StartWise Membership Terms — US
Version date: May 24, 2026
These StartWise Membership Terms — US (the Membership Terms) apply to StartWise Membership subscriptions for US business profiles, US document workflows and StartWise services provided by Law Offices of Gabriel C. Mbanefo, P.C. (d/b/a Entrepreneur Legal®) (Entrepreneur Legal® US, we, us or our).
StartWise is the platform brand. For US business profiles, US document workflows and services provided through the US website or otherwise by the US Entrepreneur Legal business, StartWise Membership is provided by Entrepreneur Legal® US. For UK business profiles, UK document workflows and services provided through the UK Entrepreneur Legal business, separate UK membership terms may apply.
These Membership Terms should be read together with the StartWise Platform Terms of Use — US, StartWise Payment & Subscription Terms — US, StartWise Drafting Credit Terms — US, StartWise Privacy Policy — US, Entrepreneur Legal US Legal Services Terms, any applicable product description, checkout terms, Document Review / Attorney Review Scope, Legal Consultation Scope and any other product-specific terms that apply.
By purchasing, renewing, using or continuing to use StartWise Membership for a US business profile or US product, you agree to these Membership Terms.
1. Important summary
This summary is intended to help you understand the key points of these Membership Terms. It does not replace the full terms below.
StartWise Membership is a subscription. It provides access to specified membership benefits while your subscription is active and in good standing.
Membership is not a general legal retainer. It does not include unlimited legal advice, attorney review, legal consultation, bespoke legal services, filing fees or third-party costs unless expressly stated.
Membership may include monthly drafting credits. These credits apply to StartWise Drafting only and are subject to the StartWise Drafting Credit Terms — US.
Unused credits may expire. Monthly membership credits may expire monthly and may not roll over except where a rollover cap or other rollover rule is expressly stated.
Member discounts apply only to eligible products. Discounts on attorney review or legal consultations apply only where the product is eligible, available and within scope.
Membership renews automatically. Monthly and annual memberships renew unless cancelled before renewal in accordance with these terms and the checkout terms.
Cancellation stops future renewals. It does not automatically refund the current billing period unless required by law or expressly stated.
Benefits may change. We may update membership benefits, pricing, credit allowances, discounts and features from time to time.
Use of StartWise Drafting is not legal advice. Generated documents depend on your inputs and should be reviewed before use.
2. Definitions
In these Membership Terms, the following expressions have the meanings set out below.
Account means a registered StartWise user account.
Additional Member Credits means Drafting Credits purchased by an active Member at member pricing, where available.
Annual Membership means a StartWise Membership subscription billed annually.
Billing Period means the monthly, annual or other subscription period shown at checkout or in your Account.
Business Profile means a business profile created or selected within StartWise.
Document Review / Attorney Review means a paid document-focused legal review service provided by Entrepreneur Legal® US within the applicable fixed-price or separately agreed scope.
Drafting Credit or Credit means a credit or entitlement that may be used to generate an eligible document through a StartWise Drafting workflow.
Eligible Product means a product or service that we identify as eligible for member pricing, member discounts or membership benefits.
Legal Consultation means a paid consultation with an attorney for business-related legal questions, concerns, strategy or next steps, subject to the applicable consultation scope.
Legal Services means attorney review, legal consultation, bespoke legal work, legal advice or other legal services provided separately by Entrepreneur Legal® US.
Member, you or your means the person or entity with an active StartWise Membership, and where applicable the business, company or organization on whose behalf the Membership is purchased or used.
Membership or StartWise Membership means the paid subscription plan described at checkout or in the applicable product description.
Membership Credits means Drafting Credits allocated as part of Membership during the applicable Billing Period.
Monthly Membership means a StartWise Membership subscription billed monthly.
Platform or StartWise means the StartWise platform, dashboard, drafting workflows, document workspace, account features and related online services.
StartWise Drafting means the guided document drafting workflows made available through StartWise.
3. Nature of StartWise Membership
3.1 Subscription product
StartWise Membership is a subscription product that provides access to specified Platform features and membership benefits while the subscription is active, paid and in good standing.
3.2 Not a legal retainer
Membership is not a legal retainer, prepaid legal services arrangement, client trust account balance, general credit against all legal services, or entitlement to unlimited attorney access.
