Website Terms and Conditions of Use
TERMS AND CONDITIONS
These Terms and Conditions of Use (the “Terms”) and our Privacy Policy set forth the terms and conditions on which Leason Ellis LLP (“Leason Ellis”, “we," "us," or “our”) offers you access to https://leasonellis.com/ (the “Website”) and all other Leason Ellis-operated websites, applications, or digital services on or through which these Terms are linked or referenced (collectively, the “Services”).
1. Acceptance of Terms
PLEASE READ THESE TERMSCAREFULLY BEFORE USING THE SERVICES. YOURUSE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OFTHESE TERMS. THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION THAT SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS WITH RESPECT TO ANY DISPUTES ARISING FROM YOURUSE OF THE SERVICES. IF YOU DO NOT AGREE TOTHESE TERMS,DO NOT USE THE SERVICES.
The Services are the property of Leason Ellis and our licensors. We reserve the right, at our sole discretion, to change, modify, add or remove portions of these Terms, at any time. Although we might notify you (“you” or “user”) of certain changes as outlined in these Terms, it is your responsibility to check these Terms periodically for changes. Your continued use of the Services following the posting of any changes constitutes your acceptance of those changes.
You acknowledge that you are entering into these Terms voluntarily and not in reliance on any promises or representations other than those expressly contained in these Terms.
2. Eligibility; Age Restriction
2.1. By using the Services, you represent that you are at least 18 years and that you have the right, capacity, and authority to enter into these Terms and are fully able and competent to satisfy the terms, conditions, and obligations herein.
3. Ownership of the Services; Intellectual Property Rights.
3.1. All content and materials comprised in, appearing on, or made available through the Services - including, without limitation, artwork, graphics, photographs, images, page layouts and look-and-feel designs, text, publications, blog posts, client alerts, video and audio clips, webinars, directories, listings, databases, trademarks, service marks, logos, and other Leason Ellis identifiers (collectively, “Content”) - together with all copyrights, trademark rights, and other intellectual property rights therein, are the property of Leason Ellis and may not be copied, reproduced, used, or exploited without the express prior written permission of Leason Ellis.
3.2. These Terms and your use of the Services grant you only the limited rights expressly described herein. Nothing in these Terms or Services grants, by implication, estoppel, or otherwise, any license or right in or to Leason Ellis’s trademarks, logos, service marks (“Marks”), patents, trade secrets, or other intellectual property embodied in the Services. Unauthorized use of any Marks or other intellectual property of Leason Ellis may violate applicable law.
3.3. Subject to your complete and ongoing compliance with these Terms and our rights therein, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely as described in and subject to these Terms and any additional applicable product-specific terms.
3.4. In certain circumstances, you may submit messages, communications, comments, or other data (“User Content”) to the Services. You are solely responsible for your User Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions necessary to provide your User Content to the Services. By submitting any User Content, you grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, and transferable right to use, exercise, commercialize, and exploit the User Content, including the right to make changes, edits, modifications, translations, or formatting modifications, or to delete your User Content.
3.5. WHILE THESE TERMS AND THE SERVICES CONCERN LEGAL ISSUES, THEY DO NOT CONSTITUTE LEGAL ADVICE. THE USE OF THE SERVICES IS NOT INTENDED TO CONSTITUTE, AND DOES NOT CONSTITUTE, A SOLICITATION FOR THE FORMATION OF AN ATTORNEY-CLIENT RELATIONSHIP. NO ATTORNEY-CLIENT RELATIONSHIP IS CREATED THROUGH YOUR USE OF THE SERVICES. Please do not send us any information or documents that you wish to have treated as confidential. Providing information via email links on the Website or through other introductory communications will not create an attorney-client relationship, will not preclude Leason Ellis from representing any other person or firm in any matter, and will not obligate Leason Ellis to keep confidential any information you provide. If you nonetheless transmit information that you consider confidential or sensitive through the Services or via any email link on the Website, Leason Ellis does not assume any obligation of confidentiality with respect to such information. Any unsolicited confidential information received by Leason Ellis through the Services may be used or disclosed by Leason Ellis without restriction, and Leason Ellis shall bear no liability for any use or disclosure thereof. Leason Ellis cannot enter into an attorney-client relationship with you until it has determined that doing so will not create a conflict of interest and until you and Leason Ellis have entered into a written engagement letter setting forth the terms of that relationship.
3.6. We reserve all rights not expressly granted to you in these Terms or in any separate agreement between you and Leason Ellis.
