The following definitions shall apply: A. “Advertiser” in the singular and “Advertisers” in the plural shall mean any outside individual, party, company, legal entity, or organization that provides Us, whether for remuneration or not, with one or more commercial advertisements or public service notices or announcements, to be placed on this Website, in our Our System, or in or on other media under Our, our Affiliates’, licensee’s, or sub-licensee’s control. Advertisers are governed by, and must execute, Our Advertising Agreement, in addition to being subject to these Terms of Use, and should contact Us directly. B. “Affiliate” in the singular and “Affiliates” in the plural shall mean any provider of marketing, content distribution, publishing, or other products or services used by Us in providing this Website, Our Services, or Our System that (1) is or are owned, managed, or under common control with Us in whole or part, or (2) is or are owned or managed by third-parties. C. “Content” shall mean both “Provided Content” and “Our Content,” unless otherwise stated or obvious from the context, and shall include, without limitation, information, representations, opinions, data, graphics, photographs, videos, podcasts, recordings, links, files, or other data, information, or media in any form or format, and all attachments thereto included in this Website or Our System. D. “Continuing Resource” in the singular or “Continuing Resources” in the plural shall mean any online blog, review, journal, magazine, forum, news site, newsletter, RSS feed, or other resource for information issued over time with no predetermined conclusion, made available to the public, in successive or integrating issues which may have numerical and/or chronological designation. E. “Internet Computer Service” in the singular and “Internet Computer Services” in the plural shall be as defined under 47 USC §230 of the Communications Decency Act as an internet service provider that provides or enables computer access by multiple users to a computer server, including specifically a service or system that provides access to the Internet F. “Non-registered Visitor” in the singular and “Non-registered Visitors” in the plural shall mean a User or Users of this Website or one or more of the Continuing Resources in Our System who are not Registered Information Content Providers or their associated authors. G. “Our Content” shall mean information, data, or media in any form that originates with Us, independently of any information, data, or media provided to Us by a Registered Information Content Provider. H. “Provided Content” shall mean information, representations, opinions, data, graphics, photographs, videos, podcasts, recordings, links, files, or other data, information, or media in any form or format, and all attachments thereto provided by (1) a Registered Information Content Provider or one or more of its associated authors or (2) an Advertiser to Us to be posted, published, copied, linked to, or otherwise distributed, disseminated, or promoted using Our Continuing Resources, Our System, or using Our Services or the services of Our Affiliates, Licensees, or Sub-licensees, including, without limitation: (a) original, previously unpublished articles, comments, book reviews, case law reviews, and all attachments thereto in any form, format or media, (b) subscriber, firm, company, business entity, organization, or Advertiser information, representations, offers, terms, graphics, banners, links, files, contact, and social media information, descriptions, or links, or (c) individual author profile information, representations, offers, terms, graphics, banners, links, files, contact, and social media information, descriptions, I. “Registered Information Content Provider” in the singular and “Registered Information Content Providers” in the plural shall mean Subscribers, and the individual authors of Provided Content who are registered through or in association with each such Subscriber. Registered Information Content Providers are intended to be limited to: (1) law firms or licensed attorneys in good standing with state licensing bars, (2) certified public accounting firms or certified public accountants in good standing with applicable state licensing boards, (3) legal entities or educational or charitable organizations whose mission directly relates to researching or disseminating information on legal, regulatory, or tax matters and their associated authors, and (4) legal or tax scholars holding a JD, LLM, PhD, or equivalent degree from an accredited institution of higher learning. YOU SHOULD NOT REGISTER OR CONTINUE AN ACCOUNT if you do not qualify as one of the above referenced eligible parties. J. “Services” and “System” shall mean any of the Interactive Services, Continuing Resources, media, and methods offered or made available by or through Us from time-to-time to which a Registered Information Content Provider or its associated authors specifically subscribe and may include, without limitation, posting, publishing, displaying, or distributing Provided Content from time to time, in whole or part, or as links thereto: (1) on this Website or other websites or any of the Continuing Resources made available by Us or through Us to Our Affiliates, Licensees, or Sub-licensees, (2) in periodicals, collections, digests, newsletters, news wire services, news feeds, and RSS feeds, as well as (3) on or through other services relating to the distribution, marketing, printing, copying or publishing of Provided Content in any format, forum, or media, whether such Provided Content is published individually or in one or more collected works, and whether in association with Our Services or System or those of one or more of Our Affiliates, Licensees, or Sub-licensees. We and Our Affiliates, Licensees, and Sub-Licensees may offer new services or make changes to services or our systems from time-to-time and such new or changed services and systems shall be automatically governed by these Terms of Use, whether or not then modified by Us, Our Affiliates, Licensees, or Sub-licensees, and by other policies or requirements We or they may then adopt and which shall apply to all Provided Content, whether previously or subsequently posted, published, displayed, or distributed. K. “Subscriber,” “Subscription,” or “Account” shall mean respectively a Registered Information Content Provider and his, her, or its registered account through which one or more associated authors from time-to-time may publish and/or distribute Provided Content through Our Services or in Our System, or have such Provided Content, and/or links thereto, distributed by Our Services, and/or in Our System, including by Us, Our Affiliates, Our Licensees, or Sub-licensees, or as as may be otherwise granted to Us herein or elsewhere by the Registered Information Content Provider or his, her, or its associated authors. L. “User” in the singular and “Users” in the plural shall mean any and all parties, including both real persons and legal entities, other than Us, who use this Website, Our Services, or Our System or use or, access, publish, republish, or distribute any Provided Content, including, without limitation, (1) Non-registered Visitors or users of this Website, Our Services, or Our System, (2) Advertisers on this Website or Our System, (3) newsletter, news wire, or news feed subscribers, and (4) Registered Information Content Providers, including, without limitation, the registered authors associated with each. M. “Website” shall  mean the interactive website located at lawspree.com (and any subsequent URLs to which this Website or its contents are moved and not merely distributed), and on all URL extensions thereto, and all data, images, information, materials, and services it makes available, EXCLUDING any products or services offered or made available therein by any third-party or websites or resources from or to which it may be linked. This Website is an Internet service made available by Us through servers we own, control, or have access to and is not a tangible product. It operates online under the URL LawSpree.com and the service trademark LawSpree (STM).

A. Conditions of Use. Except as otherwise expressly set forth herein, We grant You a non-exclusive, non-transferable license to use the Website, Our System, Our Services, and the public information or Provided Content contained in, generated by, or distributed through or from them for general informational purposes only, strictly conditioned on these Terms of Use and the legal notices, disclaimers, and policies set forth herein and throughout the Website and System. You agree to not reproduce, redistribute, or create derivatives works from the Website, the System, or Provided Content for any commercial purpose without the prior permission of the copyright holder(s), or to redistribute any Provided Content, except through Our Services or System, 0r as may be consistent with such rights as are retained by you. B. Continued Use. Any subsequent access to this Website, Our Services, or System, or to any Provided Content shall constitute a reaffirmation of Your obligations and Our rights under these Terms of Use and Your agreement to any modifications or amendments hereto or thereto by Us. C. Authorized Representative. If you are accessing this Website within the scope of any employment, or as a representative of another party, entity, or organization, You represent and warrant that You are authorized to bind such employer, party, entity, or organization to these Terms of Use. D. Restrictions on Use. We impose certain restrictions on your permissible use of this Website, Our Services, or System. You are prohibited from violating or attempting to violate any security features of this Website, the Websites throughout Our System, and the Servers hosting them, including, without limitation, (1) accessing content or data not intended for You, or logging onto or attempting to log onto a server or account that you are not authorized to access; (2) attempting to probe, scan, or test the vulnerability of the this Website, or any associated server, system, or network, or to breach security or authentication measures without proper authorization; (3) interfering or attempting to interfere with service to any User, host, or network, including, without limitation, by means of submitting or injecting a virus or other malware to the Website, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” this Website, Our System, or the servers upon which they are hosted; (4) using the Website or Registered Information Content Provider contact information to send, or facilitate the sending of, unsolicited commercial e-mail, including, without limitation, promotions, or advertisements for products or service; (5) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Website; (6) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Us in providing the Website and its service(s); (7) collecting, reconstituting, compiling, or otherwise using the information provided on or through this Website, Our Services, or System whether in whole or in part, for the purpose of reselling, sharing, distributing, or making such information publicly accessible, or for any commercial purpose; or (8) use this Website, Our Services, or System in violation of any law. Any violation of system or network security may subject you to civil and/or criminal liability. E. CONTENT NOTICE & DISCLAIMER.  YOU FULLY ACKNOWLEDGE THAT BOTH OUR CONTENT AND PROVIDED CONTENT ON THIS WEBSITE, IN OUR SYSTEM, OR THROUGH OUR SERVICES, MAY BE INCORRECT, INCOMPLETE, OR OUT-OF-DATE AND THAT WE MAKE NO REPRESENTATIONS OR WARRANTIES OTHERWISE. YOU REPRESENT, AND WARRANT THAT NEITHER OUR CONTENT NOR ANY PROVIDED CONTENT SHALL BE USED TO CONCEIVE, GUIDE, OR STRUCTURE ANY TRANSACTION OR BE USED FOR THE PROVISION OF, OR BASIS FOR, LEGAL ADVICE.  YOU ARE ADVISED TO RETAIN APPROPRIATE COUNSEL KNOWLEDGEABLE WITH YOUR SPECIFIC FACTS AND CIRCUMSTANCES AND APPLICABLE LAWS BEFORE COMMENCING ANY ACTIVITY WITH LEGAL OR TAX CONSEQUENCES. F. Other Websites. Links to other websites and services outside Our control, including, without limitation, certain Affiliate or third-party websites and services, may be found on this Website or in Our System. You acknowledge and agree that: (1) We are not liable for the polices, pricing, or services of such parties; (2) You are solely responsible for reading and understanding all applicable terms and conditions and privacy policies when visiting or using or relying on such websites and services; (3) We make no representations or warranties with regard to any such websites or services; and (4) visitation or use of such websites or services is at your own risk. You represent and warrant that if you do not agree to the foregoing, you shall not click or otherwise click or use any links to such websites or services found on this Website, Our Services, or Our System. G. Linking Policy. You may link to Our Website or other Websites in Our System, PROVIDED (1) any such link or use of any such link shall not be used to suggest or imply the endorsement of any such linking website or services by Us, Registered Information Content Providers or their associated authors, or Advertisers; (2) We reserve and shall have the right at any time to revoke any link to this Website, Our Services, or Our System in Our sole discretion; and (3) in liking to Our Website, Services, or System you agree to immediately remove and to cease and desist in the creation of or continuation of any such link or links at Our request. H. Data Tracking & Privacy Policy. To improve Our Website, Our Services, Our System, Value to Advertisers, and to assist Registered Information Content Providers, and their associated authors, You acknowledge and agree that this Website, Our Services, and Our System may track, aggregate, and compile data and other information of any or all Users using cookies, User IP addresses, re-marketing and tracking scripts to place advertisements on subsequently visited third-party websites, and other common marketing and data tracking practices, and to use and share this data and information with Registered Information Content Providers, Advertisers, and others, and that You have read, understood, and agreed to our Privacy Policy. I. USE DOES NOT ESTABLISH ATTORNEY-CLIENT RELATIONSHIPS. YOUR USE OF THIS WEBSITE OR OUR SYSTEM DOES NOT ESTABLISH AN ATTORNEY-CLIENT RELATIONSHIP WITH ANY PARTICIPATING LAW FIRM OR ATTORNEY PUBLISHING CONTENT ON THIS WEBSITE OR ON OUR SYSTEM. J. CHANGES IN TERMS OF USE & POLICIES.  WE RESERVE, AND SHALL HAVE, THE RIGHT TO CHANGE, ADD, OR REMOVE PORTIONS OF THESE TERMS OF USE IN OUR SOLE DISCRETION, AT ANY TIME, AND WITHOUT ADVANCED NOTICE TO YOU. (PLEASE CHECK THE TERMS OF USE ON THIS WEBSITE, FOR OUR SERVICES, AND FOR OUR SYSTEM PERIODICALLY FOR CHANGES. YOUR CONTINUED USE OF THIS WEBSITE, FOR OUR SERVICES, AND FOR OUR SYSTEM FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES.) K. No Commercial Use of Profile Information. You will use the Website, Server, Services, and System for lawful purposes only and only in strict accordance with these Terms of Use and shall not, without the express consent by the Registered Information Content Provider, use or assist in the use of any profile information of such Registered Information Content Provider for any commercial purposes whatsoever, or send or assist others in sending unsolicited email to any Registered Information Content Provider. L. Internet Computer Services Pursuant to 47 USC §230 of the Communications Decency Act.  You acknowledge and agree that each of the interactive websites, software programs, or other Continuing Resources that are a part of Our Services or Our System, including, without limitation, this Website, that publish, distribute, or disseminate Provided Content is an Internet Computer Service as defined under 47 USC §230 of the Communications Decency Act and provides or enables computer access by multiple users to a computer server, including specifically a service or system that provides access to the Internet and are specifically designed to provide: (1) independent Registered Information Content Providers and their associated authors with interactive websites and other Continuing Resources and services for publishing, distributing, or disseminating posts, articles, comments, book reviews, case law reviews, news items, press releases, images, and other Provided Content, subject to these Terms of Use, and (2) to provide Non-registered Visitors and other parties with searchable, viewable, or receivable information, data, media, links, Continuing Resources, and other Provided Content for general information purposes, subject to these Terms of Use. Advertisers are governed by, and must execute, Our Advertising Agreement, in addition to being subject to these Terms of Use, and should contact Us directly. M. Objectionable Content & Parental Control Pursuant to 47 USC §230 of the Communications Decency Act. Pursuant to 47 USC  §230 of the Communications Decency Act, You are hereby notified and acknowledge that, notwithstanding any other provision in these Terms of Use or on the Website, in Our Services, or in Our System, We, without the obligation to do so, may restrict access to or availability of material that We, in Our sole discretion, determine to be obscene, lewd, lascivious, filthy, excessively violent, extremely controversial, harassing, or otherwise objectionable, whether or not such material is constitutionally protected. You are hereby notified that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist You in limiting access to material that is harmful to minors. Current providers of such protections may be found searching applicable terms, such as “parental control protections”  and “Internet filtering services” in any of the major search engines. N. Reliance on Representations of Others. You acknowledge and agree to Our right to rely on the representations of any and all parties that are, or are applying to become a Registered Information Content Provider, or individual author associated therewith and that We shall have no obligation whatsoever to independently verify any such representations or warranties any such party makes to Us and that any instance of Our requesting information from any such party does not create an obligation for Us to do so in other instances.

A. Registered Information Content Provider(s). In order to submit, post, or publish Provided Content (other than advertisements) on this Website, You must be a Registered Information Content Provider or associated author and be in compliance with the restrictions, obligations, representations, and warranties set forth herein. During the registration process, We may require certain contact, and other basic information, from You to be used in correspondences with You. Registered Information Content Providers and their associated authors are generally limited to parties who are (1) licensed attorneys, (2) certified public accountants, (3) individuals associated with legal entities or educational or charitable organizations whose mission directly relates to researching or disseminating information on legal, regulatory, or tax matters, (4) business, legal, or tax scholars holding a JD, LLM, PhD, or equivalent degree from an accredited institution of higher learning, (5) business entities or individuals who provide information of interest to lawyers or law firms, or is of relevance to the business of practicing law, as solely determined by us. We may, without any obligation to do so, request that a party seeking to become or continue to be a Registered Information Content Provider, or individual author associated therewith, provide additional information as a condition of becoming or continuing to be a Registered Information Content Provider. B. Representations and Warranties. By submitting, posting or publishing Provided Content, whether personally, through a representative, or by requesting technical assistance from Us in your doing so, each Registered Information Content Provider and associated author hereby jointly and severally represents and warrants with respect to such Provided Content that:

 

 

 

(1) All such Provided Content shall be current, truthful, accurate, complete, and up-to-date and should any Provided Content, including, without limitation, Registered Information Content Provider contact information or the contact information of its associated authors be or become false, misleading, inaccurate, incomplete, or out-of-date, such parties shall have the obligation to and shall make the Provided Content current, truthful, accurate, and up-to-date.

(2) No Provided Content submitted, posted, or published by You shall be a(n): (a) solicitation for business or an advertisement, except as is posted pursuant to the additional terms of a mutually executed Advertising Agreement, (b) misrepresentation of the name, identity, or other information of any party, including, without limitation, Your own information; (c) infringement of the legal rights of any party, including, without limitation, the intellectual property rights of any third-party; (d) violation of the non-public contact, personal, or other information of any third-party with a lawful and enforceable expectation that such information is and should remain private; or (e) offensive, libelous, obscene, intrusive, exceedingly controversial, or abusive. NOTWITHSTANDING ANY OTHER PROVISION IN THESE TERMS OF USE, WE SHALL HAVE THE RIGHT, WITHOUT OBLIGATION, TO REFUSE OR TO DELETE (WHETHER BEFORE OR AFTER PUBLICATION) ANY PROVIDED CONTENT WHICH IN OUR SOLE OPINION, OR AS MAY BE BROUGHT TO OUR ATTENTION BY OTHERS, VIOLATES THESE TERMS OF USE, INCLUDING, WITHOUT LIMITATION, THIS SUBSECTION, AND WITHOUT ANY FURTHER OBLIGATION OR REFUND FROM US; PROVIDED THAT ANY REGISTERED INFORMATION CONTENT PROVIDER AND/OR ASSOCIATED AUTHOR WHO INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS OR WHO VIOLATES THESE TERMS OF USE MAY BE TERMINATED, IN OUR SOLE DISCRETION.  THIS RIGHT NOTWITHSTANDING, ALL PROVIDED CONTENT SHALL BE THE SOLE AND COLLECTIVE RESPONSIBILITY OF THE APPLICABLE REGISTERED INFORMATION CONTENT PROVIDER(S) AND THEIR ASSOCIATED AUTHORS AND WE SHALL NOT BE LIABLE FOR DAMAGES, LOSSES, CLAIMS, OR CAUSES OF ACTION RELATED TO ANY PROVIDED CONTENT, EVENT, OR OCCURRENCE RELATED ANY SUCH SUBSCRIBER ACCOUNT, PROVIDED CONTENT, OR ANY VIOLATION BY SUCH PARTIES OF THESE TERMS OF USE OR APPLICABLE LAWS.

(3) Each such party shall not let other parties use his, her, or its Account or account information except strictly as an authorized representative of that party and that each such party shall have the obligation to keep all Account log-in and password information confidential and shall jointly and severally indemnify Us, Our Affiliates, Licensees, and Sub-licensees and hold Us and them harmless, from any legal claims, damages, liabilities, or causes of action of any every manner whatsoever that result from his, her, or its failure to restrict access to his, her, or its Account and log-in information, as well as all events, actions, or occurrences associated with her, her, or its Account. In the event that any such party knows or has reason to suspect that his, her, or its Account or log-in Information has been compromised, he, she, or it shall immediately notify Us and We shall have the right to take measures to protect any such account, this Website, Our Services, or Our System that We deem necessary in Our sole discretion.

(4) Each such party will fully cooperate with Us and promptly perform or implement all actions that are reasonably necessary to protect Us, this Website, Our System, Our Services, and Our Affiliates from any liability or claim of liability related to Services Provided under this Agreement. In the event that You fail to do so, We, with or without prior notice to You, may take any action deemed necessary or actually or potentially useful, in our sole discretion, in furtherance of such objectives, including, without limitation, the suspension, deletion, or termination of any Provided Content or Registered Information Content Provider account.

(5) Each such party shall promptly delete his, her, or its Provided Content (including, without limitation, any banners, profiles, and postings) in the event he, she, or it wishes to either discontinue or not otherwise maintain any specific Provided Content or wishes to discontinue Our services. (Changes and deletions can be made to the Registered Information Content Provider’s Profile or Dashboard, accessible through links found at the bottom of the Homepage of the Website. A Registered Information Content Provider may also contact Us directly should he, she, or it need assistance.)

(6) Each such party have all necessary rights and permissions to submit, use, display, and license such Provided Content consistent with these Terms of Use.

