Client and the Expert(s). Leyla is not a party to the services relationship and is not responsible for the performance, quality, or outcome of services. In each Engagement Agreement, Leyla is named only as Payment Facilitator and Platform Provider.

6.2 Engagement Agreement; Document Hierarchy

For each Engagement, the Client and the Expert(s) enter into an Engagement Agreement. The Engagement Agreement consists of:

• the matter-specific terms shown on the Platform's Engagement Agreement document for that Engagement and any signed copy thereof;
• these Terms, which are incorporated into and made part of every Engagement Agreement; and
• any Client Documents accepted for the Engagement (Section 9).

In the event of a conflict, the specific terms of a signed Engagement Agreement control over these Terms, and these Terms control over any Client Document, except where the Client Document is countersigned by both parties (in which case the countersigned Client Document controls as to its subject matter).

For purposes of this Section, the "subject matter" of a countersigned Client Document means a topic that is expressly and specifically addressed in that document; the countersigned Client Document does not control with respect to topics that are addressed only by implication.

6.3 Default Engagement Terms

Unless modified by a specific Engagement Agreement, the following defaults apply to every Engagement:

• Payment. The Client pays invoices issued by Leyla as Payment Facilitator on Net 30 terms from the invoice date.
• Rate Structure. The customer rate displayed in the Engagement Agreement is the rate the Client is charged. Leyla retains a transparent platform fee; the remainder is paid to the Expert. The three-tier structure (customer rate, platform fee, expert rate) is disclosed in the Engagement Agreement.
• Duration. The Engagement continues until completion of scope, mutual termination, or termination under Section 18.
• Expenses. Out-of-pocket expenses are reimbursable only if pre-approved by the Client in writing.

6.4 Fee Continuity on Direct Engagements

The parties acknowledge that the Platform's commercial model depends on Leyla's platform fee being paid on engagements that originate from connections made through the Platform. Accordingly, during the term of an Engagement and for twelve (12) months following its termination, if a Client engages an Expert who was introduced through that Engagement (or vice versa) for legal services on a matter substantially related to the original Engagement, the Client will pay Leyla a platform fee on such engagement at the rate then in effect for comparable Platform engagements.

Nothing in this Section restricts an Expert's right to accept any engagement; this Section creates only a fee-payment obligation on the Client. The fee obligation does not apply to engagements that begin more than twelve (12) months after the original Engagement's termination, to engagements unrelated to the matter of the original Engagement, or to arrangements in which Leyla's platform fee has otherwise been paid.

7. Confidentiality

7.1 Mutual Obligation

Each Client and Expert participating in an Engagement (each, a "Receiving Party") agrees to treat as confidential all non-public information disclosed by the other party (the "Disclosing Party") in connection with the Engagement — including matter facts, client identities, work product, business and financial information, and similar material ("Confidential Information"). The Receiving Party will (a) use Confidential Information solely to perform or evaluate the Engagement; (b) not disclose Confidential Information to any third party except to its personnel with a need to know and bound by obligations of confidentiality at least as protective as these; and (c) protect Confidential Information using at least reasonable care.

7.2 Term of Confidentiality

The confidentiality obligations in this Section 7 survive termination of an Engagement for three (3) years, except that obligations concerning material subject to the attorney-client privilege, the work-product doctrine, or any other recognized legal privilege survive indefinitely for so long as the privilege is in effect.

7.3 Exceptions

Confidential Information does not include information that (a) is or becomes publicly available through no breach of these Terms; (b) was known to the Receiving Party without obligation of confidence before disclosure; (c) is independently developed by the Receiving Party without reference to the Confidential Information; or (d) is disclosed to the Receiving Party by a third party who is not bound by an obligation of confidentiality.

7.4 Compelled Disclosure

A Receiving Party may disclose Confidential Information to the extent required by law, court order, or governmental authority, provided that, where lawful and practicable, the Receiving Party first gives the Disclosing Party prompt notice and a reasonable opportunity to seek protective relief.

7.5 Privileged Material

Where an Engagement involves materials subject to the attorney-client privilege or the work-product doctrine, each party will handle such materials in accordance with the rules of professional conduct applicable to the Engagement and any instructions of the Client. The Platform's transmission and storage of such materials does not waive any privilege.

8. Work Product and Engagement IP

8.1 Work Product Ownership

Unless modified by a signed Engagement Agreement, all Work Product produced by an Expert in the course of an Engagement is created on a work-made-for-hire basis for the Client, and the Client owns all right, title, and interest in the Work Product upon the Client's payment of the invoice covering that Work Product. To the extent any Work Product is not deemed a work made for hire under applicable law, the Expert hereby assigns to the Client, effective upon payment of the invoice covering such Work Product, all right, title, and interest in such Work Product.

