Terms Of Use

DE NOVO END USER LICENSE AGREEMENT (EULA)

Behind the Gavel, LLC

Last Updated: December 14, 2018

  1. Definitions:
    1. De Novo: Application provided by Behind the Gavel, LLC
    2. Licensor: Behind the Gavel, LLC
    3. Licensee: Any individual accessing De Novo
    4. Proper Licensee: Employee or subcontractor of original Licensee who may need access to De Novo for legal obligation/duty to client and/or original Licensee
      1. Proper Licensees are only Proper Licensees if they do not have [a] Prior Legal Obligation[s] preventing their access
    5. Prior Legal Obligation: Any legally binding agreement between any relevant party that stipulates the use of certain De Novo content[s]
    6. Purchasing Agent: Party responsible for paying fees associated with De Novo
    7. Legal Disclosure: Any data provided to BTG by a contractual/obligatory 3rd party
    8. Data Steward: Enables/ensures/authorizes [that] Legal Disclosure data is fit for end-user review on De Novo by Licensee(s)
  2. Agreement, Generally
    1. This End User License Agreement (hereinafter "Agreement") sets forth the terms of use for access to and services stemming from De Novo. This is an agreement between Behind the Gavel (hereinafter "Licensor") and any nonexclusive end-user (hereinafter "Licensee") granted access to De Novo by Licensor or Licensee to a Proper Licensee.
      1. Translation: by clicking "I Accept," it means BTG will grant you a license to access De Novo, and by accessing De Novo, you’re agreeing to the terms set forth herein.
    2. Licensee acknowledges that this is only a limited, revocable, nonexclusive license. Licensor is and remains the owner of all titles, rights, and interests in De Novo.
    3. By Accessing De Novo, Licensee confirms and authorizes the terms set forth in this Agreement, which binds Licensee and any Proper Licensees to any and all terms set forth in this agreement
    4. All Intellectual Property rights in De Novo remain in sole possession of Licensor
  3. Acceptance
    1. By accessing De Novo, Licensee represents that (s)he warrants that Licensee has read and understood this Agreement and will abide by its terms
    2. This Agreement represents the entire agreement concerning De Novo and it supersedes any prior proposal, representation, or understanding between any parties
    3. If you DO NOT agree to the terms of this Agreement, do not use De Novo
  4. Terms of Use
    1. Licensees and Proper Licensees are solely responsible for their actions on, and their use of, De Novo
    2. Licensor is not responsible for any perceived or alleged damage that De Novo may inflict upon Licensee, Licensees heirs and assigns, and Licensee’s property
    3. Licensee may use the application in accordance with the terms of this Agreement and may NOT:
      1. Decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt De Novo; or
      2. Make any attempt to modify, adapt, improve, enhance, translate, or derivate the source code or contents from/within/contained in De Novo; or
      3. Violate any applicable laws, rules, or regulations in connection with Licensee’s/Proper Licensee’s access to De Novo; or
      4. Remove, alter, or obscure any proprietary notice (copyrights, trademarks, patents, trade secrets, intellectual property) provided by/displayed by Licensor on De Novo or any of Licensor’s proprietary components; or
      5. Use De Novo for any revenue-generating endeavor, commercial enterprise, or other purpose for which De Novo was not specifically designed and implemented, without permission from Licensor; or
      6. Use De Novo for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for De Novo or any services, product, or software offered by Licensor; or
      7. Use any proprietary information or interfaces of Licensor or other intellectual property of Licensor in the design, development, manufacture, licensing or distribution of any applications, accessories, or devices for use with De Novo
    4. Licensee may, from time to time, perform backflips or breathe enormous sighs of relief to express the unadulterated joy that De Novo may incite within Licensee
  5. User/Account Information
    1. Licensee and any Proper Licensee agree that they are responsible for maintaining the confidentiality of their password[s] and account information.
    2. Licensee and any Proper Licensee agrees that they are responsible for all activities that occur by/through their account and agree to notify Licensor immediately of any unauthorized account use.
    3. Licensor is in no way responsible for any loss that Licensee and Proper Licensees may incur as a result of any unauthorized use and/or access by an unauthorized third party
  6. Term
    1. Licensee and Proper Licensee(s) will have access to De Novo between the start and end dates negotiated by [the] Purchasing Agent and Licensor
    2. A term may only be limited by agreement between Licensor and a Purchasing Agent
    3. Purchasing Agent agreements are negotiated separately and independently of this Agreement
  7. Termination
    1. If Licensee or Proper Licensee fail to adhere to any of the terms and conditions contained in this Agreement, Licensor will terminate access to De Novo immediately, without any notice or other action(s) by Licensor
    2. Licensor may, at its sole and absolute discretion, at any time and for any or no reason, suspend or terminate Licensee or Proper Licensee’s access to De Novo and the rights afforded the aforementioned through this Agreement, with or without proper notice.
    3. Licensor reserves the right to terminate access to De Novo for lack of payment by/from Purchasing Agent that exceeds 30 days beyond the date an invoice was delivered.
      1. Licensor is not responsible for any ancillary damages caused to Licensee, Proper Licensees, or Purchasing Agent(s) by termination of access to De Novo
  8. Indemnification
    1. Licensee and any Proper Licensee(s) agree to indemnify and hold De Novo and Licensor harmless from and against all damages, liabilities, losses, costs, and expenses arising from or relating to the use or misuse of De Novo
  9. Disclaimer of Warranties
    1. Licensor makes no warranties, either express or implied, about De Novo. De Novo is provided "as is"
    2. Licensee and Proper Licensees agree that De Novo is provided on an "as is" basis, and that use of De Novo is at Licensee and/or Proper Licensee’s discretion