B. Grant of License. Each Registered Information Content Provider and associated author hereby grants Us and Our Affiliates, contractors, licensees and sub-licensees an irrevocable, royalty-free, worldwide license in perpetuity to copy, transmit, distribute, sub-license, publish, display, disseminate, and in all lawful means profit from the Provided Content, and links thereto, as a part of this Website, Our Services, System, or otherwise, including, without limitation, through other websites, RSS Feeds to other websites, newsletters and news wire services, and links to Provided Content. C. Name, Format, and Location Changes. We reserve the right, and you acknowledge Our right, to change, modify, or discontinue the name, location, or format of this Website or of any other website, service, Continuing Resource, or component of Our Services or Our System, and in any manner at any time, without prior notice to You, including, without limitation, (1) changing trade names, trademarks, or service marks due to trademark or other conflicts (2) discontinuing use of any name or component of Our Services or System, moving any Provided Content to any other website, location, or Continuing Resource, or (4) making any other format change, discontinuation, or modification in our Services or Our System as we see fit in our sole discretion.  In the event of any such change, modification, or discontinuation, You agree to waive any claim for loss or damage associated with such change, modification, or discontinuation and regardless of the reason, timing, necessity, or result of such change, modification, or discontinuation. D. Joint and Several Responsibility and Liability. BOTH THE REGISTERED INFORMATION CONTENT PROVIDER AND EACH INDIVIDUAL AUTHOR OF SUCH PROVIDED CONTENT SHALL BEAR JOINT AND SEVERAL RESPONSIBILITY FOR ANY LIABILITY, MAINTENANCE, OR DELETION OF SUCH PROVIDED CONTENT AND ALL PARTIES HERETO ACKNOWLEDGE, REPRESENT, AND WARRANT THAT WE SHALL BEAR NO LIABILITY FOR ANY SUCH PROVIDED CONTENT. WE SHALL NOT BE LIABLE TO ANY PARTY FOR THE LOSS OF ANY PROVIDED CONTENT OR ANY OTHER INFORMATION, DATA, OR FILES AND WHETHER SUCH LOSS OCCURS BY ACCIDENT, OMISSION, OR OTHERWISE. REGISTERED INFORMATION CONTENT PROVIDERS AND THEIR AUTHORS HAVE THE OBLIGATION TO COPY OR BACKUP ALL OR THEIR RESPECTIVE PROVIDED CONTENT. E. Indemnification. EACH SINGLE JOURNAL ACCOUNT SUBSCRIBER AND MULTIPLE JOURNAL ACCOUNT SUBSCRIBER SHALL BE RESPONSIBLE FOR ANY AND ALL ACTIONS, POSTINGS, EVENTS, CLAIMS, OR DAMAGES ASSOCIATED WITH THE USE OF HIS, HER, OR ITS REGISTERED ACCOUNT(S) AND SHALL INDEMNIFY AND HOLD US AND OUR MEMBERS, MANAGERS, PRINCIPALS, EMPLOYEES, CONTRACTORS, AND AFFILIATES HARMLESS FOR EACH AND EVERY CLAIM, DAMAGE, OR CAUSE OF ACTION RELATED TO THE PROVIDED CONTENT, EVENTS, ACTIONS, AND OMISSIONS RELATED TO EACH SUCH ACCOUNT, EXCEPT THAT SINGLE JOURNAL ACCOUNT HOLDERS AND MULTIPLE JOURNAL ACCOUNT HOLDERS AND THEIR REGISTERED INFORMATION CONTENT PROVIDERS EACH SHALL BE JOINTLY AND SEVERALLY RESPONSIBLE FOR ANY AND ALL ACTIONS, POSTINGS, AND EVENTS ASSOCIATED WITH EACH SUCH RESPECTIVE INFORMATION CONTENT PROVIDER ACCOUNT AND SHALL JOINTLY AND SEVERAL INDEMNIFY AND HOLD US AND OUR MEMBERS, MANAGERS, PRINCIPALS, EMPLOYEES, CONTRACTORS, AND AFFILIATES HARMLESS FOR EACH AND EVERY CLAIM, DAMAGE, OR CAUSE OF ACTION RELATED TO THE PROVIDED CONTENT, EVENTS, ACTIONS, AND OMISSIONS RELATED TO EACH SUCH RESPECTIVE INFORMATION CONTENT PROVIDER ACCOUNT. E. Subscription Fees. Subscription Fees may be displayed on Our Website and elsewhere in Our System.  Fees may be per package, per individual item, and hourly for certain open ended services.  Fees for Provided Content are generally incurred upon Submission.  While it is our intention to host Provided Content for a sustained period of time, all Account Subscription Fees, or any per post portion thereof, are deemed earned in-full and non-refundable upon posting of the per post portion of the Provided Content. F. Credits.  Credits for individual items may be given in Our sole discretion in the event of any material error in publishing not caused by You, PROVIDED we are given written notice of such error within 30-days after the item of Provided Content at issue is published, reasonably describing the purported error.  Submission of an item of Provided Content is no guarantee the item will be published. G. Provided Content Termination, Hosting, and Deletion. Subscribers and their authors may terminate the availability of their Provided Content on such Continuing Resources you have access to and as may be distributed through RSS Feeds and links at any time by accessing Your dashboard. We shall make a good faith effort, without an obligation to do so, to continue to host Your Provided Content for a minimum of twenty-four (months) after the Provided Content is first posted, and shall have the right (without the obligation) to continue to do so in perpetuity, unless early deleted by You. We shall have the right to delete any Provided Content the continued publishing of which in our sole discretion violates or is inconsistent with any provision in these Terms of Use, Our DMCA Policy, or the rights of third-parties. We shall have the right to terminate any account of a Registered Information Content Provider who violates these Terms of Use and without any further obligation or refund. H. Provided Content Change or Deletion. Registered Information Content Providers may change or delete any Provided Content that may be made accessible to them by login into any applicable website account without our approval or prior permission. I. Use of Representatives. In the event Provided Content is submitted or posted by a representative or agent of a Registered Information Content Provider, such representative or agent represents and warrants that he, she, or it is authorized to do so by such Registered Information Content Provider, who shall continue to responsible for such Provided Content as set forth herein these Terms of Use. J. Professional Designations. Registered Information Content Providers shall not use any professional designation or credentials unless she or he is actively licensed and in good standing with any applicable licensing board or governmental agency. K. No Fiduciary Duties. By using this Website, Our Services, or System, you acknowledge and agree that we owe You know special fiduciary duty with regard to Our Providing the same, similar, or entirely other or exclusive services to individuals, legal entities, or organizations that may be in competition with You. L. Compliance with Laws & Professional Codes. You acknowledge and agree that it is entirely Your own obligation to ensure that Your use of this Website, Our Services, or System is consistent with applicable codes of professional responsibility and other applicable state bar opinions and policies, or other applicable laws, tax codes, or regulations prior to such use.  You further acknowledge and agree to provide notice to Us of any such element of this Website, Our Service, or System that that You suspect, believe, or have reason to know may be inconsistent with applicable codes of professional responsibility and other applicable state bar opinions and policies, or other applicable laws, tax codes, or regulations prior to such use. M. Internet, Search Rank & Domain Name Disclaimers. We do not make, and expressly disclaim, any representations or warranties with regard to how this Website, Our System, Our Service, or any page or item of Provided Content therein shall get ranked, now or in the future, in search results by search engines or other data search services, or that the history of any domain name, email, or other marketing service or technique used by Us in this Website, Our System, or Our Services, is conducive to positive or optimal results, page rank, or distribution rates.  Notwithstanding any contrary provision herein these Terms of Use, we shall have no liability to You or any third-party whatsoever for any poor search non-optimal rank, search result, email distribution, or marketing effort of any kind, and whether any or all causes of any such non-optimal performance or failure was known to Us or should have been known or anticipated by Us.  This Website, Our System, and Our Services are offered on a strictly as is basis.

A. Our LawNewswires service provides legal news & intelligence directly to news wire subscribers by email.  Registered Information Content Providers and their authors may submit requests to have Provided Content distributed via one or more topical and/or regional e-mail news wires, whether such Provided Content links to (1) Our Continuing Resources, (2) the Registered Information Content Providers own website, or (3) to a third-party website that has published an article, news item, video, podcast or other publication of the Registered Information Content Provider and its associated authors.    

A. Registered Information Content Providers and their associated authors may publish previously unpublished works of original authorship on legal, tax, business, and other appropriate topis in online forum-journals or online law reviews or quarterlies, while retaining copyrights in such works, subject to the licensing rights granted herein these Terms of Use.  Law journals, law reviews, and law quarterlies are subject to submission fees through our package and a la carte price schedule. B. Law journal-forums are non-ISSN online forums. C. Law reviews and Law quarterlies provide single and multi-author scholarly publishing platform.

(1) Law review submissions may be peer reviewed by members of the interactive online publications Review Board to the extent available.  However, to ensure peer availability and to expedite review, each article submission should also include the names and contact information for two (2) currently licensed peers to perform voluntary review of the submission where needed.

(2) Each law review submission may also be included by Us at no additional cost to You in our searchable article database at lawpubs.com or such other database or archive site or sites as determined by Us.  Such searchable article database may display article abstracts publicly with fee-based access to the entire article.

(3) We shall have the sole and exclusive right to profit from such fee-based access.

(4) We reserve the right, without obligation, to obtain ISSN for any individual law journal, law review, or law quarterly and to establish or change submission requirements and policies as We deem appropriate in Our sole discretion.

 

A. Publish your articles in online law legal news sites.

Legal Scribes creates custom content for news items, website content, press releases, and event announcements. Prices are available on our a la carte price schedule.

A. Services. Our LawFirmLabs service provides certain technical services to Subscribers other than processing the submission and posting of Provided Content to our Continuing Resources, such as performing page analytics*, graphic design, profile development, Google re-marketing, custom firm newsletter services, & other technical inbound marketing needs and does so at hourly and/or flat fee rates. [*Analytics are not available during our beta testing period.] B. Service Fees. Payment for hourly-fee or flat-fee services performed at your request is generally required in advance, whether as a flat fee or retainer fee, unless otherwise agreed to by Us. Payment not paid in advance is due upon receipt of invoice and, unless special arrangements have been made in advance, payment for replenishment of a retainer or for any final invoice is expected within ten (10) business days of the invoice date. If any retainer amount is exhausted, all work may cease, in our sole discretion, until it is replenished. Payment should be made in U.S. dollars, in checks or drafts, payable to Interactive Periodicals, LLC. A finance charge is assessed on past due accounts at the rate of one and one-half percent per month (18.0% APR). A minimum of 1/10th of an hour will be billed for each action performed. Hourly-rates are adjusted from time-to-time and may change for services requested after We have provided written notice of such change. Any time estimate for delivery, however, is just an estimate based on then current work load, which, because of the nature of Our work, may change without notice. C.  Hourly rates for LawFirmLabs are currently $40 hours per hour and are available on our a la carte price schedule.

 

You represent and warrant that LawSpree WP shall only be used to display or distribute content made available or distributed by LawSpree strictly for that use and purpose and in strict accordance with this license. Violation of this provision shall be deemed a violation and infringement of this license and applicable laws, including, without limitation, copyright and trademark laws.

This Software Licensing Agreement (“Agreement”) is entered into by and between Us (“Licensor”) and You (“Licensor”) commencing on date the software is downloaded by You.

1. License. In accordance with the terms herein, Licensor grants to Licensee, and Licensee accepts from Licensor, a license to use the version of Licensor’s software or software system, currently known in whole or part as “LawSpree WP” as then made available to the Licensee (“Software”). The duration and scope of the license is described in “Schedule B,” Duration and Scope of License, attached hereto and made a part hereof. The Software shall initially be used only on equipment and at location(s) identified in “Schedule C,” Licensee Location(s) and License Costs, attached hereto and made a part hereof.  Use of the Software may be subsequently transferred to the same or appropriately similar equipment maintained by Licensee at other locations, provided (1) the total number of locations at which the Software is used by Licensee does not exceed the number of locations specified in Schedule B, and (2) Licensee provides Licensor with written notice 90 days before such transfer. The Software shall be used only for the processing of Licensee’s own business, which shall include servicing and maintaining records on behalf of its customers and clients. Licensee shall not: (1) permit any third party to use the Software, (2) use the Software in the operation of a service bureau, or (3) allow access to the licensed Software through terminals located outside Licensee’s business premises. A license may be temporarily transferred to back-up equipment if the particular scheduled equipment is inoperative, or reasonably expected to be inoperative, for more than 24 hours.

2. Copies. The license(s) granted herein include(s) the right to copy the Software in non-printed, machine readable form in whole or in part as necessary for Licensee’s own business use installed on a single WordPress® website.

3. Price and Payment. Licensee shall make payment to Licensor for the Software license pursuant to the fees and payment terms set forth at the point of license purchase.

4. Software Ownership. Licensor represents that it is the owner of the Software and that it has the right to modify same and to grant Licensee a license for its use.

5. Consulting Services. Licensor shall provide Licensee with _____ man-days of additional consulting services, not including software maintenance, to be used at Licensee’s discretion.

7. Title to Software Systems and Confidentiality. The Software and all programs developed hereunder and all copies thereof are proprietary to Licensor and title thereto remains in Licensor. All applicable rights to patents, copyrights, trademarks and trade secrets in the Software or any modifications made at Licensee’s request are and shall remain in Licensor. Licensee shall not sell, transfer, publish, disclose, display or otherwise make available the Software or copies thereof to others. Licensee agrees to secure and protect each module, software product, documentation and copies thereof in a manner consistent with the maintenance of Licensor’s rights therein and to take appropriate action by instruction or agreement with its employees or consultants who are permitted access to each program or software product to satisfy its obligations hereunder. All copies made by the Licensee of the Software and other programs developed hereunder, including translations, compilations, partial copies with modifications and updated works, are the property of Licensor. Violation of any provision of this paragraph shall be the basis for immediate termination of this License Agreement.

8. Acceptance. The Software shall be deemed to have been accepted when it passes Licensor’s standard test procedures on equipment approved by Licensor pursuant to paragraph 16 below.

9. Use and Training. Licensee shall limit the use of the Software to its employees who have been appropriately trained. Licensor shall make training for the Software available to Licensee pursuant to its standard training procedures. Training shall be provided at a location to be determined by Licensor.

10. Warranty:

• Licensor warrants that Software will conform, as to all substantial operational features, to Licensor’s current published specifications when installed and will be free of defects which substantially affect system performance.
• The Licensee must notify Licensor in writing, within ninety (90) days of delivery of the Software to the Licensee (not including delivery of any subsequent modifications to the Software), of its claim of any such defect. If the Software is found defective by Licensor, Licensor’s sole obligation under this warranty is to remedy such defect in a manner consistent with Licensor’s regular business practices.
• THE ABOVE IS A LIMITED WARRANTY AND IT IS THE ONLY WARRANTY MADE BY LICENSOR, UNLESS OTHERWISE REQUIRED BY LAW. UNLESS OTHERWISE REQUIRED BY LAW, LICENSOR MAKES AND LICENSEE RECEIVES NO OTHER WARRANTY EXPRESS OR IMPLIED AND THERE ARE EXPRESSLY EXCLUDED ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LICENSOR SHALL HAVE NO LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT FOR CONSEQUENTIAL, EXEMPLARY, OR INCIDENTAL DAMAGES EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE STATED EXPRESS WARRANTY IS IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF LICENSOR FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE, OR PERFORMANCE OF THE SOFTWARE SYSTEMS.
• If any modifications are made to the Software by Licensee during the warranty period, this warranty shall immediately be terminated. Correction for difficulties or defects traceable to Licensee’s errors or systems changes shall be billed at Licensor’s standard time and material charges.
• Licensee agrees that Licensor’s liability arising out of contract, negligence, strict liability in tort or warranty shall not exceed any amounts payable by Licensee for the Software identified above.

11. Indemnity. Licensor at its own expense will defend any action brought against Licensee to the extent that it is based on a claim that any software system used within the scope of this License Agreement infringes any patents, copyrights, license or other property right, provided that Licensor is immediately notified in writing of such claim. Licensor shall have the right to control the defense of all such claims, lawsuits and other proceedings. In no event shall Licensee settle any such claim, lawsuit or proceeding without Licensor’s prior written approval.

If, as a result of any claim of infringement against any patent, copyright, license or other property right, Licensor is enjoined from using the Software, or if Licensor believes that the Software is likely to become the subject of a claim of infringement, Licensor at its option and expense may procure the right for Licensee to continue to use the Software, or replace or modify the Software so as to make it non-infringing. If neither of these two options is reasonably practicable Licensor may discontinue the license granted herein on one month’s written notice and refund to Licensee the unamortized portion of the license fees hereunder (based on straight line depreciation, such depreciation to commence on the date of this Agreement and end at upon the expiration of the license period, under no circumstances to exceed four years and conflicting provision of this agreement notwithstanding). The foregoing states the entire liability of Licensor with respect to infringement or allegation of infringement of any copyrights, trademarks, patents, or other intellectual property associated with the Software or any use or parts thereof.

12. Termination. Licensor shall have the right to terminate this Agreement and license(s) granted herein:

• Upon ten days’ written notice in the event that Licensee, its officers or employees violates any provision of this License Agreement including, but not limited to, confidentiality and payment;
• In the event Licensee (i) terminates or suspends its business; (ii) becomes subject to any bankruptcy or insolvency proceeding under Federal or state statute or (iii) becomes insolvent or becomes subject to direct control by a trustee, receiver or similar authority. In the event of termination by reason of the Licensee’s failure to comply with any part of this Agreement, or upon any act which shall give rise to Licensor’s right to terminate, Licensor shall have the right, at any time, to terminate the license(s) and take immediate possession of the Software and documentation and all copies wherever located, without demand or notice. Within five (5) days after termination of the license(s), Licensee will return to Licensor the Software in the form provided by Licensor or as modified by the Licensee, or upon request by Licensor destroy the Software and all copies, and certify in writing that they have been destroyed. Termination under this paragraph shall not relieve Licensee of its obligations regarding confidentiality of the Software. Without limiting any of the above provisions, in the event of termination as a result of the Licensee’s failure to comply with any of its obligations under this License Agreement, the Licensee shall continue to be obligated for any payments due. Termination of the license(s) shall be in addition to and not in lieu of any equitable remedies available to Licensor.

13. Taxes. Licensee shall, in addition to the other amounts payable under this License Agreement, pay all sales and other taxes, federal, state, or otherwise, however designated, which are levied or imposed by reason of the transactions contemplated by this License Agreement. Without limiting the foregoing, Licensee shall promptly pay to Licensor an amount equal to any such items actually paid, or required to be collected or paid by Licensor.

14. Hardware Requirements. Licensee shall make available for the Software implementation, at each location listed in Schedule B, computer equipment and software configurations approved by Licensor as adequate for such implementation at such location.

15. Licensed Locations. Use of the Software by the Licensee at any location other than those expressly provided for herein shall be the basis for immediate termination of this License Agreement. Termination of the License Agreement shall be in addition to and not in lieu of any equitable remedies available to Licensor.

16. Delivery, Installation and Testing. The System shall be delivered, installed and tested at each location identified in Schedule B in accordance with the Delivery, Installation and Testing Schedule attached as Schedule D.

17. Custom Modifications. All custom modifications to the Software, not including assisting Licensee in implementation of the ___________________, shall be undertaken by Licensor at its then current time and materials charges. For each custom modification requested, Licensee shall provide written specifications to Licensor, which shall be mutually agreed upon prior to commencement of such custom modification effort.

