WEBSITE TERMS AND CONDITIONS OF USE
Last Modified: January 8, 2019
Please read this Agreement carefully before using the Site. By accessing or using the Site or clicking to accept this Agreement, you accept and agree to be bound and abide by it. IF YOU DO NOT AGREE TO THIS AGREEMENT, YOU MUST NOT ACCESS OR USE THE SITE.
- General. You may only view the Site for your personal, non-commercial purposes (including by allowing your computer to store copies of the Site materials temporarily in RAM incidental to accessing and viewing the Site) and only if you meet the eligibility requirements set forth above and comply with the terms of the Agreement. Stites reserves any rights not expressly granted in this Agreement. You must comply with all applicable laws when accessing and using the Site and use the Site only for lawful purposes.
- No Copying. Except to the extent such restrictions are prohibited by applicable law, you may not copy, reproduce, modify, adapt, disassemble, reverse engineer, decompile, distribute, sell, resell, lease, license, perform, display, transfer, transmit, stream, broadcast, create derivate works, translate, circumvent any anti-piracy technology or features that enforce limitations on use of, otherwise alter or attempt to discover the source code, object code, or other portion of, or otherwise use or exploit the Site except as expressly permitted in this Agreement. You may not remove any copyright, trademark, or other intellectual property or other proprietary notices from any portion of the Site. You shall not link to, mirror, or frame the Site or any part of it. If you breach these restrictions, your right to use the Site will cease immediately and you must, at Stites’ option, return or destroy any copies of materials from the Site that you have made.
- No Disruption. You shall not (i) use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other user’s use of the Site, (ii) use, cause, or launch any robot, spider, program, script, or other automatic device, process, or means to access the Site for any purpose, including scraping, indexing, surveying, data mining, monitoring or copying any of the material available through the Site, (iii) use any manual process to monitor or copy any of the material available through the Site, (iv) use any device, software, or routine that interferes with the proper working of the Site, (v) introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful, (vi) attempt to gain unauthorized access to, interfere with, damage, impair, or disrupt any parts of the Site, the server on which transmissions through the Site are stored, or any server, computer, database, system, or network connected to the Site, (vii) attack the Site via a denial-of-service attack or a distributed denial-of-service attack, (viii) otherwise attempt to burden or hinder the operation of the Site, interfere with the proper working of the Site, or the use and enjoyment of them by others as determined by Stites in its sole discretion.
- No Abuse. You shall not use the Site to: (i) engage in any illegal or unauthorized use or any way that violates applicable federal, state, local, or international law or regulations (including without limitation, any laws regarding the export or re-export of data or software to and from the US or other countries); (ii) impersonate any person or entity; (iii) stalk or harass any other person; (iv) harm minors in any way; (v) falsely state or misrepresent your affiliation with another person or entity or to impersonate or attempt to impersonate Stites, a Stites employee, another user, or any other person or entity, whether by using that person’s email address, screen name, or other indicia associated with the foregoing or otherwise or that misleadingly give the impression that they emanate from or are endorsed by Stites or any other person or entity if that is not the case; (vi) provide any false or misleading data or materials likely to deceive others; (vii) infringe any patent, trademark, trade secret, service mark, copyright, or other Intellectual Property right of another person; (viii) access or use the account of another user; (ix) distribute or procure the sending of unsolicited or unauthorized advertising, surveys, contests, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or other messages for any commercial purposes; (x) distribute computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (xi) “hack” or access without permission Stites’ proprietary or confidential records or those of any other third party; (xii) transmit, upload, post or promote any libelous, abusive, offensive, harassing, violent, inflammatory, threatening, defamatory, obscene, indecent, sexually explicit, pornographic, or otherwise objectionable materials (as determined by Stites in its sole discretion), materials that promote discrimination on the basis of race, sex, religion, nationality, disability, sexual orientation, age, or other materials that could give rise to any civil or criminal liability under U.S. or international law; (xiii) promote any illegal activity or advocate, promote, or assist any unlawful act; (xiv) cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person; or (xv) deploy or use bots, robots, web crawlers, or other similar electronics or computer code to scrub, copy, or capture data.
- Access and Use.
- Right to Modify. Stites may withdraw, modify, or restrict access to the Site or any part of it in its sole discretion and without notice. Stites shall have no liability if the Site or any part of it is unavailable at any time for any period.