3.3 No automatic attorney-client relationship
Purchasing or using Membership does not by itself create an attorney-client relationship with Entrepreneur Legal® US. An attorney-client relationship arises only when Entrepreneur Legal® US accepts a specific Legal Service engagement, such as Document Review / Attorney Review, Legal Consultation or bespoke legal work.
3.4 Business use
Membership is intended for business-related use. It is not intended for personal, household or consumer legal matters unless we expressly make a product or workflow available for that purpose.
4. Membership benefits
4.1 Benefits shown at checkout
The benefits included in your Membership are the benefits shown at checkout, in the applicable product description, in your Account or as otherwise confirmed by us in writing.
4.2 Typical membership benefits
Membership may include some or all of the following benefits:
monthly Drafting Credits;
dashboard and document workspace access;
saved workflows and document history;
reusable Business Profiles;
member pricing on Additional Member Credits;
discounts on eligible Document Review / Attorney Review;
discounts on eligible Legal Consultations;
faster attorney review turnaround where available;
access to member-only Platform features; and
other benefits we may offer from time to time.
4.3 Benefits not guaranteed indefinitely
Membership benefits may change from time to time. We may add, remove, replace, suspend, rename, repackage or modify benefits, subject to these Membership Terms and applicable law.
4.4 No bespoke services included unless stated
Unless expressly stated, Membership does not include bespoke legal services, negotiation, extensive redrafting, filings, registrations, third-party costs, or work outside fixed-price product scopes.
5. Membership fees and billing
5.1 Membership fee
The Membership fee is the fee shown at checkout or otherwise agreed in writing. Membership may be offered on a monthly, annual or other billing basis.
5.2 Automatic renewal
Unless cancelled before renewal, Membership renews automatically at the end of each Billing Period.
5.3 Payment authorisation
By subscribing, you authorise us and our payment provider to charge the applicable Membership fee, taxes and charges using the payment method you provide at the start of each Billing Period.
5.4 Failed payments
If payment fails, we may:
retry payment;
request an alternative payment method;
suspend Membership benefits;
suspend or restrict access to Credits;
suspend or restrict access to member pricing or discounts;
downgrade or limit Account access;
cancel the Membership; and
take any other action permitted by the StartWise Payment & Subscription Terms — US.
5.5 Taxes
Prices may be exclusive or inclusive of sales tax, use tax, VAT or other taxes depending on the checkout flow, customer status, customer location and applicable law. You are responsible for providing accurate billing and tax information.
6. Monthly Membership
6.1 Monthly billing
Monthly Membership is billed monthly and renews each month unless cancelled before the next renewal date.
6.2 Monthly benefits
Monthly Membership benefits apply during the relevant monthly Billing Period. Monthly Membership Credits may be allocated at the start of each monthly Billing Period or as otherwise stated in the product description.
6.3 Cancellation of Monthly Membership
Cancellation of Monthly Membership stops future renewals. Unless required by law or expressly stated, cancellation does not automatically refund the current monthly Billing Period.
7. Annual Membership
7.1 Annual billing
Annual Membership is billed annually and renews each year unless cancelled before the next renewal date.
7.2 Annual pricing
Annual Membership may be priced at a discount compared with paying monthly. Any stated saving is based on the applicable monthly price at the time of the offer.
7.3 Allocation of benefits
Annual Membership may provide benefits monthly, annually or according to the structure shown at checkout. Unless expressly stated, monthly Drafting Credits included in Annual Membership are still allocated monthly and subject to monthly expiry or rollover rules.
7.4 Cancellation of Annual Membership
Cancellation of Annual Membership stops future annual renewals. Unless required by law or expressly stated, cancellation does not automatically refund the current annual Billing Period.
8. Membership Credits
8.1 Included Drafting Credits
Membership may include a specified number of Drafting Credits during each Billing Period. For example, the applicable membership plan may include a specified number of Drafting Credits per month.
8.2 Credits apply to StartWise Drafting only
Membership Credits apply to StartWise Drafting only. They do not include:
attorney review;
legal advice;
legal consultation;
legal approval;
legal sign-off;
bespoke legal services;
negotiation support;
extensive redrafting;
filing fees;
government fees;
state filing fees;
franchise taxes;
registered agent fees;
third-party costs; or
implementation support.
8.3 Credit use
Membership Credits are subject to the StartWise Drafting Credit Terms — US. A Credit may be consumed when a document is generated, finalised, exported, downloaded, made available in the workspace or otherwise made available through the Platform, depending on the applicable workflow and Platform settings.
