Terms and Conditions - ExhibitSuite

Last updated: September 1, 2023

PLEASE READ THESE TERMS OF USE CAREFULLY. BY CREATING USER CREDENTIALS OR ACCESSING THE EXHIBITSUITE PLATFORM AT WWW.EXHIBITSUITE.COM (the “Platform”) YOU AGREE TO BE BOUND BY THESE TERMS OF USE AND ALL TERMS INCORPORATED BY REFERENCE. YOUR CONTINUED ACCESS AND USE OF THE PLATFORM CONSTITUTES FURTHER ACCEPTANCE OF THESE TERMS OF USE, INCLUDING ANY UPDATES OR AMENDMENTS TO THESE TERMS THAT MAY OCCUR FROM TIME TO TIME. IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT ACCESS OR USE THE PLATFORM.

These Terms of Use (“Terms of Use” or these “Terms”) apply to your access to, and use of, the Platform, which is operated by Legal Media Productions, Inc., an Alabama corporation (collectively together with its subsidiaries and affiliates, “Legal Media”, “Company”, “we”, “us” or “our”) in the United States. These Terms permit you to use the Platform solely for the purposes related to this Platform’s document retention, storage, review, and sharing features, including case management for documents and exhibit sharing during events like depositions, arbitrations, trials, mediations, meetings, and document execution (each an “Event”), all in furtherance of providing your own services, (collectively, the “Purpose”) as described in our Software Subscription Agreement with you or the entity through which you are provided credentials or access to the Platform (the “Service Agreement”).

Please note that, if your access to the Platform is being provided in connection with an Event, your access to the Platform will be limited to features, functionality, and services solely related to that Event; you are not entitled to continuing access to the Platform following termination of the Event; and various features, functionality, and services in the Platform that are referenced in these Terms or other materials related to the Platform will not be made be available to you. Information about obtaining a subscription to the Platform is available at www.ExhibitSuite.com.

For the avoidance of doubt and unless context indicates otherwise, the terms “you” and “your” include the entity or person which intends to access the information stored in the Platform, as well as all of the entity’s duly authorized users and users’ Designees, as designated by the entity or person, who are granted permission to access the Platform on behalf of the entity or person for the specific Purpose.

CHANGES TO THESE TERMS OF USE

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to, and use of, the Platform thereafter. Your continued use of the Platform following the disclosure of a revised Terms of Use means that you accept and agree to the changes. You acknowledge and agree that it is your responsibility to review these Terms when accessing the Platform so that you are aware of any changes.

ACCESSING AND USING THE PLATFORM AND ACCOUNT SECURITY

We reserve the right to withdraw or amend any access to or functionality of the Platform in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some portion of the Platform, or the Platform entirely, to users, including duly authorized users.

You are responsible for making all arrangements necessary for you to have access to the Platform including reviewing all instructions and training materials on how to access and use the Platform. You are responsible for securing your account and any authentication used to access the Platform. By using the Platform you agree that you will not share your account information or allow any others to use your authentication to access the Platform, except that you may allow your legal assistants, paralegals, associates, or other employees that you supervise (“Designees”) to access your account provided that you have provided written permission to the Designee to use your authentication to access the Platform and have given them a copy of these Terms for their review, understanding, and acknowledgement. For any Designees who use your authentication to access the Platform, you acknowledge and agree that you shall remain responsible and liable for each Designee’s acts or omissions while accessing the Platform, as if such acts of omissions were committed by you.

BY USING THE PLATFORM YOU AGREE TO NOTIFY LEGAL MEDIA AS SOON AS REASONABLY POSSIBLE OF ANY UNAUTHORIZED USE OF YOUR ACCOUNT CREDENTIALS OR ANY OTHER MISUSE OR UNAUTHORIZED ACCESS INVOLVING THE PLATFORM. YOU ALSO AGREE TO INDEMNIFY LEGAL MEDIA AND HOLD HARMLESS FOR ANY DAMAGE, CLAIM, OR LITIGATION ARISING FROM THE UNAUTHORIZED USE OF YOUR CREDENTIALS OR OTHERWISE CAUSED BY YOU.

PRIVACY

Please read the Legal Media Privacy Policy (“Privacy Policy”) provided at www.ExhibitSuite.com/privacy-policy.html carefully to understand how Legal Media collects, uses, and discloses information, including personally identifiable information. We may revise and update the Privacy Policy from time to time in our sole discretion.

TRADEMARKS

You shall not use any trademarks or service marks owned by Legal Media without the prior written permission of Legal Media. All other names, logos, product and service names, designs, and slogans displayed on or in connection with the Platform are the trademarks of their respective owners.

PROHIBITED USES

You may use the Platform only for the lawful uses necessary to carry out the Purpose and in accordance with these Terms. This prohibits using the Platform or any information contained in it in any way:

To violate any applicable federal, state, local or international law or regulation.
To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, or “spam”, or any other similar solicitation.
To impersonate or attempt to impersonate Legal Media, a Legal Media employee, another user, or any other person or entity.
To engage in any other conduct that compromises or infringes on anyone’s rights in any way.

