LEXEMIN PROFESSIONAL SERVICES LLC - Terms of Business
Effective Date: May 11, 2026
1. Introduction and Who We Are
This Privacy Notice explains how Lexemin Professional Services LLC ("Lexemin", “lps.”, “lps llc”, "we", "us", or "our") collects, uses, stores, shares, and protects personal data relating to individuals who interact with us — including visitors to our website, prospective clients, current clients, business contacts, and any other individuals whose personal data we process in connection with our business activities. Lexemin Professional Services LLC is a limited liability company incorporated in the State of Georgia, United States, with its principal place of business at 8735 Dunwoody Place Ste R, Atlanta, GA 30350, USA. We operate across the United Kingdom and the United States, providing advisory services in governance, compliance, HR, data protection, and cross-border business expansion. In connection with these activities, we process personal data as both a Data Controller (where we determine the purposes and means of processing) and as a Data Processor (where we process personal data on behalf of clients in connection with advisory engagements, including outsourced Data Protection Officer services). This Privacy Notice applies to our processing activities as a Data Controller. Where we act as a Data Processor for a client, the relevant terms are governed by the applicable data processing agreement between Lexemin and that client. 1. Introduction
These Terms of Business ("Terms") govern the provision of services by Lexemin Professional Services LLC, a limited liability company incorporated in the State of Georgia, United States ("Lexemin", “lps.”, “lps llc”, "we", "us" or "our"), to any person, company or other entity engaging Lexemin ("Client", "you" or "your"). Together with any proposal, quotation, engagement letter, statement of work or other written agreement issued or accepted by Lexemin in connection with a particular engagement, these Terms constitute the contractual basis upon which Lexemin provides its services. These terms must be accepted before commencement of services.
Lexemin is a strategic corporate advisory and consultancy business and is not a law firm. Lexemin does not provide legal representation or legal advice and nothing contained within these Terms, any proposal, correspondence, report, recommendation or other material produced by Lexemin shall be interpreted as creating a solicitor-client, attorney-client or other legal professional relationship. Where a matter requires legal, tax, accounting, financial, immigration or other regulated professional advice, the Client remains responsible for obtaining such advice from an appropriately qualified professional.
2. Services
Lexemin provides strategic corporate advisory and consultancy services across governance, risk, compliance, human resources, data protection, business operations, organisational development, artificial intelligence governance, business transformation and cross-border business advisory. The specific services to be provided to a Client will be set out in the applicable proposal, quotation, engagement letter or statement of work.
Lexemin shall provide the services described in the applicable engagement documentation with reasonable care and skill appropriate to the nature of the services. Unless expressly agreed otherwise in writing, Lexemin does not undertake responsibility for implementing recommendations, managing the Client's business operations, making decisions on behalf of the Client or assuming responsibility for the Client's legal or regulatory obligations.
Lexemin reserves the right to decline any instruction which, in its reasonable opinion, falls outside its expertise or scope of services, creates an unmanaged conflict of interest, presents an unacceptable legal, regulatory or reputational risk, or would require Lexemin to provide a regulated professional service for which it is not authorised.
3. Formation of an Engagement
An engagement may be formed by the Client signing an engagement letter or statement of work, accepting a proposal or quotation, confirming acceptance by email, making payment against an invoice or proposal, or instructing Lexemin to commence work. The Client's acceptance of an engagement constitutes acceptance of these Terms.
Where an engagement is subject to a specific engagement letter, statement of work or other written agreement, that document shall set out the particular scope, deliverables, fees and commercial arrangements applicable to the engagement. These Terms shall continue to apply unless expressly varied in writing.
Electronic signatures, electronic acceptance and acceptance by email shall be treated as valid and binding to the fullest extent permitted by applicable law.
4. Scope and Variations
Lexemin's obligations shall be limited to the services expressly agreed in the applicable engagement documentation. Any request for additional work, material alteration to the agreed scope, additional meetings, additional deliverables or other services falling outside the agreed scope may be subject to additional fees.