8.4 Credit expiry
Unless expressly stated otherwise, unused Membership Credits expire at the end of the applicable monthly period and do not roll over.
8.5 Rollover cap
If a rollover cap or other rollover rule is expressly included in the applicable Membership plan, unused Membership Credits may roll over only up to the permitted cap. Credits above the cap may expire automatically.
8.6 No cash value
Membership Credits have no cash value. They cannot be exchanged for cash, refunded, transferred to another Account, applied to all legal services or used for products not expressly eligible.
8.7 Loss of Credits
Membership Credits may be lost if Membership is cancelled, expires, fails payment, is suspended, terminates, or is not renewed.
9. Additional Member Credits
9.1 Member pricing
Active Members may be able to purchase Additional Member Credits at member pricing, where available.
9.2 Eligibility
Additional Member Credits are available only while the Membership is active, paid and in good standing.
9.3 Use of Additional Member Credits
Additional Member Credits apply to StartWise Drafting only and are subject to the StartWise Drafting Credit Terms — US, any applicable product description and checkout terms.
9.4 Loss of access to member pricing
If Membership ends, is cancelled, suspended, expires, fails payment or is terminated, you may lose access to member pricing for Additional Member Credits.
9.5 Expiry of Additional Member Credits
Additional Member Credits may be subject to the expiry period shown at checkout or in the applicable product terms.
10. Member discounts
10.1 Eligible discounts
Membership may include discounts on eligible Document Review / Attorney Review, Legal Consultation or other products. The applicable discount is the discount shown in the Membership product description, checkout flow or Account at the relevant time.
10.2 Eligible products only
Member discounts apply only to Eligible Products. Discounts do not apply to all products or services unless expressly stated.
10.3 Exclusions
Unless expressly stated, member discounts do not apply to:
bespoke legal services;
work outside fixed-price scope;
filing fees;
government fees;
state filing fees;
franchise taxes;
registered agent fees;
third-party costs;
tax, accounting or financial advice;
specialist counsel or consultant fees;
urgent surcharges;
previously purchased products; or
products already discounted or promotional unless we permit combination.
10.4 Active Membership required
Member discounts are available only while Membership is active, paid and in good standing. Discounts may not be applied retroactively after cancellation, expiry or failed payment.
10.5 Discounts may change
We may change member discounts, eligible products, discount levels and discount exclusions from time to time.
11. Faster review turnaround
11.1 Availability
Membership may include faster attorney review turnaround where available. This benefit is subject to capacity, document eligibility, document complexity, scope, conflicts checks, payment status, user responsiveness and operational availability.
11.2 No guarantee unless confirmed
Faster turnaround is not guaranteed unless expressly confirmed in writing for the specific review or matter.
11.3 Out-of-scope work
Faster review turnaround does not apply to bespoke legal work, out-of-scope issues, ineligible documents or complex matters unless expressly agreed.
12. Workspace, saved workflows and document history
12.1 Workspace access
Membership may provide access to dashboard, document workspace, saved workflows, document history and reusable Business Profiles.
12.2 Access depends on Account status
Workspace access depends on Account status, Membership status, Platform availability and compliance with applicable terms.
12.3 No guarantee of indefinite storage
Membership does not guarantee indefinite storage of documents, workflows or Business Profiles. Data retention is subject to the StartWise Platform Terms of Use — US, StartWise Privacy Policy — US, operational limits and applicable law.
12.4 Export responsibility
You are responsible for downloading or exporting documents you wish to keep. We are not responsible for loss of access caused by cancellation, expiry, suspension, deletion, technical issues or termination except where required by law.
13. Cancellation
13.1 How to cancel
You may cancel Membership through your Account, through the subscription management process provided, or by contacting us where account cancellation functionality is not available.
13.2 Effect of cancellation
Cancellation stops future renewals. Unless required by law or expressly stated, cancellation does not automatically refund the current Billing Period.
13.3 Access until end of Billing Period
After cancellation, you may continue to access Membership benefits until the end of the paid Billing Period, unless your Account or Membership is suspended or terminated for breach, misuse, non-payment or another permitted reason.
13.4 Credits after cancellation
Unused Membership Credits may expire at the end of the current Billing Period or earlier if the Account is suspended or terminated. Credits do not convert to cash and are not refundable unless required by law or expressly agreed.
