Welcome to the Jackson Lewis P.C. (" Jackson Lewis " or "Firm") employment law resource website ("Site"). The Site and the materials and products ("Products") available through it are the sole property of the Firm. You (the Firm client/legal entity authorized by the Firm to access the Site and create a company account) may only use the Site and the Products if You agree to and comply with these Terms of Use and the Firm's Privacy Policy, Disclaimer and Copyright terms
THESE TERMS CREATE A LEGALLY BINDING CONTRACT BETWEEN YOU AND THE FIRM. BY CLICKING THE "I ACCEPT" BUTTON WHEN YOUR REPRESENTATIVE SETS UP YOUR ACCOUNT YOU ARE AGREEING TO BE BOUND BY THESE TERMS. IF YOUR REPRESENTATIVE HAS QUESTIONS ABOUT THE TERMS, HE/SHE SHOULD CONSULT WITH YOUR LEGAL COUNSEL (OTHER THAN JACKSON LEWIS).
1. Access to the Products
The Firm is granting You access to the Site and the Products in furtherance of the existing attorney-client relationship between You and the Firm. You may authorize Your employees ("Authorized Users") to access and use the Products under Your Account. However, they may only do so after registering (see section 3 below) and may only use the Products for Your benefit and only in furtherance of their duties as Your employees. The Firm has no direct attorney-client relationship with Authorized Users and their access to and use of the Products does not create one.
2. The Products and the Attorney/Client Privilege
The Products do not, by themselves, constitute the delivery of legal advice. They contain reference materials, maps, checklists, guides and other resources on workplace issues. In some cases, the Products include or contain links to materials prepared by third parties. In other situations, the materials are general in nature, are for informational use only, and may not apply to a specific workplace fact situation. As a result, Your access to and use of them may not be protected by the attorney-client privilege and may be discoverable and used as evidence in a lawsuit. However, if You use the materials at the direction of counsel or for the purposes of giving or receiving legal advice, Your use may be protected from discovery. If You have questions about the scope of the privilege in particular circumstances, You should consult with the Firm or other counsel about this issue.
In addition to reference materials, the Products include assessment tools ("Tools"). The Firm has developed and is providing You with these Tools to help You identify potential legal issues in the workplace and to collect the information You and Your attorney will need to formulate legal advice applicable to specific workplace fact situations. As such, Your use of the Tools, Your communications with counsel regarding the information You have collected through them, and any advice Your counsel gives based on that information may be protected from discovery by the attorney-client privilege or as attorney work product.
We cannot guarantee that any information, communications or documents prepared or gained through the use of the Products is protected by any applicable privilege. This will depend on applicable and developing law, especially law as it pertains to employment decision support tools. In any case, to avoid the potential waiver of any applicable privilege, You should take appropriate steps to preserve the confidentiality of such information and any communications with counsel and should not disclose such documents and/or communications to third-parties.
3. Legal Advice on the Use of the Products
The Products are not a substitute for the advice of an attorney. In all respects, the Firm recommends that You to consult with appropriate in-house counsel or the Firm's attorney responsible for handling Your legal matters before making any decisions based on the Products or on any assessment using the Tools. If necessary, the Firm will perform any necessary conflicts check and set up a new matter for that work.
4. Setting Up an Account and Registering Authorized Users
Your Representative can set up Your Account. By setting up Your Account, Your Representative represents and warrants that he/she is authorized to act for You and has obtained all rights and permissions necessary to accept these Terms on Your behalf. Your Representative must provide accurate and complete information when creating Your Account. You are solely responsible for the accuracy of the information submitted by Your Representative and for all activity that occurs under Your Account. All transactions associated with Your Account will be binding upon You. You must maintain the confidentiality and security of Your password and login credentials and ensure Your Representative does so as well. You will immediately notify the Firm of any unauthorized use of Your Account. By using Your Account to access the Site and/or Products, You represent that Your Representative has authority to set-up Your Account and that You are bound by the Terms.
You may authorize an unlimited number of Authorized Users to use the Site and/or Products under Your Account. Before an Authorized User may access and use the Site or the Products, he/she must register as an Authorized User by providing the information requested on the registration page and agreeing to the Terms. You are responsible for the accuracy of the information submitted by each Authorized User and for his/her use of the Site and/or the Products in compliance with the Terms. You are responsible for any breach of the Terms by an Authorized User and for notifying the Firm if You wish to terminate an Authorized User s access to the Products. You must also notify the Firm if an Authorized User s employment is terminated so that the Firm can deactivate his/her access.