18. General:

• Each party acknowledges that it has read this Agreement, it understands it, and agrees to be bound by its terms, and further agrees that this is the complete and exclusive statement of the Agreement between the parties, which supersedes and merges all prior proposals, understandings and all other agreements, oral and written, between the parties relating to this Agreement. This Agreement may not be modified or altered except by written instrument duly executed by both parties.
• Schedules “A,” “B,” “C,” and “D,” constitute a part of this Agreement and are incorporated into this Agreement by this reference. Should any inconsistency exist or arise between a provision of this Agreement and a provision of any exhibit, schedule, or other incorporated writing, the provision of such incorporated writing shall prevail.
• Dates or times by which Licensor is required to make performance under this license shall be postponed automatically to the extent that Licensor is prevented from meeting them by causes beyond its reasonable control.
• This Agreement and performance hereunder shall be governed by the laws of the State of ______________________.
• No action, regardless of form, arising out of this Agreement may be brought by Licensee more than two years after the cause of action has arisen.
• If any term or provision of this Agreement is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, such illegal, unenforceable, or invalid provisions or part thereof shall be stricken from this Agreement, and such provision shall not affect the legality, enforceability, or validity of the remainder of this Agreement. If any provision or part thereof of this Agreement is stricken in accordance with the provisions of this section, then this stricken provision shall be replaced, to the extent possible, with a legal, enforceable, and valid provision that is as similar in tenor to the stricken provision as is legally possible.
• The Licensee may not assign or sub-license, without the prior written consent of Licensor, its rights, duties or obligations under this Agreement to any person or entity, in whole or in part.
• Licensor shall have the right to collect from Licensee its reasonable expenses incurred in enforcing this Agreement including, without limitations, attorney’s fees.
• The waiver or failure of Licensor to exercise in any respect any right provided for herein shall not be deemed a waiver of any further right hereunder.
• Each party and its counsel have participated fully in the review and revision of this Agreement. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement.  The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party.
• The parties shall at their own cost and expense execute and deliver such further documents and instruments and shall take such other actions as may be reasonably required or appropriate to evidence or carry out the intent and purposes of this Agreement.
• This Agreement may be executed in counterparts and by fax, which together shall be deemed to be as legally valid and binding on the parties as an executed original.
• Any notices required or permitted to be given hereunder shall be given in writing and shall be delivered (a) in person, (b) by certified mail, postage prepaid, return receipt requested, (c) by facsimile, or (d) by a commercial overnight courier that guarantees next day delivery and provides a receipt, and such notices shall be addressed as follows:

or to such other address as either party may from time to time specify in writing to the other party.  Any notice shall be effective only upon delivery, which for any notice given by facsimile shall mean notice which has been received by the party to whom it is sent as evidenced by confirmation slip.

• The parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated exclusively in the State and Federal courts located in the County of _______ , State of __________            .  The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between the parties with respect to or arising out of this Agreement in any jurisdiction other than that specified in this paragraph.  Each party hereby waives any right it may have to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this paragraph, and stipulates that the State and Federal courts located in the County of        _          , State of ___________    shall have in personam jurisdiction and venue over each of them for the purpose of litigating any dispute, controversy, or proceeding arising out of or related to this Agreement.  Each party hereby authorizes and accepts service of process sufficient for personal jurisdiction in any action against it as contemplated by this paragraph by registered or certified mail, return receipt requested, postage prepaid, to its address for the giving of notices as set forth in this Agreement.  Any final judgment rendered against a party in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law.
• Unless this Agreement is fully and properly executed by the Licensee and returned to the Licensor within 15 days after its receipt by Licensee, the offer contained by and in this Agreement may be revoked or voided by the Licensor, at Licensor’s discretion.

 

 

A.     LAWTABLET SERVICES. We agree to supply such services to a LawTablet Subscriber on the terms and conditions set forth in this Agreement.

B.     LawTablet is a subscriber based platform leasing or subleasing to You (1) a domain name (“Domain Name”), and (2) and a blog template and plug-ins (“Template”) designed and developed by one or more third parties and/or modified or designed in part by Us or one or more third parties.  The Template will serve as online platform to interface with such Interactive Resources associated with Law Spree as are made available through such platform from time to time, but may also archive (1) Your original and/or duplicate content, (2) Our content, programs, plugins, and marketing resources, and (3) such other directly or indirectly mutually beneficial content, including, without limitation, advertisements for services, websites, or other resources which, whether managed by Us or Our Affiliates, You have direct or indirect participation. Both the domain name and the Template are provided by Us to You on a strictly AS-IS basis.

a. WEBSITE DESIGN & DEVELOPMENT. i. Website Design & Development. The design of any Website requested by Client (“Website”) shall be in substantial conformity with the materials and feedback provided to Company by Client and shall be subject to the final express or reasonably implied approval of Client. Initial page layouts are set forth in Schedule “B,” Website Layout Details, attached hereto and made a part hereof, any and all of which may change in the final deliverable(s) subject to Client’s knowledge or express or reasonably implied approval. Website text will be supplied by the Client unless copywriting services have been requested in writing. Website files approved by Client shall be uploaded onto the web hosting service designated by Client on the Requested Services Form. All server technical issues are to be handled by Company unless otherwise noted amongst all parties. Minor updates and changes include any minor modifications and modifications to work out backend database issues and functionality. This does not include adding features beyond the scope of services indicated on the Requested Services Form. Company shall not include, as determined in its sole discretion, any of the following in the Website or in Client’s directory: text, graphics, sound, or animations that might be viewed as obscene or in furtherance of illegal activities; links to other websites that might be viewed as obscene or related in any way to any illegal activities; invisible text, “black hat” metatags (i.e., text that is present only when a “Webcrawler” or other Web indexing tool accesses the Website), or any other type of hidden text, hidden information, hidden graphics, or other hidden materials in violation of Google Guidelines; or malware of any type.

ii. Accessibility of Website during Construction. Throughout the construction of the prototype and the final Website, the Website shall be accessible to Client for monitoring work performed and changes being made. Until Client has approved the final Website, none of the Web Pages for Client’s Website will be accessible to end users. iii. Copyright to Website. Client acknowledges, understands and agrees that Company may use its own and/or may purchase third party licenses for products or services that are necessary for Company to design and develop the Website. Such products may include, but are not limited to server-side applications, clip art, “back-end” applications, music, stock images, or any other copyrighted work (“Outside Content”) which Company deems necessary to purchase on behalf of Client to design and develop the Website. Client further acknowledges and understands that any Outside Content used to design and develop the Website is licensed or owned by Company and/or such third parties and cannot be transferred to Client and is hereby specifically not transferred to Client and shall remain the property of Company and/or such third parties. Outside Content which is owned and/or purchased by Company may be used in the design and/or development of other Web sites separate from Client. Client and Company agree that upon payment in full of the fees associated with the design and development of the Website, Client shall own a worldwide right, title, and interest in and to the Website (including, its source code and content) (the “Custom Programming”). Client and Company agree that Company shall retain a worldwide, royalty-free, non-exclusive, transferable, and perpetual right and license to the Custom Programming including, but not limited to, the right to modify, amend, create derivative works, rent, sell, assign, lease, sublicense, or otherwise alter or transfer the Custom Programming. Client and Company also agree that the design and development of the Website may include source code, documentation, and/or application programs that were previously written or developed by Company and modified to meet Client’s specific requirements (the “Code Content”). Company shall own all worldwide right, title, and interest in and to the Code Content, but shall provide Client (upon payment in full of the fees associated with the design and development of the Website) a worldwide, royalty-free, non-exclusive, transferable and perpetual right and license to use the Code Content. Company, its transferees and assigns retain the right to link to, and to display screen shots, graphics, and design elements of the Website, graphics, images of any deliverable(s), business cards, or promotional items as examples of their work in their respective portfolios. iv. Maintenance. This Agreement does not provide Website maintenance. Changes in the Website or any of its elements requested by the Client beyond the specifications set forth in the Requested Services Form will be subject to Company’s then fees for services. If the Client or an agent other than Company attempts updating Client’s pages, time to repair web pages will be assessed at an hourly rate. If the Client or an agent other than Company attempts updating Client’s pages, time to repair web pages will be assessed at Company’s then fees for services. b. SEO SERVICES. i. If Client requests SEO Services as described in the Requested Services Form, Company is authorized to use the specific keywords and/or phases set forth in Schedule “C,” Search Engine Optimization Services, attached hereto and made a part hereof, for efforts to improve the search engine ranking of the Client’s Website and pages (as set forth in Schedule “A”) in search engines. SEO Services are intended to provide the Client with preferential positioning in selected search engines and report results on an ongoing and timely basis. Client has been informed and acknowledges that no results are guaranteed and that any URL(s) positioning vary through time. SEO Services include: (a) Research keywords and phrases to select appropriate, relevant search terms. The number of keywords is set forth in the Requested Services Form. Additional keyword purchases will require a separate order be placed. (b) Submit Client’s pages to search engines and directories as set forth in the Requested Services Form. (c) Create positioning reports showing rankings in the major search engines and for designated keywords and/or relative to Web sites indicated by Client in the Requested Services Form (or the top ranking websites for such keywords in the event that no Web sites are designated by Client). ii. For the purposes of providing these services, Client agrees: (a) To provide Company with FTP access to its Website for uploading new pages, and making changes for the purpose of SEO Services optimization or approval to go through a third party. (b) To authorize Company use of all Client’s logos, trademarks, Website images, etc., for use in creating informational pages and any other uses as deemed necessary by Company for search engine positioning and optimization. (c) That if Client’s Website is light in textual content, Client will provide additional relevant text content in electronic format for the purpose of creating additional web pages. Client agrees to provide content, for example 300 to 600 word “articles” about each of their keyword phrases. iii. Client understands, acknowledges and agrees that: (a) Company has no control over the policies of search engines or directories with respect to the type of sites and/or content that they accept now or in the future. Client’s Website may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory entity. Company will resubmit those pages that have been dropped from the index. (b) Some search engines and directories may take as long as two (2) to four (4) months, and in some cases longer, after submission to list Client’s Website. (c) Occasionally, search engines and directories will stop accepting submissions for an indefinite period of time. (d) Occasionally, search engines and directories will drop listings for no apparent or predictable reason. Often listing will “reappear” without any additional submissions. Should the listing not reappear, Company will re-submit the Website based on the current policies of the search engine or directory in question. (e) Some search engines and directories offer expedited listing services for a fee. Client is responsible for all expedited service fees unless otherwise noted in the Order Form. (f) Not withstanding any other provision in this Agreement or any attachment hereto, no SEO services are guaranteed or subject to any warranty and no refund will be issued for any SEO service. c. GRAPHIC DESIGN. All copyright(s) owned or licensed by Company and its contractors in the custom graphic design Deliverable(s) ordered by Client through the Requested Services Form are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. d. COPYWRITING SERVICES. All copyright(s) owned by Company and its contractors in copy written Deliverable(s) ordered by Client through the Requested Services Form are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. e. PHOTOGRAPHY. All copyright(s) owned or licensed by Company and its contractors in photographic Deliverable(s) are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. 2. COMPANY’S AND CLIENT’S RESPONSIBILITIES. a. SCOPE OF WORK. Company shall provide the Requested Services with constructive feedback from the Client. The work product resulting from the Requested Services shall be called the “Deliverable(s).” Unless expressly included herein, additional or subsequent services not related to the original creation of the Deliverable(s) under this Agreement shall be subject to the applicable services agreement of the Company in effect at the time such services are rendered b. CHANGES. Changes to this Agreement, or to any of the specifications of the Deliverable(s), shall become effective only when a written change request is executed by the Client and Company (“Change Order”). Company agrees to notify Client promptly of any factor, occurrence, or event coming to its attention that may affect Company’s ability to meet the requirements of this Agreement, or that is likely to occasion any material delay in the Services. In the event of a conflict between the terms of this Agreement and a Change Order, the terms of this Agreement shall govern. c. CLIENT’S RESPONSIBILITIES. Client agrees to perform all tasks assigned to Client as set forth in this Agreement or a Change Order, and to provide all assistance and cooperation to Company in order to complete timely and efficiently the Deliverable(s). Client is encouraged to provide as much instruction and direction as possible for each Deliverable. Company shall not be deemed in breach of this Agreement, the Services, a Change Order, or any milestone in the event Company’s failure to meet its responsibilities and time schedules is caused by Client’s failure to meet (or delay in) its responsibilities and time schedules set forth herein, a Change Order, or this Agreement. In the event of any such failure or delay by Client (i) all of Company’s time frames, milestones, and/or deadlines shall be extended as necessary; and (ii) Client shall continue to make timely payments to Company as set forth in this Agreement and any Change Order(s) as if all time frames, schedules, or deadlines had been completed by Company. Client shall be responsible for making, at its own expense, any changes or additions to Client’s current systems, software, and hardware that may be required to support operation of the Website, unless the Website is hosted, or to the extent that design, photography, or copyright services are ordered by Client. Unless otherwise contracted with Company or reflected in a Change Order, Client shall be responsible for initially populating and then maintaining any databases on the Website as well as providing all content for the Website. With the execution of a Change Order specifically asking Company to assesses the Client’s systems, software and hardware from time to time, Company may agree to perform this function at normal Company rates. 3. FEES. The following fees, terms, and conditions apply to payment for the Requested Services under this Agreement. a. Hourly Fees. Client shall pay Company the hourly fees for services provided as set forth in Schedule “A.” b. Out of Pocket Expenses. Company shall have the right to also pass on to Client, or request specific payment for or request a deposit to cover, certain out of pocket expenses for stock photos, subscription costs, hosting costs, printing costs, extraordinary postage costs, and shipping costs c. Deposit. An advanced deposit must be received from the Client by the Company prior to the start of any Requested Services. d. Disbursement. The Company shall have the right to disburse fees from any deposit held when such fees are earned and when any payments for out of pocket expenses are paid or then required by a third party. e. Termination. IN THE EVENT OF ANY TERMINATION OF THIS AGREEMENT OR ANY SPECIFIC ORDER FOR REQUESTED SERVICES BY CLIENT, ANY REFUNDS FROM FUNDS HELD ON DEPOSIT SHALL BE REDUCED BY AN AMOUNT DUE FROM FEES FOR WORK COMPLETED AND TO REIMBURSE THE COMPANY FOR ANY OUT OF POCKET EXPENSES. THE CLIENT FURTHER AGREES TO PAY UPON CANCELLATION ANY UNPAID AMOUNT STILL OWING. THE COMPANY IS HEREBY AUTHORIZED TO DEDUCT ANY AMOUNTS REMAINING DUE FROM CLIENT FROM ANY CLIENT DEPOSIT OR REFUNDS, AND TO CHARGE CLIENT’S CREDIT CARD ACCOUNT OR OTHER PAYMENT MECHANISM FOR ANY AMOUNTS OWED FROM TIME TO TIME BY CLIENT TO COMPANY. f. Stock Images. Client acknowledges that should the final design for the Deliverable(s) use stock images, client will be advised of the cost for such images in advance of their purchase, and any such costs shall be paid out of any deposit held by the Company or Client shall otherwise reimburse the Company or specially deposit such amount(s) to cover their costs at the request of the Company. g. Payment. Payment is due upon receipt of invoice and, unless special arrangements have been made in advance, payment for replenishment of a deposit or for any final invoice is expected within ten (10) business days of the invoice date. Final payment shall be made by the Client to the Company at the time of, or before, the release of Deliverable(s). If any deposit is exhausted, all work may cease, in the Company’s sole discretion, until such amount requested is replenished. Payment should be made in U.S. dollars, in checks or drafts, payable to the Company. A finance charge is assessed on past due accounts at the rate of one and one-half percent per month (18.0% APR). While we hope it will never be necessary, if the Company is required to bring a suit against you the Client to collect any portion of our fees or costs, Client shall also pay the Company for all reasonable legal fees and court costs. h. Estimated Fees. We do our best to estimate fees and expenses for matters billed on an hourly basis where asked to do so. However, an estimate is just that, and the fees and expenses required for matters billed on an hourly basis are ultimately a function of many conditions over which we have little or no control. Such estimates, therefore, are not a maximum or minimum fee quotation. Actual fees will be determined in accordance with the provisions described herein. 4. INDEMNIFICATION. a. COMPANY INDEMNITY. In performing services under this Agreement, Company agrees not to design, develop, or provide to Client any items that infringe one or more patents, copyrights, trademarks or other intellectual property rights (including trade secrets), privacy, or other rights of any person or entity. If Company becomes aware of any such possible infringement in the course of performing any work hereunder, Company shall immediately so notify Client in writing. Company agrees to indemnify, defend, and hold Client, its officers, directors, members, employees, representatives, agents, and the like harmless for any such alleged or actual infringement and for any liability, debt, or other obligation arising out of or as a result of or relating to (a) the Agreement, (b) the performance of the Agreement, or (c) the Deliverable(s), other than Client’s responsibilities and Client Content. This indemnification shall include attorney’s fees and expenses, unless Company defends against the allegations using counsel reasonably acceptable to Client. Company’s total liability under this Agreement shall not exceed the amount of the Development Fee derived by Company under this Agreement. b. CLIENT INDEMNITY. Client shall indemnify and hold harmless Company (and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees) from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) incurred by Company as a result of any claim, judgment, or adjudication against Company related to or arising from (a) any photographs, illustrations, graphics, audio clips, video clips, text, data or any other information, content, display, or material (whether written, graphic, sound, or otherwise) provided by Client to Company (the “Client Content”), or (b) a claim that Company’s use of the Client Content infringes the intellectual property rights of a third party. To qualify for such defense and payment, Company must: (i) give Client prompt written notice of a claim; and (ii) allow Client to control, and fully cooperate with Client in, the defense and all related negotiations. 5. REPRESENTATIONS AND WARRANTIES. a. COMPANY. Company makes the following representations and warranties for the benefit of Client: i. No Conflict. Company represents and warrants that it is under no obligation or restriction that would in any way interfere or conflict with the work to be performed by Company under this Agreement and the Order. Client understands that Company is currently working on one or more similar projects for other clients. Provided that those projects do not interfere or conflict with Company’s obligations under this Agreement, those projects shall not constitute a violation of this provision of the Agreement. ii. Conformity, Performance, and Compliance. Company represents and warrants that (1) Deliverable(s) shall be prepared in a workmanlike manner and with professional diligence and skill; (2) Website Deliverable(s) will function under standard HTML conventions; (3) all Deliverable(s) will conform to the specifications and functions set forth in this Agreement or as otherwise agreed to by Client; and (4) Company shall perform all work called for by this Agreement in compliance with applicable laws. Company will repair within a reasonable period of time any Deliverable that does not meet this warranty if the defect affects the usability of Client’s Website. This warranty shall extend for five (5) days after Client’s receipt of Deliverable(s). This warranty does not cover links that change over time, pages that become obsolete over time, content that becomes outdated over time, or other changes that do not result from any error on the part of Company. iii. Disclaimer of All Other Warranties. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN ITS WEB PAGES OR THE WEBSITE WILL MEET THE CLIENT’S REQUIREMENTS OR THAT THE OPERATION OF THE WEB PAGES WILL BE UNINTERRUPTED OR ERROR-FREE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE WEB PAGES AND WEBSITE IS WITH CLIENT. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT, DEVELOPER PROVIDES ITS SERVICES “AS IS” AND WITHOUT WARRANTY OF ANY KIND. THE PARTIES AGREE THAT (A) THE LIMITED WARRANTIES SET FORTH IN THIS SECTION ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY EACH PARTY, AND (B) EACH PARTY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THIS AGREEMENT, PERFORMANCE OR INABILITY TO PERFORM UNDER THIS AGREEMENT, THE CONTENT, AND EACH PARTY’S COMPUTING AND DISTRIBUTION SYSTEM. IF ANY PROVISION OF THIS AGREEMENT SHALL BE UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE, THEN THAT PROVISION SHALL BE DEEMED SEVERABLE FROM THIS AGREEMENT AND SHALL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF ANY REMAINING PROVISIONS. iv. Limitation of Liability. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, LOST PROFITS, WHETHER OR NOT FORESEEABLE OR ALLEGED TO BE BASED ON BREACH OF WARRANTY, CONTRACT, NEGLIGENCE OR STRICT LIABILITY, ARISING UNDER THIS AGREEMENT, LOSS OF DATA, OR ANY PERFORMANCE UNDER THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. THE MAXIMUM REMEDY AVAILABLE TO EITHER PARTY IS ANY AMOUNT PAID BY CLIENT HEREUNDER. COMPANY MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY THIRD PARTY PRODUCTS, THIRD PARTY CONTENT OR ANY SOFTWARE, EQUIPMENT, OR HARDWARE OBTAINED FROM THIRD PARTIES. b. CLIENT. Client makes the following representations and warranties for the benefit of Company: i. Client represents to Company and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Company for inclusion in the Website are owned by Client, or that Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend Company and its subcontractors from any claim or suit arising from the use of such elements furnished by Client. ii. From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. Client agrees that the client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Company and its subcontractors from any claim, suit, penalty, tax, or tariff arising from Client’s exercise of Internet electronic commerce. c. CONFIDENTIALITY. The parties agree to hold each other’s Proprietary or Confidential Information in strict confidence. “Proprietary or Confidential Information” shall include, but is not limited to, written or oral contracts, trade secrets, know-how, business methods, business policies, memoranda, reports, records, computer retained information, notes, or financial information. Proprietary or Confidential Information shall not include any information which: i. is or becomes generally known to the public by any means other than a breach of the obligations of the receiving party; ii. was previously known to the receiving party or rightly received by the receiving party from a third party; iii. is independently developed by the receiving party; or iv. is subject to disclosure under court order or other lawful process. The parties agree not to make each other’s Proprietary or Confidential Information available in any form to any third party or to use each other’s Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each party’s proprietary or confidential information shall remain the sole and exclusive property of that party. The parties agree that in the event of use or disclosure by the other party other than as specifically provided for in this Agreement, the non-disclosing party may be entitled to equitable relief. Notwithstanding termination or expiration of this Agreement, Company and Client acknowledge and agree that their obligations of confidentiality with respect to Proprietary or Confidential Information shall continue in effect for a total period of three (3) years from the Effective Date. 6. FORCE MAJEURE. Neither party will be liable for, or will be considered to be in breach of or default under this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such Party’s reasonable control and that such Party is unable to overcome through the exercise of commercially reasonable diligence. If any force majeure event occurs, the affected Party will give prompt written notice to the other Party and will use commercially reasonable efforts to minimize the impact of the event. 7. RELATIONSHIP OF PARTIES. a. INDEPENDENT CONTRACTOR. Company, in rendering performance under this Agreement, shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. Company shall be solely responsible for and shall hold Client harmless for any and all claims for taxes, fees, or costs, including but not limited to withholding, income tax, FICA, and workers’ compensation. b. NO AGENCY. Client does not undertake by this Agreement, the Order or otherwise to perform any obligation of Company, whether by regulation or contract. In no way is Company to be construed as the agent or to be acting as the agent of Client in any respect, any other provisions of this Agreement notwithstanding. 8. NOTICE AND PAYMENT. a. NOTICE. Any notice required to be given under this Agreement shall be in writing and delivered personally to the other designated party at the addresses listed in the Order mailed by certified, registered or express mail, return receipt requested or by Federal Express. b. CHANGE OF ADDRESS. Either party may change its address to which notice or payment is to be sent by written notice to the other under any provision of this paragraph. 9. TERM AND TERMINATION. a. DELIVERY. Company cannot guarantee the delivery date but will use commercially reasonable efforts to perform the Requested Services in an efficient and timely manner. Any time estimate for delivery of the Deliverable(s) is just an estimate based on then current work load, which, because of the nature of our work, may change without notice. b. TERMINATION. This Agreement may be terminated by either party upon written notice to the other, if the other party breaches any material obligation provided hereunder and the breaching party fails to cure such breach within thirty (30) days of receipt of the notice. This Agreement may be terminated by Company (i) immediately if Client fails to pay any fees hereunder; or (ii) if Client fails to cooperate with Company or hinders Company’s ability to perform the Services hereunder.

