PLEASE READ THE FOLLOWING CAREFULLY BEFORE USING THE LICENSEDLAWYER.ORG WEBSITE. IF YOU ARE USING THE SITE AS A VISITOR WITHOUT REGISTRATION, THEN BY USING THE SITE, YOU AGREE THAT SUCH USE CONSTITUTES YOUR ASSENT TO THE TERMS OF THIS AGREEMENT. IF YOU OPT TO APPEAR IN THE GUIDED AND POWER SEARCH SERVICES AND/OR OPT TO INDICATE THAT YOU ARE ACCEPTING NEW CLIENTS, YOU UNDERSTAND THAT BY SELECTING ONE OR BOTH OF THOSE OPTIONS, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IN EITHER INSTANCE, IF YOU AGREE TO THIS AGREEMENT ON BEHALF OF AN ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY TO THIS AGREEMENT. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT ENTITY. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SITE.
LICENSEDLAWYER and its services are owned and operated by EUCLID TECHNOLOGY (referred to hereafter as “We,” “Us” or “Our”). PARTICIPATING BARS provide listings of their respective attorneys in LICENSEDLAWYER.ORG under a subscription agreement with EUCLID TECHNOLOGY.
1. Description of Services. Our goal is to assist our members in growing their businesses by providing a directory of lawyers willing to be listed in the site’s guided and power search services and/or listed on the site as willing to accept new clients. LICENSEDLAWYER.ORG is neither a law firm nor a referral service and neither is the site. The site is an interactive, computerized, attorney directory operated by PARTICIPATING BARS and EUCLID TECHNOLOGY. As a participating attorney on the site, you will have the ability to indicate that you are willing to accept clients that may find you through use of the LICENSEDLAWYER.ORG website. Your use of the site and the services does not create an attorney-client relationship between you and LICENSEDLAWYER, PARTICIPATING BARS or EUCLID TECHNOLOGY. You understand that LICENSEDLAWYER.ORG does not endorse any of the lawyers or law firms (collectively referred to hereafter as a “Law Firm”) listed on the site other than to indicate lawyers listed are licensed by PARTICIPATING BARS and/or are Members in good standing of the PARTICIPATING BAR. PARTICIPATING BARS and EUCLID TECHNOLOGY do not receive any portion of any Law Firm's fees for legal services paid by clients and any arrangements subsequently made by you and any user of the site wishing to engage you (a “Potential Client”). Your engagement by any client(s) is strictly between you and the Potential Client and does not involve PARTICIPATING BARS and EUCLID TECHNOLOGY in any way.
3. Establishment of Attorney-Client Relationship. LICENSED LAWYER does not provide legal services. The site and its services are simply a directory for lawyers and potential clients seeking legal representation. All of the materials and information on the site are provided for informational purposes only, and may not reflect current legal developments or variances in the law of different jurisdictions. The site does not provide legal advice, and nothing on the site should be construed as legal advice or used as a substitute for legal advice. The information on the site is not guaranteed by PARTICIPATING BARS and EUCLID TECHNOLOGY to be correct, complete, up-to-date, reliable or error-free. The use of the site and services offered at the site does not constitute or create an attorney-client relationship between PARTICIPATING BARS and EUCLID TECHNOLOGY and any third party or between a Potential Client and you or any of your partners, employees, agents or affiliates, or between you and any Law Firm you may engage. As between you and a Potential Client or between you and a Law Firm, no attorney-client relationship will be established until you and the Potential Client or the Law Firm you are engaging have formally accepted the engagement and mutually agree to representation. You understand and agree that you are solely responsible for providing legal services to the Potential Client and that the Law Firm you engage to represent you is solely responsible for providing its services to you. You understand and agree that PARTICIPATING BARS and EUCLID TECHNOLOGY, their employees, directors, officers, shareholders, affiliated companies, agents, vendors or suppliers, or service providers shall not be liable for any damages or costs of any type arising out of or in any way connected with your use or misuse of the site or its services (including claims against third parties based on malpractice). You understand and agree that any claim arising out of your relationship with a Potential Client or Law Firm advertised on the site shall be brought solely against such Potential Client or Law Firm.