Where practicable, Lexemin will notify the Client before undertaking material out-of-scope work. Such work may be charged at Lexemin's standard hourly rate or quoted separately, depending upon the nature and extent of the additional services.
The Client acknowledges that changes to the scope, availability of information, delays in receiving instructions or approvals, or changes in circumstances may affect the estimated delivery date or cost of an engagement.
5. Fees and Billing
Unless expressly agreed otherwise in writing, Lexemin's standard advisory and consultancy rate is $200 per hour (two hundred USD). For engagements conducted and invoiced in GBP, the applicable UK equivalent rate shall be confirmed in the relevant proposal, engagement documentation or invoice. The applicable currency and rate for an engagement shall therefore be established at the point of engagement in line with the current market exchange rate.
Where the Client engages Lexemin under a monthly or other recurring retainer arrangement, the applicable retainer fee, included services, allocated hours, billing period and any other specific commercial terms shall be stated in the relevant proposal, engagement letter or statement of work. A retainer provides access to the services and capacity expressly included within the agreed package and does not constitute an unlimited service.
Any work undertaken outside the hours included within a retainer, or any work falling outside the agreed scope of the retainer, shall be charged at Lexemin's standard hourly rate of $200 per hour, or the applicable UK equivalent rate confirmed for the engagement, unless a different rate has been expressly agreed in writing.
Unless expressly agreed otherwise, unused retainer hours expire at the end of the applicable billing period and do not automatically roll forward, accumulate as credit or become refundable.
Time spent undertaking work reasonably necessary to provide the agreed services, including meetings, telephone calls, correspondence, research, analysis, document review, drafting, preparation and project administration, may be included within billable time. Unless otherwise stated in the applicable engagement documentation, time shall be recorded in fifteen-minute increments.
6. Invoicing and Payment
Unless otherwise stated in the applicable engagement documentation, invoices issued by Lexemin are payable within fourteen calendar days of the invoice date. Lexemin may require payment in advance, an initial deposit, recurring payment arrangements or other payment security where reasonably appropriate to the nature of the engagement.
The Client shall provide accurate billing and payment information and shall notify Lexemin promptly of any changes affecting invoicing. All fees are exclusive of applicable taxes, duties, transaction charges, withholding obligations and other governmental charges unless expressly stated otherwise.
Where an invoice remains unpaid after the applicable due date, Lexemin reserves the right, without liability to the Client, to suspend or cease work, withhold further deliverables, require payment in advance for future services or terminate the engagement. Lexemin may also charge reasonable interest and recovery costs on overdue amounts to the extent permitted by applicable law.
Suspension or termination of services shall not affect the Client's obligation to pay fees and expenses properly incurred prior to suspension or termination.
7. Expenses
Unless expressly included within an agreed fee, the Client shall reimburse Lexemin for reasonable expenses properly incurred in connection with the provision of services. Such expenses may include travel, accommodation, third-party software or services, specialist consultancy, document production, courier services and other costs reasonably attributable to the engagement.
Where an expense is expected to be material, Lexemin will, where reasonably practicable, obtain the Client's approval before incurring the expense.
8. Client Responsibilities
The Client shall provide Lexemin with such information, documentation, access, instructions, approvals and cooperation as may reasonably be required for Lexemin to perform the services. The Client warrants that information supplied to Lexemin is, to the best of its knowledge, accurate, complete and not misleading.
Lexemin shall be entitled to rely upon information supplied by the Client without independently verifying its accuracy, completeness or legal effect unless verification has expressly been included within the agreed scope of services.
The Client acknowledges that delays, additional costs or inaccuracies in deliverables may arise where information or instructions are incomplete, inaccurate, misleading or provided after the relevant deadline.
The Client remains solely responsible for its business decisions, implementation of recommendations, internal controls and compliance obligations.
9. Nature of Advisory Services
Lexemin's services are intended to provide strategic, operational and governance support and to assist the Client in making informed decisions. Advisory services do not constitute a guarantee of any particular commercial, regulatory, financial, operational or other outcome.
