LexisNexis Inc.

  
Terms & Conditions

LexisNexis, a division of Reed Elsevier Inc. ("LexisNexis") provides collaborative tools and technology for dynamic outside counsel management. LexisNexis provides the CounselLink legal spend and matter management solution, the Legal Precision ebilling application and related technology tools (collectively, the "Services"), and the counsellink.net website (this "Site") to you subject to the following Terms and Conditions (these, "Terms") and the LexisNexis Privacy Policy. By clicking on "I Accept" at the time of registration for the Services, you agree to be bound by and abide by these Terms. If you do not agree with any of these Terms, do not use this Site. LexisNexis may change these Terms from time to time without prior notice. Please re-review these Terms periodically for changes. Your use of the Services or the Site after any such change indicates your acceptance of these Terms, along with such changes, including any additions or deletions. Notwithstanding the foregoing, if you are a member of a corporate legal department and your department and LexisNexis are parties to a definitive written subscription agreement pursuant to which you obtain access to these services, the terms of your agreement will govern your use of the Services.

Registration and Passwords
You agree to provide current, complete and accurate information as prompted by the registration form for the Services. You also agree to promptly update such information in order for it to remain current, complete and accurate. If you provide any information that is untrue, incomplete or inaccurate, or LexisNexis has a reasonable basis for suspecting that such information is untrue, incomplete or inaccurate, LexisNexis reserves the right to suspend or terminate your account and to refuse any and all use of the Services. Each registration for the Services is for a single user (each, a "User") only. Certain authorized Users within each subscribing organization will be issued a User ID and Password, allowing them to access and use the Services upon payment of the registration or other required fee, if any. Each customer is solely responsible for maintaining the confidentiality of all access codes issued to Users within its organization. Any password issued to a User is not transferable. LexisNexis does not permit any other person to use the Services under another User�s ID, or access the Services or the Site through a single name being available to multiple users on a network. You acknowledge and agree that you will notify LexisNexis immediately if you become aware of any loss or theft or unauthorized user of your User ID and/or password, and that you are responsible for all data entered through or under your User ID and password. LexisNexis will act as though any data submitted under your User ID and password is submitted by you. You may not use any device, software or practice to interfere or attempt to interfere with the proper working of the Site.

No Attorney-Client Relationship Created; No Legal Advice
Neither your receipt of information from this Site, nor use access or use of this Site creates an attorney-client relationship between you and LexisNexis. LexisNexis does not provide, refer or offer professional legal advice, counsel or services. No legal, financial or tax advice or counsel is given, or shall be deemed to have been given, nor is any attorney-client relationship formed, by the Services or the Site. Data that you submit to the Services may be confidential in nature and may be subject to the attorney-client privilege.

Security of Data Transmission
You are responsible for configuring your information technology, computer programs and platform in order to access our Website. We recommend that you use virus protection software. You agree to use software produced by third parties, including, but not limited to, browser software that supports a data security protocol compatible with the protocol used by the Services. Until LexisNexis otherwise notifies you, you agree to use software that supports the Secure Socket Layer (SSL) protocol or other protocols accepted by the Services and to follow LexisNexis logon procedures for Services that support such protocols. You acknowledge and agree that LexisNexis is not responsible for notifying you of any upgrades, fixes or enhancements to any such software or for any compromise of data transmitted across computer networks or telecommunications facilities, including, but not limited to, the Internet. You further acknowledge and agree that it is possible that data may be accessed by unauthorized third parties when communicated between you and the Services using the Internet, other network communications facilities, telephone or any other electronic means.

Prohibited Uses
By registering with and using the Site, you agree that you may use the Site and the Services solely for business purposes. You may not upload, publish to the Site or distribute in any way any content or files that contain viruses, worms, corrupted files or any similar technology that may damage the operation of hardware, software, the Services or the Site, or may contribute to hacking or creating a security vulnerability. You agree not to interfere with or disrupt networks connected to the Services or Site. You are prohibited from attempting to gain unauthorized access to this Site, the server on which this Site is stored or any server, computer or database connected to this Site. You also are prohibited from attacking this Site via a denial-of-service attack or a distributed denial-of-service attack.

Any attempt by you to gain unauthorized access to any computer system, including accounts or databases maintained by and for LexisNexis is strictly forbidden. You agree to comply with all applicable laws relating to such conduct and all laws, rules and regulations regarding transmission of technical data exported from the United States. If you engage in any activities prohibited by this paragraph or violate any of these Terms, your account may be terminated and your use of the Services and Sites prohibited. LexisNexis reserves the right to investigate complaints or reported violations of these Terms and to take any action it deems appropriate including, but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary to such persons or entities relating to user profiles, email addresses, usage history, posted materials, IP addresses and traffic information. You acknowledge that LexisNexis has the right to report to law enforcement authorities any action that may be considered illegal, as well as any reports it receives of such conduct.

