TERMS AND CONDITIONS
Effective Date: December 21, 2017
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE USING OR ACCESSING THE JUDICATA SERVICE.
Judicata, Inc. (“Judicata”, “us” or “we”) provides legal research tools for lawyers.
This document contains the Terms and Conditions (the “T&C”) governing your use of Judicata’s services, websites (the “Website”), applications, plug-ins, components, functionality, or programs (collectively, the “Judicata Service”) created by Judicata. These T&C, along with any subscription agreements relating to the Judicata Service (each, a “Subscription”) executed by you (“you” or “Client”) or accepted by you via email or online and any other documents incorporated into these T&C or any Subscription constitute a legally binding agreement (the “Agreement”) between Client and Judicata. In the event of a conflict or inconsistency between the provisions these T&C and those of an individual Subscription, the Subscription shall control.
By executing or accepting any Subscription with Judicata, clicking the “I accept” button in connection with Judicata’s online registration process, and/or using the Judicata Service, you agree to these T&C either for yourself or on behalf of your employer or another entity if so specified. If you are accepting and/or executing on behalf of your employer or another entity, you represent and warrant that you have read and understand, have the full legal authority to, and hereby bind your employer or such entity to these T&C. If you do not have such legal authority, or you do not agree with the T&C, you must not accept these T&C and you may not use the Judicata Service.
The content available through the Judicata Service and on the Judicata Website does not constitute legal advice and no attorney-client relationship is formed. The accuracy, completeness, adequacy or currency of the Content in the Judicata Service is not warranted or guaranteed. Your use of the Judicata Service or materials linked from the Judicata Service is at your own risk.
To access and use the Judicata Service you will be required to register with Judicata by completing a registration form and designating a user ID and password. When registering with Judicata you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Judicata Service’s registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Judicata Service (or any portion thereof).
You may not authorize any third party to access or use the Judicata Service on your behalf. You are responsible for maintaining the confidentiality of the user ID and password, and are fully responsible for all activities that occur under your user ID or password. You agree to immediately notify Judicata of any unauthorized use of your user ID or password or any other breach of security. Judicata cannot and will not be liable for any loss or damage arising from any unauthorized use of your account.
By providing us with your email address, you agree to receive all required notices electronically, to that email address.
2. FEES AND PAYMENT.
In the event you choose to subscribe to the Judicata Service, you agree to the pricing, payment and billing policies as set forth (a) herein, (b) online and/or (c) in a separately executed or accepted Subscription. All fees are non-refundable and non-transferable except as expressly provided in these T&C. Subscription fees shall be payable in advance for each month and any special service charges shall be payable within thirty (30) days of Judicata’s invoice. All fees and applicable taxes, if any, are payable in United States dollars. You are solely responsible for the payment of, and shall pay when due, all applicable sales and use taxes and similar fees now in force, enacted or imposed in the future on the delivery of Judicata Service and/or any related transactions (except for taxes assessed on Judicata’s net income or personal property).
Your Judicata Service subscription starts on the date that you sign up for a Judicata Service plan and submit payment via a current, valid and accepted payment method as specified by Judicata on the payment page (the “Payment Method”). Unless we otherwise communicate a different time period to you at the time of sign up, each Judicata Service offering is one month in length (a “Membership Cycle”), and will automatically renew each month until your membership is cancelled or terminated. For example, if you purchase your Judicata Service on April 5, your membership will automatically renew and you will be billed on May 5. We will automatically bill the monthly subscription fee to your Payment Method each month until your subscription is cancelled or terminated.
We may offer a number of Judicata Service plans, including special promotional plans, with differing conditions and limitations. We reserve the right to modify, terminate or otherwise amend our offered Judicata Service plans. See here for the Judicata Service plans we currently offer: https://www.judicata.com/docs/subscriptions
Your subscription to the Judicata Service will automatically renew, unless we terminate it, or you notify us via the Judicata Service or by email to email@example.com of your decision to terminate your current subscription. You must cancel any such subscription within five (5) days before it renews: if you do not cancel within that time period, you shall be liable for any subscription fees we charge you for the next renewal term.
3. MODIFICATIONS TO THE JUDICATA SERVICE; GENERAL PRACTICES.
Judicata reserves the right to modify or discontinue, temporarily or permanently, the Judicata Service (or any part thereof); notice will be provided to you as set forth in Section 6. You agree that, except as otherwise explicitly set forth herein, Judicata will not be liable to you or to any third party for any modification, suspension or discontinuance of the Judicata Service. You acknowledge that, upon notice to you, Judicata may establish general practices and limits concerning use of the Judicata Service. You agree that Judicata has no responsibility or liability for the deletion or failure to include any data or other content maintained or uploaded by the Judicata Service. You acknowledge that Judicata reserves the right to terminate your account upon notice to you if it has been inactive for an extended period of time or upon your failure to timely pay any Subscription or other fee assessed by Judicata. You further acknowledge that Judicata reserves the right to change these general practices and limits at any time, in its sole discretion; such changes will only be applicable to you upon notice to you as set forth in Section 6.