4. Your Use of the Services and Your Responsibilities
4.1. Your access to and use of the Services is subject to all applicable international, federal, state, and local laws and regulations. You may only access and use the Services for lawful purposes. You represent and warrant that you will not use the Services in any manner that is unlawful or prohibited by these Terms.
4.2. Access to the Services may require a compatible Internet browser or mobile device, network connectivity, and applicable software. You are solely responsible for obtaining and maintaining these requirements, including any applicable updates, changes, and associated fees, as well as compliance with the terms of your agreements with your mobile device and telecommunications providers.
4.3. Accurate information enables us to provide the Services effectively. You must provide true, accurate, current, and complete information when using the Services and must not misrepresent your age or any other information entered or uploaded through the Services. You are responsible for maintaining the confidentiality of your account credentials and any data entered into the Services.
4.4. You must not try to access any part or feature of the Services, or any services provided through them, without proper authorization. This includes methods like hacking, password mining, or any other unauthorized techniques. You may not impersonate any person or entity or misrepresent your identity or affiliation with any person or entity.
4.5. You may not reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of any part of the Services. You may not use any automated device, program, algorithm, or methodology (e.g., “deep-link," “robot," “page-scrape," or “spider”), or any similar manual process, to access, acquire, copy, or monitor any portion of the Services, or in any way reproduce or circumvent the navigational structure or presentation of the Services, in order to obtain or attempt to obtain any materials, documents, or information through means not purposely made available through the Services.
4.6. You agree not to use any device, software, or routine to interfere with, or attempt to interfere with, the proper operation of the Services or any transaction conducted through the Services, or with any other person’s use of the Services, including, but not limited to, uploading malicious or harmful content or posting. This prohibition includes, without limitation, uploading or transmitting any file that contains viruses, worms, Trojan horses, keyboard loggers, time bombs, spyware, adware, cancelbots, passive collection mechanisms (“PCMs”), or any other harmful or destructive code.
4.7. You may not use or access the Services for the purpose of building or implementing software or a service intended to compete commercially with the Services.
4.8. You may not copy any portion of the Services or transfer the same to a third party without express written authorization.
4.9. You may not sell, trade, distribute, copy, reproduce, duplicate, exploit, modify, adapt, translate or create derivative works based upon any portion of the Services or User Content, including without limitation through framing techniques, meta tags, or “hidden text”, without Leason Ellis’s express written consent.
4.10. You may not post or transmit to us materials that are or may be: (a) threatening, harassing, degrading, hateful, or intimidating, or that otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, fraudulent, or otherwise tortious; or (c) obscene, indecent, pornographic, spam, or otherwise objectionable. You may not contact us using a false email address or otherwise attempt to mislead us as to the origin of any communication.
4.11. You may not copy the look and feel of the Services or access, download, copy, modify, distribute, perform, or use any Content to create a similar or competitive service or to contribute the Content to an existing similar or competitive service.
4.12. You may not transfer your rights to use the Services or to view, access, or use any Content.
4.13. You may not use the Services or any Content in connection with any machine learning or artificial intelligence datasets (e.g., training any machine learning or artificial intelligence models), or for any technologies designed or intended for the identification of natural persons.
4.14. You may not use the Services or any Content for any purpose that is unlawful or prohibited by these Terms, or to solicit the performance of any illegal activity or other activity which infringes the rights of Leason Ellis or others.
4.15. In the event you violate any provision of this Section 4, you acknowledge that the monetary damages sustained by Leason Ellis may be difficult to ascertain. Accordingly, you agree that you will be liable to Leason Ellis for liquidated damages in the amount of $30,000.00 per violation (other than any intellectual-property, data privacy or security violation or other violations of Leason Ellis’ rights resulting in higher actual damages). You acknowledge that such amount is reasonable, does not constitute a penalty, and agree not to contest the reasonableness of such liquidated damages in any proceeding arising under these Terms.
5. Third-Party Websites and Services
The Services may contain links to other websites and services, including social media platforms (collectively, “Linked Services”). Leason Ellis provides links to Linked Services for your convenience only. You access Linked Services at your own risk. Linked Services are not controlled by Leason Ellis, and Leason Ellis is not responsible for Linked Services or their content. Linked Services may be subject to different terms, conditions, and privacy practices. Unless expressly stated, Leason Ellis does not endorse any Linked Services and does not investigate, verify, or monitor them. Please check the Uniform Resource Locator (URL) address displayed in your browser to confirm whether you have navigated to another website or service.
6. Copyright-related Claims
If you believe that any materials accessible on or through the Services infringe your copyright, you may request removal of those materials (or access thereto) by sending written notice to the address indicated in Section 18 (Contact Us) and providing the following information:
- Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work.