8.2 Expert Background IP

Each Expert retains all right, title, and interest in any pre-existing know-how, methodologies, templates, tools, and materials owned by the Expert before the Engagement ("Background IP"). To the extent any Work Product incorporates Background IP, the Expert grants the Client a non-exclusive, perpetual, royalty-free license to use such Background IP solely as embedded in the Work Product.

8.3 Leyla Claims No Engagement IP

Leyla does not claim ownership of Work Product, Client Documents, or any other Engagement-specific materials. Leyla may retain access to and copies of such materials as needed to provide the Platform, comply with law, and as described in our Privacy Policy.

9. Client Documents

9.1 Upload, Storage, and Visibility

A Client may upload to an Engagement documents that the Client requires the Expert(s) to be bound by — for example, the Client's own NDA, conflict-check form, retention letter, or similar paperwork ("Client Documents"). Client Documents are stored within the Engagement workspace and are visible to the Expert(s) assigned to that Engagement.

9.2 Binding Effect on Experts (Notice + Acceptance)

By accepting an assignment to an Engagement, the Expert agrees to be bound by each Client Document that the Client has uploaded to that Engagement as of the date of acceptance, provided that (i) the Platform makes such Client Documents available for review in the Engagement workspace at the time of acceptance, and (ii) the Expert is given a reasonable opportunity to review the Client Documents before completing acceptance. The Expert's acceptance of the assignment constitutes the Expert's acknowledgment that the Expert has had such opportunity.

Each Client Document so accepted binds the Client and the Expert(s) to whom it applies as if separately executed between them, in addition to these Terms and the Engagement Agreement, subject to the conflict-of-terms order in Section 6.2.

9.3 Documents Transmitted by Email

A Client may transmit a Client Document to an Expert by email through the Engagement's email channel. A document transmitted by email is considered a Client Document for purposes of these Terms but binds the Expert only upon the Expert's affirmative acknowledgment of the document, which may be given by reply email, by countersignature, or by clicking-to-accept within the Platform. Leyla encourages Clients to upload Client Documents to the Engagement workspace under Section 9.1 rather than transmit them by email, because upload triggers the acceptance mechanic in Section 9.2 automatically.

9.4 Client's Responsibility

Each Client is solely responsible for the accuracy, legality, and enforceability of any Client Document the Client uploads. Leyla does not review, vet, or endorse Client Documents and makes no representation about their content or enforceability.

10. Electronic Signatures and ESIGN Consent

You consent to use electronic records and electronic signatures in connection with the Platform, the Engagement Agreement, and any Client Documents. You agree that an electronic signature — including a typed signature, a click-to-accept, or any other electronic action indicating assent — constitutes a valid and legally binding signature for purposes of the E-SIGN Act (15 U.S.C. § 7001 et seq.), the Uniform Electronic Transactions Act (UETA), and any equivalent law.

You may request a paper copy of any record at any time by contacting us at hello@joinleyla.com. You may withdraw consent to electronic records as to future records by contacting us, but withdrawal does not affect the validity of records previously signed electronically.

11. Acceptable Use

You agree not to:

• Use the Platform for any unlawful purpose.
• Misrepresent your identity, credentials, or qualifications.
• Scrape, harvest, or collect information from the Platform through automated means.
• Interfere with or disrupt the Platform's infrastructure.
• Upload malicious code, viruses, or harmful content.
• Harass, abuse, or harm other users.
• Take action with the purpose of avoiding Leyla's platform fees (see Section 6.4).
• Use another user's account without authorization.

12. Platform Intellectual Property

12.1 Platform Ownership

The Platform itself — including its design, features, code, content, logos, and trademarks — is owned by Credo Team LLC and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works from any part of the Platform without our prior written consent. This Section 12 applies to the Platform itself; ownership of Work Product and Client Documents is governed by Sections 8 and 9.

"Leyla" and the Leyla logo are registered trademarks of Credo Team LLC. Other product names referenced on the Platform (BAMS, RADAR, Redfern+) are trademarks of Credo Team LLC.

12.2 Use of Names

Leyla may identify you (by name or logo) as a user of the Platform on Leyla's marketing materials and case studies, provided that Leyla will (i) use your name and logo only in accordance with any usage guidelines you provide and (ii) cease such use within a reasonable period after your written request.

13. Fees and Payments

13.1 Free to Create a Profile

Creating an Expert profile is free.

13.2 Revenue Model

Leyla generates revenue from:

• Direct Hire: a one-time placement fee paid by the Client.
• Contract / Project-based Engagements: a transparent platform fee included in the customer rate.

There are no hidden fees, retainers, or upfront costs for Clients. The specific fee for each Engagement is disclosed before the Client commits.

13.3 Payment Facilitator

Leyla acts as Payment Facilitator for each Engagement. The Client pays Leyla; Leyla retains its platform fee; and Leyla pays the Expert(s) the remainder, in each case as set out in the Engagement Agreement.