A. Lawyer Networks are being developed to provide unique publishing, e-commerce, marketing, discount, and other opportunities for lawyers & law firms, such as participation in the creation of legal publications, e-commerce materials, participating on law review committees and other opportunities.  Such opportunities are limited by geography, practice areas, and other factors entirely determined by us, so please submit your membership application early.  All opportunities are optional.  Some may involve additional cost, some will not.

A. Legally Binding. By accessing and using this Website, or subsequently accessing and using (1) any Provided Content or links to or from such Provided Content, (2) any of the Services made available on, through, or because of this Website, or (3) Our System, You, individually and collectively (with any and every party, legal entity, and organization on whose behalf, or in association with, you access or use the Website, Our Services, or Our System) acknowledge that You have read, understood, and agree to be legally bound by these Terms of Use and all other applicable federal, state, and local laws, regulations, and other terms or conditions, required representations, legal notices, disclaimers, and policies set forth herein and throughout the Website, Our Services, and Our System. B. Advertising. This Website may generate additional revenue through the display of advertisements as may be determined in Our sole discretion, including, without limitation, advertisements on website pages, newsletters, news wire services, news feeds, RSS feeds, and other websites, forums, or media upon which Provided Content, or links thereto, may appear and whether such websites, forums, or media are owned our managed by Us, entities under common control with Us, or Our Affiliates. Advertisers are additionally subject to the terms and conditions of Our separately provided Advertising Agreement. We currently do not accept direct advertisements for the legal services of licensed lawyers, except on pages exclusively containing Provided Content created by one or more authors associated with such lawyer or law firm that is a Registered Information Content Provider. Law firm and authoring attorney contact and other descriptive information provided or displayed in association with Provided Content, in whole or part, is acceptable as solely determined by Us. C. Legal Disclaimers. In addition to Your acknowledgement and agreement with all other disclaimers and limitations on the representations, warranties, and obligations as set forth in these Terms of Use, and elsewhere for Our Services and in Our System, You further acknowledge and agree: D. As is. Website Content is Provided “AS IS” and “WHERE IS.” THE WEBSITE AND ITS PROVIDED CONTENT ARE PROVIDED “AS IS” AND FOR GENERAL INFORMATIONAL PURPOSES ONLY AND “WHERE IS.” E. Disclaimer of Representations and Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. WE DO NOT WARRANT THAT EITHER THE PROVIDED CONTENT OR OUR CONTENT CONTAINED IN THIS WEBSITE OR IN OUR SYSTEM WILL MEET YOUR REQUIREMENTS, THAT YOUR ACCESS OR THE OPERATION OF THIS WEBSITE OR ANY INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT ACCESSIBLE THROUGH THE WEBSITE, OUR SERVICES, OR OUR SYSTEM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE OTHER WEBSITES, CONTINUING RESOURCES, SERVICES OR SYSTEM OF OURS (OR ANY SERVERS THAT MAKE SUCH INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT AVAILABLE) OR OF OUR AFFILIATES, LICENSEES, OR SUB-LICENSEES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT WHETHER PROVIDED CONTENT OR OUR CONTENT, IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. MUCH, MOST, OR ALL OF THE INFORMATION, DATA, MEDIA, IMAGES, OR OTHER CONTENT OF REGISTERED INFORMATION CONTENT PROVIDERS AND ADVERTISERS IS PROVIDED TO US BY PARTIES PRESUMED BY US TO BE EITHER THE REGISTERED INFORMATION CONTENT PROVIDERS OR THE AUTHORIZED AGENTS OR REPRESENTATIVES OF THE REGISTERED INFORMATION CONTENT PROVIDERS OR THE AUTHORS ASSOCIATED WITH THE ACCOUNTS OF EACH. WE DO NOT REPRESENT OR WARRANT THAT ANY SUCH INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER PROVIDED CONTENT OR OUR CONTENT IS ACCURATE OR UP-TO-DATE AND WE MAKE NO COMMITMENT BEYOND THESE TERMS OF USE TO CORRECT OR UPDATE ANY SUCH CONTENT, WHETHER PROVIDED CONTENT OR OUR CONTENT, AND SHALL BEAR NO LIABILITY FOR CLAIMS OR CAUSES OF ACTION RELATED TO SUCH CONTENT. YOU ARE EXPRESSLY ADVISED THAT CONTENT ON THIS WEBSITE OR THROUGHOUT OUR SYSTEM MAY NOT BE ACCURATE, UP-TO-DATE, OR CONSTITUTE A DEFINITIVE OR COMPLETE STATEMENT OF ALL POSSIBLE FACTS, CIRCUMSTANCES, OR APPLICATIONS OF LAW. YOU HEREBY AGREE TO INDEPENDENTLY CONFIRM ANY CURRENT VERACITY OF SUCH CONTENT. F. No Oral or Written Representations & Warranties Outside these Terms of Use. NO ORAL OR WRITTEN REPRESENTATIONS, ADVICE, OR WARRANTIES MADE BY ANY PRINCIPLE, EMPLOYEE, CONTRACTOR, AGENT, OR AFFILIATE OF OURS IN PROVIDING SERVICES UNDER THESE TERMS OF USE THAT EITHER CONTRADICT OR EXCEED THE EXPRESS OBLIGATIONS, REPRESENTATIONS, OR WARRANTIES MADE HEREIN THESE TERMS OF USE SHALL BE CONSIDERED IN ANY MANNER LEGAL BINDING ON US OR ACTIONABLE BY YOU AND SHOULD NOT BE RELIED UPON TO YOUR DETRIMENT BY YOU. G. Certain Disclaimers May Not Apply. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, SO CERTAIN OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS WHICH VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION. H. Not Legal Advice. Neither Provided Content nor Our Content is intended to constitute legal advice in any specific situation and nothing herein this Website, Our Services, or Our System should be considered legal advice or constitute the creation of an attorney-client relationship with any otherwise qualified party. I. Content Availability. We disclaim any representations or warranties regarding the ongoing availability of any Content. We may change or delete Our Content at any any time without notice. Registered Information Content Providers may change or delete any Provided Content accessible to them at any time without our approval or prior permission. We expressly disclaim that this any particular Website, Continuing Resource, or Content will be continuously available, their availability being contingent on server up-time, Registered Information Content Provider changes or deletions to Provided Content, and for other reasons that may be within or outside our control. J. Browser Incompatibility. This Website, Our Continuing Resources, or Our System may not be compatible with your browser or computer configuration. K. Links and References to Other Websites, Resources, Advertisers, Products, or Services. This Website, Our Services, and Our System may contain links or references created by Us, Registered Content Providers, or Advertisers to other websites, resources, services, and products, including, without limitation, those of Advertisers. We shall have no liability to You or to any third-party for any content, materials, purchase or use terms, policies, representations, products, services, or practices relating to any such linked or referenced website, resource, Advertiser, or third-party, and We make no representations, warranties, or guarantees regarding the same. You are solely responsible for reading and understanding any and all applicable terms, conditions, representations, warranties, and policies of any such websites, resources, Advertisers, or third-parties and expressly acknowledge that You access or use any of the same solely at Your own risk. You should not assume that links from this Website, Our System, or Our Services to any other website will result in any beneficial Search Engine Optimization effect to such website and we expressly disclaim any such assumed benefit or effect. L. Not Attorneys or an Attorney Referral Service. We are not attorneys and do not provide legal advice. Nor are we an attorney referral service. We do not collect fees for any referral. We make no representation whatsoever with regard to any Registered Information Content Provider or associated author whose information is made available on or through this Website, Our Services, or Our System or with regard to the quality of his, her, or its legal, tax, or other services. Nor do we limit the number of attorneys, tax practitioners, scholars, or organizations whose information appears on this Website or Our Services, except for such limitations or restrictions set forth herein these Terms of Use, and the policies, legal notices, required representations, and other terms and conditions found on this Website, in Our Services, or in Our System. Rather, we allow a Registered Information Content Provider and their associated authors the opportunity to display and distribute biographical and other information intended to help better inform the public. Submissions for Provided Content on this Website and in Our System, are paid for, by, or on behalf of, Registered Information Content Provider and their associated authors. M. Privacy Policy. A complete statement of Our current privacy policy can be found elsewhere on this Website. Our privacy policy is expressly incorporated into these Terms of Use by this reference. N. Copyright Infringement Notice Policy. A complete statement of Our Copyright Infringement Notice Policy can be found elsewhere on this Website. Our Copyright Infringement Notice Policy is expressly incorporated into these Terms of Use by this reference. O. Affiliates. Affiliates may include other websites, marketing or publishing services, newsletter and news wire services, and other content distribution services (1) owned, managed, or under common control with Us, or (2) owned or managed by third-parties. You acknowledge and agree that We have no control over, and no liability for, any third-party websites, materials, services, representations, or actions. We may advertise, link to, receive and pay commissions, and receive and pay licensing fees to or from affiliated websites and services or work with partners and affiliates whose advertisements may be displayed on this Website and/or Our System and whose own websites or resources may be linked to on this Website and/or Our System. You acknowledge and agree that We, Our Affiliates, Licensees, and Sub-licensees may receive payments and commissions from advertising campaigns, licensing agreements regarding Provided Content, and other forms of commerce on this Website, in Our Services, or System. However, with regard to any third party advertisement, claim, representation, or website, We make no guarantees about the accuracy, currency, content, or quality of the information provided by such third party websites or content, and We assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on any third party websites. Similarly, from time to time in connection with Your use of this Website, You may have access to content items (including, but not limited to, websites) that are owned by third-parties. You acknowledge and agree that We make no guarantees about, and assume no responsibility for, the accuracy, currency, content, or quality of such third party content, and that, unless expressly provided otherwise, these Terms of Use shall govern Your use of any and all third party content. P. Copyright & Trademark Licensing and Limitations on Use. Registered Information Content Providers, Advertisers, or other third-parties own the copyright to the Provided Content published on this Website or in Our System, including, without limitation, text, images, and videos, subject to irrevocable worldwide licensing in perpetuity to Us, Our Affiliates, Licensees, and Sub-licensees. The design, images, and content of this Website and Our System are protected by United States and international laws, including, without limitation, copyright laws, intellectual property laws, and treaties. The trademarks, service marks and logos used and displayed on the Website, Our Services, or Our System belong to Us or others. Nothing on this Website, from Our Services, or in Our System should be construed as granting You, by implication, estoppel or otherwise, any license or right to use any trademark or service mark displayed on this Website, or copyrighted work in part or whole, without the prior written permission of the trademark, service mark or copyright owner, as appropriate. Except for the limited rights licensed to You hereunder, We reserve all of Our rights to this Website, Our Services and System, their design and content. By using this Website, Our Services or System you agree not to reproduce, retransmit, redistribute, disseminate, sell, publish, broadcast, print or circulate any of the Content of this Website or Our System to anyone unless expressly agreed to or approved by Us. You also agree not to access or download databases or information associated with the Website, Our Service, or System by unauthorized electronic means (i.e. hacking or automated scripts). Q. Copyright Notice. All content of this Website are either licensed to us by the owners of such content or are owned by Us or our Affiliates. Copyright © 2015, Interactive Periodicals, LLC. All rights reserved. R. Conflict with other Terms of Use or Agreements. In the event that these Terms of Use conflict with the terms of use, agreements, requirements, or policies on other websites or components of Our System or Our Services, the most recent terms of use, agreements, requirements, or policies that are adopted or implemented shall control. You shall be responsible for reviewing in advance and from time to time the terms of use, agreements, requirements, or policies provided for your review in any component of Our Services or System used by You. S. Licensing Agreements with Third-parties; Waiver of Claims. This Website’s domain name and certain other domain names used by Us or by Our Affiliates under common Control with Us within Our System and for certain of Our Services, and certain other intellectual property rights used by Us or by Our Affiliates in providing this Website, Our System, and Our Services to Unregistered Visitors, Registered Information Content Providers and associated authors, Advertisers, and others, are used by Us subject to certain licensing and other agreements, the continuation or termination of which may be outside Our control. Notwithstanding any other terms, promises, or provisions in these Terms of Use, in Our System or Our Services, You agree to waive all present and future claims or causes of action against Us and Our Affiliates, for any liability, claim, cause, or damages resulting from any current or future change, modification, or discontinuation in this Website, Our System, or Our Services, and for any reason whatsoever resulting from the change, termination, or discontinuation of any rights or agreements used by Us for this Website, our System, or Our Services, and regardless of whether such rights are granted to Us by one or more third-parties or by Our Affiliates, even if such Affiliates are under common control with Us, whether in part or whole. T. Indemnification. You hereby agree to indemnify, defend, and hold Us, Our Affiliates, and Our and their officers, directors, members, managers, owners, agents, information providers, licensors, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs (including, without limitation, reasonable attorneys’ fees) incurred by the Indemnified Parties in connection with any claim arising out of any breach by You of these Terms of Use or other violation of law. You shall use your best efforts to cooperate with Us and Our Affiliates in the defense of any claim. We and Our Affiliates reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You. U. Intellectual Property. This Website, Our Services, Our System, and Advertisements, including, without limitation, the software programs and Provided Content used by the same are properties belonging to Us, Registered Information Content Providers, and Advertisers and are protected by United States, International, and state trademark and other intellectual property laws, as well as by United States and International copyright laws. You represent and warrant that You will not infringe upon or use such protected properties without permission of the respective owners. V. Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES AND OUR AND THEIR, DIRECTORS, MEMBERS, MANAGERS, OWNERS, AGENTS, INFORMATION PROVIDERS, LICENSORS, AND LICENSEES SHALL NOT BE LIABLE FOR ANY PERSONAL INJURY OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR NEGLIGENCE, OMISSION, LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION UNDER ANY LEGAL THEORY (TORT, CONTRACT, EQUITY, OR OTHERWISE), THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE DATA, INFORMATION, IMAGES, OR FUNCTIONS AVAILABLE THROUGH THIS WEBSITE, OUR SYSTEM, OR OUR SYSTEM EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS WEBSITE OR ITS CONTENTS, OUR SYSTEM, OR OUR SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE, OUR SYSTEM, AND SERVICES AND, WITHOUT LIMITING THE FOREGOING, TO RECEIVE A REFUND FOR ANY UNUSED PORTION OF THOSE SERVICES MOST RECENTLY ORDERED BY YOU AND IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION [WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), EQUITY, OR OTHERWISE] EXCEED THE AMOUNT PAID BY YOU TO US FOR USE OF, AND ACCESS TO, THIS WEBSITE, OUR SYSTEM, OR SERVICES FOR YOUR MOST RECENT ORDER, IF ANY. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. W. Modification to Terms and Conditions without Prior Notice. WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO CHANGE, MODIFY, ADD, OR REMOVE PORTIONS OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AT ANY TIME AND WITHOUT ADVANCED NOTICE TO YOU. PLEASE PERIODICALLY CHECK THE TERMS OF USE ON THIS WEBSITE OR ON ANY COMPONENT OF OUR SYSTEM AND SERVICES USED BY YOU FOR CHANGES. YOUR CONTINUED USE OF THIS WEBSITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES. WE WILL POST A NOTICE ON THIS WEBSITE AND/OR ON THIS PAGE FOR UP TO 12 MONTHS AFTER ANY OF THESE TERMS OF USE HAVE BEEN CHANGED OR OTHERWISE UPDATED. CHANGES MADE TO OTHER TERMS OR POLICIES OF OUR SYSTEM, AND/OR OUR SERVICES MAY BE POSTED BY US ON OTHER WEBSITES. IT IS YOUR RESPONSIBILITY TO REVIEW THESE TERMS OF USE AND THE TERMS OF USE AND POLICIES OF OTHER OR SPECIFIC COMPONENTS OF OUR SYSTEM AND SERVICES OR THOSE OF OUR AFFILIATES (AS APPROPRIATE) PERIODICALLY, AND IF AT ANY TIME YOU FIND THESE TERMS OF USE OR THE TERMS OF USE AND POLICIES OF OTHER COMPONENTS OF OUR SYSTEM OR SERVICES OR OF OUR AFFILIATES UNACCEPTABLE, YOU MUST IMMEDIATELY CEASE ALL USE OF THIS WEBSITE, OUR SYSTEM, AND OUR SERVICES. X. Non-disparagement. You shall not make any communication that is intended or reasonably understood to disparage, criticize, condemn or impugn the personal, professional or business reputation of the Site, Service, the name VeriShow, or HBRLABS, its employees, agents, and assigns, including, without limitation, any communication that could be interpreted as impairing the quality of the Service, whether orally or in writing, or by any other manner whatsoever to any person or entity. Y. Severability. If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms of Use to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect. No waiver of any breach of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. Z. Termination. Your right to use of Our Services will be terminated in the event of default under these Terms of Use. Subscription periods run as expressly indicated at the time of Your Subscription. We have no obligations whatsoever to maintain this Website or provide support to You or any other party that is not a paid Subscriber. The rights of non-paid Subscribers to use this Website may be changed or terminated by Us at any time and without notice. AA. Choice of Law. These Terms of Use, and any dispute arising from the relationship between You and Us, shall be governed by and construed in accordance with the laws of the State of South Carolina of the United States, without giving effect to any principles of conflicts of law. BB. Attorney Fees Provision. In any litigation, arbitration, or other proceeding by which We, Our Subsidiaries, Affiliates, Licensees, Sub-licensees, and/or Our or their successors or assigns seek to enforce Our and/or their rights under these Terms of Use (whether in contract, tort, or both) or seek a declaration of any rights or obligations under these Terms of Use, We and/or they shall be awarded Our or their reasonable attorney fees, and costs and expenses incurred, as applicable. CC. Modification of Terms of Use. In addition to and apart from the rights we reserve with regard to Our unilateral modifications of these Terms of Use, Our System, and Our Services, these Terms of Use may be supplemented, amended, or modified by written mutual agreement between Us and individual parties; PROVIDED that no such supplement, amendment, or modification of these Terms of Use shall be binding unless in a writing and expressly agreed to by Us and such specific party or parties. DD. Entire Agreement. These Terms of Use and all agreements, terms, policies, exhibits, and schedules referred to herein constitute the final, complete, and exclusive statement of the terms of the relationship between the parties pertaining to the subject matter of these Terms of Use and supersede all prior and contemporaneous understandings or agreements of the parties. These Terms of Use may not be contradicted by evidence of any prior or contemporaneous statements or agreements unless in a writing signed by Us. No party has been induced to enter into these Terms of Use by, nor is any party relying on, any representation, understanding, agreement, commitment or warranty outside those expressly set forth in these Terms of Use and all agreements, exhibits, and schedules referred to herein. EE. Severability of Agreement. If any term or provision of these Terms of Use is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, such illegal, unenforceable, or invalid provisions or part thereof shall be stricken from these Terms of Use, and such provision shall not affect the legality, enforceability, or validity of the remainder of these Terms of Use. If any provision or part thereof of these Terms of Use is stricken in accordance with the provisions of this section, then this stricken provision shall be replaced, to the extent possible, with a legal, enforceable, and valid provision that is as similar in tenor to the stricken provision as is legally possible. FF. Waiver. No waiver by Us of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of these Terms of Use shall be effective unless it is in writing and signed by Us waiving the breach, failure, right, or remedy, nor shall any such waiver by Us constitute a continuing waiver unless the writing so specifies. GG. Headings. The headings in these Terms of Use are included for convenience only and shall neither affect the construction or interpretation of any provision in these Terms of Use nor affect any of the rights or obligations of the parties to these Terms of Use. HH. Construction. Whenever the singular number is used herein, the same shall include the plural; and the neuter, masculine and feminine genders shall include each other. If any language is stricken or deleted from these Terms of Use, such language shall be deemed never to have appeared herein, if such change appears specifically acknowledged by Us in writing, and no other implication shall be drawn therefrom. The language in all parts of these Terms of Use shall be in all cases construed according to its fair meaning. II. Consent to Jurisdiction and Forum Selection. The parties hereto agree that all actions or proceedings arising in connection with these Terms of Use shall be tried and litigated exclusively in the State and Federal courts located in the County of Richland, State of South Carolina. The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between the parties with respect to or arising out of these Terms of Use in any jurisdiction other than that specified in this paragraph. Each party hereby waives any right it may have to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this paragraph, and stipulates that the State and Federal courts located in the County of Richland, State of South Carolina shall have in personam jurisdiction and venue over each of them for the purpose of litigating any dispute, controversy, or proceeding arising out of or related to this Agreement. Each party hereby authorizes and accepts service of process sufficient for personal jurisdiction in any action against it as contemplated by this paragraph by registered or certified mail, return receipt requested, postage prepaid, to its address for the giving of notices as set forth in these Terms of Use. Any final judgment rendered against a party in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law. Users directly or indirectly accessing this Website from outside the United States also agree to comply with all applicable domestic and international laws and regulations and all laws and regulations of the United States, in addition to these Terms of Use. JJ. Jury Trial Waivers. To the fullest extent permitted by law, You waive any right to trial by jury in any action, suit, proceeding, or counterclaim of any kind arising out of or relating to these Terms of Use. KK. Representation on Authority. You represent and warrant that You are duly authorized and have legal capacity to be bound by these Terms of Use. You represent and warrant that the performance of Your obligations under these Terms of Use have been duly authorized and that these Terms of Use are binding on such party and enforceable in accordance with its terms. LL. Force Majeure. No party shall be liable for any failure to perform its obligations in connection with any action described in these Terms of Use, if such failure results from any act of God, riot, war, civil unrest, flood, earthquake, government intervention or confiscation of assets, or other cause not under such party’s control (including, without limitation, any server, network, Internet, electronic, or communications failure). MM. Assignment. We shall have the right to assign or transfer all or any part of Our rights, duties, and other interests in Your Subscription and Account (if any) or in any of the proceeds thereof (collectively, “Assignment’), to any subsidiary, parent, successor, affiliated company, or any other party without Your consent or prior notice.