    3. Licensor hereby disclaims any and all representations, warranties, and guarantees regarding De Novo, whether express, implied, or statutory, and including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, and non-infringement; additionally, Licensor make no warranty that:
      1. De Novo will meet your requirements; and
      2. De Novo will be uninterrupted, accurate, reliable, timely, secure, or error-free; and
      3. The quality of any products, services, information, or other material accessed or obtained by Licensor and Proper Licensees through/from De Novo will be completely accurate and/or meet your expectations; and
      4. Information generated by other users will be accurate
      5. Any errors in De Novo will be corrected
  10. Ownership of Data
    1. Licensor, Licensee, and any Proper Licensee(s), agree that Licensor is merely a temporary Data Steward responsible for granting access to data (regardless of status as data protected/unprotected by Prior Legal Obligation(s)) stemming from legal disclosures provided by third parties to Licensor to be disseminated to an agreed-upon class of Licensees
    2. Licensor, Licensee, and any Proper Licensee(s), agree that Licensor does not own, in any way, shape, form, or fashion, any data that may compose a legal disclosure
    3. Licensor, Licensee, and any Proper Licensee(s), agree that Licensor does not own, in any way, shape, form, or fashion, any data that users may generate in their own capacity and of their own accord, that may be stored and/or displayed privately or publicly on De Novo
      1. Licensor is not responsible for any legal/personal/circumstantial ramification(s) originating from Licensee or Proper Licensee(s) [self-generated] content that may be stored and/or displayed on De Novo
    4. Licensor, Licensee, and any Proper Licensee(s), agree that Licensor is the sole owner and proprietor of any data generated by Licensor as a result of contractual obligations related to Licensor’s role in organizing legal disclosures
      1. Licensee, and any Proper Licensee(s) may only utilize data generated by Licensor with prior written approval from Licensor
      2. Data displayed on De Novo obtained through/during Licensor’s contractually obligated process(es) includes but is not limited to:
        1. Licensor-generated data displayed on De Novo’s user interface
        2. Licensor-generated data not displayed on De Novo’s user interface
        3. Licensor-generated data displayed in any objectively subjective row, column, or cell, in De Novo
        4. Licensor-generated data not displayed in any objectively subjective row, column, or cell, in De Novo
        5. Objective Licensor-generated data relating to/originating from contractually obligated proprietary analyses involving circumstantial, arbitrary, and/or factual connections within/from [a] legal disclosure(s)
        6. Objective Licensor-generated data relating to/originating from [a] legal disclosure(s)
  11. Limitation of Liability
    1. Under no circumstances shall Licensor be liable for any indirect, incidental, consequential, special, or exemplary damages of any kind (including damages for interruption of business, procurement of substitute goods, lost data, lost profits, or the like) arising out of or in connection with access or inability to access De Novo, or in connection with Licensee or Proper Licensee’s inability to use De Novo and its services, regardless of the foreseeability of said damages whether or not Licensor was advised of the possibility of such damages
    2. This Limitation of Liability will apply notwithstanding the failure of its essential purpose of any limited remedy set forth herein. The warranty disclaimer and limitation of liability are fundamental elements of the basis of the bargain between Licensee and Licensor. Licensor would not provide De Novo absent these limitations
    3. Any data provided by Licensor, Licensee, or Proper Licensee, that contains links, hyperlinks, and/or pathways to 3rd party data, i.e., websites, documents, and/or digital data, is provided in De Novo in its original state and has not been altered, vetted, or verified by Licensor. These links, hyperlinks, or pathways may contain harmful, malicious data. Licensor is in no way responsible for any losses or damages incurred by users' attempts to access data outside of De Novo
  12. Proper Licensee(s)
    1. Any Licensee granted access to De Novo may request additional Proper Licensees have equal access to De Novo
    2. Any Licensee requesting additional Proper Licensees agree that Proper Licensees have no Prior Legal Obligations restricting their De Novo access
  13. Prior Legal Obligation
    1. Licensee acknowledges that De Novo may contain material protected by Prior Legal Obligation. Licensee agrees to adhere to any terms set forth in any Prior Legal Obligation regarding, and including but not limited to the redistribution, protection, secrecy, and access/prohibition of De Novo’s contents.
      1. Licensee agrees that Licensor is not responsible for any Licensee or Proper Licensee violation of any Prior Legal Obligation
      2. Licensor warrants that De Novo is not inherently in violation of any Prior Legal Obligation, and that any contents that may/could/will violate any Prior Legal Obligation will be inaccessible to Licensee or Proper Licensees
    2. Any updates, changes, or amendments to prior legal obligations are applied
  14. Dispute Resolution
    1. Parties will attempt to resolve disputes out of or relating to this Agreement through civil negotiation among and/or between the parties. If the matter is not resolved by negotiation, the parties will agree to Alternative Dispute Resolution in accordance with any statutory rules of mediation in the State of Washington
    2. If mediation does not successfully resolve the dispute, alternative form of resolution may be sought in accordance with any other rights and remedies afforded by law in the state of Washington
    3. Force Majeure
      1. If performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party’s reasonable control, and if the party unable to carry out its obligations gives the other party prompt written notice of such event(s), then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event
  15. Notices
    1. Any notices required or permitted to be given hereunder shall be given in writing and shall be delivered either (a) in person, (b) by certified mail, postage prepaid, return receipt requested, (c) by facsimile, or (d) by a commercial overnight courier that guarantees next day delivery and provides a receipt, and such notices shall be addressed as follows:

