Terms and Conditions of Use 

These terms of service ("Terms") cover your use and access to the Freeman Lovell, PLLC Small Business Contract Automation Portal (“CAS”) including the products, services, and deliverables you can obtain from CAS (collectively, the "Services").  CAS is provided by Freeman Lovell, PLLC and any of our affiliates (collectively, "Freeman Lovell"). By using our Platform, you agree to be bound by these Terms as well as our Privacy Policy. If you are using our Platform as the employee or agent of an organization, you are agreeing to these Terms on behalf of that organization.

You must be the legal age of majority in your state of residence or otherwise able to form a binding contract with Freeman Lovell in order to use CAS and access the Services. In no event is use of CAS or access of the Services permitted by those under the age of 13.

Membership

You may access CAS only after selecting and paying for a membership (each, a “Membership”) on CAS.  You may choose to pay for a all-you-can-use membership, to access all of the documents available in CAS or you can pay a-la-carte for documents that you need at any given time.  All-access memberships shall be for a year period of time and paid in equal monthly installments.  A-la-carte usage, shall be paid at the time of creation of any document.

Refund Policy

We want you to be happy with our Services. If you are less than satisfied or believe there has been an error in billing, please contact your attorney associated with your CAS account immediately so that we can help you resolve the issue.  When contacting us, please include any details relating to the Services you are having issues with so that we can ensure you are completely satisfied with your Freeman Lovell experience.

We do not offer refunds on payments we have collected for Membership periods already passed, for Services already performed (including without limitation registered agent services), or for fees and expenses we have incurred and paid to other third parties with a role in processing your order. We also cannot refund any money paid by you directly to third parties, such as payments made by you directly to Participating Attorneys.

Membership Downgrade

If you choose to downgrade your Membership from an annual membership to an a-la-carte membership, Freeman Lovell reserves the right to collect fees from you to cover fees charged to Freeman Lovell or its affiliates or agents on behalf of your account. In addition, if you fail to provide a payment on time, Freeman Lovell reserves the right to downgrade your Membership from an annual plan to an a-la-carte plan without prior notice. Please note that downgrading does not affect your ability to access documents you have previously created on CAS.

Platform Not Legal Advice

Your use of CAS is not legal advice from Freeman Lovell.  CAS is provided to give you the ability to create contract templates as a self-help tool. We do not review any information you provide through CAS for legal accuracy or sufficiency, draw legal conclusions, provide opinions about your selection of forms or the options you choose within that form, or apply the law to the facts of your situation, unless you  engage Freeman Lovell for those services as a law firm and specifically request legal services for any particular project or document.

Engagement of Freeman Lovell Attorneys

In order to enter into an attorney-client relationship with Freeman Lovell or any of its attorneys, you must enter into an engagement agreement with a Freeman Lovell attorney and must communicate directly with such attorney for all legal questions.  Upon entering into the engagement agreement with Freeman Lovell, you will be bound by the terms of that agreement for all legal services provided by Freeman Lovell.  Entering into an engagement agreement with Freeman Lovell will not change the terms of these Terms but the Terms will dictate the discount to which you are privileged for legal services, based on the Membership you have purchased.

Termination of Membership and Access Restriction

Freeman Lovell reserves the right, in its sole discretion, to downgrade or terminate your access to CAS and its Services, for any reason and at any time without prior notice. For example, we may suspend or terminate your use of CAS if you are not complying with these Terms, or if you are using the Services in a manner that would expose us to legal liability, disrupt the Services or disrupt others' use of the Services.

If Freeman Lovell elects to terminate your account, Freeman Lovell will provide you with notice at your registered email address. Freeman Lovell also reserves the right to modify or discontinue, either temporarily or permanently, any part of its Services with notice.  Notice, to be effective for purposes of this section, does not require prior notification.  You agree that Freeman Lovell will not be liable to you or to any third party for any modification, suspension, or discontinuance of your Membership.