4. INTELLECTUAL PROPERTY.
Judicata Service. Judicata shall own and retain all right, title, and interest in and to the Judicata Service. Client agrees not to reverse engineer, decompile, disassemble, copy, alter, modify, or create derivative works of the Judicata Service or otherwise use the Judicata Service in any way that violates the use restrictions contained in these T&C. Judicata does not grant to Client any license, express or implied, to the intellectual property of Judicata or its licensors. Client further acknowledges and agrees that any information regarding the design, “look and feel”, specifications, components, functionality or operation and payment terms and pricing of the Judicata Service is considered the confidential and proprietary information of Judicata (collectively “Judicata Confidential Information”).
Derived Data. Client shall own and retain all right, title, and interest in and to any data derived from its use of the Judicata Service (the “Derived Data”); provided, however, that Client hereby grants to Judicata a limited, revocable, worldwide, royalty-free, non-exclusive license to use (i) Derived Data solely for purposes of operating, maintaining and improving the Judicata Software or the Judicata Service and (ii) non-identifiable aggregate data regarding Client’s use of the Judicata Service compiled by Judicata for purposes of operating, maintaining and improving the Judicata Software or the Judicata Service and for marketing purposes.
Judicata Logos and Designs. Judicata’s graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Judicata in the U.S. and/or other countries. Judicata’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without Judicata’s prior written permission.
We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. Judicata’s Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
Attention: Copyright Agent
PO Box 380235
Ivins, UT 84738
5. RESTRICTIONS, PROHIBITED ACTIONS, REPRESENTATIONS AND WARRANTIES.
Unauthorized use of the Judicata Service (including but not limited to any of the prohibited actions set forth in this Section 5), without our prior written consent, is expressly prohibited. You shall not copy, sell, transfer, distribute, publish, or assign your Subscription to the Judicata Service in any format to any third party. In addition, you may not use the Judicata Service in any way that violates applicable federal, state, or international law, or for any unlawful purpose. Further, you may not use the Judicata Service to send, receive, or download messages or materials that are inappropriate or violate the intellectual property rights of Judicata or others.
Except as otherwise explicitly set forth herein, the parties hereto understand that the work undertaken pursuant to this Agreement may involve access to and creation of the other party’s confidential and proprietary information and trade secrets, including Judicata Confidential Information (collectively, “Proprietary Information”). The receiving party of such Proprietary Information agrees to keep the disclosing party’s Proprietary Information in trust for the disclosing party’s sole benefit, and also agrees that any and all of the disclosing party’s Proprietary Information will remain the sole property of the disclosing party. The parties further agree to hold all Proprietary Information in strictest confidence, and to never use or disclose any Proprietary Information, except (a) as required by our authorized duties to the other party; (b) to their employees (on a strict “need to know” basis) who have been informed of the confidentiality obligations with respect to such Proprietary Information, even after termination of this Agreement or (c) as required by applicable law.
You may not, directly or indirectly or via a third party, use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Judicata Service, or in any way reproduce or circumvent the navigational structure or presentation of the Judicata Service to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Judicata Service.
You may not attempt to gain unauthorized access to any portion or feature of the Judicata Service, or any other systems or networks connected to the Judicata Service or to any Judicata server, or to any of the services offered on or through the Judicata Service, by hacking, password “mining” or any other illegitimate means. You may not harvest or collect user names, email addresses or any other Client identifying information by electronic or other means for the purpose of sending unsolicited email or other communications.
You may not probe, scan or test the vulnerability of the Judicata Service or any network connected to the Judicata Service, nor breach the security or authentication measures of the Judicata Service or any network connected to the Judicata Service. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor of the Judicata Service, or any other customer of Judicata, including any Judicata account not owned by you, to its source, or exploit the Judicata Service or any service or information made available or offered by or through the Judicata Service, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Judicata Service.
Additionally, Judicata reserves the right, without limitation, to terminate your access to and use of the Judicata Service if, in our view, your conduct fails to meet any of the following guidelines for Client conduct:
- You may not attempt to harm, disrupt, or otherwise engage in activity that diminishes, the Judicata Service.
- You may not attempt to interfere with any other Client’s use of the Judicata Service.
- You may not defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as of privacy and publicity) of any Client, third party or staff member of Judicata.
- You may not use the Judicata Service to send or otherwise make available, any material protected by intellectual property laws unless you own or control the rights to such material or have received all necessary consents.
- You may not use the Judicata Service to send or otherwise making available any material that contains viruses, Trojan horses, worms, corrupted files, or any other similar software that may damage the operation of another’s computer or property.