5. Beta Products
Some of the Products available through the Site are only available as test versions ("Beta Versions"). You may only access and use the Beta Version of a Product if You agree to the terms of the Firm's Beta Test Agreement. If the Firm has given You an access code to participate in the Beta Test, Your Representative will need to enter it when he/she creates Your Account. When Your Representative has competed setting up Your Account, he/she will be presented with the Beta Test Agreement to review and accept on Your behalf. You must accept the terms of the Beta Test Agreement in order to access the Firm's new workplace data product. BY CLICKING THE "I ACCEPT" BUTTON, YOUR REPRESENTATIVE INDICATES THAT YOU AGREE TO THESE TERMS AND THE TERMS OF THE BETA TEST AGREEMENT.
6. Release Products
If the Firm has given You an access code for release Products (i.e., Products that are not Beta Versions) Your Representative will need to enter it when he/she creates Your Account. When Your Authorized Representative has competed setting up Your Account, he/she will be asked to accept these Terms (and if You are also participating in the Beta Test, the terms of the Beta Test Agreement as well) on Your behalf. You must accept these Terms in order to access the Products. BY CLICKING THE "I ACCEPT" BUTTON, YOUR REPRESENTATIVE INDICATES THAT YOU AGREE TO THESE TERMS.
7. License
Your right to access and use the Products (release and Beta Versions) and this Site is governed by the Terms and, if You are participating in the Beta Test, the terms of the Beta Test Agreement. Subject to Your compliance with all of the Terms (and, as applicable the Beta Test Agreement), the Firm grants You a limited, royalty-free, revocable, non-exclusive, non-assignable, non-sublicensable, non-transferable license to access, view, upload/download and/or print, materials made available through the Site and/or the Products for Your personal, non-commercial use only ("License"). This License includes the right for You to use the licensed Products directly and through Authorized Users for Your benefit. Except for this limited License the Firm does not grant You any other rights or license with respect to the Site and the Products. The Firm reserves all rights not expressly granted herein.
8.License Restrictions
You shall not permit any other person to: (a) expose or make any information regarding the Products, including its contents, available to any third party without the Firm's advance written consent; (b) reproduce, reverse engineer, or create derivative works of the Products; (c) use the Products for any unlawful purpose or for the benefit of any third party; (d) access the Site or Products through any automated means or engage in any activity that disrupts or interferes with the use or operation of the Site or the Products; (e) attempt to compromise the security of the Site or the Products or (f) transmit any data to the Site or the Products that contains viruses or similar materials that may damage, disable or otherwise interfere with the operation of the Site or the Products. Further, You are responsible for ensuring that each Authorized User complies with these restrictions and all of the Terms.
9. Your Data
You retain Your ownership rights in the data You and any Authorized User submits to the Firm. By setting up Your Account and registering as an Authorized User, You and each Authorized User grant the Firm the right to collect and use such data as necessary (a) to provide access to and maintain the Site and the Products; (b) to respond to questions regarding the Site and the Products; and (c) otherwise to fulfill the Firm's obligations under the Terms (and the Beta Test Agreement, as applicable). The Firm agrees that it will hold all such data in confidence and will not use it for any purpose other than as permitted under the Terms. The Firm s right to use data submitted as part of the sign-up or registration process or when using the Site or Products is perpetual and irrevocable and shall survive the termination of Your License.
The Firm may collect statistical and other data regarding Your (and Authorized User s) use of the Site and the Products and use such data as the Firm deems necessary to develop and improve the Site and the Products; provided, however, that the Firm shall not disclose such data to any third party unless all information identifying it to You (and any Authorized User) has been removed and/or such data has been combined with additional data such that it cannot be readily associated to You or an Authorized User ("Aggregate Data"). The Firm shall own all rights in the Aggregate Data.
10. Personal Information
When You and/or an Authorized User create Your account or register to use the Site and/or Products, You will each be required to submit certain information, including personal information. The Firm will only use this information for purposes of managing access to the Site and the Products, communicating with You (and Authorized Users) regarding the Site and the Products, and otherwise as outlined in the Firm's Privacy Policy. By creating and/or using Your Account or registering with the Firm, You (and the Authorized User submitting the information) consent to the Firm's use of this information for the purposes described. You are responsible for complying with applicable laws, rules and regulations regarding the collection, privacy and security of such information and for obtaining all consents necessary to make such information available to the Firm.