You may cancel at any time, however, we do not offer refunds for prepaid account access, instead, when you terminate your account, your account will remain live until the end of the contract period according to the payment and membership method you have chosen.

Ownership and Preservation of Your Documents

Freeman Lovell does not claim ownership of any documents you either create or upload and store using our Services ("User Documents"). You grant permission for Freeman Lovell to use the User Documents in connection with providing Services to you.

You acknowledge and agree that Freeman Lovell may preserve the User Documents as well as disclose them if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to accomplish any of the following: (1) to comply with legal process, applicable laws or government requests; (2) to enforce these Terms; (3) to respond to claims that any content violates the rights of third parties; or (4) to protect the rights, property, or personal safety of Freeman Lovell, its users or the public. You agree that the technical processing and transmission of the Service, including your content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. You agree that Freeman Lovell has no responsibility or liability for deleting or failing to store any content maintained or uploaded by the Services.

Consent to Receive Emails

By creating an account, you agree that you may receive communications from Freeman Lovell, such as newsletters, special offers, and Membership reminders, updates, or notices. You also understand that you can remove yourself from these communications by clicking the "Unsubscribe" link in the footer of the actual email, except for any Membership reminders, updates or notices.

Acceptable Use of Communications Services

Our Services include a large number of what are collectively called "Communications Services." These may include services such as live chats with your contracted legal representative, blog posts and related comment threads, customer service communication forums, calendars, and other message services. You agree to use the Communication Services only to post, send, and receive messages or materials proper to and related to the particular Communication Service. When using a Communication Service, you agree that you will not do any of the following:

  • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others.

  • Publish, post, upload, distribute or disseminate any names, materials, or information that is considered inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful.

  • Create a false identity, represent yourself as someone else, or sign an agreement as someone else or on behalf of someone else or otherwise falsify or delete in an uploaded file any significant attributions or notices.

  • Upload files that contain software or other material protected either by intellectual property laws or by the rights of privacy or publicity except when

    • you own or control the necessary rights, or

    • you have received all necessary consents to do so.

  • Upload corrupted files, files that contain viruses, or any other files that may damage the operation of another's computer.

  • Advertise, offer to sell, or offer to buy anything for business purposes except to the limited extent any particular Communication Service specifically allows such activity.

  • Restrict or inhibit any other user from using and enjoying the Communication Services.

  • Harvest or otherwise collect personally identifiable information about others, without their consent.

  • Violate any code of conduct or other guidelines, which may be applicable for any particular Communication Service.

  • Violate any applicable laws or regulations.

Although Freeman Lovell has no obligation to monitor the Communication Services, we reserve the right, in our own discretion, to review and remove materials posted to a Communication Service, in whole or in part. Freeman Lovell reserves the right to disclose any materials posted, information or activity as necessary to satisfy any applicable law, regulation, legal process, or governmental request.

No Unlawful or Prohibited Use

You may only use our Platform and access the Services if they do not conflict with or violate the laws of your jurisdiction(s). The availability of our Platform and Services in your jurisdiction(s) is not a guarantee or representation that CAS or Services are legal to use in your jurisdiction. By using our Platform and Services, you accept sole responsibility that your use of or access to our Services does not violate any applicable laws in your jurisdiction(s). To enforce this provision, Freeman Lovell reserves the right to refuse membership, or suspend or terminate your account immediately and without prior notice at our sole discretion.

The following are specifically excluded or prohibited:

  • Use in connection with any legal matter that is frivolous, immaterial or illegal in nature, as determined by Freeman Lovell in our sole discretion;

  • Use in connection with any legal matter involving an alleged violent crime;

  • Use in connection with any legal matter involving the laws of jurisdictions outside of the United States or its subdivisions;

  • Use in connection with any legal matter for which you are currently or prospectively represented by legal counsel that is not Freeman Lovell.