- Identification of the material that you believe to be infringing and its location. Please describe the material and provide Leason Ellis with its URL or any other pertinent information that will allow Leason Ellis to locate the material.
- Your name, address, telephone number and (if available) e-mail address.
- A statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law.
- A statement that the information that you have supplied is accurate, and indicating that "under penalty of perjury," you are the copyright owner or are authorized to act on the copyright owner's behalf.
- A signature or electronic equivalent from the copyright holder or authorized representative.
7. Disclaimers
THE DISCLAIMERS AND LIMITATIONS IN SECTIONS 7 AND 8 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER TO THE EXTENT SUCH RIGHTS CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
THE SERVICES AND THEIR CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” LEASON ELLIS DOES NOT WARRANTTHAT THE SERVICES OR ANY CONTENT OR FEATURE THEREOFWILL BE ERROR-FREE OR UNINTERRUPTED, THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SERVICES WILL PRODUCE ANYSPECIFIC RESULTS. ALL INFORMATION PROVIDED THROUGHTHE SERVICES IS SUBJECT TO CHANGE WITHOUT NOTICE. LEASON ELLIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY,AND FITNESS FOR A PARTICULAR PURPOSE. LEASON ELLIS DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS,AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH YOUR USE OF THE SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SERVICES. LEASON ELLIS DOES NOT CONTROL, ENDORSE,OR TAKE RESPONSIBILITY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT AVAILABLE ON OR LINKED TO BY THE SERVICES. LEASON ELLIS CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UNLESS OTHERWISE EXPRESSLY PROVIDED IN A SEPARATE WRITTENAGREEMENT BETWEEN YOU AND LEASON ELLIS, YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES OR ANY CONTENT IS TO DISCONTINUE USE OFTHE SERVICES OR SUCH CONTENT. THIS LIMITATION OF REMEDYIS PART OF THE BARGAIN BETWEEN THE PARTIES.
The above disclaimer applies without limitation to any damages, liability, or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of, or unauthorized access to, alteration of, or use of data, whether arising from breach of contract, tort, negligence, or any other cause of action.
8. Limitation of Liability
8.1. TO THE FULLEST EXTENT PERMITTED BY LAW, LEASON ELLIS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES - INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY OR DEATH, OR PROPERTY DAMAGE - ARISING OUT OF, IN CONNECTION WITH, OR RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (WHETHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF LEASON ELLIS, EVEN IF LEASON ELLIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8.2. TO THE FULLEST EXTENT PERMITTED BY LAW, LEASON ELLIS SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY, OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES, OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY FAILURE BY US TO PERFORM AN OBLIGATION UNDER THESE TERMS WHERE SUCH PERFORMANCE WOULD HAVE VIOLATED APPLICABLE LAW; OR (iii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD-PARTY PROVIDER, EVEN IF LEASON ELLIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LEASON ELLIS SHALL NOT BE LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING FAILURE OF TECHNICAL SYSTEMS, INTERRUPTION OF SERVICES, MAINTENANCE OR TECHNICAL DELAYS, OR ANY FORCE MAJEURE EVENT SUCH AS, BUT NOT LIMITED TO, WAR, TERRORISM, GOVERNMENT ACTION, NATURAL DISASTER, EPIDEMIC OR PANDEMIC, OR INDUSTRIAL DISPUTE.
8.3. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, LEASON ELLIS’S AGGREGATE LIABILITY TO YOU, ANY AFFILIATE, OR ANY THIRD PARTY ARISING OUT OF THESE TERMS OR ANY CLAIM IN ANY WAY CONNECTED TO THE SERVICES SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT YOU HAVE PAID FOR THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, OR TWO HUNDRED U.S. DOLLARS ($200.00) IF NO SUCH PAYMENTS HAVE BEEN MADE, WHICHEVER IS LESS. THESE LIMITATIONS APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT THE DAMAGES WERE FORESEEABLE OR A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION IS TO ALLOCATE RISK BETWEEN THE PARTIES IN LIGHT OF THE CHARGES FOR THE SERVICES, WHICH WOULD BE SUBSTANTIALLY HIGHER IF WE WERE TO ASSUME GREATER LIABILITY OTHER THAN AS SET FORTH HEREIN. THIS LIMITATION SHALL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
8.4. THE LIMITATIONS AND DISCLAIMERS IN THESE TERMS DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER TO THE EXTENT SUCH RIGHTS CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, LEASON ELLIS’S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON THE CHOICE OF LAW PROVISION SET FORTH IN SECTION 13.