13.4 Invoices and Net-30

Invoices are issued in accordance with the Engagement Agreement. Unless otherwise specified, invoices are due Net 30 from the invoice date. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, and may result in suspension of the Engagement.

13.5 Disputes Over Invoices

If a Client disputes an invoice in good faith, the Client must notify Leyla in writing within fifteen (15) days of receipt of the invoice; the parties will work in good faith to resolve the dispute under Section 15. Undisputed amounts remain due Net 30.

13.6 Fee Modifications

Leyla may modify its fee structure with at least thirty (30) days' prior notice posted on the Platform or sent to the email address associated with your account. Existing Engagements continue under the fee structure in effect when the Engagement was initiated.

14. Professional Conduct and Compliance

14.1 Expert Representations

Each Expert represents and warrants throughout each Engagement that:

• The Expert is in good standing with each bar or licensing authority to which the Expert is admitted, and, to the Expert's knowledge, no formal disciplinary proceeding has been filed against the Expert and the Expert has not received written notice of an intent to file such a proceeding.
• The Expert has the authority to undertake the Engagement and is not subject to any conflict, non-compete, or other obligation that prevents the Engagement.
• The Expert will perform Engagement services in accordance with the rules of professional conduct applicable to the Expert and the Engagement.
• The Expert will promptly notify the Client and Leyla of any conflict, change in licensing status, or other matter that materially affects the Expert's ability to perform.

14.2 Conflict Checks

Each party is responsible for performing its own conflict checks. Leyla does not perform conflict checks and makes no representation regarding conflicts.

14.3 Privileged Material

Each party will handle materials subject to the attorney-client privilege or the work-product doctrine with the care their nature requires, including in accordance with applicable rules of professional conduct.

14.4 Earned-Fee Model

Amounts collected by Leyla from a Client and held for remittance to an Expert are earned fees invoiced for services performed; Leyla does not hold advance retainers, unearned fees, or other amounts subject to client-trust-account requirements on behalf of any Expert. Each Expert remains responsible for complying with trust-account, recordkeeping, and fee-handling rules applicable to the Expert under the Expert's rules of professional conduct.

14.5 Multi-Jurisdictional Practice

Where an Engagement involves work in a jurisdiction other than one in which the Expert is admitted, the Expert is responsible for confirming that the Expert is authorized to perform the services under applicable multi-jurisdictional-practice rules. Leyla makes no determination regarding such authorization.

15. Disputes Between Users

Disputes between a Client and an Expert (or between two Experts) are between those parties. Leyla is not a party to such disputes and has no obligation to mediate, arbitrate, or resolve them.

The parties to an Engagement agree to attempt in good faith to resolve any dispute arising from the Engagement through direct discussion for at least thirty (30) days before initiating formal legal proceedings. Upon mutual written request, Leyla will (at its discretion) make Engagement records — time entries, invoices, messages — available to assist the parties in resolving the dispute.

16. Disclaimers and Limitation of Liability

16.1 As-Is

The Platform is provided "as is" and "as available" without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Leyla does not warrant that the Platform will be uninterrupted, error-free, or secure.

16.2 Leyla's Non-Responsibility

Leyla is not responsible for:

• The quality, accuracy, timeliness, or legality of work performed by any Expert.
• The conduct, solvency, or reliability of any Client or Expert.
• Any dispute arising between users.
• Any damages resulting from the use of the Platform, including lost profits, data loss, business interruption, or any consequential, indirect, incidental, special, or punitive damages.

16.3 Liability Cap and Carve-Outs

To the maximum extent permitted by law, Leyla's total aggregate liability for any and all claims arising from or related to your use of the Platform shall not exceed the greater of (a) the amount you paid to Leyla in the twelve (12) months preceding the claim, or (b) one thousand U.S. dollars (US$1,000).

Nothing in this Section 16 limits:

• Leyla's obligation to remit to an Expert any amounts that Leyla has collected from a Client as Payment Facilitator and that are due to be remitted to the Expert under the applicable Engagement Agreement, less Leyla's platform fee and any properly applied set-offs;
• Leyla's liability for breach of its obligations under Section 7 (Confidentiality);
• Leyla's liability for infringement by the Platform itself of any third-party intellectual property right; or
• Liability for fraud, willful misconduct, or gross negligence.

Nothing in these Terms limits liability that cannot be limited under applicable law.

16.4 Beta Features

Leyla may make beta, preview, or early-access features available on the Platform. Such features are provided as is, without service-level commitments, and may be modified or discontinued at any time. Leyla's liability for beta features is, in all events, subject to this Section 16.