March 12, 2013 WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO CHANGE, ADD, OR REMOVE PORTIONS OF THESE TERMS OF USE AT ANY TIME AND WITHOUT ADVANCED NOTICE TO YOU. PLEASE CHECK THE TERMS OF USE ON THIS WEB SITE PERIODICALLY FOR CHANGES. YOUR CONTINUED OR FUTURE USE OF THIS WEBSITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES. Users directly or indirectly accessing this Website from outside the United States also agree to comply with all applicable domestic and international laws and regulations and all laws and regulations of the United States, in addition to these Terms of Use. JOINT AND SEVERAL RESPONSIBILITY AND LIABILITY. WHERE A SINGLE JOURNAL ACCOUNT OR MULTIPLE JOURNAL ACCOUNT IS SUBSCRIBED TO BY A LEGAL ENTITY OR ORGANIZATION, BOTH THE ENTITY OR ORGANIZATION AND EACH INDIVIDUAL AUTHOR OF PROVIDED CONTENT SHALL BEAR JOINT AND SEVERAL RESPONSIBILITY FOR ANY LIABILITY, MAINTENANCE, OR DELETION OF SUCH PROVIDED CONTENT AND ALL PARTIES HERETO ACKNOWLEDGE, REPRESENT, AND WARRANT THAT WE SHALL BEAR NO LIABILITY FOR ANY SUCH PROVIDED CONTENT. WE SHALL NOT BE LIABLE TO ANY PARTY FOR THE LOSS OF ANY PROVIDED CONTENT OR ANY OTHER INFORMATION, DATA, OR FILES AND WHETHER SUCH LOSS OCCURS BY ACCIDENT, OMISSION, OR OTHERWISE. REGISTERED ACCOUNT HOLDERS HAVE THE OBLIGATION TO BACKUP ALL OR THEIR RESPECTIVE PROVIDED CONTENT.

The following definitions shall apply: A. “Advertiser” in the singular and “Advertisers” in the plural shall mean any outside individual, party, company, legal entity, or organization that provides Us, whether for remuneration or not, with one or more commercial advertisements or public service notices or announcements, to be placed on this Website, in our Our System, or in or on other media under Our, our Affiliates’, licensee’s, or sub-licensee’s control. Advertisers are governed by, and must execute, Our Advertising Agreement, in addition to being subject to these Terms of Use, and should contact Us directly. B. “Affiliate” in the singular and “Affiliates” in the plural shall mean any provider of marketing, content distribution, publishing, or other products or services used by Us in providing this Website, Our Services, or Our System that (1) is or are owned, managed, or under common control with Us in whole or part, or (2) is or are owned or managed by third-parties. C. “Content” shall mean both “Provided Content” and “Our Content,” unless otherwise stated or obvious from the context, and shall include, without limitation, information, representations, opinions, data, graphics, photographs, videos, podcasts, recordings, links, files, or other data, information, or media in any form or format, and all attachments thereto included in this Website or Our System. D. “Continuing Resource” in the singular or “Continuing Resources” in the plural shall mean any online blog, review, journal, magazine, forum, news site, newsletter, RSS feed, or other resource for information issued over time with no predetermined conclusion, made available to the public, in successive or integrating issues which may have numerical and/or chronological designation. E. “Internet Computer Service” in the singular and “Internet Computer Services” in the plural shall be as defined under 47 USC §230 of the Communications Decency Act as an internet service provider that provides or enables computer access by multiple users to a computer server, including specifically a service or system that provides access to the Internet F. “Non-registered Visitor” in the singular and “Non-registered Visitors” in the plural shall mean a User or Users of this Website or one or more of the Continuing Resources in Our System who are not Registered Information Content Providers or their associated authors. G. “Our Content” shall mean information, data, or media in any form that originates with Us, independently of any information, data, or media provided to Us by a Registered Information Content Provider. H. “Provided Content” shall mean information, representations, opinions, data, graphics, photographs, videos, podcasts, recordings, links, files, or other data, information, or media in any form or format, and all attachments thereto provided by (1) a Registered Information Content Provider or one or more of its associated authors or (2) an Advertiser to Us to be posted, published, copied, linked to, or otherwise distributed, disseminated, or promoted using Our Continuing Resources, Our System, or using Our Services or the services of Our Affiliates, Licensees, or Sub-licensees, including, without limitation: (a) original, previously unpublished articles, comments, book reviews, case law reviews, and all attachments thereto in any form, format or media, (b) subscriber, firm, company, business entity, organization, or Advertiser information, representations, offers, terms, graphics, banners, links, files, contact, and social media information, descriptions, or links, or (c) individual author profile information, representations, offers, terms, graphics, banners, links, files, contact, and social media information, descriptions, I. “Registered Information Content Provider” in the singular and “Registered Information Content Providers” in the plural shall mean Subscribers, and the individual authors of Provided Content who are registered through or in association with each such Subscriber. Registered Information Content Providers are intended to be limited to: (1) law firms or licensed attorneys in good standing with state licensing bars, (2) certified public accounting firms or certified public accountants in good standing with applicable state licensing boards, (3) legal entities or educational or charitable organizations whose mission directly relates to researching or disseminating information on legal, regulatory, or tax matters and their associated authors, and (4) legal or tax scholars holding a JD, LLM, PhD, or equivalent degree from an accredited institution of higher learning. YOU SHOULD NOT REGISTER OR CONTINUE AN ACCOUNT if you do not qualify as one of the above referenced eligible parties. J. “Services” and “System” shall mean any of the Interactive Services, Continuing Resources, media, and methods offered or made available by or through Us from time-to-time to which a Registered Information Content Provider or its associated authors specifically subscribe and may include, without limitation, posting, publishing, displaying, or distributing Provided Content from time to time, in whole or part, or as links thereto: (1) on this Website or other websites or any of the Continuing Resources made available by Us or through Us to Our Affiliates, Licensees, or Sub-licensees, (2) in periodicals, collections, digests, newsletters, news wire services, news feeds, and RSS feeds, as well as (3) on or through other services relating to the distribution, marketing, printing, copying or publishing of Provided Content in any format, forum, or media, whether such Provided Content is published individually or in one or more collected works, and whether in association with Our Services or System or those of one or more of Our Affiliates, Licensees, or Sub-licensees. We and Our Affiliates, Licensees, and Sub-Licensees may offer new services or make changes to services or our systems from time-to-time and such new or changed services and systems shall be automatically governed by these Terms of Use, whether or not then modified by Us, Our Affiliates, Licensees, or Sub-licensees, and by other policies or requirements We or they may then adopt and which shall apply to all Provided Content, whether previously or subsequently posted, published, displayed, or distributed. K. “Subscriber,” “Subscription,” or “Account” shall mean respectively a Registered Information Content Provider and his, her, or its registered account through which one or more associated authors from time-to-time may publish and/or distribute Provided Content through Our Services or in Our System, or have such Provided Content, and/or links thereto, distributed by Our Services, and/or in Our System, including by Us, Our Affiliates, Our Licensees, or Sub-licensees, or as as may be otherwise granted to Us herein or elsewhere by the Registered Information Content Provider or his, her, or its associated authors. L. “User” in the singular and “Users” in the plural shall mean any and all parties, including both real persons and legal entities, other than Us, who use this Website, Our Services, or Our System or use or, access, publish, republish, or distribute any Provided Content, including, without limitation, (1) Non-registered Visitors or users of this Website, Our Services, or Our System, (2) Advertisers on this Website or Our System, (3) newsletter, news wire, or news feed subscribers, and (4) Registered Information Content Providers, including, without limitation, the registered authors associated with each. M. “Website” shall  mean the interactive website located at lawspree.com (and any subsequent URLs to which this Website or its contents are moved and not merely distributed), and on all URL extensions thereto, and all data, images, information, materials, and services it makes available, EXCLUDING any products or services offered or made available therein by any third-party or websites or resources from or to which it may be linked. This Website is an Internet service made available by Us through servers we own, control, or have access to and is not a tangible product. It operates online under the URL LawSpree.com and the service trademark LawSpree (STM).

A. Conditions of Use. Except as otherwise expressly set forth herein, We grant You a non-exclusive, non-transferable license to use the Website, Our System, Our Services, and the public information or Provided Content contained in, generated by, or distributed through or from them for general informational purposes only, strictly conditioned on these Terms of Use and the legal notices, disclaimers, and policies set forth herein and throughout the Website and System. You agree to not reproduce, redistribute, or create derivatives works from the Website, the System, or Provided Content for any commercial purpose without the prior permission of the copyright holder(s), or to redistribute any Provided Content, except through Our Services or System, 0r as may be consistent with such rights as are retained by you. B. Continued Use. Any subsequent access to this Website, Our Services, or System, or to any Provided Content shall constitute a reaffirmation of Your obligations and Our rights under these Terms of Use and Your agreement to any modifications or amendments hereto or thereto by Us. C. Authorized Representative. If you are accessing this Website within the scope of any employment, or as a representative of another party, entity, or organization, You represent and warrant that You are authorized to bind such employer, party, entity, or organization to these Terms of Use. D. Restrictions on Use. We impose certain restrictions on your permissible use of this Website, Our Services, or System. You are prohibited from violating or attempting to violate any security features of this Website, the Websites throughout Our System, and the Servers hosting them, including, without limitation, (1) accessing content or data not intended for You, or logging onto or attempting to log onto a server or account that you are not authorized to access; (2) attempting to probe, scan, or test the vulnerability of the this Website, or any associated server, system, or network, or to breach security or authentication measures without proper authorization; (3) interfering or attempting to interfere with service to any User, host, or network, including, without limitation, by means of submitting or injecting a virus or other malware to the Website, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” this Website, Our System, or the servers upon which they are hosted; (4) using the Website or Registered Information Content Provider contact information to send, or facilitate the sending of, unsolicited commercial e-mail, including, without limitation, promotions, or advertisements for products or service; (5) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Website; (6) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Us in providing the Website and its service(s); (7) collecting, reconstituting, compiling, or otherwise using the information provided on or through this Website, Our Services, or System whether in whole or in part, for the purpose of reselling, sharing, distributing, or making such information publicly accessible, or for any commercial purpose; or (8) use this Website, Our Services, or System in violation of any law. Any violation of system or network security may subject you to civil and/or criminal liability. E. CONTENT NOTICE & DISCLAIMER.  YOU FULLY ACKNOWLEDGE THAT BOTH OUR CONTENT AND PROVIDED CONTENT ON THIS WEBSITE, IN OUR SYSTEM, OR THROUGH OUR SERVICES, MAY BE INCORRECT, INCOMPLETE, OR OUT-OF-DATE AND THAT WE MAKE NO REPRESENTATIONS OR WARRANTIES OTHERWISE. YOU REPRESENT, AND WARRANT THAT NEITHER OUR CONTENT NOR ANY PROVIDED CONTENT SHALL BE USED TO CONCEIVE, GUIDE, OR STRUCTURE ANY TRANSACTION OR BE USED FOR THE PROVISION OF, OR BASIS FOR, LEGAL ADVICE.  YOU ARE ADVISED TO RETAIN APPROPRIATE COUNSEL KNOWLEDGEABLE WITH YOUR SPECIFIC FACTS AND CIRCUMSTANCES AND APPLICABLE LAWS BEFORE COMMENCING ANY ACTIVITY WITH LEGAL OR TAX CONSEQUENCES. F. Other Websites. Links to other websites and services outside Our control, including, without limitation, certain Affiliate or third-party websites and services, may be found on this Website or in Our System. You acknowledge and agree that: (1) We are not liable for the polices, pricing, or services of such parties; (2) You are solely responsible for reading and understanding all applicable terms and conditions and privacy policies when visiting or using or relying on such websites and services; (3) We make no representations or warranties with regard to any such websites or services; and (4) visitation or use of such websites or services is at your own risk. You represent and warrant that if you do not agree to the foregoing, you shall not click or otherwise click or use any links to such websites or services found on this Website, Our Services, or Our System. G. Linking Policy. You may link to Our Website or other Websites in Our System, PROVIDED (1) any such link or use of any such link shall not be used to suggest or imply the endorsement of any such linking website or services by Us, Registered Information Content Providers or their associated authors, or Advertisers; (2) We reserve and shall have the right at any time to revoke any link to this Website, Our Services, or Our System in Our sole discretion; and (3) in liking to Our Website, Services, or System you agree to immediately remove and to cease and desist in the creation of or continuation of any such link or links at Our request. H. Data Tracking & Privacy Policy. To improve Our Website, Our Services, Our System, Value to Advertisers, and to assist Registered Information Content Providers, and their associated authors, You acknowledge and agree that this Website, Our Services, and Our System may track, aggregate, and compile data and other information of any or all Users using cookies, User IP addresses, re-marketing and tracking scripts to place advertisements on subsequently visited third-party websites, and other common marketing and data tracking practices, and to use and share this data and information with Registered Information Content Providers, Advertisers, and others, and that You have read, understood, and agreed to our Privacy Policy. I. USE DOES NOT ESTABLISH ATTORNEY-CLIENT RELATIONSHIPS. YOUR USE OF THIS WEBSITE OR OUR SYSTEM DOES NOT ESTABLISH AN ATTORNEY-CLIENT RELATIONSHIP WITH ANY PARTICIPATING LAW FIRM OR ATTORNEY PUBLISHING CONTENT ON THIS WEBSITE OR ON OUR SYSTEM. J. CHANGES IN TERMS OF USE & POLICIES.  WE RESERVE, AND SHALL HAVE, THE RIGHT TO CHANGE, ADD, OR REMOVE PORTIONS OF THESE TERMS OF USE IN OUR SOLE DISCRETION, AT ANY TIME, AND WITHOUT ADVANCED NOTICE TO YOU. (PLEASE CHECK THE TERMS OF USE ON THIS WEBSITE, FOR OUR SERVICES, AND FOR OUR SYSTEM PERIODICALLY FOR CHANGES. YOUR CONTINUED USE OF THIS WEBSITE, FOR OUR SERVICES, AND FOR OUR SYSTEM FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES.) K. No Commercial Use of Profile Information. You will use the Website, Server, Services, and System for lawful purposes only and only in strict accordance with these Terms of Use and shall not, without the express consent by the Registered Information Content Provider, use or assist in the use of any profile information of such Registered Information Content Provider for any commercial purposes whatsoever, or send or assist others in sending unsolicited email to any Registered Information Content Provider. L. Internet Computer Services Pursuant to 47 USC §230 of the Communications Decency Act.  You acknowledge and agree that each of the interactive websites, software programs, or other Continuing Resources that are a part of Our Services or Our System, including, without limitation, this Website, that publish, distribute, or disseminate Provided Content is an Internet Computer Service as defined under 47 USC §230 of the Communications Decency Act and provides or enables computer access by multiple users to a computer server, including specifically a service or system that provides access to the Internet and are specifically designed to provide: (1) independent Registered Information Content Providers and their associated authors with interactive websites and other Continuing Resources and services for publishing, distributing, or disseminating posts, articles, comments, book reviews, case law reviews, news items, press releases, images, and other Provided Content, subject to these Terms of Use, and (2) to provide Non-registered Visitors and other parties with searchable, viewable, or receivable information, data, media, links, Continuing Resources, and other Provided Content for general information purposes, subject to these Terms of Use. Advertisers are governed by, and must execute, Our Advertising Agreement, in addition to being subject to these Terms of Use, and should contact Us directly. M. Objectionable Content & Parental Control Pursuant to 47 USC §230 of the Communications Decency Act. Pursuant to 47 USC  §230 of the Communications Decency Act, You are hereby notified and acknowledge that, notwithstanding any other provision in these Terms of Use or on the Website, in Our Services, or in Our System, We, without the obligation to do so, may restrict access to or availability of material that We, in Our sole discretion, determine to be obscene, lewd, lascivious, filthy, excessively violent, extremely controversial, harassing, or otherwise objectionable, whether or not such material is constitutionally protected. You are hereby notified that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist You in limiting access to material that is harmful to minors. Current providers of such protections may be found searching applicable terms, such as “parental control protections”  and “Internet filtering services” in any of the major search engines. N. Reliance on Representations of Others. You acknowledge and agree to Our right to rely on the representations of any and all parties that are, or are applying to become a Registered Information Content Provider, or individual author associated therewith and that We shall have no obligation whatsoever to independently verify any such representations or warranties any such party makes to Us and that any instance of Our requesting information from any such party does not create an obligation for Us to do so in other instances.