In particular, Lexemin does not warrant that its services will result in the Client avoiding regulatory action, litigation, employment disputes, complaints, audits, investigations, penalties or other adverse events, nor does Lexemin guarantee that any particular policy, process, application, registration, licence, approval or compliance framework will be accepted by a regulator, authority, customer or other third party.
Where Lexemin provides recommendations concerning legal or regulatory matters, such recommendations are provided from an advisory and governance perspective and should not be treated as a substitute for independent legal advice.
10. Confidentiality
Each party shall treat as confidential all non-public information disclosed by the other party in connection with an engagement and shall use such information only for purposes connected with the engagement. Confidential information shall not include information which is publicly available other than through a breach of confidentiality, was lawfully known to the receiving party prior to disclosure, is independently developed without reference to the confidential information, or is required to be disclosed by law, court order or competent regulatory authority.
Lexemin may disclose Client information to its employees, contractors, consultants, professional advisers, insurers and service providers where reasonably necessary to provide or administer the services, provided that appropriate confidentiality obligations apply.
The obligations contained in this clause shall survive termination of the engagement.
11. Data Protection and Privacy
Each party shall comply with applicable data protection and privacy legislation relevant to its activities under an engagement. Where Lexemin processes personal data on behalf of the Client as a processor, the parties shall enter into such additional data processing arrangements as may be required by applicable law.
Where personal data is transferred internationally, the parties shall implement an appropriate lawful transfer mechanism where required. For UK personal data, this may include an applicable adequacy regulation, the UK International Data Transfer Agreement, the UK Addendum to the EU Standard Contractual Clauses or another legally available mechanism.
Where required, the applicable data processing and international transfer arrangements shall be documented separately and shall form part of the contractual arrangements between the parties.
12. Artificial Intelligence
Lexemin may use artificial intelligence and automated technologies in connection with its internal operations and, where appropriate, in the delivery of services. Such technologies may assist with research, drafting, summarisation, document analysis, data analysis, workflow automation, quality assurance and administrative functions.
Lexemin shall exercise appropriate human oversight over AI-assisted outputs. AI-generated or AI-assisted material shall not automatically be treated as verified legal, regulatory, financial, tax or other professional advice.
The Client shall notify Lexemin of any contractual, regulatory, security or confidentiality requirements known to the Client which restrict the use of particular artificial intelligence technologies in connection with the engagement.
13. Intellectual Property
Lexemin shall retain all rights, title and interest in its pre-existing materials, methodologies, frameworks, templates, processes, systems, tools, know-how, training materials and other intellectual property used in connection with an engagement.
Subject to payment in full of the applicable fees, Lexemin grants the Client a non-exclusive, non-transferable licence to use Client-specific deliverables produced by Lexemin for the Client's internal business purposes. Unless expressly agreed otherwise, the Client shall not resell, sublicense, commercially distribute or represent Lexemin's proprietary methodologies, templates or materials as its own.
Nothing in these Terms prevents Lexemin from using general knowledge, skills, experience, methodologies or know-how developed during an engagement, provided that Lexemin does not disclose the Client's confidential information.
14. Third Parties and Reliance
Lexemin may recommend or use third-party software, platforms, contractors, consultants, specialists or other service providers in connection with an engagement. Unless expressly agreed otherwise, Lexemin shall not be responsible for the availability, performance, security, terms or actions of third-party providers.
Deliverables and advice supplied by Lexemin are prepared exclusively for the Client and for the purposes for which they were commissioned. No third party shall be entitled to rely upon any advice, report, recommendation or other material produced by Lexemin unless Lexemin has expressly agreed in writing to accept responsibility to that third party.
15. Conflicts of Interest
Lexemin may provide services to other clients operating within the same industry, market or sector as the Client. Lexemin shall take reasonable steps to identify and manage material conflicts of interest. Where a conflict cannot reasonably be managed, Lexemin may decline or terminate the relevant engagement.
16. Contractors and Specialists
Lexemin may engage suitably qualified employees, contractors, consultants or specialist advisers to assist in providing services. Such persons may have access to information reasonably necessary to perform their role and shall be subject to appropriate confidentiality and contractual obligations.
