Terms of Use

Effective October 1, 2020

Welcome to the Boutique Counsel, LLC website, www.boutiquecounsel.com, and other Boutique Counsel-related sites, communications, content, capabilities and services (collectively, “Services”) accessible on or by any top-level Boutique Counsel domain owned by us (the “Website”). Please read these Terms of Use (“Terms”) carefully. By using the Website, you (“User”, “You” or “Your”) are agreeing to these Terms and to the conditions and notices set forth below (collectively, the “Agreement”). By accessing or using this Website in any manner, You agree that (1) you have read and familiarized yourself with this Agreement; (2) you understand the Agreement; and (3) you are bound by the Agreement in your use of the Website. You are entering into this Agreement with Boutique Counsel, LLC (“Boutique Counsel”). You should print a copy of this Agreement for your records. This Agreement shall not apply to any services provided to you by Boutique Counsel which shall be provided according to the written agreement for the applicable services. If you do not accept all of the terms and conditions contained in or incorporated by reference into this Agreement, please do not use the Website.

MODIFICATION OF TERMS

We reserve the right at any time, at our sole discretion, to change or otherwise modify the Agreement without prior notice, and such changes will be effective immediately upon posting. Your continued access or use of the Website signifies your acceptance of the updated or modified Agreement. Unless otherwise indicated, any new material added to the Website will also be subject to the Agreement. Be sure to return to this page periodically to review the most current version of the Agreement.

USE OF THE WEBSITE

The Website is not intended to be used by persons under the age of 18 years old. If you are under the age of 18 years old, please do not use the Website or any of the services offered by Boutique Counsel. If you are submitting information for a business entity, by doing so, you represent that you have the authority to bind that business entity to the Agreement. We may, in our sole and absolute discretion, refuse to allow use of the Website or accept a person’s or entity’s information and may, at any time, refuse to permit a person’s, or entity’s, continuing use of the Website for any reason or for no reason, in our sole discretion.

PROHIBITED USES

The content and information on the Website (including, but not limited to, messages, data, information, text, music, sound, photos, graphics, video, maps, icons, software, code or other material) (collectively, the “Content”), as well as the infrastructure used to provide such Content, is proprietary to Boutique Counsel. Without our prior written permission, you may not use, copy, reproduce, republish, upload, post, transmit, distribute or modify our trademarks or other proprietary information in any way. You agree to follow all applicable laws and regulations when using the Website. You may not use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of the Website. Additionally, you agree not to:

Provide false or misleading information about yourself to Boutique Counsel, impersonate any other person, or otherwise attempt to mislead others about your identity or the origin of any Content, message or other communication;
Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe any party for any services if you are not expressly authorized by such party to do so;
Collect information about other visitors to the Website without their consent or otherwise systematically extract data or data fields, including without limitation any financial data or email addresses;
Probe, scan, test the vulnerability of or breach the authentication measures of the Website or any related web pages, networks or systems;
Use any robot, spider, scraper, deep link or other automated or manual means to access the Website, or copy and/or redistribute any Content, information or software on the Website;
Manipulate or otherwise display the Website by using framing, creating deep-links to the Website by bypassing the Website’s home page, mirroring or similar navigational technology or directly link to any portion of the Website other than the main home page;
Attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by Boutique Counsel in connection with the Website;
Input or upload to the Website any information that contains viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage, interfere with, intercept or expropriate any system, the Website or information or that infringes the intellectual property rights of another; and
Use or access the Website in any way that, in Boutique Counsel's sole judgment, adversely affects the performance or function of the Website or interferes with the ability of authorized parties to access the Website, including but not limited to any action that imposes, or may impose, in Boutique Counsel's sole discretion, an unreasonable or disproportionately large load on our infrastructure.

INTELLECTUAL PROPERTY

Except for public domain material, the Website is protected by intellectual property laws, including U.S. copyright laws. You are hereby granted a non-exclusive license to use the Content at the Website while connected to the Website (including, where available, to email individual Content to others directly from this site). You are also granted a limited license to print one copy of any Content posted at the Website, but only for your personal use. Except as expressly provided above, all other rights are reserved. Among other things, except to the extent required for the limited purpose of reviewing material on the Website, electronic reproduction, adaptation, distribution, performance or display is prohibited. Commercial use of any of the Content is strictly prohibited. Use of any of our trademarks such as metatags on other web sites also is strictly prohibited. You may not display the Website in frames (or any of the Content via in-line links) without our express written permission, which may be requested by contacting us through our feedback form.

