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Terms of Use

Effective Date: January 2012


Please Read Carefully Prior to Using This Website

Use of the Squire Sanders (“we” or “our”) website (this “Website”) is governed by the terms and conditions below (“Terms of Use”). By using this Website you agree to abide by these Terms of Use. If you do not agree with any of these Terms of Use, do not use this Website.

Squire Sanders is global law firm. The servers that host this Website are located in the United States, and any personal details you provide us will be processed by us in the United States. For information about the way in which we use, process and share personal information that we may obtain about you, please refer to our Privacy Policy. By using this Website, you agree that the law of the State of Ohio, without regard to its conflict of laws principles, will govern all matters between you and Squire Sanders with respect to your use of this Website.

Disclaimers
    No Legal Advice
    No Attorney-Client Relationship
    No Advertisement

Intellectual Property Rights
    Ownership of Intellectual Property
    Authorized and Prohibited Uses
    Content You Submit to This Website
    Registration and Passwords
    Compliance With the Digital Millennium Copyright Act

Website and Registration Administration
    Access Arrangements and Fees
    Linking
    Authority of Website Administrator
    Good Samaritan Policy
    Import/Export Control

Your Obligations
    Compliance
    Unsuitable Content or Conduct
    Functional Compatibility and System Abuse
    Cooperation and Notification
    Third Party Sites
    Warranty Disclaimers
    Limitations on Liability and Remedies
    Indemnification

Other Important Information
    Separate Terms and Conditions
    Privacy Policy
    Dispute Resolution and Applicable Law and Forum
    Modifications to Terms and Conditions
    Contacting Us


Disclaimers

No Legal Advice

Squire Sanders makes the information available on this Website for informational purposes only. Any information contained on this Website is not intended to be and does not constitute legal advice. The information provided on this Website may not apply to your particular facts or circumstances; therefore, you should seek legal counsel prior to relying on any information that may be found on this Website. Furthermore, information provided on this Website may not reflect the most recent developments in the law and may not be applicable in your particular jurisdiction. Therefore, you should not act on any of the information contained on this Website until you obtain legal counsel from a qualified individual in your jurisdiction. Unless otherwise stated, our attorneys claiming certification in an area of law are not certified by the Texas Board of Legal Specialization.

No Attorney-Client Relationship

Squire Sanders has established procedures in place for accepting representation of a new client and establishing an attorney-client relationship, which include obtaining a signed copy of an engagement letter and clearing conflicts in accordance with the rules of professional ethics in each jurisdiction in which we operate. Therefore, if you submit an unsolicited email or other communication or information to Squire Sanders via this Website, understand that no attorney-client relationship is created. Because no attorney-client relationship is created in these instances, any such communications are not considered confidential and may be disclosed to third parties in the manner described in our Privacy Policy.

No Advertisement

This Website and the information contained herein are not intended to be an advertisement or solicitation of business, but it may be considered an advertisement in some jurisdictions.

Intellectual Property Rights

Ownership
All content, text, images, data, information and other material displayed, available or present on this Website (“Content”), including any intellectual property rights in such Content (including without limitation trademarks and copyrights) (hereinafter “Intellectual Property Rights”), are the property of Squire Sanders, its affiliates, its licensors or the designated owners, and are protected by applicable intellectual property laws. You should assume that everything you see or read on this Website is copyrighted unless otherwise noted and may not be used without our written permission, except as otherwise provided in these Terms of Use.

Authorized and Prohibited Uses
You may access, use and display this Website on a single computer only and download and print copies of the Content only for noncommercial, informational, personal use, without modification or alteration in any way, and only so long as you comply with these Terms of Use and applicable laws. Except as may otherwise be expressly authorized by these Terms of Use, you may not otherwise reproduce, sell, publish, distribute, modify, display or use any of this Website or the Content without our prior written permission. If this Website permits the emailing of certain Content or a link through the use of an “email to a friend” (or similar) icon, you may send that particular Content or link to others by email, as indicated. You agree not to infringe upon any Intellectual Property Rights or remove or modify related proprietary notices contained in this Website or the Content.