  • Use in connection with any legal matter that, as determined by Freeman Lovell in its sole discretion, lacks sufficient merit to warrant pursuit, or that has been raised an excessive or unreasonable number of times without a change in circumstances;

  • Use in connection with any legal matter that directly or indirectly involves Freeman Lovell or any of its affiliates, directors, agents, employees, or other Freeman Lovell service providers; or

  • Use in connection with any legal matter in which your Program Sponsor has an adverse interest, or in which any director, officer, agent or employee thereof has an adverse interest. For the purposes of this provision, "Program Sponsor" means any company, organization or affiliation that purchases or offers on behalf of its members or employees, a Freeman Lovell legal plan through wholesale channels, retail channels or otherwise. Please see your Program Sponsor for additional restrictions.

You may not hack, "scrape" or "crawl" CAS whether directly or through intermediaries such as spiders, robots, crawlers, scrapers, framing, iframes or RSS feeds, or otherwise access or attempt to access any information Freeman Lovell has not intentionally made available to you on CAS pursuant to a purchased Membership. Your use of CAS does not entitle you to resell any Freeman Lovell content without prior express written consent from Freeman Lovell.

License Grant

Subject to your compliance with these Terms, you are hereby granted a non-exclusive, limited, non-transferable, revocable license to use CAS and access the Services as we intend for them to be used. As a registered Freeman Lovell user, you are licensed to keep, for your own personal records, electronic or physical copies of the User Documents. You may not copy the content of Freeman Lovell's forms or agreements for sale nor may you use the Freeman Lovell forms and agreements outside of your Membership. Any rights not expressly granted in these Terms are reserved by Freeman Lovell.

When you transmit user content on Freeman Lovell, you hereby grant Freeman Lovell and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any such content, including throughout the world in any media. If you submit feedback or suggestions about our Services, we may use your feedback or suggestions without obligation to you.

Resale or unauthorized distribution of materials downloaded from the Freeman Lovell website is strictly prohibited. Use of these materials is for your personal or business use. Any resale or redistribution of our materials requires the express, written consent of Freeman Lovell.

Intellectual Property Rights

Freeman Lovell retains all right, title and interest in and to its products and services, including, without limitation, software, images, text, graphics, illustrations, logos, service marks, copyrights, photographs, videos, music, and all related intellectual property rights. Except as otherwise provided in this agreement, you may not, and may not permit or assist others to:

  i.          reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our products and services;

 ii.          sell, license, sublicense, rent, lease, distribute, copy, publicly display, publish, adapt or edit any of our products and services; or

iii.          circumvent or disable any security or technological features of our products and services.

The design, text, graphics and selection and arrangement thereof and services and the legal forms, documents, guidance and all other content found on our website ("Service Content") are copyright © Freeman Lovell. All rights reserved.

Copyright and DMCA

We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act.

If you believe that any material on our website infringes upon any copyright which you own or control, you may file a DMCA Notice of Alleged Infringement with Freeman Lovell at: platform@freemanlovell.com.

Links to Third Party Sites

Freeman Lovell's websites may contain links to third party resources and businesses on the Internet, called here "links" or "Linked Sites." Those links are provided for your convenience to help you identify and locate other Internet resources that may be of interest to you. Freeman Lovell does not sponsor and is not legally associated with any third party "linked sites." Freeman Lovell is not legally authorized to use any trade name, registered trademark, logo, official seal or copyrighted material that may appear in the link.

Freeman Lovell does not control, endorse or monitor the contents of any Linked Site. That includes, without limitation, any further link contained in a Linked Site, and any changes or updates to a Linked Site. Freeman Lovell is not responsible for webcasting or for any other form of transmission received from any Linked Site. These Terms do not cover your interaction with Linked Sites. You should carefully review the terms and conditions and privacy policies of any Linked Sites.

If you use any service provided on a Linked Site, (a) Freeman Lovell will not be responsible for any act or omission of the third party, including the third party's access to or use of your customer data and (b) Freeman Lovell does not warrant or support any service provided by the third party.