- Access. You are solely responsible for making all arrangements necessary (including paying any rates and fees necessary) to have access to the Internet, data networks, devices, compatible software and hardware, and other goods and services to the extent necessary to access and use the Site. You acknowledge that your access to and use of the Site may experience delays or errors due to reliance on the Internet and electronic communications systems. You are responsible for ensuring that others who access and use the Site through your internet connection comply with the terms and conditions of this Agreement.
- Intellectual Property.
- General. The Site and its content, features, and functionality are owned by Stites, its licensors, and other providers of such materials and are protected by intellectual property laws. All rights not expressly granted in this Agreement are hereby expressly reserved and any breach of this Agreement may violate intellectual property laws. No right, title, or interest in or to the Site or any part of it is transferred to you.
- Trademarks. STITES & HARBISON, , TRADEMARKOLOGY, and THIRSTY THURSDAYS are all federally registered marks belonging solely and exclusively to Stites. All other marks appearing on the Site are proprietary to Stites, its licensors, or third parties. You must not use any of the foregoing marks without permission from Stites or the applicable owner.
- Notices. You shall not delete or alter any copyright, trademark or other proprietary rights notices associated with the Site or the content, functionality, or features that are part of the Site.
- No Reliance. Stites makes information available on or through the Site solely for general informational purposes. Stites does not warrant the accuracy, currency, completeness, or usefulness of this information and you rely on such information strictly at your own risk. Information posted on the Site may be incomplete or out of date and Stites has no obligation to update such information. Such information does not create an attorney-client relationship between Stites and you and such information does not constitute legal advice. Stites disclaims all liability and responsibility arising from any reliance you or others place on the information found on the Site.
- Geographic Restrictions. Stites is based in the United States and provides its clients with legal services in the United States. Stites makes no claim that its Site is accessible or appropriate outside the United States. If you access the Site outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
- Links. The Site may contain certain social media features that allow you to link to content on the Site from your own or third party websites. You may use these features solely as they are provided by Stites, solely in connection with the content associated with such features, and solely subject to this Agreement and any additional terms and conditions imposed by Stites in connection with such features. You may not establish a link from a website you do not own, allow the Site to be displayed by framing, deep linking, or in-line linking on another website, allow display of any content in connection with content that would violate the anti-abuse standards in this Agreement, or otherwise take any action regarding the Site’s materials that is inconsistent with the terms and conditions of this Agreement. Stites may disable any social media features or links at any time without notice and at Stites’ sole discretion. If the Site contains links to other websites and resources provided by third parties, such links are provided for your convenience only. Stites does not control the content of those websites or resources and accepts no responsibility for them or any loss or damage that may arise from your use of them. If you decide to access any third party websites or resources linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites and resources.
- Termination. In addition to its rights to terminate this Agreement for cause, Stites may terminate this Agreement at any time for any reason or no reason without notice.
- Representations, Warranties, Disclaimers.
- You represent and warrant that you have the legal power and authority to enter into this Agreement without consent from any third party. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Site and that all information provided is true, accurate, unaltered, complete, and correct, and will contain no untrue statement or omission of material fact or data. You represent and warrant that the information you submit or post to or through the Site belongs to you and that neither such information nor granting permission to use it as set forth in this Agreement violates the terms or conditions of this Agreement or any other agreement to which you are a party. You represent and warrant that none of executing, delivering, entering into, and performing your obligations under this Agreement will violate any provision of law or any order of any court or any governmental authority to which you are subject, or conflict with, result in a breach of, or constitute a default under any contract or agreement by which you are bound. You represent and warrant that your use of the Site shall comply with all applicable laws, regulations, rules, ordinances, and court orders.