Ownership of Intellectual Property, Trademarks, License and Permitted Uses
LexisNexis owns all intellectual property rights in and to the Services and this Site, including without limitation the graphics, names, text, software, music, videos, sound, pictures, compilations, gross statistical data, page layout, design, processes, procedures, magnetic translation, digital conversion or other material contained in them including all modifications thereto.

The LexisNexis and CounselLink logos, all product names, regardless of whether they appear with capital letters or with a trademark symbol, and all products denoted with TM, SM or � are trademarks or registered trademarks of LexisNexis, its affiliated companies, or its licensors. Nothing contained on this Site should be construed as granting any license or right to use any trademark displayed on this Site without the express written permission of LexisNexis.

Subject to your payment of any fees, if applicable, LexisNexis hereby grants you a limited, revocable, nonexclusive, nontransferable license (without the right to grant sublicenses) to view and use the Site and Services solely for your company�s or law firm�s internal business purposes. You may download, view, use, copy, print, distribute or transmit reports or updates made available through this Site, subject to your retention of all copyright, trademark and other proprietary notices included in such materials. You may not copy, display, adapt, print, republish, "mirror", reproduce, "frame", distribute, download, upload, license, sell, post, decompile, reverse engineer, disassemble, translate, create derivative works or exploit any materials or parts of the Site or Services for commercial purposes, for profit, or make available to third parties any portion of this Site.

Privacy
You can review LexisNexis� Privacy Policy by accessing it at the link near the bottom of the landing page.

International Data
All data submitted into the Services is processed in the United States. LexisNexis is a data processor, not a data controller as defined by EU data protection laws or regimes. Data must be entered by the responsible user into the Services. If any personal data is transferred to LexisNexis, the law firm or business transferring the data must notify the individuals to whom the data pertains.

Disclaimers
LexisNexis does not represent or warrant that the Site or the Services are or will be uninterrupted, secure, virus-free, error-free, that defects will be remedied, or that the information available on or via the Site and Services is correct, accurate, timely or otherwise reliable. USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT USE OF THE PRODUCTS, SERVICES OR SITES ARE AT USER'S SOLE RISK. THE SERVICES AND SITE ARE PROVIDED "AS IS". LEXISNEXIS ESPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE CONTENTS OF THE SERVICES AND SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. LEXISNEXIS MAKES NO WARRANTIES THAT THE SERVICES OR SITE WILL MEET USER'S REQUIREMENTS. AS A USER, YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE SERVICES OR SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR OWN COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.

In jurisdictions where an exclusion of implied warranties is not permitted, the foregoing disclaimers will not apply.

Limitation of Liability
NEITHER LEXISNEXIS , NOR ANY SUBSIDIARIES, AFFILIATES, OFFICERS OR EMPLOYEES THEREOF SHALL BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY OR DAMAGE OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, RESULTING FROM, ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES OR THIS SITE, INCLUDINGANY ERRORS OR OMISSIONS FROM THIS SITE AND ITS CONTENT, THE UNAVAILABILITY OF THE SITE OR ANY PORTION THEREOF, YOUR USE OF THE SITES, OR YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THE SITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF LEXISNEXIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Links
If you link to this Site, the link may not be used in any way that suggests that LexisNexis endorses you or your website, or that disparages LexisNexis or its products or services. We reserve the right to request that you remove any link to this Site. This Site provides links to other web sites and online resources. LexisNexis is not responsible for, and does not endorse, such external sites or resources. Your use of third-party websites and resources that are linked to this Site is at your own risk.

Modifications, Future Product Offerings and Enhancements
LexisNexis, with or without notice, may make improvements and/or changes to features, functionality or content on the Site or in the Services at any time. LexisNexis shall also have the right at any time to change or discontinue any aspect of or feature of the Services or Site, including but not limited to content, functionality and equipment needed for access or use. Such changes, modifications, or additions shall be effective immediately upon notice to User, which notice may be given by any reasonable means in LexisNexis� discretion. LexisNexis will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your equipment, computer programs, data or other proprietary material due to your use of the Site or due to your downloading of any content from it, or on any website linked to it. This Site may contain descriptions of future product offerings, changes or enhancements. You should not rely on prospective statements regarding any future offerings about the improved functionality or product enhancements until they are publicly released and in use on the Site.

Governing Law; Local Laws
These Terms are governed by and shall be construed in accordance with the laws of the United States of America and the State of Ohio, without regard to its conflicts of law provisions. Any legal action or proceeding arising out of or relating to these Terms, the Services or the Site, whether in contract, tort or otherwise, shall be exclusively subject to the jurisdiction of the federal or state courts located in Dayton, Ohio. LexisNexis controls and operates the Services and this Site from within the United States and makes no representation that the content, services or information is appropriate or will be available for use in other locations. Unless otherwise explicitly stated, all marketing or promotional materials found on this Site are solely directed to individuals, companies or other entities located in the United States. If you use this Site from outside the United States, you are entirely responsible for compliance with applicable local laws, including but not limited to export and import regulations.



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