Welcome to Lexopulus! Lexopulus is the first CRM system build specifically for the needs of Legal Aid Organizations in the US and Canada. The Lexopulus website and service are collectively referred to as the “Service”.
The Service is a copyrighted work belonging to Firm Data, Inc. (the “Company”, “us”, “our”, and “we”). Certain features or modules of the Service may be subject to additional guidelines, terms, fees or rules, which will be posted on the Service in connection with such modules (“Supplemental Terms”). All such Supplemental Terms form a part of these Terms and are incorporated herein by reference.
These Terms of Use (these “Terms”) set forth the legally binding terms and conditions that govern your use of the Service. By accessing or using the Service, you are accepting these Terms, the Supplemental Terms, and the Company’s Privacy Policy (on behalf of yourself or the entity that you represent (collectively, “you”, “your”), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). If you do not agree with all of the provisions of these Terms, do not access and/or use the Service.
1.1 Account Credentials: means the passwords and network links or connections necessary to access Client’s Account within the Services.
1.2 Aggregated Data: means data and information related to Client’s use of the Services that is used by Company in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services.
1.3 Authorized Administrators: means Client’s employees, consultants, contractors, and agents (a) who are authorized by Client to have administrative access to the Services under the rights granted to Client pursuant to this Agreement; and (b) for whom such access to the Services has been purchased under an applicable Subscription Plan.
1.4 Client: means the entity or person purchasing a Subscription Plan or in whose name a Subscription Plan is purchased.
1.5 Client Account: means Client’s account within the Services.
1.6 Client Data: means, other than Aggregated Data and Feedback, the information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Client or an Authorized Administrator through the Services.
1.7 Client Users: means users access the Services via Client’s Account who have been authorized by Client or to whom Client otherwise provides the Account Credentials.
1.8 Company IP: means (a) the Services, (b) the Documentation, (c) the Feedback and (d) any related Intellectual Property provided by Company to Client or any User in connection with the foregoing. For the avoidance of doubt, Company IP includes Aggregated Data and any information, data, or other content derived from Company’s monitoring of Client’s access to or use of the Services but does not include Client Data.
1.9 Documentation: means, collectively, any user guide or instructions of any kind, including functional and technical specifications, whether in electronic or hard copy format, for the Services (including the API and/or SDK as applicable) which Company provides to Client, and these Terms, as each of the forgoing may be updated by Company from time to time.
1.10 DPA: Unless Company and the applicable Client have executed a separate DPA, “DPA” as used in these Terms means Company’s standard Data Processing Agreement available on Company’s website.
1.11 Emergency Maintenance: means downtime of the Services other than Scheduled Maintenance that is required to complete the application of urgent patches or fixes, to undertake other urgent maintenance activities, or where maintenance is required as a result of conditions beyond Company’ control.
1.12 Fees: means all fees associated with a Client Account including without limitation the Subscription Fees, and fees for additional services, as appliable.
1.13 Intellectual Property or IP: means, any and all of the following together with the associated rights: (a) works of authorship or visual art, including, without limitation, copyrights and moral rights, (b) trademark, trade dress, logos and trade name rights and similar rights (including all goodwill symbolized by the foregoing), (c) trade secrets, (d) patents, (e) all other intellectual property and industrial property, (f) all registrations, applications, renewals, extensions, continuations, continuations-in-part, divisions and reissues thereof now or hereafter in force (including any rights in any of the foregoing); and (g) publicity rights.
1.14 Scheduled Maintenance: means downtime of the Services which is scheduled in advance by Company for maintenance.
1.15 User: means any individual who uses the Services on Client’s behalf or through Client’s Account, whether authorized or not.
2.1 Accounts.
(a) Account Creation: In order to use the Service, you must be an Authorized Administrator or Client User of a Client with a valid Client Account and you must register for an account with us (an “Account“) and provide certain information about yourself as prompted by the account registration form (including but not limited to email address and a unique password). You represent and warrant that: (i) all required registration information you submit is truthful and accurate; (ii) you will maintain the accuracy of such information; (iii) you reside in the United States or Canada or, if you reside outside the United States or Canada, that your use of the Service will comply with applicable law in your jurisdiction. You may delete your Account at any time, for any reason, by following the instructions on the Service, but doing so will disable your access to the Service and you will not be entitled to a refund of any Fees. Company may suspend or terminate your Account in accordance with Section 15.
