Terms of Use
Last Updated: December 12, 2022
Esquire Deposition Solutions, LLC and its affiliates (“Esquire,” “Company,” “us,” or “we”) provide you with access to and use of EsquireConnect, our website esquiresolutions.com and any of its subdomains and related Esquire sites (collectively, the “Site”), and accounts, services, , applications, products, and networks found at or related to the Site (collectively with the Site, the “Platform”). These terms of use (“Terms of Use” or “Terms”) govern your use of the Platform. Please read them carefully. By accessing the Platform, you acknowledge that you have read, understood, and agree to be bound by all these Terms. IF YOU DO NOT AGREE TO ALL THESE TERMS, YOU ARE EXPRESSLY PROHIBITED FROM USING THE PLATFORM AND YOU MUST DISCONTINUE ACCESS AND USE OF THE PLATFORM IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Platform from time to time are hereby expressly incorporated by reference into these Terms. We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of these Terms, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms by your continued use of the Platform after the date such revised Terms are posted.
The Platform is intended for users who are at least 18 years of age.
NOTE: THESE TERMS OF USE CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING A CLASS ACTION WAIVER THAT MAY AFFECT YOUR RIGHTS UNDER THESE TERMS OF USE AND WITH RESPECT TO ANY AND ALL DISPUTES YOU MAY HAVE WITH THE COMPANY.
1. AUTHORIZED USER REPRESENTATIONS
Access to certain features of our Platform is limited to authorized users (“Authorized Users”) who have registered with us to create a user account (“User Accounts”).
By using the Platform or registering for a User Account, you represent and warrant that: (1) all registration information and other information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Terms; (4) you are not under the age of 18; (5) you are not a minor in the jurisdiction in which you reside; (6) you will not access the Platform through automated or non-human means, whether through a bot, script or otherwise; (7) you will not use the Platform for any illegal or unauthorized purpose; (8) you will maintain the confidentiality and security of your user name and password and be fully responsible for all activities that occur through your User Account; (9) you will to notify us immediately of any breach of security or unauthorized use of your User Account; and (9) your use of the Platform will not violate any applicable law or regulation.
We reserve the right to reject or otherwise terminate access for any user at any time. If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your User Account and refuse any and all current or future use of the Platform (or any portion thereof).
The information provided on the Platform is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Platform from other locations do so on their own initiative and are solely responsible for compliance with local laws to the extent local laws are applicable.
2. LIMITED LICENSE
Esquire, or third parties granting rights to Esquire, hold all right, title, and interest in and to the Platform and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Platform (“Content”) and Marks (defined below), which are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, the European Union, other foreign jurisdictions, and international conventions. The Content and Marks are provided on the Platform “AS IS” for your information and personal use. As a user of the Platform, you are granted a nonexclusive, nontransferable, revocable, limited, personal license to access and use the Platform in accordance with these Terms of Use. Except as expressly provided in these Terms of Use, no part of the Platform and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission. You may print off one copy and may download extracts of any pages from our Platform for your personal use, and you may draw the attention of others within your organization to content posted on our Platform. You must always acknowledge our status (and that of any identified contributors) as the authors of the Content and Marks. We may terminate this license at any time, for any reason. This limited license terminates automatically, without notice to you, if you breach any of these Terms of Use. Upon termination, you must immediately destroy any Content in your possession.
3. LIMITATIONS ON USE
Use of the Content on this Platform is limited to lawful business purposes. You may not reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from the Platform, Marks, or Content. You may not use any network monitoring or discovery software to determine the site architecture or extract information about usage or users. You may not use any robot, spider, or other automatic device or manual process to monitor or copy the Platform, Marks, or Content without our prior written permission. You may not copy, download, perform, modify, edit, alter, enhance, reproduce, republish, distribute, display, or transmit all or any portion of the Platform in any manner, except to the extent expressly permitted by these Terms. You may not use or otherwise export or reexport the Platform or any portion thereof, the Content or any software available on or through the Platform in violation of the export control laws and regulations of the United States of America. Any unauthorized use of the Platform or its Content or Marks is prohibited.
You are responsible for configuring your information technology, computer programs, and platform in order to access our Platform. You should use your own virus protection software. You may not misuse our Platform by knowingly introducing viruses, Trojans, worms, logic bombs, or other material which is malicious or technologically harmful. You must not attempt to gain unauthorized access to our Platform, the server on which our Platform is stored, or any server, computer, or database connected to our Platform. You may not attack our Platform via a denial-of-service attack or a distributed denial-of-service attack.
