Terms of Use

1.ACCEPTANCE AND TERMS OF SERVICE

This website is owned and operated by St Clair Associates Law Media, LLC, a Delaware limited liability company with offices at 150 East 42nd Street, Mezzanine Level, New York, New York 10017 (along with any parent, subsidiaries, or divisions, including but not limited to St Clair Associates Law Media Properties, LLC and St Clair Associates Law Media Canada, Inc., collectively “St Clair Associates Law”, “us” or “we”). These Terms of Use (this “Agreement” or “Terms”) are an agreement between you (“you”) and St Clair Associates Law and set forth the legally binding terms of your use of this website and other platforms and interactive properties, including but not limited websites and mobile applications (collectively, the “St Clair Associates Law Applications”), and any information, content, materials and/or data provided or given access by St Clair Associates Law to youin either print or digital formats (“Content”), whether or not login-in, registration and/or a subscription fee is required to access the St Clair Associates Law Applications or Content. By accessing or using the St Clair Associates Law Applications or Content, you signify your assent to these Terms. If you do not agree to these Terms, please do not access or use the St Clair Associates Law Applications or Content.

Registration data and certain other demographic information about you are subject to St Clair Associates Law’s Privacy Policy. For more information, see St Clair Associates Law’s Privacy Policy which is incorporated in full herein by reference.

Updates to Terms.St Clair Associates Law reserves the right, at its discretion, to change, modify, add or remove portions of these Terms at any time. Please check these terms and conditions periodically for changes. Your continued use of the St Clair Associates Law Application following the posting of changes to these Terms will mean you accept those changes.

Electronic Form/Communications.By accessing the St Clair Associates Law Applications, you consent to having this Agreement provided to you in electronic form and receiving communications from us electronically.We may communicate with you by postal mail, e-mail or by posting notices on the St Clair Associates Law Applications.You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirements that such communications be in writing.

2.USE OF THE St Clair Associates Law APPLICATIONS AND CONTENT

License.Subject to these Terms and any fees as applicable, St Clair Associates Law grants you a limited, non-exclusive, non-transferable, revocable right to use the St Clair Associates Law Applications and the Content solely for your personal, noncommercial use (e.g., viewing the Content on screen; printing paper copies for personal use or electronically saving limited portions of Content). All other rights are expressly reserved by St Clair Associates Law. You agree that you will not, unless specifically permitted by us (i) copy, display or distribute any part of the Content or St Clair Associates Law Applications, in any medium, without St Clair Associates Law’s prior written consent, (ii) alter or modify any part of the St Clair Associates Law Applications other than as may be reasonably necessary to use the St Clair Associates Law Applications for their intended purpose, (iii) alter any Content or change or remove any copyright or other proprietary notices; or (iv) install, post or distribute any part of the Content on any electronic network, including without limitation the Internet and the World Wide Web, or create a database (electronic or otherwise) using any portion of the St Clair Associates Law Applications or Content. Use of the St Clair Associates Law Applications or Content via mechanical, programmatic, robotic, scripted, spider, manual or any other automated means is strictly prohibited. Unless otherwise agreed to by St Clair Associates Law in writing, use of the St Clair Associates Law Applications or Content is permitted only via manually conducted, discrete, individual search and retrieval activities.You may not conduct any kind of systemic retrieval of data or Content from any St Clair Associates Law Application.

Withdrawal.St Clair Associates Law reserves the right at any time to withdraw from the Content any item or part of an item for which it no longer retains the right to publish, chooses to no longer offer for any reason, or which it has reasonable grounds to believe infringes copyright or is defamatory, obscene, unlawful or otherwise objectionable.