LIMITATION OF LIABILITY

IN NO EVENT SHALL LEGILITY BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR ANY KIND OF DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES AND LOST PROFITS OR SAVINGS) RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM THE USE OF OR INABILITY TO USE THE WEBSITE, INTERACTIVE AREAS, OR LEGILITY'S SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT LEGILITY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

DISCLAIMER OF WARRANTIES

BOUTIQUE COUNSEL MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, CONTAINED ON THE WEBSITE FOR ANY PURPOSE, AND THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES ON THE WEBSITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY BOUTIQUE COUNSEL. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. BOUTIQUE COUNSEL DISCLAIMS ALL WARRANTIES AND CONDITIONS THAT THE WEBSITE, ITS SERVERS OR ANY EMAIL SENT FROM BOUTIQUE COUNSEL, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BOUTIQUE COUNSEL HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.

INDEMNIFICATION

You agree to defend and indemnify Boutique Counsel and each of its subsidiaries, affiliates, directors, officers, agents, partners, investors, employees, successors and assigns from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature, including but not limited to reasonable legal and accounting fees, arising from (1) your breach of this Agreement; (2) your violation of any law or the rights of a third party; or (3) your use of this Website. You and each of your successors, assigns, subsidiaries and affiliates, hereby unconditionally release and forever discharge Boutique Counsel and each of its subsidiaries, affiliates, directors, officers, agents, partners, investors, employees, successors and assigns harmless from any and all complaints, claims, charges, damages, demands, suits, actions and causes of action, whether at law or in equity (including attorneys’ fees, costs and expenses), known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with your use of the Website.

TERMINATION

You agree that Boutique Counsel, in its sole discretion, may terminate or suspend your use or access to the Website, Submissions, Content, information, and services at any time and for any or no reason, in its sole discretion, and without prior notification, even if access and use continues to be allowed to others. Upon such suspension or termination, you must immediately (1) discontinue use of the Website; and (2) destroy any copies you have made of any portion of Submissions. Accessing the Website, Submissions, Content, information, and services after such termination, suspension or discontinuation shall constitute an act of trespass. Further, you agree that Boutique Counsel shall not be liable to you or any third party for any termination or suspension of your access to the Website, Content, information, and services.

THIRD PARTIES

The Website may contain links to websites, pages, accounts or other electronic media owned or controlled by parties other than Boutique Counsel. Such links are provided for your reference and convenience only. We do not control such websites and are not responsible for their contents or the privacy or other practices of such websites. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from the Website or other websites) is free of such items as viruses, worms, Trojan horses, defects and other items of a destructive nature. Our inclusion of links to such websites does not imply any endorsement of the material on such websites or any association with their operators. In some cases you may be asked by a third party site to link your profile on Boutique Counsel to a profile on another third party site. Choosing to do so is purely optional, and the decision to allow this information to be linked can be disabled (with the third party site) at any time.

GENERAL PROVISIONS

You agree to use the Website in strict compliance with all applicable laws, rules, rulings and regulations and in a fashion that does not, in the sole judgment of Boutique Counsel, negatively reflect on the goodwill or reputation of Boutique Counsel and shall take no actions that would cause Boutique Counsel to be in violation of any laws, rules, rulings or regulations applicable to Boutique Counsel. Boutique Counsel and the Website are based in the United States. The Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without reference to the principles of conflicts of law of that state or any other jurisdiction. You hereby consent to the exclusive jurisdiction and venue of the courts of the State of Georgia or the courts of the United States located in Fulton County, Georgia, and stipulate to the fairness and convenience of proceedings in such courts for all disputes arising out of or relating to the use of the Website. You agree that all claims you may have against Boutique Counsel arising from or relating to the Website must be heard and resolved in a court of competent subject matter jurisdiction located in the State of Georgia within one (1) year from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived. Use of the Website is unauthorized in any jurisdiction that does not give effect to all provisions of the Agreement, including, without limitation, this paragraph. If any part of the Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remaining provisions in the Agreement shall continue in full force and effect. The Agreement (and any other terms and conditions referenced herein) constitutes the entire agreement between you and Boutique Counsel with respect to the Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the User and Boutique Counsel with respect to the Website. A printed version of the Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.