- You may not use the Judicata Service in a manner that imposes an unreasonable or disproportionately large load on Judicata’s infrastructure, as reasonably determined by Judicata.
You acknowledge that Judicata has no obligation to monitor your access to or use of the Judicata Service, but has the right to do so for the purpose of operating the Judicata Service, to ensure your compliance with these T&C, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
Each party hereby represents and warrants to the other party that (a) all corporate or other actions have been taken, and all approvals obtained, that are necessary to make this Agreement binding and enforceable as against such party; (b) such party’s performance of its obligations under this Agreement is not in conflict with, and will not cause a breach or event of default under, any agreement or instrument to which it is a party or by which it is bound; and (c) such party will perform its obligations under this Agreement in compliance with all applicable laws, rules and regulations.
You agree that Judicata, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Judicata Service and remove and discard any content within the Judicata Service, if Judicata (in its sole, reasonable discretion) believes that you have violated or acted inconsistently with the letter or spirit of this Agreement, including non-payment or abuse of these T&C. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Judicata Service, may be referred to appropriate law enforcement authorities. Judicata may also in its sole discretion and at any time discontinue providing the Judicata Service, or any part thereof, with or without notice; you will be refunded any monthly fee paid in a month in which the Judicata Service is discontinued in whole, or in part if such partial discontinuance materially impacts your use of the Judicata Service.
Upon termination, Judicata will treat your Personal Data in accordance with our then current retention policies and our Privacy Poilcy. You agree that Judicata will not be liable to you or any third-party for any termination of your access to the Judicata Service.
7. INFORMATION PRACTICES AND SECURITY.
Additionally, by using the Judicata Service, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Judicata Website may be read or intercepted by others, even if there is a special notice that a particular transmission (for example, credit card information) is encrypted.
8. THIRD PARTY INTERACTIONS AND LINKS TO OTHER SITES.
9. INTERNATIONAL USE.
You shall abide by all applicable laws and regulations regarding your use of the Judicata Service. In using the Judicata Service, you will not export, re-export, transfer, or make available, whether directly or indirectly, any regulated item or information in violation of export control laws or regulations of the U.S. Government or of any country within whose jurisdiction you operate or do business. Judicata and its licensors make no representation that the Judicata Service is appropriate or available for use in any location. The Judicata Service is controlled and operated from within the United States. Judicata makes no representations that materials contained within the Judicata Service are appropriate or available for use in other locations, and access to the Judicata Service from locations where such activity is illegal is prohibited. Those who choose to use the Judicata Service from other locations do so on their own initiative and are solely responsible for compliance with all applicable laws.
10. DISCLAIMER OF WARRANTIES.
Except as otherwise explicitly set forth herein, Judicata and any third party who makes its content available in conjunction with or through the Judicata Service disclaim any responsibility for any harm resulting from your use (or use by your employees, agents or contractors) of the Judicata Service and/or any third party content accessed in conjunction with or through the Judicata Service.
JUDICATA DOES NOT PROMISE THAT THE JUDICATA SERVICE, OR ANY CONTENT, COMPONENT, WEBSITE OR FEATURE OF THE JUDICATA SERVICE WILL BE ERROR-FREE, TIMELY OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE JUDICATA SERVICE WILL PROVIDE SPECIFIC RESULTS. THE JUDICATA SERVICE IS DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. JUDICATA CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE JUDICATA SERVICE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, JUDICATA AND SUCH THIRD PARTIES EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF ACCURACY, MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, JUDICATA AND ANY THIRD PARTY WHO MAKES ITS CONTENT AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE JUDICATA SERVICE AND SUCH THIRD PARTY CONTENT. JUDICATA DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE JUDICATA SERVICE.
THE INFORMATION AND SERVICES ON THIS WEBSITE ARE NOT INTENDED TO AND SHALL NOT BE USED AS LEGAL ADVICE. NO ATTORNEY-CLIENT RELATIONSHIP IS FORMED. YOU USE THE CONTENT, INFORMATION, AND THE JUDICATA SERVICE AT YOUR OWN RISK AND JUDICATA GUARANTEES NO OUTCOMES.
YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE JUDICATA SERVICE. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, YOUR SOLE REMEDY AGAINST JUDICATA FOR DISSATISFACTION WITH THE JUDICATA SERVICE IS TO STOP USING THE JUDICATA SERVICE. THIS LIMITATION OF REMEDY IS A PART OF THE BARGAIN BETWEEN THE PARTIES. YOU UNDERSTAND AND AGREE THAT YOU USE THE JUDICATA SERVICE AND ALL THIRD PARTY SOFTWARE OR CONTENT MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF THE JUDICATA SERVICE AND SUCH THIRD PARTY CONTENT. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
THE JUDICATA SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, HUMAN AND MACHINE ERRORS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. JUDICATA IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, LOSS OF DATA OR DAMAGE TO MEDIA OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
11. LIMITATION OF LIABILITY.
EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, UNDER NO CIRCUMSTANCES SHALL JUDICATA OR ANY THIRD PARTY WHO MAKES ITS CONTENT AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE BE LIABLE TO YOU OR ANY OTHER USER ON ACCOUNT OF ANY USE OR MISUSE OF THE JUDICATA SERVICE OR SUCH THIRD PARTY CONTENT. EXCEPT AS OTHERWISE EXPLICITLY SET FORTH HEREIN, NEITHER JUDICATA NOR ANY THIRD PARTY CONTENT PROVIDER SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE (EVEN IF JUDICATA AND/OR A THIRD PARTY CONTENT PROVIDER HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, JUDICATA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE JUDICATA SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE JUDICATA SERVICE. IN NO EVENT SHALL JUDICATA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO JUDICATA HEREUNDER IN THE PRECEDING TWELVE (12) MONTHS.
SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE JUDICATA SERVICE AND ALL THIRD PARTY CONTENT MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE, FROM INABILITY TO USE THE JUDICATA SERVICE AND ALL THIRD PARTY CONTENT MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE JUDICATA SERVICE AND ALL THIRD PARTY CONTENT MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE JUDICATA SERVICE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), OR THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE JUDICATA SERVICE.
THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
INFORMAL NEGOTIATIONS. To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and Judicata agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is your billing address, with an email copy to the email address you have provided to Judicata. Judicata’s address for such notices is Judicata, Inc., PO Box 380235, Ivins, UT 84738; Attention: Legal.
BINDING ARBITRATION. If you and Judicata are unable to resolve a Dispute through informal negotiations, all claims arising from use of the Judicata Service (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT IF EITHER PARTY ELECTS TO ARBITRATE, NEITHER PARTY WILL HAVE THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL. The arbitration will be commenced and conducted under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website. Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except as otherwise provided in this Agreement, you and Judicata may litigate in court to compel arbitration, stay proceeding pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.
EXCEPTIONS TO ALTERNATIVE DISPUTE RESOLUTION. Each party retains the right to bring an individual action in small claims court or to seek injunctive or other equitable relief on an individual basis in a federal or state court in San Francisco County, California with respect to any dispute related to the actual or threatened infringement, misappropriation or violation of a party’s intellectual property or proprietary rights.
WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. You and Judicata agree that any arbitration will be limited to the Dispute between Judicata and you individually. YOU ACKNOWLEDGE AND AGREE THAT YOU AND JUDICATA ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and Judicata otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” Section will be deemed null and void.
LOCATION OF ARBITRATION. Arbitration will take place in San Francisco County, California. You and Judicata agree that for any Dispute not subject to arbitration (other than claims proceeding in any small claims court), or where no election to arbitrate has been made, the California state and Federal courts located in San Francisco, California have exclusive jurisdiction and you and Judicata agree to submit to the personal jurisdiction of such courts.
You agree to defend, indemnify and hold harmless Judicata and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Judicata Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Proprietary Information; (iv) your violation of any law, rule or regulation of the United States or any other country; or (v) any other party’s access and use of the Judicata Service with your unique username, password or other appropriate security code.
14. ASSIGNMENT OF TERMS.
Neither party may assign or transfer this Agreement, by operation of law or otherwise, without the prior written consent of the other party. Any attempt by you to assign or transfer this Agreement, without such consent, will be null and of no effect. Notwithstanding the foregoing, either party may assign this Agreement to an Affiliate or to an entity acquiring all or substantially all of the assets or business of such party, upon notice to the other party. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns. The term “Affiliate” shall mean, as to a party hereto, any person or entity who directly or indirectly, through one or more intermediaries, controls, is controlled by or is under common control with such party.
15. GENERAL TERMS.
Judicata reserves the right, at its sole discretion, to change, modify, add or remove portions of these T&C at any time, for any reason or for no reason. We will notify you of any material changes by posting the amended T&C on the Judicata Website at https://www.judicata.com/terms. You must review these T&C on a regular basis to keep yourself apprised of any changes. If you do not agree to the revised terms and conditions, your sole recourse is to immediately stop using the Judicata Service. Your continued use of the Judicata Service following any changes to these T&C indicates your acceptance and agreement to any and all such changes.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these T&Cs, will be in writing and, given by posting the update to the Judicata Website or to the email address you supplied.
If there is a conflict between these terms and the additional terms, the additional terms will control for that conflict.
If you do not comply with these terms, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).
If it turns out that a particular term is not enforceable, this will not affect any other terms.
This Agreement will be governed by and construed in accordance with the laws of the State of California, without giving effect to the conflict of laws provisions of California which would require or permit the application of the laws of another jurisdiction.