11. Monitoring
The Site and Products have the ability to monitor Your use of them so that the Firm may assess the performance and capabilities of the Site and the Products. You (and each Authorized User) hereby grant the Firm the right to do so. While the Firm may monitor use of the Site and the Products, doing so does not (a) create any obligation by the Firm to report the results thereof; (b) constitute the provision of legal services by the Firm; (c) constitute notice to the Firm of any fault or error in the Site or the Products or a violation of the Terms; or (d) limit the Firm's remedies for any violation of these Terms or the Beta Test Agreement.
12. Content
The Site and the Products contain content created and collected by the Firm, some of which is provided by third parties. In some cases, the Firm has provided links to third party content so that You can view it directly. The Firm has made an effort to ensure that the content on the Site and in the Products is current and accurate. However, laws and regulations are subject to frequent change and judicial and administrative interpretations. As a result, the content may not always be current and/or occasionally could contain errors. You should consult multiple sources including the applicable laws, regulations, or court decisions.
13. Results
Information generated by the Products depends on the quality and accuracy of information You (and Authorized Users) provide and the individual circumstances involved. It may not be appropriate for all situations. Before making any decisions based on information provided by the Products You should consult legal counsel.
14. Availability
The Firm will make reasonable efforts to make the Products available to You 24 hours a day, 7 days a week except for planned downtime, during any period You are authorized to use the Products. However, You understand that access to the Products depends on services provided by third parties which are outside the Firm's control. The Firm makes no warranty regarding the availability of the Products and You waive and release the Firm from any claims based on Your inability to access or use them.
The Firm is providing access to the Site and the Products only. You are responsible for the acquisition, operation, and maintenance of all computer hardware and software and all communications and network connections necessary to use the Products and for paying all associated costs and expenses.
15. Security
The Firm has contracted with a third party vendor ("Host") to host the Site and Services. The Host has committed to implementing industry standard technical and security measures to protect the Site, the Products and Your data from unauthorized access. The Firm makes no warranty regarding security and shall not be liable for any breach of security or unauthorized access to the Site, the Products or Your data.
16. Jackson Lewis s Proprietary Rights
All logos, trademarks, button icons, images, text, graphics, videos, forms, publications and other content used in connection with the Site and the Products are exclusively owned and controlled by Jackson Lewis and protected by U.S. intellectual property laws. Distribution, retransmission, or modification of the content is strictly prohibited. Further, You shall not remove or obscure any patent, trademark, copyright or other proprietary notices on or incorporated into the Products or permit any Authorized User to do so.
17. Disclaimer of Warranties and Release
THE FIRM PROVIDES THE SITE AND THE PRODUCTS TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE FIRM MAKES NO REPRESENTATIONS ABOUT THE AVAILABILITY OF YOUR DATA, THE SITE OR THE PRODUCTS. THE FIRM DISCLAIMS TO THE FULLEST EXTENT PERMISSIBLE BY LAW, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND REGARDING THE SITE AND/OR THE PRODUCTS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, YOU (AND EACH AUTHORIZED USER) HEREBY RELEASE THE FIRM FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO YOUR USE OF THE SITE OR THE PRODUCTS. NONE OF THE CONTENT, THE SITE OR PRODUCTS ARE WARRANTED TO BE UNINTERRUPTED, TIMELY, COMPLETELY SECURE OR ERROR-FREE, AND THE FIRM MAKES NO WARRANTY THAT CONTENT WILL BE ACCURATE, CURRENT OR RELIABLE OR THAT THE QUALITY OF THE PRODUCTS, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH THE SITE WILL MEET YOUR EXPECTATIONS. THE FIRM DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL. YOU ASSUME THE ENTIRE RISK OF LOSS AND DAMAGE DUE TO YOUR USE OF THE SITE AND/OR PRODUCTS AND THE USE THEREOF BY AUTHORIZED USERS. FURTHER YOU UNDERSTAND THAT FIRM MAKES NO REPRESENTATION OR GUARANTEE CONCERNING ANY OUTCOME ASSOCIATED WITH YOUR USE OF THE SITE OR PRODUCTS OR THE USE THEREOF BY AUTHORIZED USERS.
18. Exclusive Remedy
Your sole remedy in the event the Firm breaches any obligations under these Terms or the Beta Test Agreement or the Products fail to operate or are otherwise defective shall be to terminate use of the Products pursuant to Section 21below.
19.Limitation of Liability
YOUR USE OF THE SITE AND/OR THE PRODUCTS IS ENTIRELY AT YOUR SOLE RISK. EXCEPT FOR CLAIMS OF LEGAL MALPRACTICE RESULTING FROM ADVICE PROVIDED TO YOU BY THE FIRM'S ATTORNEYS, THE FIRM, ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR LOSSES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL, USE, YOUR CONTENT OR OTHER INTANGIBLE LOSSES), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH YOU MAY INCUR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE, THE SITE OR THE PRODUCTS , EVEN IF THE FIRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.