A. Registered Information Content Provider(s). In order to submit, post, or publish Provided Content (other than advertisements) on this Website, You must be a Registered Information Content Provider or associated author and be in compliance with the restrictions, obligations, representations, and warranties set forth herein. During the registration process, We may require certain contact, and other basic information, from You to be used in correspondences with You. Registered Information Content Providers and their associated authors are generally limited to parties who are (1) licensed attorneys, (2) certified public accountants, (3) individuals associated with legal entities or educational or charitable organizations whose mission directly relates to researching or disseminating information on legal, regulatory, or tax matters, (4) business, legal, or tax scholars holding a JD, LLM, PhD, or equivalent degree from an accredited institution of higher learning, (5) business entities or individuals who provide information of interest to lawyers or law firms, or is of relevance to the business of practicing law, as solely determined by us. We may, without any obligation to do so, request that a party seeking to become or continue to be a Registered Information Content Provider, or individual author associated therewith, provide additional information as a condition of becoming or continuing to be a Registered Information Content Provider. B. Representations and Warranties. By submitting, posting or publishing Provided Content, whether personally, through a representative, or by requesting technical assistance from Us in your doing so, each Registered Information Content Provider and associated author hereby jointly and severally represents and warrants with respect to such Provided Content that:

(1) All such Provided Content shall be current, truthful, accurate, complete, and up-to-date and should any Provided Content, including, without limitation, Registered Information Content Provider contact information or the contact information of its associated authors be or become false, misleading, inaccurate, incomplete, or out-of-date, such parties shall have the obligation to and shall make the Provided Content current, truthful, accurate, and up-to-date.

(2) No Provided Content submitted, posted, or published by You shall be a(n): (a) solicitation for business or an advertisement, except as is posted pursuant to the additional terms of a mutually executed Advertising Agreement, (b) misrepresentation of the name, identity, or other information of any party, including, without limitation, Your own information; (c) infringement of the legal rights of any party, including, without limitation, the intellectual property rights of any third-party; (d) violation of the non-public contact, personal, or other information of any third-party with a lawful and enforceable expectation that such information is and should remain private; or (e) offensive, libelous, obscene, intrusive, exceedingly controversial, or abusive. NOTWITHSTANDING ANY OTHER PROVISION IN THESE TERMS OF USE, WE SHALL HAVE THE RIGHT, WITHOUT OBLIGATION, TO REFUSE OR TO DELETE (WHETHER BEFORE OR AFTER PUBLICATION) ANY PROVIDED CONTENT WHICH IN OUR SOLE OPINION, OR AS MAY BE BROUGHT TO OUR ATTENTION BY OTHERS, VIOLATES THESE TERMS OF USE, INCLUDING, WITHOUT LIMITATION, THIS SUBSECTION, AND WITHOUT ANY FURTHER OBLIGATION OR REFUND FROM US; PROVIDED THAT ANY REGISTERED INFORMATION CONTENT PROVIDER AND/OR ASSOCIATED AUTHOR WHO INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS OR WHO VIOLATES THESE TERMS OF USE MAY BE TERMINATED, IN OUR SOLE DISCRETION.  THIS RIGHT NOTWITHSTANDING, ALL PROVIDED CONTENT SHALL BE THE SOLE AND COLLECTIVE RESPONSIBILITY OF THE APPLICABLE REGISTERED INFORMATION CONTENT PROVIDER(S) AND THEIR ASSOCIATED AUTHORS AND WE SHALL NOT BE LIABLE FOR DAMAGES, LOSSES, CLAIMS, OR CAUSES OF ACTION RELATED TO ANY PROVIDED CONTENT, EVENT, OR OCCURRENCE RELATED ANY SUCH SUBSCRIBER ACCOUNT, PROVIDED CONTENT, OR ANY VIOLATION BY SUCH PARTIES OF THESE TERMS OF USE OR APPLICABLE LAWS.

(3) Each such party shall not let other parties use his, her, or its Account or account information except strictly as an authorized representative of that party and that each such party shall have the obligation to keep all Account log-in and password information confidential and shall jointly and severally indemnify Us, Our Affiliates, Licensees, and Sub-licensees and hold Us and them harmless, from any legal claims, damages, liabilities, or causes of action of any every manner whatsoever that result from his, her, or its failure to restrict access to his, her, or its Account and log-in information, as well as all events, actions, or occurrences associated with her, her, or its Account. In the event that any such party knows or has reason to suspect that his, her, or its Account or log-in Information has been compromised, he, she, or it shall immediately notify Us and We shall have the right to take measures to protect any such account, this Website, Our Services, or Our System that We deem necessary in Our sole discretion.

(4) Each such party will fully cooperate with Us and promptly perform or implement all actions that are reasonably necessary to protect Us, this Website, Our System, Our Services, and Our Affiliates from any liability or claim of liability related to Services Provided under this Agreement. In the event that You fail to do so, We, with or without prior notice to You, may take any action deemed necessary or actually or potentially useful, in our sole discretion, in furtherance of such objectives, including, without limitation, the suspension, deletion, or termination of any Provided Content or Registered Information Content Provider account.

(5) Each such party shall promptly delete his, her, or its Provided Content (including, without limitation, any banners, profiles, and postings) in the event he, she, or it wishes to either discontinue or not otherwise maintain any specific Provided Content or wishes to discontinue Our services. (Changes and deletions can be made to the Registered Information Content Provider’s Profile or Dashboard, accessible through links found at the bottom of the Homepage of the Website. A Registered Information Content Provider may also contact Us directly should he, she, or it need assistance.)

(6) Each such party have all necessary rights and permissions to submit, use, display, and license such Provided Content consistent with these Terms of Use.

B. Grant of License. Each Registered Information Content Provider and associated author hereby grants Us and Our Affiliates, contractors, licensees and sub-licensees an irrevocable, royalty-free, worldwide license in perpetuity to copy, transmit, distribute, sub-license, publish, display, disseminate, and in all lawful means profit from the Provided Content, and links thereto, as a part of this Website, Our Services, System, or otherwise, including, without limitation, through other websites, RSS Feeds to other websites, newsletters and news wire services, and links to Provided Content. C. Name, Format, and Location Changes. We reserve the right, and you acknowledge Our right, to change, modify, or discontinue the name, location, or format of this Website or of any other website, service, Continuing Resource, or component of Our Services or Our System, and in any manner at any time, without prior notice to You, including, without limitation, (1) changing trade names, trademarks, or service marks due to trademark or other conflicts (2) discontinuing use of any name or component of Our Services or System, moving any Provided Content to any other website, location, or Continuing Resource, or (4) making any other format change, discontinuation, or modification in our Services or Our System as we see fit in our sole discretion.  In the event of any such change, modification, or discontinuation, You agree to waive any claim for loss or damage associated with such change, modification, or discontinuation and regardless of the reason, timing, necessity, or result of such change, modification, or discontinuation. D. Joint and Several Responsibility and Liability. BOTH THE REGISTERED INFORMATION CONTENT PROVIDER AND EACH INDIVIDUAL AUTHOR OF SUCH PROVIDED CONTENT SHALL BEAR JOINT AND SEVERAL RESPONSIBILITY FOR ANY LIABILITY, MAINTENANCE, OR DELETION OF SUCH PROVIDED CONTENT AND ALL PARTIES HERETO ACKNOWLEDGE, REPRESENT, AND WARRANT THAT WE SHALL BEAR NO LIABILITY FOR ANY SUCH PROVIDED CONTENT. WE SHALL NOT BE LIABLE TO ANY PARTY FOR THE LOSS OF ANY PROVIDED CONTENT OR ANY OTHER INFORMATION, DATA, OR FILES AND WHETHER SUCH LOSS OCCURS BY ACCIDENT, OMISSION, OR OTHERWISE. REGISTERED INFORMATION CONTENT PROVIDERS AND THEIR AUTHORS HAVE THE OBLIGATION TO COPY OR BACKUP ALL OR THEIR RESPECTIVE PROVIDED CONTENT. E. Indemnification. EACH SINGLE JOURNAL ACCOUNT SUBSCRIBER AND MULTIPLE JOURNAL ACCOUNT SUBSCRIBER SHALL BE RESPONSIBLE FOR ANY AND ALL ACTIONS, POSTINGS, EVENTS, CLAIMS, OR DAMAGES ASSOCIATED WITH THE USE OF HIS, HER, OR ITS REGISTERED ACCOUNT(S) AND SHALL INDEMNIFY AND HOLD US AND OUR MEMBERS, MANAGERS, PRINCIPALS, EMPLOYEES, CONTRACTORS, AND AFFILIATES HARMLESS FOR EACH AND EVERY CLAIM, DAMAGE, OR CAUSE OF ACTION RELATED TO THE PROVIDED CONTENT, EVENTS, ACTIONS, AND OMISSIONS RELATED TO EACH SUCH ACCOUNT, EXCEPT THAT SINGLE JOURNAL ACCOUNT HOLDERS AND MULTIPLE JOURNAL ACCOUNT HOLDERS AND THEIR REGISTERED INFORMATION CONTENT PROVIDERS EACH SHALL BE JOINTLY AND SEVERALLY RESPONSIBLE FOR ANY AND ALL ACTIONS, POSTINGS, AND EVENTS ASSOCIATED WITH EACH SUCH RESPECTIVE INFORMATION CONTENT PROVIDER ACCOUNT AND SHALL JOINTLY AND SEVERAL INDEMNIFY AND HOLD US AND OUR MEMBERS, MANAGERS, PRINCIPALS, EMPLOYEES, CONTRACTORS, AND AFFILIATES HARMLESS FOR EACH AND EVERY CLAIM, DAMAGE, OR CAUSE OF ACTION RELATED TO THE PROVIDED CONTENT, EVENTS, ACTIONS, AND OMISSIONS RELATED TO EACH SUCH RESPECTIVE INFORMATION CONTENT PROVIDER ACCOUNT. E. Subscription Fees. Subscription Fees may be displayed on Our Website and elsewhere in Our System.  Fees may be per package, per individual item, and hourly for certain open ended services.  Fees for Provided Content are generally incurred upon Submission.  While it is our intention to host Provided Content for a sustained period of time, all Account Subscription Fees, or any per post portion thereof, are deemed earned in-full and non-refundable upon posting of the per post portion of the Provided Content. F. Credits.  Credits for individual items may be given in Our sole discretion in the event of any material error in publishing not caused by You, PROVIDED we are given written notice of such error within 30-days after the item of Provided Content at issue is published, reasonably describing the purported error.  Submission of an item of Provided Content is no guarantee the item will be published. G. Provided Content Termination, Hosting, and Deletion. Subscribers and their authors may terminate the availability of their Provided Content on such Continuing Resources you have access to and as may be distributed through RSS Feeds and links at any time by accessing Your dashboard. We shall make a good faith effort, without an obligation to do so, to continue to host Your Provided Content for a minimum of twenty-four (months) after the Provided Content is first posted, and shall have the right (without the obligation) to continue to do so in perpetuity, unless early deleted by You. We shall have the right to delete any Provided Content the continued publishing of which in our sole discretion violates or is inconsistent with any provision in these Terms of Use, Our DMCA Policy, or the rights of third-parties. We shall have the right to terminate any account of a Registered Information Content Provider who violates these Terms of Use and without any further obligation or refund. H. Provided Content Change or Deletion. Registered Information Content Providers may change or delete any Provided Content that may be made accessible to them by login into any applicable website account without our approval or prior permission. I. Use of Representatives. In the event Provided Content is submitted or posted by a representative or agent of a Registered Information Content Provider, such representative or agent represents and warrants that he, she, or it is authorized to do so by such Registered Information Content Provider, who shall continue to responsible for such Provided Content as set forth herein these Terms of Use. J. Professional Designations. Registered Information Content Providers shall not use any professional designation or credentials unless she or he is actively licensed and in good standing with any applicable licensing board or governmental agency. K. No Fiduciary Duties. By using this Website, Our Services, or System, you acknowledge and agree that we owe You know special fiduciary duty with regard to Our Providing the same, similar, or entirely other or exclusive services to individuals, legal entities, or organizations that may be in competition with You. L. Compliance with Laws & Professional Codes. You acknowledge and agree that it is entirely Your own obligation to ensure that Your use of this Website, Our Services, or System is consistent with applicable codes of professional responsibility and other applicable state bar opinions and policies, or other applicable laws, tax codes, or regulations prior to such use.  You further acknowledge and agree to provide notice to Us of any such element of this Website, Our Service, or System that that You suspect, believe, or have reason to know may be inconsistent with applicable codes of professional responsibility and other applicable state bar opinions and policies, or other applicable laws, tax codes, or regulations prior to such use. M. Internet, Search Rank & Domain Name Disclaimers. We do not make, and expressly disclaim, any representations or warranties with regard to how this Website, Our System, Our Service, or any page or item of Provided Content therein shall get ranked, now or in the future, in search results by search engines or other data search services, or that the history of any domain name, email, or other marketing service or technique used by Us in this Website, Our System, or Our Services, is conducive to positive or optimal results, page rank, or distribution rates.  Notwithstanding any contrary provision herein these Terms of Use, we shall have no liability to You or any third-party whatsoever for any poor search non-optimal rank, search result, email distribution, or marketing effort of any kind, and whether any or all causes of any such non-optimal performance or failure was known to Us or should have been known or anticipated by Us.  This Website, Our System, and Our Services are offered on a strictly as is basis.

A. Our LawNewswires service provides legal news & intelligence directly to news wire subscribers by email.  Registered Information Content Providers and their authors may submit requests to have Provided Content distributed via one or more topical and/or regional e-mail news wires, whether such Provided Content links to (1) Our Continuing Resources, (2) the Registered Information Content Providers own website, or (3) to a third-party website that has published an article, news item, video, podcast or other publication of the Registered Information Content Provider and its associated authors.    

A. Registered Information Content Providers and their associated authors may publish previously unpublished works of original authorship on legal, tax, business, and other appropriate topis in online forum-journals or online law reviews or quarterlies, while retaining copyrights in such works, subject to the licensing rights granted herein these Terms of Use.  Law journals, law reviews, and law quarterlies are subject to submission fees through our package and a la carte price schedule. B. Law journal-forums are non-ISSN online forums. C. Law reviews and Law quarterlies provide single and multi-author scholarly publishing platform.

(1) Law review submissions may be peer reviewed by members of the interactive online publications Review Board to the extent available.  However, to ensure peer availability and to expedite review, each article submission should also include the names and contact information for two (2) currently licensed peers to perform voluntary review of the submission where needed.

(2) Each law review submission may also be included by Us at no additional cost to You in our searchable article database at lawpubs.com or such other database or archive site or sites as determined by Us.  Such searchable article database may display article abstracts publicly with fee-based access to the entire article.

(3) We shall have the sole and exclusive right to profit from such fee-based access.

(4) We reserve the right, without obligation, to obtain ISSN for any individual law journal, law review, or law quarterly and to establish or change submission requirements and policies as We deem appropriate in Our sole discretion.

 

A. Publish your articles in online law legal news sites.

Legal Scribes creates custom content for news items, website content, press releases, and event announcements. Prices are available on our a la carte price schedule.

A. Services. Our LawFirmLabs service provides certain technical services to Subscribers other than processing the submission and posting of Provided Content to our Continuing Resources, such as performing page analytics*, graphic design, profile development, Google re-marketing, custom firm newsletter services, & other technical inbound marketing needs and does so at hourly and/or flat fee rates. [*Analytics are not available during our beta testing period.] B. Service Fees. Payment for hourly-fee or flat-fee services performed at your request is generally required in advance, whether as a flat fee or retainer fee, unless otherwise agreed to by Us. Payment not paid in advance is due upon receipt of invoice and, unless special arrangements have been made in advance, payment for replenishment of a retainer or for any final invoice is expected within ten (10) business days of the invoice date. If any retainer amount is exhausted, all work may cease, in our sole discretion, until it is replenished. Payment should be made in U.S. dollars, in checks or drafts, payable to Interactive Periodicals, LLC. A finance charge is assessed on past due accounts at the rate of one and one-half percent per month (18.0% APR). A minimum of 1/10th of an hour will be billed for each action performed. Hourly-rates are adjusted from time-to-time and may change for services requested after We have provided written notice of such change. Any time estimate for delivery, however, is just an estimate based on then current work load, which, because of the nature of Our work, may change without notice. C.  Hourly rates for LawFirmLabs are currently $40 hours per hour and are available on our a la carte price schedule.

A.     LAWTABLET SERVICES. We agree to supply such services to a LawTablet Subscriber on the terms and conditions set forth in this Agreement.