Additionally, you agree not to:

Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Platform, including its ability to engage in real time activities through the Platform.
Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
Use any manual process to monitor or copy any of the material on the Platform or for any reason that is not necessary to carry out the Purpose.
Use any device, software, or routine that interferes with the proper working of the Platform.
Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server(s) on which the Platform is stored, or any server, computer, or database connected to the Platform.

YOUR CONTENT

The Platform may ask or allow you to provide or upload your own data, documents, information, or other materials (“Your Content”) into or through the Platform. It is a condition of your use of the Platform that all Your Content is authentic and complies with all applicable laws, agreements, and court mandates, including, but not limited to, protective orders and confidentiality agreements. Any and all of Your Content that you provide, upload, or transmit through the Platform is yours. Legal Media does not claim any intellectual property rights over Your Content by virtue of your use of the Platform.

By providing Your Content to Legal Media through the Platform, you agree that:

Legal Media, its affiliates, subsidiaries, employees, and support providers may access or review, but is in no way obligated to access or review or to notify you of such access or review of, Your Content for any reason, including compliance with the Terms and/or Legal Media’s Privacy Policy, providing support or other technical assistance, or accessing areas within the Platform where Your Content is available or used.
You are providing Your Content to Legal Media at your own discretion and Legal Media does not in any way certify or provide approval or permission prior to you providing Your Content.
Legal Media may display Your Content to any and all of Legal Media’s affiliates, subsidiaries and employees for the purpose of providing the Platform.
Legal Media may store Your Content.
You have the authority or right to upload, use, or disclose Your Content into or through the Platform.
Your use or disclosure of Your Content does not violate any other party’s rights or obligations with respect to any of Your Content.
Your use or disclosure of Your Content does not violate any court order, applicable law, agreement, or other restriction imposing confidentiality obligations, disclosure restrictions, or other provisions limiting the disclosure or use of Your Content.
You will grant and hereby grant Legal Media and its affiliated companies a nonexclusive, worldwide, royalty free, transferable, sublicensable, perpetual, and irrevocable license to use Your Content in furtherance of providing the Platform.
You are solely responsible for controlling the display or sharing of Your Content, and you will not attempt to hold Legal Media liable for any display or sharing of Your Content, whether you caused such display or sharing on purpose or by accident.

To the maximum extent permitted by law, Legal Media will have no liability related to Your Content arising under the laws of copyright, libel, privacy, obscenity, or otherwise. Legal Media also disclaims all liability with respect to the misuse, loss, modification, or unavailability of any of Your Content or the inadvertent display or sharing of Your Content.

ACCESSING OTHER CONTENT

The Platform may allow you to access documents, data, information, or other materials uploaded by other users of the Platform (“Other Content”), including during an Event. Similarly, other users may have the same or similar amount of access to Your Content through the Platform, including during an Event. Other Content presented on or through the Platform is made available as received by Legal Media. We do not warrant the accuracy, completeness, or usefulness of Other Content. Any reliance you place on Other Content is strictly at your own risk. To the maximum extent permitted by law, we disclaim all liability and responsibility arising from any reliance placed on Other Content by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.

You acknowledge and agree that Other Content may be subject to various restrictions or other terms governing the access, use, or dissemination of the Other Content, including but not limited to protective orders, other court orders, nondisclosure agreements, or applicable laws. You further acknowledge and agree that it is solely your responsibility to ascertain and comply with the applicable restrictions or other terms, and you represent and warrant to Legal Media that you will comply with all restrictions or other terms governing the access, use, or dissemination of Other Content. Legal Media disclaims all liability with respect to the misuse, loss, modification, or unavailability of any of Other Content.

RELIANCE ON OTHER INFORMATION POSTED

Additional information, not including Your Content or Other Content, presented on or through the Platform is made available as received by Legal Media. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.

The Platform may include content provided by third parties. We are not responsible or liable to you or any third party for the content or accuracy of any materials provided by any third parties.

If the Platform contains links to other websites and resources provided by third parties, these links are provided for your convenience only. Such links may include or be contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those websites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

INTELLECTUAL PROPERTY RIGHTS

The Platform’s features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by Legal Media, its licensors, or other providers of such material (collectively, “Legal Media Material”) and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms permit you to use the Platform, Legal Media Material, Other Content, and other documents, information, and materials accessed in the Platform solely for the Purpose. You shall not, and shall not permit any other individual or entity to, use the Platform for any purpose beyond the scope of access and use granted under these Terms. Without limiting the generality of the foregoing, you shall not at any time, directly or indirectly:

copy, modify, or create derivative works of the Platform, in whole or in part;
reproduce, distribute, modify, create derivative works of, republish, download, store, or transmit any Legal Media Material or other documents, information, or materials accessed within the Platform, such as Other Content, except as permitted by the Platform and these Terms and as necessary to carry out the Purpose
rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Platform except as expressly permitted within the Platform;
reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Platform, in whole or in part;
remove any proprietary notices from the Platform, Legal Media Material, or Other Content; or
use the Platform, Legal Media Material, or Other Content in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.