- YOU AGREE THAT YOUR USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK TO THE MAXIMUM EXTENT PERMITTED BY LAW. STITES MAY DISABLE, SUSPEND, OR REMOVE ANY PART OF THE SITE OR THE CONTENT OR FEATURES AT ANY TIME IF REQUIRED TO DO SO BY ONE OF ITS LICENSORS OR SUPPLIERS, IF YOU HAVE BREACHED YOUR OBLIGATIONS UNDER THIS AGREEMENT, OR FOR ANY OTHER REASON OR NO REASON AT STITES’ SOLE DISCRETION. TO THE MAXIMUM EXTENT PERMITTED BY LAW, STITES MAKES NO REPRESENTATION OR WARRANTY REGARDING THE SITE OR INFORMATION PROVIDED UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF NON-INFRINGEMENT, ANY IMPLIED WARRANTY OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTY REGARDING INFORMATION ACCURACY, ANY WARRANTY THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, TIMELY, ANY WARRANTY REGARDING QUALITY, RELIABILITY, ACCURACY, TIMELINESS, SUITABILITY, USABILITY, COMPLETENESS, SECURITY, AVAILABILITY, OR CONDITION OF THE SITE, AND ANY WARRANTY THAT THE SITE WILL OPERATE WITH ANY PARTICULAR HARDWARE, SOFTWARE, SYSTEM, OR DATA. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SITE AND RELATED INFORMATION ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS WITH ALL FAULTS. STITES SHALL NOT BE LIABLE FOR ANY DAMAGES CAUSED BY VIRUSES OR OTHER FORMS OF CONTAMINATION OR DESTRUCTIVE FEATURES THAT AFFECT YOUR COMPUTER EQUIPMENT, SOFTWARE, DATA, OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE SITE. STITES MAKES NO WARRANTY REGARDING THE QUALITY, SUITABILITY, OR SECURITY OF THIRD PARTIES. THE FOREGOING DOES NOT APPLY TO WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
- Limitation of Liability. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL STITES OR ITS LICENSORS BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUES, BUSINESS OR PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT PRODUCT LIABILITY, OR OTHERWISE, EVEN IF STITES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. STITES ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES CAUSED BY VIRUSES OR OTHER FORMS OF CONTAMINATION OR DESTRUCTIVE FEATURES THAT MAY AFFECT YOUR DEVICE, COMPUTER EQUIPMENT, SOFTWARE, DATA, OR OTHER PROPERTY AS A CONSEQUENCE OF YOUR ACCESS TO OR USE OF THE SITE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE FULL EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL STITES BE LIABLE TO YOU FOR ANY DAMAGES IN EXCESS OF THE AMOUNT YOU PAID TO STITES UNDER THIS AGREEMENT DURING THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE CAUSE OF ACTION. STITES SHALL HAVE NO LIABILITY FOR ANY LOSSES, DAMAGES, OR OTHER LIABILITY RELATED TO YOUR USE OF THE SITE, YOUR INABILITY TO ACCESS OR USE THE SITE, EVEN IF STITES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LIABILITY, OR LOSSES. THESE LIMITATIONS AND DISCLAIMERS DO NOT ALTER YOUR RIGHTS TO THE EXTENT THEY CANNOT BE ALTERED UNDER APPLICABLE LAW.
- Indemnification. You agree to indemnify, defend, hold harmless, and reimburse Stites for all claims, judgments, settlements, causes of action, damages, deficiencies, fines, penalties, losses, costs, and expenses (including reasonable attorneys’ fees and disbursements of counsel) arising out of related to any third party claim that (a) if true, would indicate that you breached the terms and conditions of this Agreement, (b) arises out of or relates to your use of the Site.
- Governing Law and Venue. This Agreement is governed by and shall be construed in accordance with the law of the Commonwealth of Kentucky and the United States without regard to its conflict of laws principles. Any dispute arising out of this Agreement or your use of the Site shall be brought exclusively in the state or federal courts siting in Jefferson County, Kentucky and you irrevocably agree to the personal jurisdiction of such courts. ANY CAUSE OR ACTION YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SITE MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES OR SHALL BE PERMANENTLY BARRED.
- Relationship. Nothing in this Agreement or your use of the Site shall create any partnership, joint venture, employment, attorney-client, or agency relationship between you and Stites.
- No Waivers. None of this Agreement’s provisions may be waived except in writing signed by the party charged with waiving its rights. No waivers shall be implied, whether from any custom or course of dealing or any delay or failure in a party’s exercise of its rights and remedies hereunder or otherwise. Any waiver granted by a party shall not obligate such party to grant any further, similar, or other waivers.
- Severability. If a court or other tribunal of competent jurisdiction holds any provision of this Agreement invalid, illegal, or unenforceable, such provision shall be eliminated or limited to the minimum extent required and the remaining provisions of the Agreement will continue in full force and effect.
- Remedies. Except as otherwise expressly stated in this Agreement, all remedies are cumulative, and the exercise or partial exercise of any such right or remedy shall not preclude the exercise of any other.
- Entire Agreement. This Agreement (including the documents incorporated by reference) is the entire agreement between the parties, superseding any and all other prior or contemporaneous agreements, promises or representations between them regarding the subject matter of this Agreement.