9. Indemnification
To the fullest extent permitted by law, you are responsible for your use of the Services and shall defend, indemnify, and hold harmless us and our affiliates, employees, officers, directors, agents, contractors, and representatives from and against all liabilities, claims, and expenses, including reasonable attorneys’ fees and costs, arising out of or relating to: (i) your User Content; (ii) your access to or use of the Services or Content; (iii) your breach of these Terms or applicable law; (iv) your willful misconduct or negligence; (v) any illegal activity; (vi) any breach of security or unauthorized access to or use of the Services; or (vii) any infringement of a third party’s intellectual property, confidentiality, property, or privacy rights. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, without limiting your indemnification obligations with respect to that matter, in which event you will make best efforts to assist and cooperate with us in defending the matter at your expense.
10. Privacy
For details on how we collect, store, and use your information, please review our Privacy Policy. By using the Services, you acknowledge that you have read and agree to the terms of our Privacy Policy, as it may be amended from time to time, which is incorporated into these Terms by reference. You further acknowledge and agree that Internet transmissions are never completely private or secure and that any message or information you send through the Services may be read or intercepted by others, even where a particular transmission (for example, credit card information) is noted as encrypted.
11. Data Protection, Security and Passwords
11.1. Certain features or services offered on or through the Services may require you to open an account (including setting up a login and password). You are solely responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify Leason Ellis immediately of any unauthorized use of your account or password or any other breach of security. You may be held liable for losses incurred by Leason Ellis or any other user due to unauthorized use of your account resulting from your failure to keep your account credentials secure. Leason Ellis cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
12. Termination
Upon any cancellation, termination, or expiration of these Terms, the Services, or your account: (i) Leason Ellis may cease providing the Services, and you may no longer be able to access them; (ii) unless otherwise required by a separate written agreement between you and Leason Ellis, you will not be entitled to any refunds or credits and all outstanding payment obligations will become immediately due; and (iii) the following Sections will survive: Section 3 (Ownership of the Services; Intellectual Property Rights), Section 4 (User Responsibilities), Section 7 (Disclaimers), Section 8 (Limitation of Liability), Section 9 (Indemnification), Section 10 (Privacy), Section 13 (Governing Law; Dispute Resolution), and Section 17 (Miscellaneous).
13. Governing Law; Dispute Resolution
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. THIS SECTION WILL NOT APPLY WHERE PROHIBITED BY APPLICABLE LAW.
13.1. You agree that these Terms and all matters relating to your access to or use of the Services, including all disputes, will be governed by the laws of the United States and the laws of the State of New York, without regard to conflict of law principles.
13.2. If any dispute or claim arises out of or relates to the use of the Services or these Terms, you shall attempt in good faith to negotiate a resolution of the matter by providing written notice of the nature of the dispute (“Mandatory Informal Pre-Dispute Resolution Notice"), and to reduce any resolution achieved to a writing signed by the parties. However, if the matter remains unresolved for sixty (60) days after notification (via certified mail or personal delivery) that a dispute exists, all disputes shall be resolved through final and binding arbitration to be held in New York, New York, pursuant to the Commercial Arbitration Rules of the American Arbitration Association (“AAA”), as in effect at the time of the arbitration, as modified herein. Compliance with the Mandatory Informal Pre-Dispute Resolution Notice requirement is a condition precedent to initiating arbitration. If you file an arbitration claim without first providing the required Mandatory Informal Pre-Dispute Resolution Notice, you will not be entitled to recover attorneys’ fees, even if you would otherwise be entitled to them, except where you are facing the possibility of irreparable injury and seeking injunctive relief.
13.3. No arbitration shall be commenced as a class arbitration. You specifically agree that you may bring claims against Leason Ellis only in your individual capacity, and not as a claimant or class member in any purported class, collective, representative, or group proceeding. No class, collective, representative, or group arbitrations are permitted, even if allowed under the applicable AAA rules. You acknowledge and agree that you waive any ability to join or consolidate your dispute in arbitration with the dispute of any other person, or to bring any dispute on a class basis, in a representative capacity, on behalf of the general public, or as part of any class, collective, representative, or group proceeding. You acknowledge and agree that the class arbitration waiver is material and essential to the resolution of any dispute.
13.4. The arbitrator(s) will determine all issues of arbitrability or waiver of arbitrability, and you waive any right to have a court determine such issues. You may obtain copies of the current rules, forms, and instructions for initiating arbitration by visiting the website www.adr.org, contacting the AAA, or using the contact information set forth in Section 18 (Contact Us).