(b) Integrated Accounts. If you have an active account with Clio or LegalServer (each a “Third Party CMS”) you may create your Account with us by integrating your Third Party CMS account (an “Integrated Account”). By registering with a Third Party CMS, you will be agreeing to their terms of service and privacy policy. To access the Service via an Integrated Account, you will be asked to log into your Third Party CMS account and share certain permissions for the Service to access the data that you have stored in the Third Party CMS (your “Client Data”) as prompted by the account registration form (including but not limited to your name, email address and phone number). You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you reside in the United States or Canada or if you reside outside these jurisdictions, that your use of the Service will comply with applicable law in your jurisdiction. You may delete your Third Party CMS account in accordance with their terms of service but doing so will disable your access to the Service (if you have an Integrated Account). For purposes of these terms, all references to the term “Account” include the term Integrated Accounts. For the avoidance of doubt, the term “Client Data” also includes
any other data that you input into the Service.
2.2 Account & Data Responsibilities. You are fully responsible for: (i) maintaining the confidentiality of your Account and your Client Data; (ii) ensuring that you and only you have access to your Account and your Client Data; and (iii) all activities that occur through the Service under your Account. You are responsible for ensuring that your local computer is adequately secured (including, without limitation, any security measures such as passwords
or encryption as may be appropriate) and that this transfer complies with any legal requirement to which you or the Client Data may be subject. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. If an organization provided you with your account (e.g. an employer), or if you agree to have your account managed by an organization, you understand that the organization has rights to
your account and may: (a) manage your account (including suspending or canceling); (b) reset your password; (c) view your usage and profile data, including how and when your account is used; and (d) manage the content in your account.
2.3 API. The Service enables you to access your Client Data in order to run meaningful reports to help you better use and analyze that Client Data. The Service does this through the Third Party CMS API. An API, or Application Programming Interface, is a software intermediary that allows two applications to talk to each other. In this case, the Third Party CMS has provided an API, which we are able to integrate with in order provide you the Client Data from your Third Party CMS account. You agree that we may store Client Data from your Third Party CMS account (if applicable) in connection with providing you the Service. The Company is not responsible for the storage, security, backup, authenticity, reliability or accuracy of the data provided to you through the Service from your Third Party CMS account.
3.1 Eligibility. Only persons meeting the following requirements may use the Services:
(a) Persons who have the legal capacity for form a binding contract with Company pursuant to the applicable laws of their jurisdiction;
(b) Persons who are the older of 18 years or if different, the age of majority in the jurisdiction you reside;
(c) Persons who agree and consent to all of the Terms; and
(d) Persons who are Authorized Administrators or Client Users where the applicable Client has a Client Account with an active, fully-paid up Subscription.
If you do not meet all of the requirements above, you may not use the Service.
3.2 License. Subject to their continued compliance with all of these Terms and Company’s timely receipt of all applicable Fees, Company grants Clients, their Authorized Administrators and their Client Users a non-transferable, non-sublicensable, non-exclusive, revocable, and limited license to use and access the Service solely for use within and in connection with the Client’s enterprise.
3.3 License Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Service, whether in whole or in part, or any content displayed on the Service; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Service; (c) you shall not access the Service in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Service may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Service shall be subject to these Terms. All copyright and other proprietary notices on the Service (or on any content displayed on the Service) must be retained on all copies thereof.
3.4 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Service (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Service or any part thereof.