B.     LawTablet is a subscriber based platform leasing or subleasing to You (1) a domain name (“Domain Name”), and (2) and a blog template and plug-ins (“Template”) designed and developed by one or more third parties and/or modified or designed in part by Us or one or more third parties.  The Template will serve as online platform to interface with such Interactive Resources associated with Law Spree as are made available through such platform from time to time, but may also archive (1) Your original and/or duplicate content, (2) Our content, programs, plugins, and marketing resources, and (3) such other directly or indirectly mutually beneficial content, including, without limitation, advertisements for services, websites, or other resources which, whether managed by Us or Our Affiliates, You have direct or indirect participation. Both the domain name and the Template are provided by Us to You on a strictly AS-IS basis. a. WEBSITE DESIGN & DEVELOPMENT. i. Website Design & Development. The design of any Website requested by Client (“Website”) shall be in substantial conformity with the materials and feedback provided to Company by Client and shall be subject to the final express or reasonably implied approval of Client. Initial page layouts are set forth in Schedule “B,” Website Layout Details, attached hereto and made a part hereof, any and all of which may change in the final deliverable(s) subject to Client’s knowledge or express or reasonably implied approval. Website text will be supplied by the Client unless copywriting services have been requested in writing. Website files approved by Client shall be uploaded onto the web hosting service designated by Client on the Requested Services Form. All server technical issues are to be handled by Company unless otherwise noted amongst all parties. Minor updates and changes include any minor modifications and modifications to work out backend database issues and functionality. This does not include adding features beyond the scope of services indicated on the Requested Services Form. Company shall not include, as determined in its sole discretion, any of the following in the Website or in Client’s directory: text, graphics, sound, or animations that might be viewed as obscene or in furtherance of illegal activities; links to other websites that might be viewed as obscene or related in any way to any illegal activities; invisible text, “black hat” metatags (i.e., text that is present only when a “Webcrawler” or other Web indexing tool accesses the Website), or any other type of hidden text, hidden information, hidden graphics, or other hidden materials in violation of Google Guidelines; or malware of any type. ii. Accessibility of Website during Construction. Throughout the construction of the prototype and the final Website, the Website shall be accessible to Client for monitoring work performed and changes being made. Until Client has approved the final Website, none of the Web Pages for Client’s Website will be accessible to end users. iii. Copyright to Website. Client acknowledges, understands and agrees that Company may use its own and/or may purchase third party licenses for products or services that are necessary for Company to design and develop the Website. Such products may include, but are not limited to server-side applications, clip art, “back-end” applications, music, stock images, or any other copyrighted work (“Outside Content”) which Company deems necessary to purchase on behalf of Client to design and develop the Website. Client further acknowledges and understands that any Outside Content used to design and develop the Website is licensed or owned by Company and/or such third parties and cannot be transferred to Client and is hereby specifically not transferred to Client and shall remain the property of Company and/or such third parties. Outside Content which is owned and/or purchased by Company may be used in the design and/or development of other Web sites separate from Client. Client and Company agree that upon payment in full of the fees associated with the design and development of the Website, Client shall own a worldwide right, title, and interest in and to the Website (including, its source code and content) (the “Custom Programming”). Client and Company agree that Company shall retain a worldwide, royalty-free, non-exclusive, transferable, and perpetual right and license to the Custom Programming including, but not limited to, the right to modify, amend, create derivative works, rent, sell, assign, lease, sublicense, or otherwise alter or transfer the Custom Programming. Client and Company also agree that the design and development of the Website may include source code, documentation, and/or application programs that were previously written or developed by Company and modified to meet Client’s specific requirements (the “Code Content”). Company shall own all worldwide right, title, and interest in and to the Code Content, but shall provide Client (upon payment in full of the fees associated with the design and development of the Website) a worldwide, royalty-free, non-exclusive, transferable and perpetual right and license to use the Code Content. Company, its transferees and assigns retain the right to link to, and to display screen shots, graphics, and design elements of the Website, graphics, images of any deliverable(s), business cards, or promotional items as examples of their work in their respective portfolios. iv. Maintenance. This Agreement does not provide Website maintenance. Changes in the Website or any of its elements requested by the Client beyond the specifications set forth in the Requested Services Form will be subject to Company’s then fees for services. If the Client or an agent other than Company attempts updating Client’s pages, time to repair web pages will be assessed at an hourly rate. If the Client or an agent other than Company attempts updating Client’s pages, time to repair web pages will be assessed at Company’s then fees for services. b. SEO SERVICES. i. If Client requests SEO Services as described in the Requested Services Form, Company is authorized to use the specific keywords and/or phases set forth in Schedule “C,” Search Engine Optimization Services, attached hereto and made a part hereof, for efforts to improve the search engine ranking of the Client’s Website and pages (as set forth in Schedule “A”) in search engines. SEO Services are intended to provide the Client with preferential positioning in selected search engines and report results on an ongoing and timely basis. Client has been informed and acknowledges that no results are guaranteed and that any URL(s) positioning vary through time. SEO Services include: (a) Research keywords and phrases to select appropriate, relevant search terms. The number of keywords is set forth in the Requested Services Form. Additional keyword purchases will require a separate order be placed. (b) Submit Client’s pages to search engines and directories as set forth in the Requested Services Form. (c) Create positioning reports showing rankings in the major search engines and for designated keywords and/or relative to Web sites indicated by Client in the Requested Services Form (or the top ranking websites for such keywords in the event that no Web sites are designated by Client). ii. For the purposes of providing these services, Client agrees: (a) To provide Company with FTP access to its Website for uploading new pages, and making changes for the purpose of SEO Services optimization or approval to go through a third party. (b) To authorize Company use of all Client’s logos, trademarks, Website images, etc., for use in creating informational pages and any other uses as deemed necessary by Company for search engine positioning and optimization. (c) That if Client’s Website is light in textual content, Client will provide additional relevant text content in electronic format for the purpose of creating additional web pages. Client agrees to provide content, for example 300 to 600 word “articles” about each of their keyword phrases. iii. Client understands, acknowledges and agrees that: (a) Company has no control over the policies of search engines or directories with respect to the type of sites and/or content that they accept now or in the future. Client’s Website may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory entity. Company will resubmit those pages that have been dropped from the index. (b) Some search engines and directories may take as long as two (2) to four (4) months, and in some cases longer, after submission to list Client’s Website. (c) Occasionally, search engines and directories will stop accepting submissions for an indefinite period of time. (d) Occasionally, search engines and directories will drop listings for no apparent or predictable reason. Often listing will “reappear” without any additional submissions. Should the listing not reappear, Company will re-submit the Website based on the current policies of the search engine or directory in question. (e) Some search engines and directories offer expedited listing services for a fee. Client is responsible for all expedited service fees unless otherwise noted in the Order Form. (f) Not withstanding any other provision in this Agreement or any attachment hereto, no SEO services are guaranteed or subject to any warranty and no refund will be issued for any SEO service. c. GRAPHIC DESIGN. All copyright(s) owned or licensed by Company and its contractors in the custom graphic design Deliverable(s) ordered by Client through the Requested Services Form are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. d. COPYWRITING SERVICES. All copyright(s) owned by Company and its contractors in copy written Deliverable(s) ordered by Client through the Requested Services Form are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. e. PHOTOGRAPHY. All copyright(s) owned or licensed by Company and its contractors in photographic Deliverable(s) are assigned to Client, with the Company retaining the right to continue to copy and use the same as examples of its work in promotional materials. 2. COMPANY’S AND CLIENT’S RESPONSIBILITIES. a. SCOPE OF WORK. Company shall provide the Requested Services with constructive feedback from the Client. The work product resulting from the Requested Services shall be called the “Deliverable(s).” Unless expressly included herein, additional or subsequent services not related to the original creation of the Deliverable(s) under this Agreement shall be subject to the applicable services agreement of the Company in effect at the time such services are rendered b. CHANGES. Changes to this Agreement, or to any of the specifications of the Deliverable(s), shall become effective only when a written change request is executed by the Client and Company (“Change Order”). Company agrees to notify Client promptly of any factor, occurrence, or event coming to its attention that may affect Company’s ability to meet the requirements of this Agreement, or that is likely to occasion any material delay in the Services. In the event of a conflict between the terms of this Agreement and a Change Order, the terms of this Agreement shall govern. c. CLIENT’S RESPONSIBILITIES. Client agrees to perform all tasks assigned to Client as set forth in this Agreement or a Change Order, and to provide all assistance and cooperation to Company in order to complete timely and efficiently the Deliverable(s). Client is encouraged to provide as much instruction and direction as possible for each Deliverable. Company shall not be deemed in breach of this Agreement, the Services, a Change Order, or any milestone in the event Company’s failure to meet its responsibilities and time schedules is caused by Client’s failure to meet (or delay in) its responsibilities and time schedules set forth herein, a Change Order, or this Agreement. In the event of any such failure or delay by Client (i) all of Company’s time frames, milestones, and/or deadlines shall be extended as necessary; and (ii) Client shall continue to make timely payments to Company as set forth in this Agreement and any Change Order(s) as if all time frames, schedules, or deadlines had been completed by Company. Client shall be responsible for making, at its own expense, any changes or additions to Client’s current systems, software, and hardware that may be required to support operation of the Website, unless the Website is hosted, or to the extent that design, photography, or copyright services are ordered by Client. Unless otherwise contracted with Company or reflected in a Change Order, Client shall be responsible for initially populating and then maintaining any databases on the Website as well as providing all content for the Website. With the execution of a Change Order specifically asking Company to assesses the Client’s systems, software and hardware from time to time, Company may agree to perform this function at normal Company rates. 3. FEES. The following fees, terms, and conditions apply to payment for the Requested Services under this Agreement. a. Hourly Fees. Client shall pay Company the hourly fees for services provided as set forth in Schedule “A.” b. Out of Pocket Expenses. Company shall have the right to also pass on to Client, or request specific payment for or request a deposit to cover, certain out of pocket expenses for stock photos, subscription costs, hosting costs, printing costs, extraordinary postage costs, and shipping costs c. Deposit. An advanced deposit must be received from the Client by the Company prior to the start of any Requested Services. d. Disbursement. The Company shall have the right to disburse fees from any deposit held when such fees are earned and when any payments for out of pocket expenses are paid or then required by a third party. e. Termination. IN THE EVENT OF ANY TERMINATION OF THIS AGREEMENT OR ANY SPECIFIC ORDER FOR REQUESTED SERVICES BY CLIENT, ANY REFUNDS FROM FUNDS HELD ON DEPOSIT SHALL BE REDUCED BY AN AMOUNT DUE FROM FEES FOR WORK COMPLETED AND TO REIMBURSE THE COMPANY FOR ANY OUT OF POCKET EXPENSES. THE CLIENT FURTHER AGREES TO PAY UPON CANCELLATION ANY UNPAID AMOUNT STILL OWING. THE COMPANY IS HEREBY AUTHORIZED TO DEDUCT ANY AMOUNTS REMAINING DUE FROM CLIENT FROM ANY CLIENT DEPOSIT OR REFUNDS, AND TO CHARGE CLIENT’S CREDIT CARD ACCOUNT OR OTHER PAYMENT MECHANISM FOR ANY AMOUNTS OWED FROM TIME TO TIME BY CLIENT TO COMPANY. f. Stock Images. Client acknowledges that should the final design for the Deliverable(s) use stock images, client will be advised of the cost for such images in advance of their purchase, and any such costs shall be paid out of any deposit held by the Company or Client shall otherwise reimburse the Company or specially deposit such amount(s) to cover their costs at the request of the Company. g. Payment. Payment is due upon receipt of invoice and, unless special arrangements have been made in advance, payment for replenishment of a deposit or for any final invoice is expected within ten (10) business days of the invoice date. Final payment shall be made by the Client to the Company at the time of, or before, the release of Deliverable(s). If any deposit is exhausted, all work may cease, in the Company’s sole discretion, until such amount requested is replenished. Payment should be made in U.S. dollars, in checks or drafts, payable to the Company. A finance charge is assessed on past due accounts at the rate of one and one-half percent per month (18.0% APR). While we hope it will never be necessary, if the Company is required to bring a suit against you the Client to collect any portion of our fees or costs, Client shall also pay the Company for all reasonable legal fees and court costs. h. Estimated Fees. We do our best to estimate fees and expenses for matters billed on an hourly basis where asked to do so. However, an estimate is just that, and the fees and expenses required for matters billed on an hourly basis are ultimately a function of many conditions over which we have little or no control. Such estimates, therefore, are not a maximum or minimum fee quotation. Actual fees will be determined in accordance with the provisions described herein. 4. INDEMNIFICATION. a. COMPANY INDEMNITY. In performing services under this Agreement, Company agrees not to design, develop, or provide to Client any items that infringe one or more patents, copyrights, trademarks or other intellectual property rights (including trade secrets), privacy, or other rights of any person or entity. If Company becomes aware of any such possible infringement in the course of performing any work hereunder, Company shall immediately so notify Client in writing. Company agrees to indemnify, defend, and hold Client, its officers, directors, members, employees, representatives, agents, and the like harmless for any such alleged or actual infringement and for any liability, debt, or other obligation arising out of or as a result of or relating to (a) the Agreement, (b) the performance of the Agreement, or (c) the Deliverable(s), other than Client’s responsibilities and Client Content. This indemnification shall include attorney’s fees and expenses, unless Company defends against the allegations using counsel reasonably acceptable to Client. Company’s total liability under this Agreement shall not exceed the amount of the Development Fee derived by Company under this Agreement. b. CLIENT INDEMNITY. Client shall indemnify and hold harmless Company (and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees) from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) incurred by Company as a result of any claim, judgment, or adjudication against Company related to or arising from (a) any photographs, illustrations, graphics, audio clips, video clips, text, data or any other information, content, display, or material (whether written, graphic, sound, or otherwise) provided by Client to Company (the “Client Content”), or (b) a claim that Company’s use of the Client Content infringes the intellectual property rights of a third party. To qualify for such defense and payment, Company must: (i) give Client prompt written notice of a claim; and (ii) allow Client to control, and fully cooperate with Client in, the defense and all related negotiations. 5. REPRESENTATIONS AND WARRANTIES. a. COMPANY. Company makes the following representations and warranties for the benefit of Client: i. No Conflict. Company represents and warrants that it is under no obligation or restriction that would in any way interfere or conflict with the work to be performed by Company under this Agreement and the Order. Client understands that Company is currently working on one or more similar projects for other clients. Provided that those projects do not interfere or conflict with Company’s obligations under this Agreement, those projects shall not constitute a violation of this provision of the Agreement. ii. Conformity, Performance, and Compliance. Company represents and warrants that (1) Deliverable(s) shall be prepared in a workmanlike manner and with professional diligence and skill; (2) Website Deliverable(s) will function under standard HTML conventions; (3) all Deliverable(s) will conform to the specifications and functions set forth in this Agreement or as otherwise agreed to by Client; and (4) Company shall perform all work called for by this Agreement in compliance with applicable laws. Company will repair within a reasonable period of time any Deliverable that does not meet this warranty if the defect affects the usability of Client’s Website. This warranty shall extend for five (5) days after Client’s receipt of Deliverable(s). This warranty does not cover links that change over time, pages that become obsolete over time, content that becomes outdated over time, or other changes that do not result from any error on the part of Company. iii. Disclaimer of All Other Warranties. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN ITS WEB PAGES OR THE WEBSITE WILL MEET THE CLIENT’S REQUIREMENTS OR THAT THE OPERATION OF THE WEB PAGES WILL BE UNINTERRUPTED OR ERROR-FREE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE WEB PAGES AND WEBSITE IS WITH CLIENT. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT, DEVELOPER PROVIDES ITS SERVICES “AS IS” AND WITHOUT WARRANTY OF ANY KIND. THE PARTIES AGREE THAT (A) THE LIMITED WARRANTIES SET FORTH IN THIS SECTION ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY EACH PARTY, AND (B) EACH PARTY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THIS AGREEMENT, PERFORMANCE OR INABILITY TO PERFORM UNDER THIS AGREEMENT, THE CONTENT, AND EACH PARTY’S COMPUTING AND DISTRIBUTION SYSTEM. IF ANY PROVISION OF THIS AGREEMENT SHALL BE UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE, THEN THAT PROVISION SHALL BE DEEMED SEVERABLE FROM THIS AGREEMENT AND SHALL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF ANY REMAINING PROVISIONS. iv. Limitation of Liability. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, LOST PROFITS, WHETHER OR NOT FORESEEABLE OR ALLEGED TO BE BASED ON BREACH OF WARRANTY, CONTRACT, NEGLIGENCE OR STRICT LIABILITY, ARISING UNDER THIS AGREEMENT, LOSS OF DATA, OR ANY PERFORMANCE UNDER THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. THE MAXIMUM REMEDY AVAILABLE TO EITHER PARTY IS ANY AMOUNT PAID BY CLIENT HEREUNDER. COMPANY MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY THIRD PARTY PRODUCTS, THIRD PARTY CONTENT OR ANY SOFTWARE, EQUIPMENT, OR HARDWARE OBTAINED FROM THIRD PARTIES. b. CLIENT. Client makes the following representations and warranties for the benefit of Company: i. Client represents to Company and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Company for inclusion in the Website are owned by Client, or that Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend Company and its subcontractors from any claim or suit arising from the use of such elements furnished by Client. ii. From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. Client agrees that the client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Company and its subcontractors from any claim, suit, penalty, tax, or tariff arising from Client’s exercise of Internet electronic commerce. c. CONFIDENTIALITY. The parties agree to hold each other’s Proprietary or Confidential Information in strict confidence. “Proprietary or Confidential Information” shall include, but is not limited to, written or oral contracts, trade secrets, know-how, business methods, business policies, memoranda, reports, records, computer retained information, notes, or financial information. Proprietary or Confidential Information shall not include any information which: i. is or becomes generally known to the public by any means other than a breach of the obligations of the receiving party; ii. was previously known to the receiving party or rightly received by the receiving party from a third party; iii. is independently developed by the receiving party; or iv. is subject to disclosure under court order or other lawful process. The parties agree not to make each other’s Proprietary or Confidential Information available in any form to any third party or to use each other’s Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each party’s proprietary or confidential information shall remain the sole and exclusive property of that party. The parties agree that in the event of use or disclosure by the other party other than as specifically provided for in this Agreement, the non-disclosing party may be entitled to equitable relief. Notwithstanding termination or expiration of this Agreement, Company and Client acknowledge and agree that their obligations of confidentiality with respect to Proprietary or Confidential Information shall continue in effect for a total period of three (3) years from the Effective Date. 6. FORCE MAJEURE. Neither party will be liable for, or will be considered to be in breach of or default under this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such Party’s reasonable control and that such Party is unable to overcome through the exercise of commercially reasonable diligence. If any force majeure event occurs, the affected Party will give prompt written notice to the other Party and will use commercially reasonable efforts to minimize the impact of the event. 7. RELATIONSHIP OF PARTIES. a. INDEPENDENT CONTRACTOR. Company, in rendering performance under this Agreement, shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. Company shall be solely responsible for and shall hold Client harmless for any and all claims for taxes, fees, or costs, including but not limited to withholding, income tax, FICA, and workers’ compensation. b. NO AGENCY. Client does not undertake by this Agreement, the Order or otherwise to perform any obligation of Company, whether by regulation or contract. In no way is Company to be construed as the agent or to be acting as the agent of Client in any respect, any other provisions of this Agreement notwithstanding. 8. NOTICE AND PAYMENT. a. NOTICE. Any notice required to be given under this Agreement shall be in writing and delivered personally to the other designated party at the addresses listed in the Order mailed by certified, registered or express mail, return receipt requested or by Federal Express. b. CHANGE OF ADDRESS. Either party may change its address to which notice or payment is to be sent by written notice to the other under any provision of this paragraph. 9. TERM AND TERMINATION. a. DELIVERY. Company cannot guarantee the delivery date but will use commercially reasonable efforts to perform the Requested Services in an efficient and timely manner. Any time estimate for delivery of the Deliverable(s) is just an estimate based on then current work load, which, because of the nature of our work, may change without notice. b. TERMINATION. This Agreement may be terminated by either party upon written notice to the other, if the other party breaches any material obligation provided hereunder and the breaching party fails to cure such breach within thirty (30) days of receipt of the notice. This Agreement may be terminated by Company (i) immediately if Client fails to pay any fees hereunder; or (ii) if Client fails to cooperate with Company or hinders Company’s ability to perform the Services hereunder.

A. Lawyer Networks are being developed to provide unique publishing, e-commerce, marketing, discount, and other opportunities for lawyers & law firms, such as participation in the creation of legal publications, e-commerce materials, participating on law review committees and other opportunities.  Such opportunities are limited by geography, practice areas, and other factors entirely determined by us, so please submit your membership application early.  All opportunities are optional.  Some may involve additional cost, some will not.