Registration and Profile Creation.In order to access certain features of the St Clair Associates Law Applications, you may be required to register and/or create a user profile (an “Account”) by creating a username and password and providing certain profile and contact information. We may require or permit you to use your credentials for a third-party platform (such as LinkedIn) to so register (a “Social Sign-On”).Your Account shall only be used by you and only in connection with the applicable St Clair Associates Law Application and may not be used in connection with other St Clair Associates Law products. You are responsible for maintaining the confidentiality of your Account and password, and are responsible for all activities that occur under your Account and password.Sharing, selling or transferring your Account or password with or to any other person or making it available to multiple users on a network is strictly prohibited. You hereby agree to (i) provide information about yourself as prompted by the registration form that is true, accurate, current and complete; (ii) maintain and promptly update your personal information (by sending an appropriately worded e-mail to [email protected] Clair Associates Law.com to keep it fully up to date); (iii) ensure that you exit from your member account at the end of each session; and (iv) notify St Clair Associates Law in writing of any unauthorized use of your Account or password or any other breach of security at [email protected] Clair Associates Law.com.You agree not to impersonate any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s username, password or other account information or another person’s name, likeness, voice, image or photograph. If you provide (or we have reason to suspect that you have provided) any information that is untrue, inaccurate, not current, or incomplete, or there is unauthorized use of your Account or we suspect fraudulent or abusive activity, we have the right, among other remedial options, to require you to use and pay for an additional account for the relevant product and/or interrupt, restrict, suspend or terminate your current or future use of or access to the St Clair Associates Law Applications (or any portion thereof), without notice to you. You shall cooperate with us in any fraud investigation and use any reasonable fraud prevention measures we prescribe. Failure to cooperate will result in your liability for all fraudulent usage.

No Interference.You will take no action to interfere with, interrupt, destroy or limit the functionality of the St Clair Associates Law Applications or any computer software or hardware or telecommunications equipment.You may not use the St Clair Associates Law Applications in any manner that could damage, disable, overburden, or impair any St Clair Associates Law server, or the network(s) connected to any St Clair Associates Law server, or interfere with any other party’s use and enjoyment of any St Clair Associates Law Applications.You may not attempt to gain unauthorized access to any St Clair Associates Law Applications, other accounts, computer systems or networks connected to any St Clair Associates Law server or to any of the St Clair Associates Law Applications, through hacking, cracking, distribution of counterfeit software, password mining or any other means.You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the St Clair Associates Law Applications.You may not reverse engineer, decompile or disassemble any software accessed through St Clair Associates Law Applications, including any proprietary communications protocol used by St Clair Associates Law.

Security. St Clair Associates Law has implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure.However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes.You acknowledge that you provide your personal information at your own risk.

Modification to Services. St Clair Associates Law has the right to modify the St Clair Associates Law Applications and Content at any time in its sole discretion.Your only right with respect to any dissatisfaction with any modifications made pursuant to this provision, or any policies or practices of St Clair Associates Lawin providing its products, services, Content or any St Clair Associates Law Applications is to stop using the St Clair Associates Law Applications as set forth herein.

3.DIGITAL MILLENNIUM COPYRIGHT ACT (“DMCA”) NOTICE

Materials may be made available via the St Clair Associates Law Applications by third parties not within St Clair Associates Law’s control. St Clair Associates Law is under no obligation to, and does not, scan content used in connection with the St Clair Associates Law Application for the inclusion of illegal or impermissible content. However, St Clair Associates Law respects the copyright interests of others. It is St Clair Associates Law’s policy not to permit materials known by St Clair Associates Law to infringe another party’s copyright to remain on the St Clair Associates Law Applications. If you believe any materials on an St Clair Associates Law Application infringe a copyright, you should provide us with written notice that at a minimum contains:

a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit St Clair Associates Law to locate the material;

information reasonably sufficient to permit St Clair Associates Law to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

4.THIRD PARTY CONTENT; LINKING

Third Party Opinions. The St Clair Associates Law Applications may contain views, opinions and statements of various third party individuals and organizations. St Clair Associates Law neither endorses nor makes any representation or warranty whatsoever regarding the views, opinions or statements provided by any third party or any user of the St Clair Associates Law Applications. It is your responsibility to evaluate the accuracy, completeness and usefulness of any information, opinion or Content available through the St Clair Associates Law Applications and to seek appropriate advice of professionals, as appropriate.