3.5 Suspension of Services. Notwithstanding anything to the contrary in this Agreement, Company may temporarily suspend your access to any portion or all of the Services if: (i) Company reasonably determines that (A) there is a threat or attack on any of the Company IP; (B) your use of the Services disrupts or poses a security risk to the Company IP or to any other Client, user, or vendor of Company; (C) you are using the Services for fraudulent or illegal activities or otherwise in violation of the AUP or these Terms; (D) subject to applicable law, Client has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; or (E) Company’s provision of the Services to you is prohibited by applicable law; (ii) any vendor of Company has suspended or terminated Company’s access to or use of any third-party services or products required to enable you to access the Services; or (iii) in accordance with Section 15 (any such suspension described in subclause (i), (ii), or (iii), a “Service Suspension”). Company will use commercially reasonable efforts to provide written notice of any Service Suspension to you and to provide updates regarding resumption of access to the Services following any Service Suspension. Company will use commercially reasonable efforts to resume providing access to the Services as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Company will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that you may incur as a result of a Service Suspension.
4.1 Client is responsible for managing all Authorized Administrators accounts and all Client User accounts and ensuring that all uses of the Services associated with such accounts are at all times in compliance with these Terms and the DPA. Client is liable for all uses of the Company IP and Documentation resulting from access provided by Client, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, Client acknowledges and agrees that it is responsible for ensuring that all Users are over the age of 18 or age of majority in the jurisdiction they reside.
4.2 For avoidance of doubt, Client is responsible for all acts and omissions of Users, and any act or omission by a User that would constitute a breach of this Agreement if taken by Client will be deemed a breach of this Agreement by Client. Client will use reasonable efforts to make all Authorized Administrators and Client Users aware of this Agreement’s provisions as applicable to such Authorized Administrator’s and Client User’s use of the Services and will cause Authorized Administrators and Client Users to comply with such provisions, including without limitation, the AUP.
5.1 Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy” or “AUP”:
(a) You agree not to: (i) upload, transmit, or distribute to or through the Service any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Service unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Service to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Service, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Service (or to other computer systems or networks connected to or used together with the Service), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Service; or (vi) use software or automated agents or scripts to produce multiple accounts on the Service, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Service (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).
(b) Additionally, you represent and warrant that there is nothing in the Client Data: (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party including without limitation any applicable law society codes, rules, or policies.
5.2 Enforcement. We reserve the right (but have no obligation) to investigate or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include terminating your access to the Service in accordance with Section 15 or reporting you to law enforcement authorities.
5.3 Feedback. If you provide Company with any feedback or suggestions regarding the Service (“Feedback”), you hereby (i) assign to Company all rights in such Feedback; (ii) waive all moral rights you may have in and to such Feedback in favour of the Company; and (iii) agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate without notice, payment or credit to you. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary. Company has no obligation to review, consider, or implement your Feedback, or to return to you all or part of any Feedback for any reason.
Access to the Service is contingent upon your account being connected to a Client Account with a current, fully-paid up Subscription Plan. Information about our Subscription Plans, features and pricing can be found on our website here.
6.1 Trial Plan Subscriptions. We may offer a trial period during which the Service is provided to Client for free. Client will be given notice of the term of the trial period upon signing up for the trial. Client may be required to provide a valid credit card in order to sign up for a trial plan. We reserve the right to offer trial periods of varying lengths at different times in our sole discretion. During the trial period, users have access to a base set of features. After the trial period is over Client, its Authorized Administrators and Client Users, will not be able to continue to use the Service unless and until Client enrolls in one of our paid subscription programs. Client can find more specific information about our current Trial and Paid Subscription offerings here.
6.2 Paid Subscriptions. Clients with paid Subscriptions must provide a valid credit card for payment of applicable subscription fees. This information is provided to and processed by a third-party payment processor – we do not collect or store payment information. Clients with monthly paying subscriptions will be automatically charged in advance each 30 days.
6.3 Cancellations. The Authorized Administrator who has been authorized by Client to do so, may cancel the Client subscriptions at any time before the end of any monthly subscription period by visiting the Manage Subscriptions Page under the Service’s Settings menu and selecting “Cancel Subscription” for each Module of the Service that Client desires to cancel. Cancellations will take effect the day after the last day of the current subscription period. There are no charges for canceling a subscription, and paying subscriptions cancelled prior to the end of their current billing cycle will not be charged again in the following cycle. Unless prohibited by applicable law, no refunds or credits will be issued for partial periods of service, upgrade/downgrade refunds, or refunds for periods unused with an active subscription, including, but not limited to, instances involving the removal of your access to the Service.