17. Limitation of Liability
Nothing in these Terms shall exclude or limit any liability which cannot lawfully be excluded or limited.
Subject to the foregoing, Lexemin shall not be liable for any indirect, consequential or special loss, loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, loss of goodwill or loss arising from a decision taken or not taken by the Client following receipt of advice or recommendations from Lexemin.
Subject to applicable law, Lexemin's total aggregate liability arising out of or in connection with an engagement, whether arising in contract, tort, negligence, statute or otherwise, shall not exceed the total fees actually paid to Lexemin in respect of the relevant engagement during the twelve-month period immediately preceding the event giving rise to the claim.
Where an engagement has existed for less than twelve months, the maximum aggregate liability shall be limited to the fees actually paid in respect of that engagement.
18. Client Indemnity
To the extent permitted by applicable law, the Client shall indemnify and hold Lexemin harmless against losses, liabilities, claims and reasonable costs arising directly from the Client's material breach of these Terms, unlawful use of Lexemin's services or materials, provision of materially false or misleading information, or unauthorised representation to a third party that Lexemin has accepted responsibility for that third party.
The indemnity shall not apply to the extent that the relevant loss has resulted from Lexemin's own breach, negligence or wilful misconduct.
19. Termination
Either party may terminate an engagement in accordance with any notice period specified in the applicable engagement documentation. Where no notice period has been agreed, either party may terminate an ongoing engagement by providing fourteen days' written notice.
Lexemin may terminate or suspend an engagement immediately where fees are materially overdue, the Client commits a material breach of the Agreement, an unmanaged conflict of interest arises, continuing the engagement would create a legal, regulatory or ethical concern, the Client provides materially misleading information, the Client engages in abusive, threatening or unlawful conduct, or the Client becomes insolvent or ceases trading.
Termination shall not affect any rights or obligations accrued prior to the effective date of termination. The Client shall remain responsible for all fees and expenses incurred up to that date.
20. Force Majeure
Neither party shall be liable for delay or failure to perform its obligations where such delay or failure results from circumstances beyond its reasonable control, including natural disasters, war, terrorism, governmental action, widespread telecommunications failures, cyber incidents, pandemics, industrial disputes, major infrastructure failures or significant disruption to essential third-party services.
21. Complaints
Any complaint concerning Lexemin's services should be submitted in writing to complaints@lexemin.com. Lexemin shall review complaints reasonably and seek to resolve them promptly and professionally.
Nothing within this complaints procedure prevents either party from exercising any legal or regulatory rights available to it.
22. Governing Law and Jurisdiction
Unless expressly agreed otherwise in writing, these Terms and any engagement to which they apply shall be governed by the laws of the State of Georgia, United States, without regard to conflict-of-law principles.
Subject to any mandatory rights or protections applicable to the Client which cannot lawfully be excluded or waived, the parties submit to the jurisdiction of the courts having appropriate jurisdiction in the State of Georgia.
Where Lexemin provides services to Clients established outside the United States, including Clients in the United Kingdom, nothing in this clause is intended to exclude mandatory provisions of applicable law which cannot legally be excluded by agreement.
23. International Engagements
The Client acknowledges that Lexemin Professional Services LLC is a Georgia, United States entity and that services may be performed from the United States or other jurisdictions. Where an engagement involves international operations, the Client remains responsible for identifying any jurisdiction-specific requirements applicable to its own business.
Where the parties require jurisdiction-specific contractual provisions, including data protection, international data transfer, confidentiality or regulatory provisions, such provisions may be documented separately and incorporated into the engagement.
24. Order of Precedence
Where there is any inconsistency between documents forming part of an engagement, the following order shall apply unless expressly agreed otherwise: a separately executed engagement agreement shall take precedence over a statement of work; a statement of work shall take precedence over a proposal or quotation; a proposal or quotation shall take precedence over these Terms; and these Terms shall take precedence over any other incorporated document.
No variation of these Terms shall be effective unless agreed in writing by Lexemin.