4. Attorney-Client Privilege and Conflicts.
a. Because LICENSED LAWYER does not provide legal services and because the site is simply an interactive, computerized attorney directory, your use of the site and its services do not confer the benefits that are part of a typical attorney-client relationship. Accordingly, you should refrain from submitting any confidential information in any post or transmission through the site or its services. The site does not assume responsibility for the protection of confidential information, and it is possible that the dissemination of otherwise confidential information may occur through your use of the site and its services. If information that would otherwise be subject to a legal privilege is posted or transmitted on the site, you expressly waive the attorney-client privilege with respect to that information. The maintenance of confidentiality or legal privilege of any information posted or transmitted on the site by you, including information transmitted or posted to any Law Firm or by you to any user on the site, is your sole responsibility. You understand and agree that PARTICIPATING BARS, EUCLID TECHNOLOGY, their employees, directors, officers, shareholders, affiliated companies, agents, vendors or suppliers, or service providers shall not be liable for any damages or costs of any type arising out of or in any way connected with your breach or waiver of attorney-client privilege.
b. It is your sole responsibility to investigate whether there is a conflict of interest such that you cannot represent a Potential Client or engage a particular Law Firm or lawyer. The site does not perform a check for legal conflicts of interest or other conflicts that may exist on your part in connection with the engagement of a Potential Client or Law Firm. Determining whether a legal conflict exists is your sole responsibility. You understand and agree that PARTICIPATING BARS, EUCLID TECHNOLOGY and their its employees, directors, officers, shareholders, affiliated companies, agents, vendors or suppliers, or service providers shall not be liable for any damages or costs of any type arising out of or in any way arising from your failure to investigate potential conflicts of interest arising from your use of the site and its services.
5. Permitted and Prohibited Uses.
b. You may not use the website to violate any applicable local, state, national, or international law, including without limitation any applicable laws relating to antitrust or other illegal trade or business practices, federal and state securities laws, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, and any U.S. laws, rules, and regulations governing the export and re-export of commodities or technical data. You may not upload or transmit any material that infringes or misappropriates any person's copyright, patent, trademark, trade secret, or rights of privacy or publicity or disclose via the site any information the disclosure of which would constitute a violation of a confidentiality obligation or fiduciary duty on your part. You may not upload any viruses, worms, Trojan horses, or other forms of harmful computer code, nor subject LICENSED LAWYER’S network or servers to unreasonable traffic loads, or otherwise engage in conduct deemed disruptive to the ordinary operation of the LICENSED LAWYER.ORG website. You’re strictly prohibited from communicating on or through this site any unlawful, harmful, offensive, threatening, abusive, libelous, harassing, defamatory, vulgar, obscene, profane, hateful, fraudulent, sexually explicit, racially, ethnically, or otherwise objectionable material of any sort, including, but not limited to, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law. You may not use the site in any way that harms PARTICIPATING BARS, EUCLID TECHNOLOGY, their members, licensors, affiliates or vendors, other users of the site, or members of the general public. You may not manipulate identifiers to disguise your identity or the origin of any content or correspondence. You may not impersonate another individual or entity or otherwise misrepresent your affiliation with an individual or entity. You may not use PARTICIPATING BARS’S trademarks in any way to suggest an affiliation with or endorsement by PARTICIPATING BARS of any individual, organization, product, or service.
7. Trademarks. PARTICIPATING BARS and its associated logos (collectively, the “PARTICIPATING BARS Marks”) are trademarks or service marks of PARTICIPATING BARS and may not be copied, imitated or used, in whole or in part, without the prior written permission of PARTICIPATING BARS. The right to use any PARTICIPATING BARS Mark can only be obtained via a separate trademark license agreement with PARTICIPATING BARS and your compliance with any applicable PARTICIPATING BARS Mark usage guidelines. You may not use any metatags or any other “hidden text” utilizing any of PARTICIPATING BARS Marks without our prior written permission, nor may you purchase any PARTICIPATING BARS Marks as advertising keywords. All other trademarks, registered trademarks, product names and company names or logos mentioned on the site and its services are the property of their respective owners. Our reference to any product vendors or service providers, products, services, processes or other information, whether by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or imply endorsement, sponsorship or recommendation thereof.
8. User Submissions. PARTICIPATING BARS and EUCLID TECHNOLOGY do not want to receive confidential or proprietary information from you through the site. By posting, submitting or transmitting any material, information, communication or content (“content”) directly to LICENSEDLAWYER’S site, you (a) agree that such content will be considered non-confidential and non-proprietary, (b) agree that PARTICIPATING BARS and EUCLID TECHNOLOGY will be under no obligation of any kind with respect to such content, and (c) grant to PARTICIPATING BARS and EUCLID TECHNOLOGY a perpetual, worldwide, nonexclusive, royalty-free, fully sublicensable and irrevocable license to reproduce, make derivative works from, use, disclose, and distribute the content to others without limitation. PARTICIPATING BARS and EUCLID TECHNOLOGY have no obligation to add authorship attribution of your content. You understand and agree to waive and forego asserting any moral rights you may have in the content. By submitting content to LICENSEDLAWYER, you represent and warrant that you have authority to provide such content to PARTICIPATING BARS and EUCLID TECHNOLOGY and grant the rights to the content described above, and that doing so does not and will not constitute the infringement or misappropriation of the trade secrets or other confidential information of you or any third party.
9. User Representations. By using the site and its services, you represent and warrant to PARTICIPATING BARS and EUCLID TECHNOLOGY that you are:
a. of legal age and able to form a binding contract with PARTICIPATING BARS and EUCLID TECHNOLOGY;
b. not a direct competitor of EUCLID TECHNOLOGY; and
c. duly licensed to practice law in a jurisdiction within the United States of America and are currently in good standing as a lawyer in such jurisdiction.
IF YOU CANNOT TRUTHFULLY MAKE ALL OF THE ABOVE REPRESENTATIONS, YOU MAY NOT USE THE SITE.
10. Special Matters Regarding the User as a Participating Attorney on the Site.
a. Each Potential Client must agree to be bound by our Consumer/User Agreement. You represent to us that you have reviewed the Consumer/User Agreement, understand the terms thereof and to the extent required of you, agree to act in compliance with this Agreement. We have delineated certain aspects of a Potential Client’s relationship with you in the Consumer/User Agreement in the event that you are engaged by a Potential Client. These provisions include specifying to the Proposed Client that no attorney-client relationship will be established between you until you have formally agreed to be engaged to represent the Potential Client. PARTICIPATING BARS AND EUCLID TECHNOLOGY, however, cannot provide assurances that our efforts to identify the creation or scope of your relationship with the Potential Client will be enforceable. You acknowledge that the relationship of any client (including Potential Clients) and an engaged lawyer are governed by the laws, rules and regulations of the jurisdictions(s) in which that lawyer is licensed to practice law. Accordingly, it is your sole responsibility to assure that such an engagement is in compliance with all such laws, rules and regulations, and you agree that PARTICIPATING BARS AND EUCLID TECHNOLOGY shall have no responsibility or liability in the event that you do not comply with such applicable laws, rules and regulations. Without limiting the foregoing you agree to comply with all laws, rules and regulations that:
i. impose duties or obligations upon you regarding prospective clients, including those prohibiting the unauthorized practice of law in jurisdictions in which you are not licensed;
ii. impose limitations regarding the amount or type of fees that you may accept for legal services;
iii. impose limitations or disclosure requirements regarding advertising by lawyers, I ncluding any restrictions on the advertising of “specialties” and “areas of practice”;
iv. impose requirements that the engagement be reduced to writing, that waivers of conflicts of interest be in writing, that certain disclosures be made to the prospective client or other similar requirements;
v. impose ethical obligations in connection with the engagement of a client, including the clearance of conflicts, the protection of the confidentiality of client information and the preservation of the attorney-client privilege; and
vi. impose record keeping requirements;
b. You agree to be diligent and timely in responding to communications you receive from users of the site.
c. To the extent that you have actual knowledge that this site does not comply with the laws or regulations of any jurisdiction in which it may be received, you will not knowingly accept legal representation based on or resulting from the use of the site from a person located in that jurisdiction.
d. YOU ACKNOWLEDGE AND AGREE THAT PARTICIPATING BARS AND EUCLID TECHNOLOGY MAKE NO REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE VOLUME OR AMOUNT OF BUSINESS THAT MAY BE GENERATED ON ACCOUNT OF YOUR LISTING YOUR PROFILE ON THE SITE.