6.4 Late Payments. If Client fails to make any payment when due, without limiting Company’s other rights and remedies:
(a) Company may charge interest on the past due amount at the rate of 1% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law;
(b) Client agrees to reimburse Company for all reasonable costs incurred by Company in collecting any late payments or interest, including attorneys’ fees, court costs, and collection agency fees; and
(c) Company may suspend your access to any portion of the Services until all past-due amounts associated with your Client Account are paid.
6.5 Price Changes. All prices are subject to change upon notice, which may be provided by e-mail or in the form of an announcement on the Service. Subject to applicable law, your continued use the Service after the change takes effect will be deemed acceptance of the change. Client has the right to reject the change by cancelling Client’s subscription before the end of your then current subscription period. Client can do so by clicking here.
6.6 Taxes. Client is responsible for paying all taxes associated with Client’s subscription to the Service. If we have a legal obligation to pay or collect taxes for which Client is responsible under this section, the appropriate amount will be invoiced to and paid by Client. All payments by or on account of the compensation payable under these Terms must be made free and clear of and without deduction or withholding for any taxes. If Client is required to deduct or withhold any taxes from such payments, then the sum payable shall be increased as necessary so that, after making all required deductions or withholdings, we receive an amount equal to the sum it would have received had no such deduction or withholding been made.
6.7 Currency. All payments made under this Agreement will be made in the currency in which the Subscription was originally purchased.
6.8 No refunds. Unless prohibited by applicable law, all charges are final and non-refundable, including without limitation, subscription fees, set up fees, and other professional service charges as applicable.
Unless the Client associated with your account and Company agree otherwise in a separate, fully executed Service Level Agreement, Company will use commercially reasonable efforts to make the Services available for your use 99.9% in each month, excluding Scheduled Maintenance and Emergency Maintenance.
Company may in its sole discretion, provide you with email and telephone support related to your use of the Service and to provide maintenance and updates in connection with the Service. However, unless the Client associated with your account and Company agree otherwise in a separate, fully executed Support and Maintenance Agreement, you acknowledge and agree that Company has no obligation to provide you with any support or maintenance in connection with the Service.
Company will process your information and all Client Data in accordance with our Privacy Policy and the DPA. You and Client acknowledge that you have read and understood the Company Privacy Policy and consent to Company’s processing of any and all of your personal data or Client Data that it receives in connection with its provision of the Services in accordance with the terms of the Privacy Policy and the DPA as the same may be updated by Company from time to time.
Excluding Client Data, you acknowledge that all the Intellectual Property rights, including copyrights, patents, trademarks, and trade secrets, on the Service and its content are owned by Company or Company’s suppliers. You acknowledge that nothing herein be interpreted as restricting Company’s rights to use your Client Data in connection with the Service or to aggregate any Client Data with other data for use by Company. As between you and Company all rights in and to the Aggregated Data belong to Company. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Service and its content are owned by Company or Company’s suppliers. Neither these Terms (nor your access to the Service) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 3.20. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
To the maximum extent permitted by applicable law, you agree to indemnify, defend and hold Company (and its officers, employees, and agents) harmless, from and against all liabilities, losses, damages, costs, expenses, causes of action, claims, judgments, suits, legal proceedings and similar matters, including reasonable attorneys’ fees and expenses arising from or relating to or arising out of: (a) your violation of these Terms, (b) your Client Data, or (d) your violation of applicable laws or regulations including without limitation any applicable law society codes, rules, or policies. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
12.1 Third-Party Links. The Service may contain links to third-party websites and services (collectively, “Third-Party Links”). Such Third-Party Links are not under the control of Company, and Company is not responsible for any Third-Party Links. Company provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
12.2 Sharing Tools. The Service may include the ability to share or publish generated reports containing data about your firm. Should you choose to use these tools, you are responsible for ensuring that the information you enter into the Service (e.g., the intended recipient’s email address) is accurate and for complying with all applicable data privacy laws. You are responsible for your decision to use these tools and the Company is not responsible for any use of the information or reports shared using these tools by the recipient thereof.