25. No Partnership or Agency
Nothing in an engagement shall create a partnership, joint venture, employment relationship, fiduciary relationship or agency relationship between Lexemin and the Client. Neither party shall have authority to bind the other unless expressly authorised in writing.
26. Assignment
The Client shall not assign, transfer or otherwise dispose of its rights or obligations under an engagement without Lexemin's prior written consent. Lexemin may assign or transfer an engagement in connection with a corporate restructuring, merger, sale of substantially all relevant business assets or similar transaction, provided that the Client's rights are not materially prejudiced.
27. Severability and Waiver
If any provision of these Terms is determined to be invalid, unlawful or unenforceable, that provision shall be modified or removed to the minimum extent necessary and the remaining provisions shall continue in full force and effect.
A failure or delay by either party to exercise any right or remedy shall not constitute a waiver of that right or remedy. Any waiver must be express and in writing.
28. Entire Agreement
These Terms, together with the applicable proposal, quotation, engagement letter, statement of work and any other documents expressly incorporated into the engagement, constitute the entire agreement between Lexemin and the Client concerning the relevant services and supersede prior discussions, representations and understandings relating to those services.
Nothing in this clause excludes liability for fraudulent misrepresentation or any other liability which cannot lawfully be excluded.
29. Electronic Communications
The parties may communicate and exchange documents electronically, and electronic signatures, electronic approvals and confirmations by email may be relied upon to the fullest extent permitted by applicable law.
The Client agrees that electronic copies of proposals, agreements, invoices, correspondence and other business records may be retained by Lexemin as evidence of the engagement and services provided.
30. Notices
Formal notices under an engagement shall be provided in writing and may be delivered by email or recognised postal or courier service to the address or email address designated by the relevant party.
Notices to Lexemin shall be sent to:
Lexemin Professional Services LLC
8735 Dunwoody Place, Suite R
Atlanta, GA 30350
United States
Email: notice@lexemin.com
Telephone: +1 (470) 200-6929
31. Contact
Questions concerning these Terms or Lexemin's services should be directed to:
Lexemin Professional Services LLC
8735 Dunwoody Place, Suite R
Atlanta, GA 30350, USA
info@lexemin.com
+1 (470) 200-6929
www.lexemin.com
LEXEMIN PROFESSIONAL SERVICES LLC IS A STRATEGIC CORPORATE ADVISORY AND CONSULTANCY BUSINESS AND IS NOT A LAW FIRM. LEXEMIN PROFESSIONAL SERVICES LLC DOES NOT PROVIDE LEGAL REPRESENTATION OR LEGAL ADVICE. CLIENTS SHOULD OBTAIN INDEPENDENT PROFESSIONAL ADVICE WHERE APPROPRIATE.
Schedule 1 — Client Portal Terms of Use
1. Portal Access
Lexemin may provide the Client and authorized individuals designated by the Client with access to the Lexemin client portal currently accessible at portal.lexemin.com (the "Portal"). The Portal may be used for purposes including the exchange and management of documents, communications, task management, engagement administration, approvals, electronic signatures, billing, reporting, compliance activities and such other functionality as Lexemin may make available from time to time.
Access to the Portal is provided at the sole discretion of Lexemin and does not constitute a contractual entitlement to continued access to the Portal or any particular Portal functionality. Lexemin may, at any time and without being required to provide a reason, modify, restrict, suspend or withdraw Portal access or any functionality of the Portal, subject to any express obligations contained within the applicable engagement agreement and applicable law.
2. Authorized Users
The Client may nominate individuals to access the Portal on its behalf. The Client is responsible for ensuring that each individual granted access is appropriately authorised and that access is limited to persons who have a legitimate business need to access the relevant information.
Portal accounts are personal to the authorised user to whom they are issued and must not be shared, transferred or made available to any other person. The Client shall notify Lexemin promptly where an authorised user no longer requires access, ceases to be authorised to act on behalf of the Client, or where the Client becomes aware of any suspected compromise, loss, theft or unauthorised use of credentials.