13.5. If the AAA is unable or unwilling to administer the arbitration in a manner consistent with these Terms, the parties shall agree on an alternative arbitration provider. If the parties cannot agree on an alternative provider, they shall jointly petition a court of competent jurisdiction located in New York County to appoint an arbitration provider that will do so.
13.6. Any award may be confirmed and enforced in any court of competent jurisdiction located in New York County. The parties may also seek interim or preliminary equitable relief in any court of competent jurisdiction located in New York County prior to initiating arbitration proceedings, as necessary to preserve the status quo. The parties may, by mutual written agreement, waive the arbitration requirement set forth in this Section 13 and elect to pursue any dispute in court, with such agreement expressly superseding this Section 13.
13.7. Unless you and Leason Ellis agree otherwise, to the fullest extent permitted by applicable law, the state and federal courts of New York County, New York, shall have exclusive jurisdiction over any disputes between you and Leason Ellis that are not subject to arbitration, or over any action involving the applicability or enforceability of any provision of these Terms (including the arbitration provisions and class action waiver). You and Leason Ellis consent to the exclusive jurisdiction of those courts and waive any objections as to personal jurisdiction or venue on grounds of inconvenient forum or otherwise.
13.8. You agree that any dispute resolution proceedings, including arbitration proceedings, arising hereunder shall be kept in strict confidence meaning that you agree not to disclose, or cause to be disclosed, to any third party the dispute(s) arbitrated hereunder, or any underlying facts, circumstances, documents, or other materials relating to such dispute(s), except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or as otherwise required by law.
13.9. Notwithstanding anything to the contrary in this Section 13, Leason Ellis is not obligated to follow the dispute resolution procedures set forth in this Section 13 with respect to disputes, claims, or controversies concerning patents, copyrights, trademarks, trade secrets, claims of unauthorized access, or other claims related to the misappropriation of Leason Ellis’s proprietary rights or the unauthorized use of the Services.
14. Other Terms and Conditions
Additional terms and conditions may apply to specific products and services that form part of the Services, all of which are incorporated into these Terms by reference. You agree to abide by such additional terms and conditions, including, where applicable, confirming that you are of sufficient legal age to use or participate in a given service. In the event of a conflict between these Terms and the terms posted for a specific product or service offered as part of the Services, the product- or service-specific terms shall control with respect to your use of that specific product or service.
15. Jurisdictional Issues
Leason Ellis makes no representation that the Services are appropriate or available for use outside the United States. You are solely responsible for compliance with all applicable local laws. Leason Ellis reserves the right to limit the availability of the Services in any geographic area or to any person at any time. Access to the Services from territories where their content is illegal is prohibited.
16. Force Majeure
Except for a user's payment obligations under a separate agreement with Leason Ellis, nonperformance by either party under these Terms shall be excused to the extent and for the duration that performance is rendered impossible by strike, blockade, war, fire, flood, earthquake, epidemic or pandemic, governmental acts, orders or restrictions, failure of suppliers or contractors, or any other cause beyond the reasonable control of and not attributable to the negligence of the non-performing party.
17. Miscellaneous
17.1. Assignment. You may not assign or transfer any rights or obligations under these Terms and any attempt to do so will be void. We may assign our rights or obligations under these Terms to any affiliate, subsidiary, or successor in interest of any business associated with our Services.
17.2. Severability. Each provision of these Terms is severable from and independent of all other provisions of these Terms. If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full effect.
17.3. Vendors. You acknowledge and agree that the Services may use third-party vendors and hosting partners to provide necessary hardware, software, payment processing and related technologies and services required to run the Services.
17.4. Integrations. Leason Ellis may provide the ability to integrate the Services with third-party products and services, which you may use at your own option and risk. Access to and use of any third-party products and services are subject to the separate terms and conditions of the applicable third-party providers. You agree that Leason Ellis has no liability arising from your use of any integrations or from the third-party products and services themselves. Leason Ellis may modify or discontinue any integrations at any time without notice.
17.5. Waiver. The failure of either party to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
17.6. Entire Agreement. These Terms constitute the entire agreement between you and Leason Ellis with respect to the Services and, except for any service-specific terms or service agreements, supersede all prior and contemporaneous agreements and understandings, whether oral or written, relating to the Services.
18. Contact Us. If you have a question or complaint regarding the Services, please feel free to contact us via email or at the address below. Communications are not necessarily secure, so please do not include sensitive information in any email or otherwise send to us.
Leason Ellis LLP
One North Lexington Avenue, Suite 1200
White Plains, New York 10601
Email: privacy@leasonellis.com
19. Last Update
These Terms were last updated on July 1st, 2026.