Disclaimer of Representations and Liability

Please read this section carefully as it affects your rights

The information, software, products, and services made available through Freeman Lovell may include inaccuracies or typographical errors. Freeman Lovell and/or its suppliers may at any time make improvements or changes to our Services. Information received via CAS or the Services should not be relied upon for personal, medical, legal, or financial decisions. You should engage and consult with an appropriate professional for specific advice tailored to your situation. In short, your use of our Services is at your own risk.

TO THE FULLEST EXTENT PERMITTED BY LAW, FREEMAN LOVELL AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL FREEMAN LOVELL, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT FREEMAN LOVELL HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

FREEMAN LOVELL'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL IN NO EVENT EXCEED THE GREATER OF $500 OR THE AMOUNT PAID BY YOU TO FREEMAN LOVELL FOR THE 12 MONTHS PRECEDING THE CLAIM IN QUESTION.

Release and Indemnity

On behalf of yourself and your heirs, executors, agents, representatives, and assigns, fully release, forever discharge, and hold Freeman Lovell, your Program Sponsor and its affiliates and their respective officers, employees, directors and agents harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, and actions of any kind and injury (including death) arising out of or relating to your use of the Service. You agree that this release has been freely and voluntarily consented to and you confirm that you fully understand what you are agreeing to.

You agree to indemnify and hold Freeman Lovell and its affiliates and their respective officers, employees, directors and agent harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of any third party claims relating to your use of CAS and access of the Service, your violation of these Terms or your violation of any rights of another.

Dispute Resolution By Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY, AS IT AFFECTS YOUR RIGHTS.

Most customer concerns can be resolved quickly and to the customer's satisfaction by emailing us at platform@freemanlovell.com.

However, if Freeman Lovell is not able to resolve a dispute with you after attempting to do so informally, then as a condition to your use of CAS and Services we mutually agree to resolve such dispute through binding arbitration under the auspices of JAMS Alternative Dispute Resolution (" JAMS"). JAMS will administer any such arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in Salt Lake City (UT). A party seeking arbitration must first send to the other, by certified mail, a written notice of dispute.

Any notice to Freeman Lovell should be addressed to Freeman Lovell, PLLC, 9980 South 300 West, Suite 200, Sandy, UT 84070. Any notice to you shall be sent to your address as set forth in Freeman Lovell's records of account or such other legal address as Freeman Lovell is able to identify.

You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed.

Notwithstanding our agreement to arbitrate our disputes as provided above, the following exceptions will apply to the resolution of disputes between us:

  • Either you or Freeman Lovell may assert claims, if they qualify, in small claims court in Salt Lake City, Utah or in any United States county where you live or work without first engaging in arbitration or the informal dispute-resolution process described above.

  • Freeman Lovell may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any unauthorized use or abuse of CAS or Services without first engaging in arbitration or the informal dispute-resolution process described above.

  • Freeman Lovell may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any intellectual property infringement without first engaging in arbitration or the informal dispute-resolution process described above.

  • In the event that the agreement to arbitrate provided herein is found to be inapplicable or unenforceable for any reason, then as a condition to your use of CAS and Services we agree that any resulting judicial proceedings will be brought in the federal or state courts of Salt Lake City, Utah, and by your use of CAS and Services you expressly consent to venue and personal jurisdiction of the courts therein.

Freeman Lovell may, in the future, make changes to these provisions regarding dispute resolution and arbitration by providing notice in accordance with the section of these Terms entitled "Modifications" below. You may reject any changes made during your Membership by sending us written notice. Such notice must be given within thirty (30) calendar days of the notice of modification to the following address: Freeman Lovell PLLC, 9980 South 300 West, Suite 200, Sandy, UT 84070.

Controlling Law

These Terms will be governed by Utah law except for its conflicts of laws principles.

Entire Agreement

These Terms constitute the entire agreement between you and Freeman Lovell with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third-party beneficiary rights.

Waiver, Severability and Assignment

Freeman Lovell's failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. Freeman Lovell may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

Modifications

We may revise these Terms from time to time, and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you (by, for example, posting on our blog or on this page). By continuing to use or access CAS and Services after the revisions come into effect, you agree to be bound by the revised Terms.