17. Indemnification

You agree to indemnify, defend, and hold harmless Credo Team LLC, its officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to:

• your use of the Platform;
• your violation of these Terms;
• your User Content or any Client Documents you upload;
• any Engagement to which you are a party (including the performance of, or failure to perform, services); or
• your violation of any right of a third party, including any intellectual property, privacy, or publicity right.

You are not required to indemnify Leyla to the extent the claim arises from Leyla's gross negligence, willful misconduct, or fraud.

18. Termination

18.1 By You

You may close your account at any time by contacting us. Closing your account does not relieve you of obligations under any then-active Engagement, or any obligation that survives termination by its nature.

18.2 By Leyla

Leyla may suspend or terminate your account at any time, with or without cause, on reasonable notice where practicable; provided that Leyla may suspend or terminate without prior notice in cases of material violation of these Terms, non-payment, suspected fraud, risk to the Platform or to other users, or where required by law.

18.3 Effect on In-Flight Engagements

Termination of an account does not automatically terminate active Engagements to which that account is a party. The parties to an Engagement remain bound by the Engagement Agreement, Client Documents, and these Terms with respect to that Engagement until the Engagement is completed or otherwise terminated. Leyla will continue to support Payment Facilitator functions for active Engagements through completion.

18.4 Survival

Provisions of these Terms that by their nature should survive termination will survive, including Section 6 (with respect to existing Engagements), Section 7 (Confidentiality), Section 8 (Work Product and Engagement IP), Section 9 (Client Documents, with respect to existing Engagements), Section 10 (Electronic Signatures and ESIGN Consent), Section 12 (Platform IP), Sections 13.4–13.6 (Invoices and Fees), Section 14 (Professional Conduct), Section 15 (Disputes Between Users), Section 16 (Disclaimers and Limitation of Liability), Section 17 (Indemnification), Section 20 (Governing Law), Section 21 (DMCA), and Section 22 (General Provisions).

19. Modifications to Terms

Leyla may update these Terms from time to time. For material changes, Leyla will:

• Notify you by email at the address associated with your account at least thirty (30) days before the change takes effect; and
• Update the "Last updated" date and version at the top of this page.

If you do not agree with a material change, you may terminate your account before the change takes effect; your continued use of the Platform after the effective date constitutes acceptance of the updated Terms.

For purposes of this Section, a change is "material" if it materially increases your obligations, materially reduces your rights, changes the dispute-resolution provisions, or changes the fees applicable to your active Engagements. Other changes — including corrections, clarifications, and operational updates — are non-material and take effect upon posting.

20. Governing Law; Disputes Between Leyla and You

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles.

Before initiating formal legal proceedings against Leyla, you agree to first attempt to resolve the matter informally for at least thirty (30) days by contacting hello@joinleyla.com with a written description of the dispute.

If informal resolution fails, any dispute between you and Leyla shall be brought exclusively in the state or federal courts located in Tarrant County, Texas, and you consent to the personal jurisdiction of such courts.

21. DMCA Notices

Leyla complies with the Digital Millennium Copyright Act. If you believe content on the Platform infringes your copyright, send a notice meeting the requirements of 17 U.S.C. § 512(c)(3) to Leyla's designated copyright agent at the address published at joinleyla.com/copyright. Leyla will respond consistent with the DMCA and may, in appropriate circumstances, terminate the accounts of users who are repeat infringers.

22. General Provisions

22.1 Severability

If any provision of these Terms is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

22.2 No Waiver

A party's failure or delay in enforcing any right under these Terms is not a waiver of that right.

22.3 Assignment

You may not assign these Terms or any rights under them without Leyla's prior written consent. Leyla may assign these Terms in connection with a merger, acquisition, financing, or sale of all or substantially all of its assets.

22.4 Force Majeure

Neither party is liable for any failure or delay in performance caused by events beyond reasonable control, including natural disasters, war, terrorism, civil unrest, government action, labor disputes, public health emergencies, or infrastructure outages (this Section 22.4 does not excuse payment obligations).

22.5 Notices

Notices to Leyla should be sent to hello@joinleyla.com or to Credo Team LLC at the mailing address in Section 23. Notices to you may be sent to the email address associated with your account or posted on the Platform.

22.6 Entire Agreement

These Terms, together with the Privacy Policy, any Engagement Agreement to which you are a party, and any Client Documents you have accepted, constitute the entire agreement between you and Leyla on the subject matter and supersede any prior or contemporaneous agreements.

22.7 Independent Parties

Nothing in these Terms creates an agency, partnership, joint venture, employer-employee, or franchise relationship between you and Leyla. You and Leyla are independent parties.

22.8 Headings

Headings in these Terms are for convenience only and do not affect interpretation.

22.9 Construction

Words importing the singular include the plural and vice versa; "including" means "including without limitation."

23. Contact Information

If you have questions about these Terms, please contact us: