Terms of Use

Welcome to outsideattorneys.com (the “Site”). These Terms of Use ("Terms of Use") explain a contractual agreement between you ("you," "your") and Outside Attorneys for Corporate Counsel, LLC ("we," "us," "our"), regarding your use of the Site and your access to the content available on the Site.

AGREEMENT TO TERMS OF USE.

By using the Site, you agree to these Terms of Use as amended from time to time. If you do not accept these Terms of Use, you are not authorized to use the Site. We reserve the right to change these Terms of Use from time to time, and your continued use of this Site constitutes your acceptance of and agreement with any such changes. You must be eighteen (18) years of age or older (except in the case of legal residents of certain states where the legal age of majority is greater than eighteen (18) years of age) in order to use the Site.

PRIVACY POLICY.

By agreeing to these Terms of Use, you also agree to our Privacy Policy which is incorporated herein by reference. Like these Terms of Use, the Privacy Policy is subject to change from time to time. Your continued use of the Site constitutes your acceptance to any changes to the Privacy Policy.

MEMBERSHIP TERMS.

You have the option to use a service provided at this Site which connects corporate counsel and outside attorneys through a broad based network (the “Service”). Prior to using the Service, you are required to agree to the Membership Terms which are provided at the time you register for the Service.

OWNERSHIP.

The Site and all intellectual property rights included in or related to the Site (including but not limited to any information databases, copyrights, trademarks and service marks), are owned or licensed by us, and all right, title and interest in and to the Site and the related intellectual property rights remain our property (or the property of the respective licensors). You may not, and these Terms of Use do not give you permission to, reproduce, reverse engineer, decompile, disassemble, modify or create derivative works with respect to the Site and any content, information or functionality contained therein. You may not remove any copyright, trademark or other intellectual property or proprietary notice or legend contained on the Site or its content.

THIRD PARTY LINKS AND CONTENT.

The Site may contain information or other functionality provided by various third party providers. The Site may also contain links to third-party websites not under our control or operation. We provide any such links only as a convenience and do not endorse and are not responsible for the contents of any linked site or any link contained in a linked site. Use of any third party information or functionality may be conditioned upon terms and conditions of such third party providers.

DISCLAIMER OF WARRANTIES.

The material in the Site may include technical inaccuracies or typographical errors. YOU USE THE SITE AT YOUR OWN RISK. THE SITE IS PROVIDED "AS IS," WHERE IS, WITH ALL FAULTS AND WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORTS IS WITH YOU. WE SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF FITNESS FOR PARTICULAR PURPOSE, MERCHANTABILITY, INFRINGEMENT, QUALITY, ACCURACY OR TITLE. We also do not guarantee uninterrupted or secure access to the Site, that defects will be corrected, or that the Site or the servers that make it available are free of viruses or other harmful components.

LIMITATION OF LIABILITY.

We are not responsible for any loss or injury whatsoever due to content or other information published through this Site. The Site may be unavailable due to maintenance or other factors and we will have no liability for any such unavailability. We will also not have any liability for any loss of data, degraded data, old or outdated data, or errors in data resulting from non-deliveries, mis-deliveries or service interruptions caused by us, any third-party acts or any other web host provider or the Internet infrastructure and network external to the Site. The limitations of liability provided in these Terms of Use inure to our benefit and to the benefit of our affiliates, and to all of our respective officers, directors, employees and agents.

IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, REGARDLESS OF WHETHER WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED $100.

Some jurisdictions do not allow excluding or limiting implied warranties or limiting liability for incidental or consequential damages, and some jurisdictions have special statutory consumer protection provisions which may supersede the foregoing disclaimers and limitations. As a result, these disclaimers and/or limitations may not apply to you if prohibited by law.

TERMINATION.

We may, in our sole discretion and at any time, discontinue the Site, either in part or in whole, with or without notice. You agree that any termination of your access to the Site may be affected without prior notice, and you agree that we shall not be liable to you or any third-party for any such termination.

LAWS AND REGULATIONS.

You must comply with all applicable laws, statutes, ordinances and regulations regarding: (i) use of the Site and (ii) release of information to and retrieval of information from the Site.

ASSIGNMENT.

You will not have the right to assign or transfer your rights under these Terms of Use to any other person or entity without our prior written consent, which consent may be withheld for any reason or for no reason. Furthermore, you acknowledge and agree that your access to and use of the Site may not be sublicensed or otherwise transferred voluntarily or by operation of law to any third party. Any attempted assignment, license, sublicense or transfer by you, whether voluntary or involuntary, is void and grounds for termination of your rights under these Terms of Use.

CONTACT.

If you have any problems, questions or complaints about these Terms of Use, the Privacy Policy or the Site, please contact us at [email protected].

GOVERNING LAW AND JURISDICTION

You recognize that, although the Internet can be accessed from anywhere in the world, the Site is deemed to be located in the Commonwealth of Pennsylvania, and that when you access the Site, you are doing so in the Commonwealth of Pennsylvania, USA. These Terms of Use shall be governed by and construed in accordance with the internal substantive laws of the Commonwealth of Pennsylvania without giving effect to any principles of conflict of law and the federal laws of the United States of America.

ARBITRATION AGREEMENT

(a) You and we agree that any dispute, claim or controversy arising out of or relating in any way to the service, these Terms of Use shall be determined by binding arbitration.

(b) The arbitration will be governed by the Commercial Arbitration Rules (“AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration agreement.

(c) YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.

MISCELLANEOUS.

Headings are for reference purposes only. Our failure to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable materials. Specifically, you agree to comply with all applicable laws regarding the transmission of technical or other data exported from the United States or the country in which you reside. These Terms of Use, and any web pages or other documents incorporated by reference, set forth the entire understanding and agreement between us with respect to the subject matter hereof.

BY USING THE SITE AND/OR ACKNOWLEDGING ACCEPTANCE OF THESE TERMS OF USE ON THE SITE, YOU ACCEPT AND AGREE TO THESE TERMS OF USE.