You may provide links to this Platform provided you do so in a fair and legal way. You may not remove or obscure, by framing, mirroring, or otherwise, any portion of the Platform. You will discontinue providing links to the Platform if requested by us. You may not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists. You may not establish a link to our homepage in any website that is not owned by you. We reserve the right to withdraw linking permission without notice.
4. NOT LEGAL ADVICE
Nothing in the Platform is intended to create an attorney-client relationship. The Content and Platform should not be deemed legal advice, and you should not rely on any part of the Platform as legal advice related to your particular circumstances.
5. PRIVACY
Our Privacy Policy, available at esquiresolutions.com/privacy, governs what and how we collect and use your personal information, and is incorporated by reference into these Terms of Use. In addition, we will maintain certain data that you transmit to the Platform for the purpose of managing the performance of the Platform, as well as data relating to your use of the Platform. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Platform. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data. If you access the Platform from the European Union, Asia, or any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Platform, you are transferring your data to the United States, and you expressly consent to having your data transferred to and processed in the United States.
6. INTELLECTUAL PROPERTY RIGHTS
We are the owner or the licensee of all intellectual property rights in our Platform and in the Content and Marks published on it. Except as expressly provided in these Terms, you have no right, title, or interest (and no copyright, trademark, or other intellectual property right) in or to the Platform or any of its Content and Marks. You agree that the Platform and its Content and Marks are protected by copyright, trademark, service mark, patent, or other proprietary rights and laws. We reserve all rights not expressly granted to you in and to the Platform, the Content, and the Marks.
We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our Platform constitutes a violation of their intellectual property rights, or of their right to privacy. We will not be responsible or liable to any third party for the content or accuracy of any content posted by you or any other user of our Platform. We have the right, but not the obligation, to remove any posting you make on our Platform in our sole discretion. The views expressed by other users on our Platform do not represent our views or values.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about the Platform (“Submissions“) provided by you to us are not confidential and shall become the sole property of Esquire. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
7. TRADEMARKS
The Esquire logo, all product names, regardless of whether they appear with capital letters or with a trademark symbol, and all products denoted with TM, SM, or ® are trademarks or registered trademarks of Esquire Deposition Solutions, LLC, its affiliated companies, or its licensors or joint venture partners (collectively, the “Marks”). Nothing contained on this Platform should be construed as granting any license or right to use any Mark displayed on this Platform without our express written permission or such third party that may own the Mark.
8. THIRD-PARTY CONTENT
Third-party content may appear on the Platform or may be accessible via links from the Platform. You acknowledge that we are providing these links or third-party content to you only as a convenience, and you agree that we have no liability, obligation, or responsibility for any correspondence, purchase, or promotion between you and any third party with a link on the Platform, or for any content or links displayed on such sites to which you may be linked. We are not responsible for and assume no liability for any mistakes, misstatements of law, defamation, slander, libel, omissions, falsehood, obscenity, pornography, or profanity in the statements, opinions, representations, or any other form of content contained in any third-party content appearing on the Platform. If you decide to leave the Platform and access a third-party website or use or install any third-party content, you do so at your own risk, and you should be aware these Terms no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Platform or relating to any applications you use or install from the Platform. Any purchases you make through third-party websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You understand that the information and opinions in the third-party content are neither endorsed by nor reflect the opinions or beliefs of Esquire.
9. MOBILE SERVICES
We may offer services and/or a mobile application that are available via your mobile phone, including, without limitation, the ability to upload content to the Platform, blog post, and send and receive messages, instant messages, location information, data transactions, and other types of communications that may be developed for the Platform (collectively “Mobile Services”). If you access the Mobile Services via a mobile application, then we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the Mobile Services on wireless electronic devices owned or controlled by you, and to access and use the Mobile Services on such devices strictly in accordance with the terms and conditions of this Mobile Services license contained in these Terms. You shall not: (1) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application; (2) make any modification, adaptation, improvement, enhancement, translation, or derivative work from the application; (3) violate any applicable laws, rules, or regulations in connection with your access or use of the application; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) posted by us or the licensors of the Mobile Services; (5) use the Mobile Services for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the Mobile Services available over a network or other environment permitting access or use by multiple devices or users at the same time; (7) use the Mobile Services for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the Mobile Services; (8) use the Mobile Services to send automated queries to any website or to send any unsolicited commercial e-mail; or (9) use any proprietary information or any of our interfaces or our other intellectual property in the design, development, manufacture, licensing, or distribution of any applications, accessories, or devices for use with the Mobile Services.