User Content
Except as provided in our Website Privacy Policy, any Content that you submit to this Website or to us (“User Content”) will be deemed to be nonconfidential and may be disclosed through this Website to unknown persons on a worldwide basis without control by Squire Sanders, including for browsing, downloading, printing and other uses by such other persons or entities. You agree not to submit User Content to this Website or to us except for Content that is fully authorized for purposes of this Website and these Terms of Use, and you will not infringe upon any person’s Intellectual Property Rights in connection with such submissions. It is your obligation to determine the extent to which User Content you submit is protected by applicable intellectual property laws. You agree that Squire Sanders shall have, and hereby grant to Squire Sanders, a worldwide, royalty-free, perpetual, irrevocable, sublicenseable, non-exclusive right and license to translate, reproduce, sell, publish, distribute, modify, adapt, display, perform, promote, link to or use, in any form or media, any User Content that you submit to this Website or to us. Squire Sanders does not endorse any User Content, or third party product or service that may appear on this Website. Nothing in these Terms of Use shall obligate us to use any User Content you submit or permit the posting of such Content on this Website.

Registration and Passwords
At times, we may or may not require you to have a password and provide registration details to access this Website or portions of this Website such as the Squire Sanders Alumni Network which is accessible from this Website (the “Network”). If we do require a password and registration details, the details you provide must be correct, current and complete. If we believe that the details are not correct, current and complete, we have the right to refuse you access to the Website, or any of its resources, and to terminate or suspend your account, if any. You are responsible for maintaining the confidentiality of any password(s) you are given to access this Website or any portion hereof, and you are fully responsible for all activities that occur under your password(s). You agree to notify us immediately of any unauthorized use of your password(s). We reserve the absolute right not to issue a password to any person or entity.

Compliance With the Digital Millennium Copyright Act

Squire Sanders respects the rights of all copyright holders, and in this regard we have adopted and implemented a policy that provides for the termination in appropriate circumstances of users of this Website who infringe the rights of copyright holders. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent the following information required by the Digital Millennium Copyright Act, 17 U.S.C. Section 512:

(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(b) Identification of the copyrighted work claimed to have been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

(c) Identification of the Content that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and the information reasonably sufficient to permit us to locate the Content;

(d) Information reasonably sufficient to permit us to contact the complaining party;

(e) A statement that the complaining party has a good faith belief that the use of the Content in the manner complained of is not authorized by the copyright owner, its agent or the law;

(f) A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

For copyright inquiries under the Digital Millennium Copyright Act, please contact Squire Sanders’ Copyright Agent at:

Copyright Agent
1500 W. 3rd Street, Suite 450
Cleveland, OH 44113-1408
Phone: 216-687-3400
Email: 

Website and Registration Administration

Access Arrangements and Fees
Your use of this Website shall be in accordance with any and all procedures, forms, formats, displays and operating times that may be determined, specified or modified by Squire Sanders in its discretion. You are responsible for all software, hardware, interconnections, fees, expenses, costs and taxes for you to access or use this Website.

At this time, we do not charge a fee to use this Website, but we reserve the right to impose or modify fees in connection with use of this Website (or portions of this Website) at any time without liability. Payment of any such fees shall be due and payable thirty (30) days from the date of invoice unless otherwise agreed by you and Squire Sanders or unless otherwise required by us. Squire Sanders shall endeavor to issue a general notice on this Website with regard to any imposition of fees or modifications to this Website.

Linking
You may link to any page of this Website, but no framing is permitted. Any link to this Website must be immediately followed by notice to Squire Sanders via email at .

In the event we deem your linking practices in relation to this Website to be inappropriate, we may provide you with notice concerning removal or modification of the inappropriate link, and you agree to comply with any and all requirements of Squire Sanders relating thereto. Please use an official Squire Sanders Web banner when linking to this Website. You may use such Web banner solely in connection with the link unless and until Squire Sanders gives notice that you must stop using the Web banner and/or discontinue linking to this Website.

Authority of Website Administrator
Squire Sanders may in its discretion modify, edit, translate, suspend, restrict access to or terminate this Website, these Terms of Use, the Content, the Network or any other link at any time without liability or prior notice. Squire Sanders may in its discretion terminate the browsing of, registration with and use of this Website by any user at any time without liability or prior notice for any reason, including for any breach of these Terms of Use.