20. Indemnification
You shall indemnify, defend and hold the Firm and its officers, directors, shareholders, principals and agents harmless from any and all losses, costs, claims and liabilities asserted against or incurred by the Firm arising out of or due to Your breach of the Terms; Your use or misuse of the Site and/or the Products; Your violation of any law or the rights of any third party; and any act or omissions by any Authorized User.
21. Jackson Lewis Remedies
You acknowledge that any attempt to use, copy, license, or transfer any portion of the Site, the Products, or other Firm property in a manner contrary to the Terms (and, as applicable, the Beta Test Agreement) or otherwise in derogation of the Firm's rights would irreparably injure the Firm, which injury could not adequately be compensated by money damages. Accordingly, You agree that the Firm may seek and obtain injunctive relief from the breach or threatened breach of any such provision, requirement or covenant hereof, in addition to and not in limitation of any other equitable or legal remedies available.
22. Termination/Cancellation
You may close Your Account and terminate Your License and Your use of the Products at any time by providing the Firm written notice. The Firm may terminate Your License and Your Accountfor Your breach of any provision of these Terms and, as applicable the Beta Test Agreement , or any other reason. Likewise the Firm may terminate or suspend access to the Products by any Authorized User if the Firm reasonably believes he/she is using the Products in manner that violates these Terms. Further, the Firm may, in its sole discretion, discontinue any of or allof the features associated with the Products. In the event the Products are entirely discontinued, the Firm will notify You using the email address linked to YourAccount . The following provisions of these Terms of Use shall survive expiration, termination or cancellation of Your License: 4 and 6-30.
23. Assignment
You may not assign, license, transfer, mortgage, sub-contract or otherwise transfer any of Your rights or obligations under these Terms without the Firm's prior written consent. Any transfer without the Firm s written consent shall constitute a breach of the Terms and shall be void and of no effect.
24. Legal Review
The Terms (and those in the Beta Test Agreement) contain important provisions concerning Your legal rights and obligations. The Firm is not representing You in connection with them because to do so would present a conflict of interest. Therefore, the Firm has not and will not advise You with respect to their terms. The Firm recommends that You seek outside legal counsel for such purpose. By accepting these Terms You represent that You have had the opportunity to seek outside legal counsel and accept the terms hereof willingly and with full understanding of Your rights and obligations hereunder.
25. Jurisdiction
You irrevocably consent to the sole and exclusive jurisdiction of and venue in the state and federal courts located in New York, New York, in connection with any suit or action in aid of arbitration and/or for any provisional remedy including, but not limited to, any preliminary injunctive relief. These Terms of Use and the terms of the Beta Test Agreement will be governed, construed and enforced in accordance with the laws of the State New York, without giving effect to its choice of law rules.
26.Dispute Resolution
You expressly acknowledge and agree that the sole and exclusive forum for resolving any controversy or claim arising out of or relating to these Term of Use, the terms of the Beta Test Agreement and Your use of the Site and the Products shall be binding arbitration, under the American Arbitration Association ("AAA") commercial arbitration rules, then in effect. You also agree that the AAA optional rules for emergency measures of protection shall also apply to the proceedings. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. Unless the Firm and You mutually agree on another location, all arbitrations shall be held in New York City, New York. In the event that this provision is held invalid or unenforceable, the remaining portions of this section shall remain in full force and effect. YOU AGREE NOT TO BRING OR PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR COLLECTIVE ARBITRATION, EVEN IF AAA S RULES ALLOW FOR SUCH.
27. Attorneys Fees
If any legal action is brought by any party against the other regarding the subject matter of these Terms of Use, the Beta Test Agreement, the Site and/or the Products, the prevailing party shall be entitled to recover, in addition to any other relief, reasonable attorneys' fees and expenses.
28. Severability
If any provision of these Terms of Use or the Beta Test Agreement are found by a court to be void, invalid or unenforceable, the same shall be reformed to comply with applicable law and the intentions of the parties as set out herein to the extent possible, or stricken if not so conformable, so as to not affect the validity or enforceability of these Terms of Use.
29. Updates
The Firm may update these Terms of Use from time to time and may do so by notifying You through the email address linked to Your account.
30. Contact Information
If You have any questions or concerns regarding these Terms of Use, the Beta Test Agreement, Site or the Products please contact the Firm at: AppPublishing@jacksonlewis.com.