Your mobile carrier’s normal messaging, data, and other rates and fees may apply when using the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all mobile carriers or devices. By providing your cell number upon registering or by using any Mobile Services, you agree that we may communicate with you regarding Esquire and other entities, the Platform, and the Site by SMS, MMS, text message, push message, or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. The following additional terms apply when you use a mobile application obtained from either the Apple Store or Google Play (each an “App Distributor”) to access the Mobile Services: (1) the license granted to you for our Mobile Services is limited to a non-transferable license to use the Mobile Services on a device that utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor’s terms of service; (2) we are responsible for providing any maintenance and support services with respect to the Mobile Services as specified in the terms and conditions of this Mobile Services license contained in these Terms or as otherwise required under applicable law, and you acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the Mobile Services; (3) in the event of any failure of the Mobile Services to conform to any applicable warranty, you may notify the applicable App Distributor; (4) you represent and warrant that (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country and (ii) you are not listed on any U.S. government list of prohibited or restricted parties; (5) you must comply with applicable third-party terms of agreement when using the Mobile Services, e.g., if you have a VoIP application, then you must not be in violation of their wireless data service agreement when using the Mobile Services; and (6) you acknowledge and agree that the App Distributors are third-party beneficiaries of the terms and conditions in this Mobile Services license contained in these Terms, and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions in this Mobile Services license contained in these Terms against you as a third-party beneficiary thereof. Apple and Google are not a sponsor of any content or the Platform.
10. TERM AND TERMINATION
These Terms shall remain in full force and effect while you use the Platform. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE PLATFORM (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE PLATFORM OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your User Account for any reason, you are prohibited from registering and creating a new User Account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your User Account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
11. DISCLAIMER
The Platform is provided on an “as is” and “where is” basis, without any warranty. We make no representations or warranties in connection with the Platform, including, but not limited to, the quality, suitability, truth, accuracy, or completeness of any content, information, product, or service contained on the Platform, and expressly disclaim all conditions, representations, and warranties, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or noninfringement of third-party rights. We do not represent or warrant that the Platform is error-free or free of viruses or other harmful components, or that defects will be remedied. We do not warrant or represent that the Content will be correct, accurate, error-free, timely, or otherwise reliable. We do not guarantee that our Platform, or any Content on it, will always be available or be uninterrupted. We reserve the right to modify, suspend, withdraw, discontinue, or change all or any part of our Platform without notice. However, we have no obligation to update any information on our Platform and we will not be liable to you or any third party for any modification, suspension, or discontinuance of the Platform. We may make improvements and/or changes to features, functionality or Content on the Platform at any time. We cannot guarantee the Platform will be available at all times and we will not be liable to you if for any reason our Platform is unavailable at any time or for any period. Nothing in these Terms will be construed to obligate us to maintain and support the Platform or to supply any corrections, updates, or releases in connection therewith. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of our Platform or due to your downloading of any Content from it, or on any Platform linked to it. We disclaim all responsibility for any loss, injury, claim, liability, or damage of any kind whether in contract, tort, breach of statutory duty, or otherwise, including, but not limited to, direct, indirect, incidental, consequential, or punitive damages, arising from or connected with the Platform, including, but not limited to, your use of the Platform or your inability to use the Platform, even if we have previously been advised of the possibility of such damages or such damages were foreseeable. We will not be liable for loss of profits, sales, business, or revenue; business interruption; loss of anticipated savings; loss of business opportunity, goodwill, or reputation; or any indirect or consequential loss or damage resulting from your use of the Platform. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
12. INDEMNITY
You agree to indemnify and hold Esquire, its subsidiaries, affiliates, directors, officers, employees, consultants, and agents harmless from and against any and all losses, liabilities, claims, demands, damages, costs, and expenses, including reasonable attorney’s fees, arising out of or in connection with: (1) your Submissions; (2) your use of the Platform; (3) your breach of these Terms; (4) any breach of your representations and warranties set forth in these Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any harmful act by you toward any other user of the Platform with whom you connected via the Platform. Notwithstanding the foregoing unless prohibited by applicable law, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it..