Lexemin may independently revoke, amend or restrict the access permissions of any authorised user where it considers this reasonably necessary for security, confidentiality, operational or compliance purposes.
3. Client Responsibility for Portal Activity
The Client is responsible for all activity undertaken through Portal accounts issued to its authorised users, except to the extent that such activity results directly from Lexemin's proven failure to maintain appropriate security measures.
The Client shall take reasonable steps to ensure that its authorised users maintain appropriate credential security and do not permit unauthorised persons to access the Portal.
Where the Portal supports additional authentication or security controls, Lexemin may require such controls to be enabled as a condition of continued access.
4. Security and Access Controls
Lexemin will maintain reasonable technical and organisational measures appropriate to the nature of the Portal and the information processed through it. Such measures may include authentication controls, access permissions, encryption, logging, monitoring, backup arrangements and other security measures appropriate to the risks associated with the Portal.
The Client acknowledges that no internet-based system can be guaranteed to be completely secure or continuously available. Lexemin does not warrant that the Portal will be uninterrupted, error-free or immune from every form of unauthorised access, cyberattack, malicious activity, system failure or other security incident.
Lexemin may restrict or suspend access where it reasonably considers this necessary to protect the Portal, Client information, Lexemin, another client or any third party from an actual or suspected security threat.
5. Client Content
The Client retains ownership of documents, information and other materials uploaded to the Portal by or on behalf of the Client ("Client Content").
The Client grants Lexemin a non-exclusive right to store, reproduce, process, transmit and otherwise use Client Content to the extent reasonably necessary to provide the services, operate and secure the Portal, administer the Client relationship, comply with legal or regulatory obligations, maintain appropriate records and otherwise perform the Agreement.
The Client warrants that it has all necessary rights, permissions and lawful authority to provide Client Content to Lexemin and to permit Lexemin to process it for the purposes contemplated by the Agreement.
6. Accuracy and Review of Information
The Client remains responsible for the accuracy, completeness and suitability of information uploaded to or otherwise provided through the Portal.
The Portal is an administrative and service-delivery platform and should not be treated as a substitute for the Client's own document management, record-keeping, backup or compliance systems unless expressly agreed otherwise in writing.
The Client should retain appropriate copies of documents and information that it is legally or commercially required to retain independently of the Portal.
7. Electronic Signatures and Approvals
Where the Portal provides electronic signature, approval or acknowledgement functionality, the Client acknowledges that electronic signatures, approvals and acknowledgements may have legal effect and may constitute evidence of the relevant person's intention to approve or execute a document, subject to applicable law.
The Client is responsible for ensuring that each individual authorised to sign, approve or otherwise act through the Portal has the necessary authority to act on behalf of the Client.
Lexemin shall not be responsible for determining whether an individual has appropriate corporate, contractual or other authority to sign or approve a document on behalf of the Client.
8. Prohibited Use
The Client shall not use the Portal in a manner which is unlawful, fraudulent, abusive or reasonably likely to compromise the security, integrity or availability of the Portal or information contained within it.
The Client shall not knowingly introduce malicious code, viruses, malware or other harmful material into the Portal, attempt to circumvent authentication or access controls, attempt to obtain unauthorised access to another user's account or information, interfere with the operation of the Portal, or use the Portal for any purpose unrelated to the Client's legitimate relationship with Lexemin.
9. Third-Party Services
The Portal may incorporate, connect to or rely upon third-party technology, hosting providers, cloud infrastructure, communications services, document management services, electronic signature providers, payment providers, artificial intelligence services and other third-party systems.
Such third-party services may be subject to separate terms and privacy policies. Lexemin shall not be responsible for the acts, omissions, availability, performance or security of a third-party service to the extent that such matter is outside Lexemin's reasonable control.
10. Artificial Intelligence and Automated Functionality
The Portal may include artificial intelligence or automated functionality, including features designed to assist with document analysis, summarisation, information retrieval, drafting, compliance activities, workflow management or other administrative or advisory functions.