13.5 Re-subscription
If you re-subscribe after cancellation, previous pricing, benefits, credits, discounts or promotional terms may no longer be available.
14. Refunds and cancellation rights
14.1 General position
Except where required by applicable law or expressly stated in these Membership Terms, the StartWise Payment & Subscription Terms — US, checkout terms or product-specific terms, Membership fees are non-refundable once the relevant Billing Period begins or benefits are made available.
14.2 Current Billing Period
Cancellation does not automatically entitle you to a refund for the current Billing Period.
14.3 Used benefits
Membership fees are non-refundable to the extent Membership Credits, discounts, workspace access, member pricing, review priority, or other benefits have been used or made available, subject to applicable law.
14.4 Digital services and immediate performance
Where applicable, you may be asked to consent to immediate access, immediate performance or immediate supply of digital content or digital services. Where you do so, you may lose cancellation rights once performance begins, access is provided, membership benefits are made available, Credits are allocated or consumed, or a document is generated, subject to applicable law.
14.5 Discretionary refunds
We may provide discretionary refunds, credits or goodwill adjustments in particular circumstances. Doing so does not create an obligation to provide similar refunds or adjustments in the future.
15. Changes to Membership
15.1 Changes to benefits
We may change Membership benefits, included Credits, Credit expiry rules, rollover caps, discounts, eligible products, pricing, Platform features and availability from time to time.
15.2 Material changes
Where we make material changes that affect active Memberships, we will take reasonable steps to notify affected Members.
15.3 Price changes
If we change the Membership price, the new price will usually apply from the next renewal date after notice is given, unless otherwise stated or required by law.
15.4 Your option to cancel
If you do not agree to a price change or material benefit change, you may cancel Membership before the change takes effect.
16. Suspension and termination by us
16.1 Suspension
We may suspend Membership, Account access or benefits if:
payment fails;
a chargeback or payment dispute is raised;
you breach applicable terms;
we suspect fraud, misuse or abuse;
you misuse Credits, discounts or Platform features;
your use creates legal, security, operational or reputational risk;
required by law or a third-party provider;
we need to protect the Platform, users or our business; or
another reasonable basis exists under the applicable terms.
16.2 Termination
We may terminate Membership if you materially breach applicable terms, repeatedly breach applicable terms, fail to pay, misuse the Platform, abuse discounts or Credits, or if we discontinue Membership.
16.3 Effect of termination
If Membership is terminated, you may lose access to Membership benefits, unused Membership Credits, member pricing, discounts, workspace features and saved workflow functionality, subject to applicable law and any product terms that apply.
17. Acceptable use of Membership
17.1 No sharing outside authorised users
Membership benefits may be limited to the Account, organization, Business Profile or authorised users shown at checkout or in the Platform. You must not share Membership benefits with unauthorised persons.
17.2 No resale
You must not resell, transfer, assign, sublicense, commercialise or provide Membership benefits to third parties unless we expressly permit it.
17.3 No competing use
You must not use Membership, Credits or Generated Documents to provide a competing template, document generation, legal tech or drafting service.
17.4 Compliance with Platform Terms
Membership use is subject to the StartWise Platform Terms of Use — US, acceptable use rules and all other applicable terms.
18. Legal Services and scope
18.1 Legal Services separate from Membership
Document Review / Attorney Review, Legal Consultation and bespoke legal services are separate Legal Services and are governed by the Entrepreneur Legal US Legal Services Terms and any applicable scope terms.
18.2 Discounts do not change scope
A member discount reduces the price of an eligible product but does not expand the scope of that product.
18.3 No unlimited access
Membership does not provide unlimited access to attorneys, unlimited consultations, unlimited review, unlimited drafting, unlimited negotiation support or unlimited bespoke work.
18.4 Conflicts and suitability
Legal Services remain subject to conflicts checks, scope acceptance, eligibility, capacity and professional obligations. Membership does not guarantee that Entrepreneur Legal® US will accept a particular legal matter.
19. Relationship with other terms
19.1 Platform Terms
Use of StartWise is governed by the StartWise Platform Terms of Use — US.
19.2 Payment Terms
Payments, subscriptions, renewals, cancellations, refunds, chargebacks and billing are governed by the StartWise Payment & Subscription Terms — US.