A. Legally Binding. By accessing and using this Website, or subsequently accessing and using (1) any Provided Content or links to or from such Provided Content, (2) any of the Services made available on, through, or because of this Website, or (3) Our System, You, individually and collectively (with any and every party, legal entity, and organization on whose behalf, or in association with, you access or use the Website, Our Services, or Our System) acknowledge that You have read, understood, and agree to be legally bound by these Terms of Use and all other applicable federal, state, and local laws, regulations, and other terms or conditions, required representations, legal notices, disclaimers, and policies set forth herein and throughout the Website, Our Services, and Our System. B. Advertising. This Website may generate additional revenue through the display of advertisements as may be determined in Our sole discretion, including, without limitation, advertisements on website pages, newsletters, news wire services, news feeds, RSS feeds, and other websites, forums, or media upon which Provided Content, or links thereto, may appear and whether such websites, forums, or media are owned our managed by Us, entities under common control with Us, or Our Affiliates. Advertisers are additionally subject to the terms and conditions of Our separately provided Advertising Agreement. We currently do not accept direct advertisements for the legal services of licensed lawyers, except on pages exclusively containing Provided Content created by one or more authors associated with such lawyer or law firm that is a Registered Information Content Provider. Law firm and authoring attorney contact and other descriptive information provided or displayed in association with Provided Content, in whole or part, is acceptable as solely determined by Us. C. Legal Disclaimers. In addition to Your acknowledgement and agreement with all other disclaimers and limitations on the representations, warranties, and obligations as set forth in these Terms of Use, and elsewhere for Our Services and in Our System, You further acknowledge and agree: D. As is. Website Content is Provided “AS IS” and “WHERE IS.” THE WEBSITE AND ITS PROVIDED CONTENT ARE PROVIDED “AS IS” AND FOR GENERAL INFORMATIONAL PURPOSES ONLY AND “WHERE IS.” E. Disclaimer of Representations and Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. WE DO NOT WARRANT THAT EITHER THE PROVIDED CONTENT OR OUR CONTENT CONTAINED IN THIS WEBSITE OR IN OUR SYSTEM WILL MEET YOUR REQUIREMENTS, THAT YOUR ACCESS OR THE OPERATION OF THIS WEBSITE OR ANY INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT ACCESSIBLE THROUGH THE WEBSITE, OUR SERVICES, OR OUR SYSTEM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE OTHER WEBSITES, CONTINUING RESOURCES, SERVICES OR SYSTEM OF OURS (OR ANY SERVERS THAT MAKE SUCH INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT AVAILABLE) OR OF OUR AFFILIATES, LICENSEES, OR SUB-LICENSEES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER CONTENT WHETHER PROVIDED CONTENT OR OUR CONTENT, IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. MUCH, MOST, OR ALL OF THE INFORMATION, DATA, MEDIA, IMAGES, OR OTHER CONTENT OF REGISTERED INFORMATION CONTENT PROVIDERS AND ADVERTISERS IS PROVIDED TO US BY PARTIES PRESUMED BY US TO BE EITHER THE REGISTERED INFORMATION CONTENT PROVIDERS OR THE AUTHORIZED AGENTS OR REPRESENTATIVES OF THE REGISTERED INFORMATION CONTENT PROVIDERS OR THE AUTHORS ASSOCIATED WITH THE ACCOUNTS OF EACH. WE DO NOT REPRESENT OR WARRANT THAT ANY SUCH INFORMATION, DATA, SOFTWARE, FILES, MEDIA, IMAGES, OR OTHER PROVIDED CONTENT OR OUR CONTENT IS ACCURATE OR UP-TO-DATE AND WE MAKE NO COMMITMENT BEYOND THESE TERMS OF USE TO CORRECT OR UPDATE ANY SUCH CONTENT, WHETHER PROVIDED CONTENT OR OUR CONTENT, AND SHALL BEAR NO LIABILITY FOR CLAIMS OR CAUSES OF ACTION RELATED TO SUCH CONTENT. YOU ARE EXPRESSLY ADVISED THAT CONTENT ON THIS WEBSITE OR THROUGHOUT OUR SYSTEM MAY NOT BE ACCURATE, UP-TO-DATE, OR CONSTITUTE A DEFINITIVE OR COMPLETE STATEMENT OF ALL POSSIBLE FACTS, CIRCUMSTANCES, OR APPLICATIONS OF LAW. YOU HEREBY AGREE TO INDEPENDENTLY CONFIRM ANY CURRENT VERACITY OF SUCH CONTENT. F. No Oral or Written Representations & Warranties Outside these Terms of Use. NO ORAL OR WRITTEN REPRESENTATIONS, ADVICE, OR WARRANTIES MADE BY ANY PRINCIPLE, EMPLOYEE, CONTRACTOR, AGENT, OR AFFILIATE OF OURS IN PROVIDING SERVICES UNDER THESE TERMS OF USE THAT EITHER CONTRADICT OR EXCEED THE EXPRESS OBLIGATIONS, REPRESENTATIONS, OR WARRANTIES MADE HEREIN THESE TERMS OF USE SHALL BE CONSIDERED IN ANY MANNER LEGAL BINDING ON US OR ACTIONABLE BY YOU AND SHOULD NOT BE RELIED UPON TO YOUR DETRIMENT BY YOU. G. Certain Disclaimers May Not Apply. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, SO CERTAIN OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS WHICH VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION. H. Not Legal Advice. Neither Provided Content nor Our Content is intended to constitute legal advice in any specific situation and nothing herein this Website, Our Services, or Our System should be considered legal advice or constitute the creation of an attorney-client relationship with any otherwise qualified party. I. Content Availability. We disclaim any representations or warranties regarding the ongoing availability of any Content. We may change or delete Our Content at any any time without notice. Registered Information Content Providers may change or delete any Provided Content accessible to them at any time without our approval or prior permission. We expressly disclaim that this any particular Website, Continuing Resource, or Content will be continuously available, their availability being contingent on server up-time, Registered Information Content Provider changes or deletions to Provided Content, and for other reasons that may be within or outside our control. J. Browser Incompatibility. This Website, Our Continuing Resources, or Our System may not be compatible with your browser or computer configuration. K. Links and References to Other Websites, Resources, Advertisers, Products, or Services. This Website, Our Services, and Our System may contain links or references created by Us, Registered Content Providers, or Advertisers to other websites, resources, services, and products, including, without limitation, those of Advertisers. We shall have no liability to You or to any third-party for any content, materials, purchase or use terms, policies, representations, products, services, or practices relating to any such linked or referenced website, resource, Advertiser, or third-party, and We make no representations, warranties, or guarantees regarding the same. You are solely responsible for reading and understanding any and all applicable terms, conditions, representations, warranties, and policies of any such websites, resources, Advertisers, or third-parties and expressly acknowledge that You access or use any of the same solely at Your own risk. You should not assume that links from this Website, Our System, or Our Services to any other website will result in any beneficial Search Engine Optimization effect to such website and we expressly disclaim any such assumed benefit or effect. L. Not Attorneys or an Attorney Referral Service. We are not attorneys and do not provide legal advice. Nor are we an attorney referral service. We do not collect fees for any referral. We make no representation whatsoever with regard to any Registered Information Content Provider or associated author whose information is made available on or through this Website, Our Services, or Our System or with regard to the quality of his, her, or its legal, tax, or other services. Nor do we limit the number of attorneys, tax practitioners, scholars, or organizations whose information appears on this Website or Our Services, except for such limitations or restrictions set forth herein these Terms of Use, and the policies, legal notices, required representations, and other terms and conditions found on this Website, in Our Services, or in Our System. Rather, we allow a Registered Information Content Provider and their associated authors the opportunity to display and distribute biographical and other information intended to help better inform the public. Submissions for Provided Content on this Website and in Our System, are paid for, by, or on behalf of, Registered Information Content Provider and their associated authors. M. Privacy Policy. A complete statement of Our current privacy policy can be found elsewhere on this Website. Our privacy policy is expressly incorporated into these Terms of Use by this reference. N. Copyright Infringement Notice Policy. A complete statement of Our Copyright Infringement Notice Policy can be found elsewhere on this Website. Our Copyright Infringement Notice Policy is expressly incorporated into these Terms of Use by this reference. O. Affiliates. Affiliates may include other websites, marketing or publishing services, newsletter and news wire services, and other content distribution services (1) owned, managed, or under common control with Us, or (2) owned or managed by third-parties. You acknowledge and agree that We have no control over, and no liability for, any third-party websites, materials, services, representations, or actions. We may advertise, link to, receive and pay commissions, and receive and pay licensing fees to or from affiliated websites and services or work with partners and affiliates whose advertisements may be displayed on this Website and/or Our System and whose own websites or resources may be linked to on this Website and/or Our System. You acknowledge and agree that We, Our Affiliates, Licensees, and Sub-licensees may receive payments and commissions from advertising campaigns, licensing agreements regarding Provided Content, and other forms of commerce on this Website, in Our Services, or System. However, with regard to any third party advertisement, claim, representation, or website, We make no guarantees about the accuracy, currency, content, or quality of the information provided by such third party websites or content, and We assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on any third party websites. Similarly, from time to time in connection with Your use of this Website, You may have access to content items (including, but not limited to, websites) that are owned by third-parties. You acknowledge and agree that We make no guarantees about, and assume no responsibility for, the accuracy, currency, content, or quality of such third party content, and that, unless expressly provided otherwise, these Terms of Use shall govern Your use of any and all third party content. P. Copyright & Trademark Licensing and Limitations on Use. Registered Information Content Providers, Advertisers, or other third-parties own the copyright to the Provided Content published on this Website or in Our System, including, without limitation, text, images, and videos, subject to irrevocable worldwide licensing in perpetuity to Us, Our Affiliates, Licensees, and Sub-licensees. The design, images, and content of this Website and Our System are protected by United States and international laws, including, without limitation, copyright laws, intellectual property laws, and treaties. The trademarks, service marks and logos used and displayed on the Website, Our Services, or Our System belong to Us or others. Nothing on this Website, from Our Services, or in Our System should be construed as granting You, by implication, estoppel or otherwise, any license or right to use any trademark or service mark displayed on this Website, or copyrighted work in part or whole, without the prior written permission of the trademark, service mark or copyright owner, as appropriate. Except for the limited rights licensed to You hereunder, We reserve all of Our rights to this Website, Our Services and System, their design and content. By using this Website, Our Services or System you agree not to reproduce, retransmit, redistribute, disseminate, sell, publish, broadcast, print or circulate any of the Content of this Website or Our System to anyone unless expressly agreed to or approved by Us. You also agree not to access or download databases or information associated with the Website, Our Service, or System by unauthorized electronic means (i.e. hacking or automated scripts). Q. Copyright Notice. All content of this Website are either licensed to us by the owners of such content or are owned by Us or our Affiliates. Copyright © 2015, Interactive Periodicals, LLC. All rights reserved. R. Conflict with other Terms of Use or Agreements. In the event that these Terms of Use conflict with the terms of use, agreements, requirements, or policies on other websites or components of Our System or Our Services, the most recent terms of use, agreements, requirements, or policies that are adopted or implemented shall control. You shall be responsible for reviewing in advance and from time to time the terms of use, agreements, requirements, or policies provided for your review in any component of Our Services or System used by You. S. Licensing Agreements with Third-parties; Waiver of Claims. This Website’s domain name and certain other domain names used by Us or by Our Affiliates under common Control with Us within Our System and for certain of Our Services, and certain other intellectual property rights used by Us or by Our Affiliates in providing this Website, Our System, and Our Services to Unregistered Visitors, Registered Information Content Providers and associated authors, Advertisers, and others, are used by Us subject to certain licensing and other agreements, the continuation or termination of which may be outside Our control. Notwithstanding any other terms, promises, or provisions in these Terms of Use, in Our System or Our Services, You agree to waive all present and future claims or causes of action against Us and Our Affiliates, for any liability, claim, cause, or damages resulting from any current or future change, modification, or discontinuation in this Website, Our System, or Our Services, and for any reason whatsoever resulting from the change, termination, or discontinuation of any rights or agreements used by Us for this Website, our System, or Our Services, and regardless of whether such rights are granted to Us by one or more third-parties or by Our Affiliates, even if such Affiliates are under common control with Us, whether in part or whole. T. Indemnification. You hereby agree to indemnify, defend, and hold Us, Our Affiliates, and Our and their officers, directors, members, managers, owners, agents, information providers, licensors, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs (including, without limitation, reasonable attorneys’ fees) incurred by the Indemnified Parties in connection with any claim arising out of any breach by You of these Terms of Use or other violation of law. You shall use your best efforts to cooperate with Us and Our Affiliates in the defense of any claim. We and Our Affiliates reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You. U. Intellectual Property. This Website, Our Services, Our System, and Advertisements, including, without limitation, the software programs and Provided Content used by the same are properties belonging to Us, Registered Information Content Providers, and Advertisers and are protected by United States, International, and state trademark and other intellectual property laws, as well as by United States and International copyright laws. You represent and warrant that You will not infringe upon or use such protected properties without permission of the respective owners. V. Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES AND OUR AND THEIR, DIRECTORS, MEMBERS, MANAGERS, OWNERS, AGENTS, INFORMATION PROVIDERS, LICENSORS, AND LICENSEES SHALL NOT BE LIABLE FOR ANY PERSONAL INJURY OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR NEGLIGENCE, OMISSION, LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION UNDER ANY LEGAL THEORY (TORT, CONTRACT, EQUITY, OR OTHERWISE), THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE DATA, INFORMATION, IMAGES, OR FUNCTIONS AVAILABLE THROUGH THIS WEBSITE, OUR SYSTEM, OR OUR SYSTEM EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS WEBSITE OR ITS CONTENTS, OUR SYSTEM, OR OUR SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE, OUR SYSTEM, AND SERVICES AND, WITHOUT LIMITING THE FOREGOING, TO RECEIVE A REFUND FOR ANY UNUSED PORTION OF THOSE SERVICES MOST RECENTLY ORDERED BY YOU AND IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION [WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), EQUITY, OR OTHERWISE] EXCEED THE AMOUNT PAID BY YOU TO US FOR USE OF, AND ACCESS TO, THIS WEBSITE, OUR SYSTEM, OR SERVICES FOR YOUR MOST RECENT ORDER, IF ANY. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. W. Modification to Terms and Conditions without Prior Notice. WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO CHANGE, MODIFY, ADD, OR REMOVE PORTIONS OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AT ANY TIME AND WITHOUT ADVANCED NOTICE TO YOU. PLEASE PERIODICALLY CHECK THE TERMS OF USE ON THIS WEBSITE OR ON ANY COMPONENT OF OUR SYSTEM AND SERVICES USED BY YOU FOR CHANGES. YOUR CONTINUED USE OF THIS WEBSITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES. WE WILL POST A NOTICE ON THIS WEBSITE AND/OR ON THIS PAGE FOR UP TO 12 MONTHS AFTER ANY OF THESE TERMS OF USE HAVE BEEN CHANGED OR OTHERWISE UPDATED. CHANGES MADE TO OTHER TERMS OR POLICIES OF OUR SYSTEM, AND/OR OUR SERVICES MAY BE POSTED BY US ON OTHER WEBSITES. IT IS YOUR RESPONSIBILITY TO REVIEW THESE TERMS OF USE AND THE TERMS OF USE AND POLICIES OF OTHER OR SPECIFIC COMPONENTS OF OUR SYSTEM AND SERVICES OR THOSE OF OUR AFFILIATES (AS APPROPRIATE) PERIODICALLY, AND IF AT ANY TIME YOU FIND THESE TERMS OF USE OR THE TERMS OF USE AND POLICIES OF OTHER COMPONENTS OF OUR SYSTEM OR SERVICES OR OF OUR AFFILIATES UNACCEPTABLE, YOU MUST IMMEDIATELY CEASE ALL USE OF THIS WEBSITE, OUR SYSTEM, AND OUR SERVICES. X. Non-disparagement. You shall not make any communication that is intended or reasonably understood to disparage, criticize, condemn or impugn the personal, professional or business reputation of the Site, Service, the name VeriShow, or HBRLABS, its employees, agents, and assigns, including, without limitation, any communication that could be interpreted as impairing the quality of the Service, whether orally or in writing, or by any other manner whatsoever to any person or entity. Y. Severability. If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms of Use to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect. No waiver of any breach of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. Z. Termination. Your right to use of Our Services will be terminated in the event of default under these Terms of Use. Subscription periods run as expressly indicated at the time of Your Subscription. We have no obligations whatsoever to maintain this Website or provide support to You or any other party that is not a paid Subscriber. The rights of non-paid Subscribers to use this Website may be changed or terminated by Us at any time and without notice. AA. Choice of Law. These Terms of Use, and any dispute arising from the relationship between You and Us, shall be governed by and construed in accordance with the laws of the State of South Carolina of the United States, without giving effect to any principles of conflicts of law. BB. Attorney Fees Provision. In any litigation, arbitration, or other proceeding by which We, Our Subsidiaries, Affiliates, Licensees, Sub-licensees, and/or Our or their successors or assigns seek to enforce Our and/or their rights under these Terms of Use (whether in contract, tort, or both) or seek a declaration of any rights or obligations under these Terms of Use, We and/or they shall be awarded Our or their reasonable attorney fees, and costs and expenses incurred, as applicable. CC. Modification of Terms of Use. In addition to and apart from the rights we reserve with regard to Our unilateral modifications of these Terms of Use, Our System, and Our Services, these Terms of Use may be supplemented, amended, or modified by written mutual agreement between Us and individual parties; PROVIDED that no such supplement, amendment, or modification of these Terms of Use shall be binding unless in a writing and expressly agreed to by Us and such specific party or parties. DD. Entire Agreement. These Terms of Use and all agreements, terms, policies, exhibits, and schedules referred to herein constitute the final, complete, and exclusive statement of the terms of the relationship between the parties pertaining to the subject matter of these Terms of Use and supersede all prior and contemporaneous understandings or agreements of the parties. These Terms of Use may not be contradicted by evidence of any prior or contemporaneous statements or agreements unless in a writing signed by Us. No party has been induced to enter into these Terms of Use by, nor is any party relying on, any representation, understanding, agreement, commitment or warranty outside those expressly set forth in these Terms of Use and all agreements, exhibits, and schedules referred to herein. EE. Severability of Agreement. If any term or provision of these Terms of Use is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, such illegal, unenforceable, or invalid provisions or part thereof shall be stricken from these Terms of Use, and such provision shall not affect the legality, enforceability, or validity of the remainder of these Terms of Use. If any provision or part thereof of these Terms of Use is stricken in accordance with the provisions of this section, then this stricken provision shall be replaced, to the extent possible, with a legal, enforceable, and valid provision that is as similar in tenor to the stricken provision as is legally possible. FF. Waiver. No waiver by Us of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of these Terms of Use shall be effective unless it is in writing and signed by Us waiving the breach, failure, right, or remedy, nor shall any such waiver by Us constitute a continuing waiver unless the writing so specifies. GG. Headings. The headings in these Terms of Use are included for convenience only and shall neither affect the construction or interpretation of any provision in these Terms of Use nor affect any of the rights or obligations of the parties to these Terms of Use. HH. Construction. Whenever the singular number is used herein, the same shall include the plural; and the neuter, masculine and feminine genders shall include each other. If any language is stricken or deleted from these Terms of Use, such language shall be deemed never to have appeared herein, if such change appears specifically acknowledged by Us in writing, and no other implication shall be drawn therefrom. The language in all parts of these Terms of Use shall be in all cases construed according to its fair meaning. II. Consent to Jurisdiction and Forum Selection. The parties hereto agree that all actions or proceedings arising in connection with these Terms of Use shall be tried and litigated exclusively in the State and Federal courts located in the County of Richland, State of South Carolina. The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between the parties with respect to or arising out of these Terms of Use in any jurisdiction other than that specified in this paragraph. Each party hereby waives any right it may have to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this paragraph, and stipulates that the State and Federal courts located in the County of Richland, State of South Carolina shall have in personam jurisdiction and venue over each of them for the purpose of litigating any dispute, controversy, or proceeding arising out of or related to this Agreement. Each party hereby authorizes and accepts service of process sufficient for personal jurisdiction in any action against it as contemplated by this paragraph by registered or certified mail, return receipt requested, postage prepaid, to its address for the giving of notices as set forth in these Terms of Use. Any final judgment rendered against a party in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law. Users directly or indirectly accessing this Website from outside the United States also agree to comply with all applicable domestic and international laws and regulations and all laws and regulations of the United States, in addition to these Terms of Use. JJ. Jury Trial Waivers. To the fullest extent permitted by law, You waive any right to trial by jury in any action, suit, proceeding, or counterclaim of any kind arising out of or relating to these Terms of Use. KK. Representation on Authority. You represent and warrant that You are duly authorized and have legal capacity to be bound by these Terms of Use. You represent and warrant that the performance of Your obligations under these Terms of Use have been duly authorized and that these Terms of Use are binding on such party and enforceable in accordance with its terms. LL. Force Majeure. No party shall be liable for any failure to perform its obligations in connection with any action described in these Terms of Use, if such failure results from any act of God, riot, war, civil unrest, flood, earthquake, government intervention or confiscation of assets, or other cause not under such party’s control (including, without limitation, any server, network, Internet, electronic, or communications failure). MM. Assignment. We shall have the right to assign or transfer all or any part of Our rights, duties, and other interests in Your Subscription and Account (if any) or in any of the proceeds thereof (collectively, “Assignment’), to any subsidiary, parent, successor, affiliated company, or any other party without Your consent or prior notice.

March 12, 2013 WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO CHANGE, ADD, OR REMOVE PORTIONS OF THESE TERMS OF USE AT ANY TIME AND WITHOUT ADVANCED NOTICE TO YOU. PLEASE CHECK THE TERMS OF USE ON THIS WEB SITE PERIODICALLY FOR CHANGES. YOUR CONTINUED OR FUTURE USE OF THIS WEBSITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE WILL MEAN YOU ACCEPT THOSE CHANGES. Users directly or indirectly accessing this Website from outside the United States also agree to comply with all applicable domestic and international laws and regulations and all laws and regulations of the United States, in addition to these Terms of Use. JOINT AND SEVERAL RESPONSIBILITY AND LIABILITY. WHERE A SINGLE JOURNAL ACCOUNT OR MULTIPLE JOURNAL ACCOUNT IS SUBSCRIBED TO BY A LEGAL ENTITY OR ORGANIZATION, BOTH THE ENTITY OR ORGANIZATION AND EACH INDIVIDUAL AUTHOR OF PROVIDED CONTENT SHALL BEAR JOINT AND SEVERAL RESPONSIBILITY FOR ANY LIABILITY, MAINTENANCE, OR DELETION OF SUCH PROVIDED CONTENT AND ALL PARTIES HERETO ACKNOWLEDGE, REPRESENT, AND WARRANT THAT WE SHALL BEAR NO LIABILITY FOR ANY SUCH PROVIDED CONTENT. WE SHALL NOT BE LIABLE TO ANY PARTY FOR THE LOSS OF ANY PROVIDED CONTENT OR ANY OTHER INFORMATION, DATA, OR FILES AND WHETHER SUCH LOSS OCCURS BY ACCIDENT, OMISSION, OR OTHERWISE. REGISTERED ACCOUNT HOLDERS HAVE THE OBLIGATION TO BACKUP ALL OR THEIR RESPECTIVE PROVIDED CONTENT.