Linking.To the extent that any St Clair Associates Law Application contains links to outside services and resources (“External Sites”), St Clair Associates Law does not control the availability and content of those outside services and resources. These links are provided solely for your convenience. If you use these links, you leave any St Clair Associates Law Application. St Clair Associates Law does not endorse or make any representations about these third party sites, or any material found on them, or any results that may be obtained from using them. If you decide to access any of these third party websites you do so entirely at your own risk and acknowledge that these third party sites may contain rules and regulations, privacy provisions, confidentiality provisions, transmission of personal data provisions, and other provisions (“External Site Terms”) that differ from the provisions which apply to the St Clair Associates Law Applications, and St Clair Associates Law is not responsible for, and expressly disclaims any and all liability for or related to, the availability of, or the content located on or through, any External Site, its External Site Terms, or any Losses (as defined in Section 9) that may arise or result from your navigation to or use of any External Sites. Any concerns regarding any such service or resource, or any link thereto, should be directed to the particular service or resource. You may link to any page of an St Clair Associates Law Application subject to the following conditions:

you do not replicate the home page of the St Clair Associates Law Application;
you do not create a frame or any other browser or border environment around the St Clair Associates Law Application;

you only link to freely available content (and not link to any content that is considered Content that is only made to users with a username and password);

you do not in any way imply any endorsement by St Clair Associates Law other than with its written consent or misrepresent your relationship with St Clair Associates Law;

you do not use any logos or trademarks displayed on the St Clair Associates Law Application without the express written permission of St Clair Associates Law; and

the linking website does not contain content that is distasteful, offensive or controversial, that infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.

5.DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY; INDEMNIFICATION

General Information.The Content has been prepared by St Clair Associates Law as a service to St Clair Associates Law readers and the Internet community. It is provided only for general information and in not intended to address your particular requirements or to constitute any form of advice or recommendation (including, but not limited to legal advice). St Clair Associates Law has used reasonable efforts in collecting, preparing and providing quality information and material, but does not warrant or guarantee the accuracy, completeness, adequacy or currency of the information contained in the Content and/or on or linked to any St Clair Associates Law Application. Users of information on any St Clair Associates Law Application or links do so at their own risk and acknowledge that this information should not be relied upon in making (or refraining from making) any specific investment or other business or personal decisions (professional advice should always be obtained prior to making any such decision).In no way shall St Clair Associates Law be liable to you for any claims relating in any way to your inability or failure to perform any kind of research or related work or to perform such research or related work properly or completely, even if assisted by St Clair Associates Law, your use of the Content or your reliance on the information contained in the Content.

Disclaimer of Warranties.EXCEPT AS EXPRESSLY PROVIDED HEREIN, ALL St Clair Associates Law APPLICATIONS AND CONTENT ARE PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS, St Clair Associates Law, THE St Clair Associates Law PARTIES (AS DEFINED BELOW) AND ANY THIRD PARTY CONTENT PROVIDER (IF APPLICABLE) DISCLAIM AND MAKE NO WARRANTY OR REPRESENTATION OF ANY KIND, EITHER EXPRESS OR IMPLIED. St Clair Associates Law AND THE St Clair Associates Law PARTIES DO NOT WARRANT THE ACCURACY, COMPLETENESS, NON-INFRINGEMENT, TIMELINESS, PERFORMANCE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE St Clair Associates Law APPLICATIONS, CONTENT OR THE INFORMATION THEY CONTAIN.St Clair Associates Law, THE St Clair Associates Law PARTIES AND ANY THIRD PARTY CONTENT PROVIDER (IF APPLICABLE) DO NOT MAKE ANY WARRANTY THAT ACCESS TO ANY St Clair Associates Law APPLICATION OR CONTENT WILL BE UNINTERRUPTED, SECURE, COMPLETE OR ERROR FREE, OR FREE OF VIRUSES OR ANY HARMFUL FILES, AND St Clair Associates Law AND, St Clair Associates Law PARTIES AND ANY THIRD PARTY CONTENT PROVIDER (IF APPLICABLE) SHALL NOT BE LIABLE FOR ANY DAMAGE CAUSED BY SUCH DESTRUCTIVE FEATURES. St Clair Associates Law AND THE St Clair Associates Law PARTIES DO NOT MAKE ANY WARRANTY AS TO THE LIFE OF ANY SUBSCRIPTION OR AVAILABILITY OF ANY CONTENT.THE FOREGOING DISCLAIMER OF WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW.

Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL St Clair Associates Law OR THE St Clair Associates Law PARTIES BE LIABLE TO YOU OR ANY OTHER PERSON, INCLUDING BUT NOT LIMITED TO OTHER AUTHORIZED USERS, FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHETHER OR NOT CHARACTERIZED IN NEGLIGENCE, TORT, CONTRACT, OR OTHER THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, THAT IN ANY MANNER ARISES OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR INABILITY TO USE ANY St Clair Associates Law APPLICATION OR ANY CONTENT AVAILABLE ON OR THROUGH ANY St Clair Associates Law APPLICATION. IN NO EVENT SHALL St Clair Associates Law’S AGGREGATE LIABILITY FOR ANY LOSSES IN ANY WAY ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR INABILTY TO USE ANY St Clair Associates Law APPLICATIONS OR CONTENT OR TO ANY USE OR EXPLOITATION OF YOUR POSTS OR RIGHTS THEREIN FOR ANY PURPOSE EXCEED US$1,000. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES. REGARDLESS OF THE CAUSE OR FORM OF ACTION, YOU MAY BRING NO ACTION ARISING FROM THIS AGREEMENT MORE THAN TWELVE (12) MONTHS AFTER THE CAUSE OF ACTION ARISES.THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW.

YOU AND St Clair Associates Law AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THIS AGREEMENT ARE MATERIAL, BARGAINED-FOR BASES OF THIS AGREEMENT, AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT IN DETERMINING THE CONSIDERATION TO BE GIVEN BY EACH PARTY UNDER THIS AGREEMENT AND IN THE DECISION OF EACH PARTY TO ENTER INTO THIS AGREEMENT.YOU AND St Clair Associates Law AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE FAIR AND REASONABLE.

Indemnification. You agree to defend, indemnify and hold St Clair Associates Law and its affiliates and their directors, managers, officers, employees, agents, subsidiaries, successors and assigns (collectively, the “St Clair Associates Law Parties”) harmless, from and against any claims, losses, damages, penalties, demands, actions, suits, judgments, settlements, costs, liabilities, obligations and expenses, including reasonable attorneys’ fees (“Losses”), resulting from your breach or alleged breach of these Terms, regardless of the form of action.

6.DISPUTE RESOLUTION

Most customer concerns can be resolved quickly and to the customer’s satisfaction by contacting customer service at [email protected] Clair Associates Law.com.If, however, there is an issue that needs to be resolved, you agree that the following provisions will apply:

Jury Trial Waiver. YOU AND St Clair Associates Law EACH VOLUNTARILY WAIVE THE RIGHT TO TRIAL BY JURY IN RESOLVING ANY DISPUTE BETWEEN US ARISING OUT OF THESE TERMS OR THE SERVICES.

Class Action Waiver. YOU AND St Clair Associates Law EACH AGREE THAT CLAIMS AGAINST THE OTHER MAY ONLY BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT IN A CLASS ACTION OR REPRESENTATIVE PROCEEDING.All litigations under this Agreement must be conducted on an individual (and not a class-wide) basis.You acknowledge and agree that this Agreement specifically prohibits you from commencing any legal proceedings as a representative of others, participating in a class, representative, or collective action as a class representative, class member or an opt-in party, acting as a private attorney general, or joining or consolidating Claims with claims or proceedings brought by any other person.

Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the New York, without application of conflict of laws rules.Exclusive jurisdiction and venue in connection with any dispute between you and St Clair Associates Law will rest, and you and St Clair Associates Law each agree to submit to the exclusive jurisdiction of, the courts of the State of New York and the federal courts of the southern district, located in New York City, New York.

7.MISCELLANEOUS

Additional Terms. Your use of the St Clair Associates Law Applications is subject to any and all additional terms, policies, rules or guidelines that we may post or link to on the St Clair Associates Law Applications (collectively, the “Additional Terms”), such as any other terms or rules applicable to particular features, promotions or content on the St Clair Associates Law Applications.All such Additional Terms are hereby incorporated into this Agreement by reference.

Age Requirements. You represent and warrant that you are at least 18years old and that you possess the legal right and ability to enter into this Agreement and to use the St Clair Associates Law Applications in accordance with these Terms.If we have any reason to believe you are not 18 or older we may terminate your access to the St Clair Associates Law Applications and Content.

Availability and Use Outside the U.S. Unless otherwise specified, the Content on any St Clair Associates Law Application is presented solely for the purpose of promoting publications and other products available in the United States, its territories, possessions and protectorates. St Clair Associates Law makes no representation that any Content on any St Clair Associates Law Application is appropriate or available for use in other locations. Those who choose to access any St Clair Associates Law Application from other locations do so on their own initiative and are responsible for establishing the usability or correctness of any information or Content under any or all jurisdictions and the compliance of that Content with local laws, if and to the extent local laws are applicable.

Violations of this Agreement; Injunctive Relief. St Clair Associates Law reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including without limitation the right to block access to the St Clair Associates Law Applications from a particular account, device or IP address. St Clair Associates Law shall not be liable for any damages of any nature suffered by any customer, user, or any third party resulting in whole or in part from St Clair Associates Law’s exercise or its rights under this Agreement.Without limiting the foregoing, you acknowledge that the Content is highly proprietary material in nature and that unauthorized copying, transfer or use may cause St Clair Associates Law irreparable injury that cannot be adequately compensated for by means of monetary damages. You agree that any breach of this Agreement by you may be enforced by St Clair Associates Law by means of equitable relief (including, but not limited to, injunctive relief) in addition to any other available rights and remedies.

Termination. On termination of your registration account or Subscription, all usage rights to the Content automatically terminate, and you shall immediately cease to use the Content and shall remove any and all electronic copies of the Content from your systems.

Usage by children under 13. The St Clair Associates Law Applications are directed to adults and are not directed to children under the age of 13. St Clair Associates Law cannot prohibit minors from visiting our websites so St Clair Associates Law must rely on parents, guardians and those responsible for supervising children under 13 to decide which materials are appropriate for such children to view and/or purchase. St Clair Associates Law complies with the Children’s Online Privacy Protection Act and does not permit registration by and will not knowingly collect personally identifiable information from anyone under 13.

Other. This Agreement, including any schedules hereto, constitutes the entire agreement and supersedes all prior or contemporaneous agreements or representations, written or oral, concerning the subject matter of this Agreement. St Clair Associates Law may assign these Terms, in whole or in part, at any time.The invalidity or unenforceability of any provision of this Agreement shall not affect the continuation or enforceability of the remainder of this Agreement. The waiver by St Clair Associates Law of a breach or violation of any provision of this Agreement shall not constitute a waiver of any subsequent or other breach or violation. The failure of St Clair Associates Law to partially or fully exercise any rights or the waiver of St Clair Associates Law of any breach of these Terms by you, shall not prevent a subsequent exercise of such right by St Clair Associates Law or be deemed a waiver by St Clair Associates Law of any subsequent breach by you of the same or any other term of these Terms.The rights and remedies of St Clair Associates Law under these Terms and any other applicable agreement between you and St Clair Associates Law shall be cumulative, and the exercise of any such right or remedy shall not limit St Clair Associates Law’s right to exercise any other right or remedy.