11. Disclosures Regarding Attorney Advertising.
a. THE SITE MAY CONTAIN ADVERTISING MATERIAL OR LAWYER ADVERTISEMENTS. Some jurisdictions may consider the Site to be a form of advertising for legal services and as such may require specific disclosures. Please read the following carefully:
b. The determination of the need for legal services and the choice of a lawyer are extremely important decisions and should not be based solely upon advertisements. Anyone considering a lawyer should independently investigate the lawyer's credentials and ability, and not rely upon advertisements or self-proclaimed expertise. Hiring a lawyer is an important process that should not be based solely upon advertisements.
c. Neither PARTICIPATING BARS nor any of the Law Firms operate as a lawyer-advertising cooperative, lawyer referral service, prepaid legal insurance provider, or similar organization the business or activities of which include the referral of customers, members, or beneficiaries to lawyers for the performance of fee-generating legal services or the payment for or provision of legal services to the customers, members, or beneficiaries in matters for which they do not bear ultimate responsibility.
d. Before you decide to hire any of the Law Firms, ask them to send you free written information about their qualifications and experience. Additional information about the lawyers or Law Firms may also be obtained by contacting the Bar in the State in which such lawyers or Law Firms are licensed.
e. No representation is made that the quality of the legal or other services to be performed by the Law Firms is greater than the quality of legal or other services performed by other lawyers or other legal professionals. Memberships and offices in legal fraternities and legal societies, technical and professional licenses, and memberships in scientific, technical and professional associations and societies of law or fields of practice do not mean that a lawyer or other legal professional is a specialist, expert, authority or is certified in a particular field of law, nor do such memberships or licenses mean that such a lawyer or legal professional is more expert or competent than any other lawyer or other legal professionals.
f. A description or indication of limitation of practice does not mean that any agency or board has certified such lawyer as a specialist, expert or authority in an indicated field of law practice, nor does it mean that such lawyer is more expert or competent than any other lawyer. We urge all potential clients to make their own independent investigation and evaluation of any lawyer being considered. The fact that certain attorneys or firms concentrate their practices in the defense of bankruptcy cases (or any other field) is not meant to imply that they have gained any specific type of certification in these areas. Indeed, many states do not recognize certifications of specialties in the practice of law and explicitly state that any such certificate, award or recognition is not a requirement to practice law in those states.
g. Within the Site, We may include descriptions of successful representations or lawsuits brought by the Law Firms, or other attorneys not affiliated with the Site or Us. These descriptions are not meant to create any unjustified expectations that similar results can be obtained for others, for each case turns on its own specific factual and legal circumstances. No attorney can guarantee the success of a case and past successes even in very similar lawsuits do not mean that success in a subsequent case is guaranteed or even likely. Past success cannot be an assurance of future success because each case must be decided on its own merits. Results depend upon a variety of factors unique to each case. This site is intended to provide useful, factual information presented in a non-sensational, objective and understandable manner.
h. Except as otherwise noted on the Site the images and pictures on this site are not meant to represent or depict actual persons or events, but rather are merely provided for illustrative purposes only.
i. This Site is not intended for the purpose of advertising legal services to be performed in any state solely by the Law Firms, unless they are specifically licensed to practice in that respective State.
j. To the extent that this Site does not comply with the laws or regulations of any jurisdiction in which it may be received, you will not knowingly accept legal representation based on or resulting from the use of the Site from a person located in that jurisdiction. You will not knowingly accept legal representation based on or resulting from the use of the Site from a person located outside the United States.