12.3 Release. You hereby release and forever discharge the Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including any interactions with, or act or omission of, other Service users or any Third-Party Links). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
THERE ARE CERTAIN THINGS THAT WE DO NOT PROMISE ABOUT THE SERVICE. OTHER THAN AS EXPRESSLY STATED, WE DO NOT MAKE ANY COMMITMENTS ABOUT THE SPECIFIC FUNCTIONALITY AVAILABLE THROUGH THE SERVICE, ITS RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS, OR THAT YOUR USE OF THE SERVICES WILL PRODUCE SPECIFIC RESULTS
THE SERVICE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, DATA BREACH OCCURING ON YOUR LOCAL COMPUTER, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICE OF ANY KIND OR THEORY, EVEN (I) IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (II) IF SUCH DAMAGES WERE REASONABLY FORESEEABLE; OR (III) IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. ACCESS TO, AND USE OF, THE SERVICE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL BE LIMITED TO A MAXIMUM OF THE TOTAL FEES RECEIVED BY US FROM YOU FOR THE USE OF THE SERVICE IN THE SIX MONTH PERIOD PRECEEDING ANY CLAIM. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Subject to this Section, these Terms will remain in full force and effect while you use the Service. We may suspend or terminate your rights to use the Service at any time for any reason at our sole discretion, including for any use of the Service in violation of these Terms. Upon termination of your rights under these Terms, your right to access and use the Service will terminate immediately. You understand that any termination of your access to the Service may involve deletion of your template reports and schedule reports from our live databases. Company will not have any liability whatsoever to you for any termination of your rights under these Terms. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2, 3.3 through 3.5, 4, 5, and 9 through 16. Company may exercise these rights at any time, without notice or liability to you or any third party.
16.1 Changes. These Terms are subject to occasional revision, and we reserve the right to modify these Terms at any time. If we make any substantial changes, we may notify you by sending you an e-mail to the last email address you provided to us (if any), and/or by prominently posting notice of the changes on our Service. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Service. These changes will be effective immediately for new users of our Service. Continued use of our Service following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. You may also receive Supplemental Terms which apply specifically to you and amend these Terms as well as any subsequently published version of these Terms. In the event of a conflict between those Supplemental Terms and these Terms, the Supplemental Terms will take precedence and govern to the extent necessary to resolve the conflict. The Supplemental Terms will be effective as of the date indicated in the communication from Company.
16.2 Force Majeure. In no event will either Party be liable to the other Party, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under these Terms (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond such Party’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, epidemic, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.
16.3 Governing Law and Venue. This Agreement shall be governed and interpreted by, and any dispute related to this Agreement, or the performance thereof will be governed by the laws of the State of North Carolina, without regard to principles of conflicts of laws. With respect to any dispute arising out of or relating to this Agreement, the Parties consent to the exclusive jurisdiction of the state and federal courts located in Wake County, North Carolina, and waive any jurisdictional or venue defenses otherwise available.
16.4 Export. The Service may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
16.5 Disclosures. Company is located at the address in Section 16.10. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
16.6 Electronic Communications. The communications between you and Company use electronic means, whether you use the Service or send us emails, or whether Company posts notices on the Service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in a hardcopy writing. The foregoing does not affect your non-waivable rights.
16.7 Entire Terms. These Terms (and any documents incorporated by reference thereto) constitute the entire agreement between you and us regarding the use of the Service. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
16.8 Copyright/Trademark Information. Copyright © 2024 Firm Data, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
16.9 Third Party CMS Terms. By accessing the Service, you are accessing either the LegalServer or Clio practice management platform. Both you and Company acknowledge that these Terms are concluded between you and Company only, and not with the Third Party CMS, and that the Third Party CMS is not responsible for the Service.
16.10 Contact Information:
Terms of Service Inquiries
Firm Data, Inc.
10911 Raven Ridge Road
Suite 103-53
Raleigh, NC 27614
Terms@Lexopulus.com