Where such functionality is available, the Client acknowledges that artificial intelligence systems may produce inaccurate, incomplete or misleading outputs. AI-assisted outputs should therefore be appropriately reviewed before being relied upon or used to make business, compliance, employment or other material decisions.
Where Client Content is processed through an AI-enabled Portal feature, such processing shall be subject to the applicable provisions of the Agreement, Privacy Policy and, where relevant, Data Processing Agreement or other data protection documentation.
Lexemin may modify, restrict or discontinue particular AI functionality where reasonably necessary for security, compliance, technical, commercial or operational reasons.
11. Portal Availability and Maintenance
Lexemin may modify, update, upgrade, maintain, suspend or temporarily restrict the Portal or any part of its functionality where reasonably necessary for operational, security, technical, legal, regulatory or commercial reasons.
Lexemin shall not be liable for temporary unavailability resulting from maintenance, system upgrades, technical failures, cyber incidents, third-party outages, telecommunications failures or other circumstances outside its reasonable control.
12. Suspension and Revocation of Access
Lexemin may suspend, restrict or revoke Portal access immediately where it reasonably considers that such action is necessary or appropriate, including where there is suspected unauthorised access, misuse of the Portal, a security risk, a breach of these Terms, overdue fees, termination or expiry of the Client's engagement, or a requirement arising from law, regulation or a third-party service provider.
Lexemin may also revoke or modify individual user permissions independently of the Client's overall Portal access.
Where an engagement terminates, Lexemin may revoke Portal access without further notice. Continued access following termination shall not be implied and may only be provided where expressly agreed by Lexemin.
13. Termination of Portal Access and Client Information
Following termination or revocation of Portal access, Lexemin may retain Client Content and Portal records for such period as is reasonably necessary to comply with legal, regulatory, contractual, insurance, accounting, security or legitimate business requirements.
Where appropriate and technically feasible, Lexemin may provide the Client with reasonable opportunity to retrieve relevant Client Content following termination, subject to any applicable retention requirements, outstanding fees, security considerations and the technical functionality of the Portal.
Lexemin does not guarantee that Client Content will remain available through the Portal indefinitely following termination.
14. Monitoring and Audit Records
Lexemin may maintain technical and administrative records relating to Portal access and use, including login records, authentication events, access permissions, document activity, electronic approvals, communications and security events, where reasonably necessary for security, administration, audit, dispute resolution, compliance or legal purposes.
Such records shall be processed in accordance with applicable data protection requirements.
15. Data Protection
Where personal data is processed through the Portal, the parties shall comply with the applicable data protection provisions contained within the Agreement and any applicable Data Processing Agreement.
Lexemin will apply appropriate technical and organisational measures proportionate to the risks associated with the processing undertaken through the Portal. The precise measures applicable to an engagement may depend upon the nature and sensitivity of the information being processed.
16. Intellectual Property in the Portal
The Portal, including its software, interface, design, functionality, systems, workflows, underlying technology and associated materials, remains the property of Lexemin or its relevant third-party technology providers.
Nothing in these Terms grants the Client ownership of the Portal or any underlying technology. Subject to the Agreement, Lexemin grants the Client a limited, non-exclusive, non-transferable and revocable right to access and use the Portal solely for the purposes of receiving and administering the services provided by Lexemin.
17. Changes to the Portal
Lexemin may introduce new features, modify existing functionality or discontinue particular Portal features from time to time. Where a material change would substantially affect an agreed service, Lexemin will take reasonable steps to notify affected Clients where appropriate.
No particular Portal functionality is guaranteed to remain available unless expressly identified as a contractual deliverable in the applicable engagement agreement.
18. Relationship with the Terms of Business
This Schedule forms part of the Terms of Business and the Agreement between Lexemin and the Client. Except where expressly stated otherwise, the main Terms of Business continue to apply to the Client's use of the Portal.
In the event of a conflict between this Schedule and the main Terms of Business, the main Terms of Business shall prevail unless the applicable engagement documentation expressly provides otherwise.
19. Acceptance
By accessing or using the Portal, the Client and each authorized user acknowledge that they have read and agree to comply with this Schedule and the applicable Terms of Business.