13. Limitation of Access and Removal of Access.
a. PARTICIPATING BARS AND EUCLID TECHNOLOGY make commercially reasonable efforts to maintain and provide access to its site and services and will endeavor to provide you with advance warning of restrictions to access due to routine website maintenance. PARTICIPATING BARS AND EUCLID TECHNOLOGY, at their sole discretion, however, reserve the right at any time and from time to time to modify, suspend, discontinue or terminate the sites or services or portions thereof with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, discontinuation or termination of the site or services. You further agree that PARTICIPATING BARS AND EUCLID TECHNOLOGY, their employees, directors, officers, shareholders, affiliated companies, agents and representatives, vendors and suppliers will not be liable to you for the deletion or failure to store any of your content, information, or communications on the site.
15. Links to Third Party Sites and Materials.
b. Your correspondence or business dealings with, or participation in promotions of, members or third-party advertisers found on or through the site, including the quality or appropriateness of the goods or services and the payment for and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. PARTICIPATING BARS and EUCLID TECHNOLOGY cannot be held responsible for your interactions with any third parties, and you agree that PARTICIPATING BARS and EUCLID TECHNOLOGY, their employees, directors, officers, shareholders, affiliated companies, agents and representatives, vendors and suppliers shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the site.
16. Assignment and Delegation. This Agreement is not assignable or transferable by you without PARTICIPATING BARS and EUCLID TECHNOLOGY’s prior written consent. Any purported transfer without PARTICIPATING BARS and EUCLID TECHNOLOGY’s written authorization shall be void. PARTICIPATING BARS and EUCLID TECHNOLOGY may assign its rights and/or delegate their duties under this Agreement in whole or in part without your consent. Upon assignment or delegation, PARTICIPATING BARS and EUCLID TECHNOLOGY shall cease to be a party hereto and shall have no further rights or duties with respect to you under this Agreement to the extent its rights and obligations have been so assigned or delegated. The assignee or delegate shall assume the rights and duties transferred by PARTICIPATING BARS and EUCLID TECHNOLOGY. No agency, partnership, joint venture, or employment relationship is created between PARTICIPATING BARS and EUCLID TECHNOLOGY and you as a result of this Agreement.
17. Disclaimer of Warranties. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, PARTICIPATING BARS AND EUCLID TECHNOLOGY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. PARTICIPATING BARS AND EUCLID TECHNOLOGY MAKE NO REPRESENTATIONS OR WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT YOUR USE OF THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO PARTICIPATING BARS AND EUCLID TECHNOLOGY MAKE ANY REPRESENTATION OR WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES. PARTICIPATING BARS AND EUCLID TECHNOLOGY FURTHER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE RESULTS YOU MAY ACHIEVE ON ACCOUNT YOUR USE OF THE SITE AND SERVICES AND AS TO THE RESULTS YOU MAY ACHIEVE ON ACCOUNT OF ANY RELATIONSHIP YOU ELECT TO CREATE WITH A POTENTIAL CLIENT, LEGAL PROFESSIONAL OR LAW FIRM. PARTICIPATING BARS AND EUCLID TECHNOLOGY MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING ANY POTENTIAL CLIENT OR LAW FIRM, INCLUDING, WITHOUT LIMITATION, ANY LAW FIRM’S ABILITY TO OBTAIN A FAVORABLE RESULT OR ANY POTENTIAL CLIENT’S ABILITY TO PAY YOUR LEGAL FEES. PARTICIPATING BARS AND EUCLID TECHNOLOGY MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR SERVICES OR THE INFORMATION, CONTENT, DATA, OR MATERIALS, DISPLAYED ON THE SITE AND ITS SERVICES.
IN NO EVENT SHALL PARTICIPATING BARS OR EUCLID TECHNOLOGY OR ANY OF THEIR AFFILIATED COMPANIES, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE, MISUSE OF OR INABILITY TO USE THE SITE OR SERVICES, EVEN IF PARTICIPATING BARS OR EUCLID TECHNOLOGY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
YOU UNDERSTAND AND AGREE THAT ANY DATA, CONTENT, OR SOFTWARE DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE, SERVICES, OR APPLICATION PROGRAMMING INTERFACES OR ANY THIRD PARTY PRODUCT ACCESSING THE SITE AND SERVICES IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM(S) OR LOSS OF DATA OR BUSINESS INTERRUPTION THAT RESULTS FROM THE DOWNLOAD OF DATA, CONTENT, OR SERVICES. EUCLID TECHNOLOGY SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS OR CONTENT CONTAINED, SUGGESTED OR REFERENCED IN OR APPEARING ON THE SITE. YOUR USE AND PARTICIPATION IN THE SITES AND SERVICES IS SOLELY AT YOUR OWN RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PARTICIPATING BARS OR EUCLID TECHNOLOGY OR THROUGH LICENSEDLAWYER OR THIRD PARTIES ON THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE AND SERVICES, THAT YOUR USE OF THE SITES AND SERVICE IS AT YOUR SOLE RISK.