13. UNLAWFUL ACTIVITY
We reserve the right, but not the obligation to: (1) investigate complaints or reported violations of the Terms of Use; (2) to take any action we deem appropriate, including, but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary to such persons or entities relating to user profiles, User Accounts, email addresses, usage history, posted materials, IP addresses, and traffic information; (3) monitor the Platform for violations of these Terms; (4) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Submissions; (5) in our sole discretion and without limitation, notice, or liability, to remove from the Platform or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (6) otherwise manage the Platform in a manner designed to protect our rights and property and to facilitate the proper functioning of the Platform. You acknowledge that we will have the right to report to law enforcement authorities any action that may be considered illegal, as well as any reports it receives of such conduct. When requested, we will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity.
14. EXPORT CONTROL
Any software or technology obtained from Esquire through the Platform originates in the United States and is subject to United States export laws and regulations. Such software and technology may not be exported or reexported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, software and technology obtained from us may be subject to the import and export laws of other countries. It is your responsibility to comply with all U.S. and foreign export and import laws and regulations.
15. LOCAL LAWS
We control and operate the Platform from within the United States and make no representation that the Content, services, or other information related to the Platform is appropriate or will be available for use in other locations. Unless otherwise explicitly stated, all marketing or promotional materials found on this Platform are solely directed to individuals, companies, or other entities located in the United States. If you use this Platform from outside the United States, you are entirely responsible for compliance with applicable local laws, including, but not limited to, export and import regulations.
16. MINORS
Any use of or access to the Platform by anyone under 18 is not permitted and violates our Terms of Use. By using or accessing our Platform, you represent and warrant that you are 18 years of age or older and fully able to enter into and abide by all of our Terms. We may terminate your User Account and delete any profiles, content, or data you may have created or posted if we believe, in our sole discretion, that you are less than 18 years old.
17. GOVERNMENT USE
If the Platform is being acquired on behalf of the United States Government (“USG”), then the following provision applies: This is commercial computer software. If acquired by or on behalf of an agency, department, or other entity of the USG, the use, duplication, reproduction, release, modification, disclosure, or transfer of this software, and any related documentation of any kind, including technical data or manuals no matter how received by the USG, is restricted by the terms and conditions of a license agreement in accordance with Federal Acquisition Regulation 12.212 for civilian agencies, and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies. All other use is prohibited.
18. GOVERNING LAW AND DISPUTE RESOLUTION
For any dispute you have with Esquire, you agree to first contact us at privacy@esquiresolutions.com and attempt to resolve the dispute with us informally. In the event that we are not been able to resolve your dispute, we each agree to resolve any claim, dispute, or controversy arising out of or in connection with or relating to these Terms of Use, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA. The arbitration shall take place in Atlanta, Georgia. By visiting or using the Platform, you agree that the laws of the State of Georgia, without regard to principles of conflict of laws, will govern the Terms of Use and any dispute of any sort that might arise between us. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property, or unauthorized access to the Platform. For any such actions, we each agree to submit to the personal jurisdiction of the state and federal courts located in Atlanta, Georgia and waive any and all defenses of lack of personal jurisdiction and forum non conveniens. We each agree to waive any and all rights we may have to trial by jury.
We each agree that (1) each party can only bring claims against the other on an individual basis and there shall be no authority for any claims to be arbitrated on a class or representative basis; (2) arbitration can decide only your and/or Esquire’s individual claims, and the arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s); and (3) the arbitrator may not consolidate or join claims of other persons or parties who may be similarly situated and may not otherwise preside of any form of a consolidated, representative, or class proceeding.
We reserve the right to seek all remedies at law and in equity for violations of these Terms of Use, including, but not limited to, the right to block access from a particular Internet address to our Platform and its features.
In no event shall any Claim be commenced more than one (1) year after the facts giving rise to the claim occurred.
19. CORRECTIONS
There may be information on the Platform that inadvertently contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Platform at any time, without prior notice.
20. ELECTRONIC COMMUNICATIONS; TRANSACTIONS; AND SIGNATURES
Visiting the Platform, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Platform, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE PLATFORM. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
21. GENERAL
These Terms of Use constitute the entire agreement with respect to access to and use of the Platform. If any provision of these Terms of Use is unlawful, void, or unenforceable, then that provision shall be deemed severable from the remaining provisions and shall not affect the validity and enforceability of the remaining portion of these Terms of Use. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. These Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms or use of the Platform. Except where prohibited by applicable law, you agree that these Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.