Good Samaritan Policy
It is our policy not to tolerate any acts of intellectual property infringement or violations of federal or state law. We will, in good faith, make our best efforts to remove, disable or restrict access to the availability of Content on the Website that, in our subjective view, is obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable, whether or not such material is constitutionally protected. This provision does not impose upon Squire Sanders any contractual obligation to undertake, or refrain from undertaking, any particular course of conduct, or to monitor the Website.

If you believe that someone has violated this policy, we ask you to promptly notify us by email at . You must use this address if you want to ensure that the complaint is actually received by the appropriate party who is responsible for investigating alleged violations of this policy.

Import/Export Control
You agree not to submit any Content to this Website or commit any act involving the transfer of information relating to any Content in violation of applicable import/export control, espionage or national security laws.

Your Obligations

Compliance
You agree to comply with all applicable laws in connection with your use of this Website (including the Network).

Unsuitable Content and Conduct
You will not engage in conduct or submit to this Website any Content or other material that is illegal, inaccurate, misleading, misappropriated, infringing, dilutive, defamatory, obscene, offensive or otherwise objectionable. You will not cause damage, embarrassment or adverse publicity to Squire Sanders.

Functional Compatibility and System Abuse
If any portion of the Website accepts the submission of User Content, you will submit only User Content and material that is functionally and technically compatible with this Website. You will not attempt to and will not damage, corrupt, tamper with or infect this Website, the Content or any information or telecommunication system of Squire Sanders with a virus or other malicious computer program. You will only use this Website for the permitted purposes stated in these Terms of Use and will not engage in abusive activity with respect to this Website. Without limiting the generality of the foregoing, you agree not to send, create or reply to so-called “mailbombs” (i.e., emailing copies of a single message to many users, or sending large or multiple files or messages to a single user with malicious intent); engage in “spamming” (i.e., unsolicited emailing for business or other purposes); or undertake any other activity that may adversely affect the use or enjoyment of this Website by any person. You are prohibited from using any services or facilities provided in connection with this Website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password-guessing programs, cracking tools or network-probing tools) is strictly prohibited. If you become involved in any violation of system security, Squire Sanders reserves the right to release your details to system administrators at other sites and law enforcement authorities to assist them in resolving security incidents.

Your Cooperation and Notification
You agree to cooperate with all reasonable requests of Squire Sanders and will notify us promptly upon learning of any actual or suspected breach of these Terms of Use by you or unauthorized use or abuse of this Website.

Third Party Sites and Other Information
This Website may contain, as a convenience to you, Content, links and other information submitted by third parties over whom Squire Sanders has no control or responsibility, as well as translations thereof that we may arrange. Squire Sanders has no obligation to monitor, control or restrict the use of this Website (including the network) or third party websites accessible via links on this Website. These third party sites are not under our control, and you acknowledge that (whether or not such sites are affiliated in any way with Squire Sanders) Squire Sanders is not responsible for the accuracy, copyright compliance, legality, decency or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of any site by Squire Sanders or any association with its operators. Moreover, we have no obligation to verify any User Content submitted by a user or to provide any registration or other information to you concerning any Content.

Warranty Disclaimers
THIS WEBSITE, ITS CONTENT AND ITS LINKS ARE PROVIDED ON AN “AS IS” BASIS AND ARE USED ONLY AT YOUR SOLE RISK, TO THE FULLEST EXTENT PERMISSIBLE BY LAW. SQUIRE SANDERS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, REGARDING THIS WEBSITE (INCLUDING ITS CONTENT, HARDWARE, SOFTWARE AND LINKS), INCLUDING ANY IMPLIED WARRANTIES AS TO FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, NON-INFRINGEMENT, RESULTS, ACCURACY, COMPLETENESS, ACCESSIBILITY, COMPATIBILITY, SECURITY AND FREEDOM FROM COMPUTER VIRUS. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