      To Behind the Gavel, LLC:
      Behind the Gavel, LLC
      4407 North Division Street
      Suite 814
      Spokane, WA 99207

      or to such other address as either party may from time to time specify in writing to the other party. Any notice shall be effective only upon delivery, which for any notice given by facsimile shall mean notice that has been received by the party to whom it is sent as evidenced by confirmation slip.
    2. Unless otherwise stipulated and/or provided, Licensor will utilize Licensee’s publicly available contact information to provide any and all notice required by this Agreement.
  16. Waiver, Severability & Assignment
    1. If any provision of this Agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.
    2. Licensee may not assign any rights enumerated under this Agreement, and any attempt to do so will result in immediate revocation of access to De Novo from Licensee and any Proper Licensee
    3. Licensor may assign its rights under this Agreement to any affiliates or subsidiaries, or to any successor of Licensor
  17. Modification
    1. Licensor may modify the terms of this Agreement, including but not limited to content, the nature of service, or the term(s) granted to Licensees and Proper Licensees, by providing written notice to Licensees and Proper Licensees.
    2. No modification or amendment to this Agreement by Licensees and Proper Licensees will be valid unless signed by Licensor
  18. Security
    1. Licensor warrants that Licensor is adhering to the guidelines set forth by the Legal Cloud Computing Association’s security standards as they apply to De Novo
    2. To review these guidelines, use this link: LCCA Security Standards.
  19. Miscellaneous
    1. Nothing contained in this Agreement will be construed to create any agency, employment, partnership, principal-agent relationship, or other form of joint enterprise between Licensor and Licensees/Proper Licensees
    2. Licensee and Proper Licensee(s) agree to notify Licensor should Licensee and/or Proper Licensee(s) encounter data that they are not meant to have access to by virtue of any outstanding Prior Legal Obligation(s) and/or honest mistake by Licensor
      1. Licensee and Proper Licensee(s) agree to waive any damages sustained by the Licensee, Proper Licensee(s), or any 3rd party as a result of their improper use and/or failure to contact Licensor regarding data attached to a Prior Legal Obligation, or data accessed via honest mistake by Licensor
    3. Waiver of breach of any term will not be construed as a waiver of any other term or breach contained in this Agreement
    4. The Headings in this Agreement do not affect its interpretation
    5. You may not assign or transfer any of your rights or obligations under this Agreement to a third party without prior written consent from Licensor
      1. Any attempted assignment or transfer in violation of this Agreement will be void from its inception
    6. This agreement is governed by the laws of the state of Washington without reference to conflict of law[s] principles that would require the application of the laws of any other jurisdiction
      1. All parties agree irrevocably to consent to the personal jurisdiction and venue of the Courts of the state of Washington
  20. Contact
    1. If you, our intrepid reader, have any questions regarding this Agreement, De Novo, or any questions about Behind the Gavel, please contact us!

      Behind the Gavel, LLC
      1121 E. Westview Ct.
      Spokane, WA, 99218
      (509) 850-0691
      info@btg-litsupport.com