19.3 Credit Terms
Membership Credits and Additional Member Credits are governed by the StartWise Drafting Credit Terms — US.
19.4 Legal Services Terms
Legal Services are governed by the Entrepreneur Legal US Legal Services Terms and any applicable product-specific or matter-specific scope.
19.5 Conflicts
If there is a conflict between these Membership Terms and:
checkout terms, the checkout terms apply to the relevant purchase;
product-specific terms, the product-specific terms apply to the relevant product;
the StartWise Payment & Subscription Terms — US, the payment terms apply to payment, refund, chargeback and billing issues;
the StartWise Drafting Credit Terms — US, the credit terms apply to Credits; and
the Entrepreneur Legal US Legal Services Terms, the legal services terms apply to separately purchased Legal Services.
20. Liability
20.1 No exclusion where unlawful
Nothing in these Membership Terms excludes or limits liability where it would be unlawful to do so.
20.2 Membership-related liability
Subject to clause 20.1, our liability in connection with Membership is limited to the Membership fees paid by you for the Billing Period in which the claim arises.
20.3 Excluded losses
Subject to clause 20.1, we are not liable for:
unused or expired Credits except where required by law;
loss arising from incorrect user inputs;
loss arising from use of Generated Documents without attorney review where review would have been appropriate;
loss arising from cancellation, suspension or termination in accordance with these terms;
loss arising from changes to Membership benefits or features;
business interruption;
loss of profits;
loss of opportunity;
loss of goodwill;
reputational harm;
indirect, incidental, special, exemplary, punitive or consequential loss; or
third-party provider failures except where required by law.
21. Governing law and dispute resolution
21.1 Governing law
These Membership Terms and any non-contractual obligations arising out of or in connection with them are governed by the laws of the State of New York, without regard to conflict of law rules that would require the application of another jurisdiction’s laws.
21.2 Arbitration
Subject to the exceptions in clause 21.5, any dispute, controversy or claim arising out of or in connection with these Membership Terms, Membership, Membership Credits, member benefits, member discounts, renewal, cancellation, suspension, termination or any non-contractual obligations arising out of or in connection with them shall be referred to and finally resolved by arbitration under the Rules of the London Court of International Arbitration (LCIA Rules), which rules are deemed to be incorporated by reference into this clause.
21.3 Seat, language and tribunal
The seat, or legal place, of arbitration shall be London, England.
The language of the arbitration shall be English.
The tribunal shall consist of one arbitrator appointed in accordance with the LCIA Rules.
21.4 Remote and proportionate procedure
The parties agree that the arbitration should be conducted in a proportionate, efficient and cost-conscious manner, having regard to the nature and value of the dispute.
Unless the tribunal determines otherwise, any procedural conference, case management conference or hearing may be conducted by telephone, video conference or other remote means.
21.5 Exceptions to arbitration
Nothing in this clause prevents Entrepreneur Legal® US from seeking payment of unpaid fees in any court of competent jurisdiction, or from seeking urgent injunctive, equitable or protective relief in any court of competent jurisdiction, including in relation to confidentiality, intellectual property, Platform security, data, systems, misuse of the Platform, non-payment or unauthorised access.
Nothing in this clause prevents either party from enforcing an arbitral award in any court of competent jurisdiction or applying to a court of competent jurisdiction for relief in support of arbitration proceedings where permitted by applicable law.
21.6 Courts in support of arbitration
The courts of England and Wales shall have jurisdiction in relation to the supervision of the arbitration and any court applications relating to the arbitral proceedings, subject to any mandatory applicable law.
21.7 Confidentiality of arbitration
The parties shall keep the arbitration, the existence of the arbitration, submissions, evidence, orders and awards confidential, except to the extent disclosure is required by law, required to enforce or challenge an award, required for professional advice, required by a regulator or court, or otherwise permitted by the tribunal.
21.8 Immediate action
Nothing in these Membership Terms prevents us from taking immediate action to suspend or restrict access to the Platform, Membership or membership benefits where we reasonably consider this necessary for security, legal, operational, payment, misuse, confidentiality, intellectual property, data protection or risk-management reasons.
22. Contact details
If you have questions about these Membership Terms or StartWise Membership for US Business Profiles or US workflows, please contact:
Law Offices of Gabriel C. Mbanefo, P.C. (d/b/a Entrepreneur Legal®) Email: info@us.entrep.legal