Limitations on Liability and Remedies
SQUIRE SANDERS' ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH SQUIRE SANDERS (INCLUDING WITHOUT LIMITATION YOUR USE OF THE WEBSITE) IS TO DISCONTINUE YOUR USE OF THE WEBSITE. SQUIRE SANDERS AND ITS VENDORS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGE ARISING FROM YOUR USE OF THIS WEBSITE OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OR REGISTRATION WITH SQUIRE SANDERS. THESE EXCLUSIONS FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF SQUIRE SANDERS HAD BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS SQUIRE SANDERS AND ITS VENDORS’ LIABILITY IN SUCH STATE OR JURISDICTION SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IN ANY EVENT, IF ANY OF THE ABOVE PROVISIONS IN THIS SECTION ARE NOT ENFORCEABLE IN AN APPLICABLE JURISDICTION, THE MAXIMUM LIABILITY OF SQUIRE SANDERS WILL BE LIMITED TO, IN THE SOLE DISCRETION OF SQUIRE SANDERS, EITHER THE (1) CORRECTION OR DELETION OF ANY INACCURATE CONTENT OR LINK, OR (2) REFUND OF ANY FEES FOR THIS WEBSITE RECEIVED BY SQUIRE SANDERS FROM YOU.

Indemnification
You agree to defend, indemnify and hold harmless Squire Sanders and its affiliates, officers, directors, employees and contractors from any demands, claims, damages, liabilities, expenses or harms, including attorneys fees, arising in connection with your use of this Website, online conduct, breach of these Terms of Use, or dealings or transactions with other persons resulting from use of this Website.

Miscellaneous

Separate Terms and Conditions
From time to time in connection with your use of and/or access to Content contained in certain areas of this Website, it may be necessary for you to consent to policies or terms and conditions in addition to these Terms of Use. You should read carefully any such additional terms and conditions before making any use of such Content or areas of this Website. Any such terms will not vary or replace these Terms of Use regarding any use of this Website, unless otherwise expressly stated.

Privacy Policy
Squire Sanders is concerned about privacy and has developed a policy to address privacy concerns. You can find the current privacy policy at www.squiresanders.com/privacy (the “Privacy Policy”). The Privacy Policy is hereby incorporated into these Terms of Use by reference and constitutes a part of these Terms of Use.

Dispute Resolution; Applicable Law and Forum
With respect to any and all disputes arising from or in connection with this Website or these Terms of Use (including without limitation the Privacy Policy), Squire Sanders and you agree to negotiate in good faith and undertake reasonable efforts to cooperate with one another to achieve a mutually satisfactory resolution.

Squire Sanders has no obligation to become involved in any dispute between a user and any other person. This Website, these Terms of Use and any dispute arising in connection therewith shall be exclusively governed by and construed in accordance with the laws of the state of Ohio without regard to its conflict of law principles. Squire Sanders and you agree that all disputes arising under this agreement will be settled exclusively through confidential binding arbitration in Cuyahoga County, Ohio or another forum mutually agreed upon by you and Squire Sanders, pursuant to the Rules of Arbitration (“Rules”) of the International Chamber of Commerce (“ICC”) by a sole arbitrator nominated by agreement of you and Squire Sanders and confirmed in accordance with the Rules. The arbitrator’s award shall be binding and may be entered as a judgment in a court of competent jurisdiction. You agree that Squire Sanders is entitled to obtain preliminary injunctive relief to the extent allowed by law to enforce any of the terms of these Terms of Use pending a final arbitral decision.

Modification of Terms of Use, Etc.
These Terms of Use and the Privacy Policy referenced herein constitute the complete agreement between you and Squire Sanders with respect to their subject matter and supersede any prior agreement or communication. These Terms of Use are subject to change from time to time. Squire Sanders will endeavor to post a notice of any changes to these Terms of Use for a period of thirty (30) days following any such modifications. Therefore, you are advised to review these Terms of Use occasionally, or at least every thirty (30) days. Your continued use of this Website subsequent to our notice of modification of these Terms of Use shall constitute your acceptance of the modified Terms of Use. If any term or provision of these Terms of Use shall be found to be invalid, illegal or otherwise unenforceable, such finding shall not affect the other terms or provisions of these Terms of Use, or the whole of these Terms of Use, but such term or provision shall be deemed modified to the extent necessary to render such term or provision enforceable, and the rights and obligations of you and Squire Sanders shall be construed and enforced accordingly, preserving to the fullest permissible extent the intent and agreements set forth in these Terms of Use. Your obligations pursuant to these Terms of Use shall survive termination of this Website, any use by you of this Website, any User Content on this Website or these Terms of Use.

Contact Information
If you have any questions regarding these Terms of Use or this Website, please contact us by email at .