BECAUSE SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
18. Limitation of Liability. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL PARTICIPATING BARS OR EUCLID TECHNOLOGY OR ANY OF THEIR AFFILIATED COMPANIES, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE WEBSITES OR SERVICES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE WEBSITES OR SERVICES OR FOR ANY INFORMATION OBTAINED THROUGH THE WEBSITES OR SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OR CORRUPTION OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF PARTICIPATING BARS OR EUCLID TECHNOLOGY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
PARTICIPATING BARS AND EUCLID TECHNOLOGY’S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS IN CONNECTION WITH YOUR USE OR MISUSE OF THE SITE AND THE SERVICES WILL NOT EXCEED AN AMOUNT IN EXCESS OF THE AMOUNT PAID BY YOU TO PARTICIPATING BARS AND EUCLID TECHNOLOGY, IF ANY. YOU AGREE AND ACKNOWLEDGE THAT THE FOREGOING LIMITATIONS ON LIABILITY ARE AN ESSENTIAL BASIS OF THE BARGAIN AND THAT PARTICIPATING BARS AND EUCLID TECHNOLOGY WOULD NOT PROVIDE THE SITE OR SERVICES ABSENT SUCH LIMITATION.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF LIABILITIES MAY NOT APPLY TO YOU.
19. Notification of Possible Copyright Infringement. In accordance with the Digital Millennium Copyright Act (17 USC § 512), any notifications of claimed copyright infringement must be sent to our Designated Agent:
21. General. PARTICIPATING BARS and EUCLID TECHNOLOGY are based in the United States. PARTICIPATING BARS and EUCLID TECHNOLOGY make no claim that the data or content on its site or its services are appropriate or may be downloaded outside of the United States. Access to the site and services may not be legal by certain persons or in certain countries. If you access the site from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. These Terms are governed in all respects by the laws of the State of Utah, excluding that state’s conflicts of laws provisions. Any action or proceeding arising out of or related to these Terms or your use of the site or services must be brought in the state or federal courts of the State of Utah and you consent to the exclusive personal jurisdiction and venue of such courts. Any cause of action you may have with respect to your use of the sites or services must be commenced within one (1) year after the claim or cause of action arises. The provisions of the UN Convention on Contracts for the International Sale of Goods will not apply to these Terms, and you expressly waive all rights of application or appeal, if any, to non-U.S. courts in connection with any question of law. A party may give notice to the other party only in writing at that party's principal place of business, attention of that party's principal legal officer, or at such other address or by such other method as the party shall specify in writing. Notice shall be deemed given upon personal delivery or facsimile with proof of receipt of transmission, or, if sent by certified mail with postage prepaid, 5 business days after the date of mailing, or, if sent by international overnight courier with postage prepaid, 7 business days after the date of mailing. If any provision herein is held to be unenforceable, the remaining provisions will continue in full force without being affected in any way. Further, the parties agree to replace such unenforceable provision with an enforceable provision that most closely approximates the intent and economic effect of the unenforceable provision. Section headings are for reference purposes only and do not define, limit, construe or describe the scope or extent of such section. The failure of PARTICIPATING BARS and EUCLID TECHNOLOGY to act with respect to a breach of these Terms by you or others does not constitute a waiver and shall not limit PARTICIPATING BARS and EUCLID TECHNOLOGY’s rights with respect to such breach or any subsequent breaches. These Terms set forth the entire understanding and agreement of the parties, and supersede any and all oral or written agreements or understandings between the parties, as to their subject matter.