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Terms and Conditions

Last Updated: April 28, 2024

Terms & Conditions

Lawft Terms of Service

Welcome to Lawft (“Lawft”). Lawft provides a legal practice management platform and various add-on products (the “Products”), and related support and hosting services (“Service” or “Services”) to its Subscribers. By signing up for Lawft’s Products and Services, the “Subscriber,” agrees to the following Terms of Service, which, together with the Sales Order, constitutes a legally enforceable agreement governing Subscriber’s use of the Products and Services. If the Subscriber is a natural person, the Subscriber affirms that they are either more than 18 years of age, or have reached the age of legal majority in the Subscriber’s jurisdiction of residence. If the Subscriber is a legal entity, the natural person entering into this Agreement possesses the requisite authority to enter into this Agreement on behalf of such legal entity. The Subscriber further represents that they are not a competitor of Lawft nor do they represent, directly or indirectly, a competitor of Lawft.

Agreement Structure; Definitions

These Lawft Terms of Service establish the general terms and conditions to which the parties have agreed with respect to the provision of the Products and Services by Lawft to the Subscriber. Additional terms for the provision of the Products and Services are contained in the applicable Sales Order for the purchase of such Products and/or Services. “Sales Order” means the online subscription or any document(s) signed by the parties that sets forth the order-specific information, including product descriptions, license quantities, license fees, and other such information which incorporates by reference these Lawft Terms of Service. Your use of the Products and/or Services constitutes your agreement to this Agreement (as defined below). These Lawft Terms of Service are subject to change from time to time, in Lawft’s sole discretion and without advance notice. All changes to these Terms of Service are effective immediately. You are responsible for reviewing these Lawft Terms of Service on a regular basis. These Terms of Service apply to all visitors and all who access the Products or utilize the Services.

The Sales Order, together with these Lawft Terms of Service, constitutes the “Agreement” between the parties. Both parties acknowledge and agree to be bound by the terms of this Agreement.

To the extent the terms of the Lawft Terms of Service conflict with the terms of the Sales Order, the Sales Order shall prevail.

Definitions: As used in this Agreement, the following defined terms shall apply:

  • Agreement means the Lawft Terms of Service together with the applicable Sales Order(s).
  • Confidential Information means all information disclosed by the Disclosing Party to the Receiving Party, whether orally or in written, electronic or other form or media, that could reasonably be understood to be confidential given the nature of the information or circumstances surrounding the disclosure. Confidential Information includes, but is not limited to: information relating to a party’s software or hardware, source code, API data files, documentation, specifications, databases, system design, and development methods as well as information relating to the party’s business and marketing plans, trade secrets, intellectual property, financials, product plans, designs, customer lists, and business processes.
  • Disclosing Party means the party disclosing Confidential Information to the Receiving Party.
  • Intellectual Property Rights means, on a worldwide basis, any and all: (i) rights associated with works of authorship and literary property, including copyrights and moral rights of any author; (ii) trademarks, service marks, logos, trade dress, trade names (whether or not registered), and the goodwill associated therewith; (iii) rights relating to know-how or trade secrets; (iv) patents, designs, algorithms, and other industrial proprietary rights; and (v) any other intellectual or industrial property rights, whether now or hereafter existing, and whether or not protected, filed, registered or recorded.
  • Receiving Party means the party receiving Confidential Information from the Disclosing Party.
  • Services means implementation, data migrations, integration, training, and any other consulting or service-based services.
  • Products means the cloud-based legal case management Products and any other add-on functionality provided to Subscriber by Lawft, as more particularly identified in the applicable Sales Order(s).
  • Subscriber means the legal entity or individual that enters into this Agreement and is identified on the applicable Sales Order(s), and its representatives, agents, employees, and contractors.
  • Subscriber Data means any data, information, or material Subscriber provides or submits through the Products.

Implementation and Data Migration

  • Implementation: Lawft will provide the Products and Services as specified in the applicable Sales Order. Subscriber shall provide a primary and secondary point of contact (the “Lawft Administrator”) to coordinate communication and make decisions during the implementation process. Subscriber understands that Lawft’s completion of the implementation process is entirely dependent upon Subscriber’s timely and effective completion of responsibilities under the terms of this Agreement.
  • Data Migration: Lawft will provide data migration services as specified in the applicable Sales Order. Subscriber acknowledges and agrees that Lawft’s completion of the data migration process is entirely dependent upon Subscriber’s timely and effective completion of responsibilities under the terms of this Agreement. Data migration includes import of necessary data into your Lawft organization. Subscriber must provide Lawft with a copy of Subscriber Data prior to the beginning of the migration process.

Security

  • Lawft implements reasonable and appropriate measures to protect Subscriber Data from accidental or unlawful loss, theft, access, or destruction but does not warrant or guarantee that such an event cannot or will not occur.

Obligations of the Parties

  • Authorized Licenses: Lawft authorizes one individual per Lawft License. Individuals MAY NOT share Lawft Licenses to access the Products at any time. In the event Lawft reasonably believes that Lawft Licenses are being shared, Lawft will require Subscriber to purchase additional Lawft Licenses.
  • Compliance with Applicable Law: Subscriber shall, at all times, use the Products in a manner that is compliant with all relevant, applicable federal, state, and local laws and regulations.

Subscriber Use Restrictions

  • Subscriber shall use the Products only in accordance with these Terms of Service. Subscriber shall not: modify, adapt, alter, translate, or create derivative works of the Products; sell, resell, sublicense, distribute, rent, loan, or otherwise transfer the Products to a third party; reverse engineer, decompile, decipher, disassemble, or otherwise attempt to derive the source code for the Products; or engage in any activity that involves the transmission of “junk mail” or unsolicited mass mailing or “spam.”

Disclaimer of Warranties

  • Lawft does not warrant that the Products or Services will be uninterrupted or error-free; nor does it make any warranty as to the results that may be obtained from the use of the Products or Services. Except as expressly provided herein, the Products and Services are provided “AS IS” and Lawft disclaims all warranties, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Limitation of Liability

  • To the maximum extent permitted by law, Lawft shall not be liable for any indirect, special, incidental, exemplary, or consequential damages arising out of or in connection with the use of the Products or Services. Lawft’s cumulative liability to Subscriber shall not exceed the amount of fees paid under this Agreement in the twelve (12) months preceding the event giving rise to the claim.

Indemnification

  • Subscriber agrees to indemnify, defend, and hold harmless Lawft and its officers, directors, employees, agents, successors, and assigns from any and all losses, claims, costs, demands, damages, actions, or other proceedings brought by third parties arising from: (i) the Subscriber Data; (ii) Subscriber’s use of the Products and/or Services; or (iii) any breach of this Agreement by Subscriber.

Termination

  • Lawft reserves the right to terminate this Agreement at any time without notice if Subscriber breaches these Terms. Upon termination, Subscriber must cease all use of the Products and Services and destroy all copies of Lawft software. Subscriber Data may be retained or destroyed in accordance with Lawft’s data retention policy.

General Provisions

  • Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Delaware, where Lawft is headquartered, without giving effect to its conflict of laws provisions.
  • Dispute Resolution: Any disputes arising out of or related to this Agreement shall be resolved by arbitration in accordance with the rules of the American Arbitration Association.

Notice

  • Any notice required under this Agreement shall be given in writing and delivered to the parties’ respective addresses as specified in the Sales Order or as otherwise provided in this Agreement.
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