If you use the Platform for any reason other than to carry out the Purpose or use or access the Platform in any way that is prohibited, your right to use the Platform will cease immediately and, if you have obtained any materials without authorization, you must, at our option, return or destroy any copies of such materials you have made. No right, title, or interest in or to the Platform or any content on the Platform, including Legal Media Material, is transferred to you, and all rights not expressly granted are reserved by Legal Media. Any use of the Platform not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

FEEDBACK

If, at our request, you send certain specific submissions or, without a request from us, you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “Feedback”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any Feedback that you send to us. You hereby, without further consideration, assign to us and disclaim any rights, title, or interest in or to any intellectual property, including but not limited to any copyrights, trademarks, patents, inventions, or knowhow, in the Feedback you provide to us, and all such Feedback shall be considered Legal Media Material. We are and shall be under no obligation: (1) to maintain any Feedback in confidence; (2) to pay compensation for any Feedback; or (3) to respond to any Feedback. We may, but have no obligation to, monitor, edit, or remove content in Feedback that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, obscene, or otherwise objectionable or violates any party’s intellectual property or these Terms.

You agree that your Feedback will not violate any right of any third party, including copyright, trademark, privacy, personality, or other personal or proprietary right. You further agree that your Feedback will not contain libelous or otherwise unlawful, abusive, or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Platform or any related platforms, websites, or services. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third parties as to the origin of any Feedback. You are solely responsible for any Feedback you make and its accuracy. We take no responsibility and assume no liability for any comments posted by you or any third party.

CHANGES TO THE PLATFORM; TERMINATION OF USE

LEGAL MEDIA RESERVES THE RIGHT TO AMEND, TERMINATE, OR DISCONTINUE THE PLATFORM OR VARIOUS PARTS OF THE PLATFORM, INCLUDING YOUR USE OF OR ACCESS TO ALL OR PART OF THE PLATFORM, AT ANY TIME AND IN ITS SOLE DISCRETION WITHOUT NOTICE TO YOU TO THE EXTENT PERMISSIBLE BY ANY OTHER AGREEMENT WE MAY HAVE WITH YOU. YOUR CONTINUED USE OF THE PLATFORM CONFIRMS YOUR ACCEPTANCE OF SUCH CHANGES, TERMINATIONS OF USE, OR MODIFICATIONS, THEREFORE, YOU AGREE TO FREQUENTLY REVIEW THESE TERMS AND APPLICABLE POLICIES TO UNDERSTAND THESE TERMS THAT APPLY TO THE PLATFORM.

We may update the content on the Platform from time to time, but the content is not necessarily complete or up-to-date. Any of the material on the Platform may be out of date at any given time, and we are under no obligation to update such material.

GEOGRAPHIC RESTRICTIONS

The Platform is intended for access and use only by persons domiciled in the United States. Although you may access and use the Platform outside of the United States, you acknowledge and agree that you are solely responsible for ensuring that any such access or use complies with all foreign and international laws.

DISCLAIMER OF WARRANTIES

THE PLATFORM AND ITS CONTENTS ARE PROVIDED TO YOU “AS IS” AND ON AN “AS AVAILABLE” BASIS AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS SUBSIDIARIES AND AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE PLATFORM, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS SUBSIDIARIES OR AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM FOR:

PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR
DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICES FOR THE LAST TWELVE (12) MONTHS BEGINNING FROM WHEN THE DATE OF THE CAUSE OF ACTION ACCRUED.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Legal Media and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Platform or your breach of these Terms, including but not limited to the content you download from, submit to, or make available through the Platform.

SEVERABILITY

If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provisions will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms of Use will continue in full force and effect.

GOVERNING LAW & DISPUTE RESOLUTION

All matters relating to these Terms, and any dispute or claim arising therefrom or related thereto, shall be governed by the law and dispute resolution procedures set forth in the Service Agreement. If any dispute(s) arises between the parties, the Service Agreement shall control the obligations and procedures for handling all such dispute(s), and to the extent any conflict arises between these Terms and the Service Agreement in any dispute between the parties, the Services Agreement supersede these Terms with respect to any conflict.

To the extent any matter relating to these Terms or any dispute or claim arising thereform or related thereto is not governed by the law and dispute resolution procedures set forth in a Services Agreement, all such claims shall be governed by and construed in accordance with the internal laws of the State of Alabama without giving effect to any choice or conflict of law provision or rule. Such disputes or claims shall be resolved exclusively in the city of Huntsville, Alabama and county of Madison County, Alabama, and you hereby waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

NO CONSOLIDATION

Any claim or dispute shall be arbitrated or litigated, as the case may be, on an individual basis and shall not be consolidated with any claim of any other party whether through class action proceedings, class arbitration proceedings, or otherwise.

LIMITATION ON TIME TO FILE CLAIMS

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

WAIVER

No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.

YOUR COMMENTS AND CONCERNS

All feedback, comments, requests for technical support and other communications relating to the Platform should be directed to: support@exhibitsuite.com