Terms of Use

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE.

By using the ComplianceClerk.com, Inc. website (the "Site") or any ComplianceClerk applications or application plug-ins ("Applications"), you agree to follow and be bound by these terms of use (the "Terms of Use") and agree to comply with all applicable laws and regulations, including United States export and re-export control laws and regulations. In these Terms of Use, the words "you" and "your" refer to each customer, Site visitor, or Application user, "we", "us" and "our" refer to ComplianceClerk.com, Inc. and "Services" refers to all services provided by us.

It is your responsibility to review these Terms of Use periodically. If at any time you find these Terms of Use unacceptable or if you do not agree to these Terms of Use, please do not use this Site or any Applications. We may revise these Terms of Use at any time without notice to you. If you have any questions about these Terms of Use, please contact our Customer Care Center.

YOU AGREE THAT BY USING THE SITE, ANY APPLICATIONS, AND THE SERVICES YOU ARE AT LEAST 18 YEARS OF AGE AND YOU ARE LEGALLY ABLE TO ENTER INTO A CONTRACT.

These Terms require the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limit the remedies available to you in the event of a dispute, as described in Paragraph 6 below.

Please also refer to the ComplianceClerk Terms of Service, Supplemental Terms of Service for Subscriptions and Third-Party Services, and Privacy Policy, each of which is incorporated herein by reference.

ComplianceClerk.com provides an online legal portal to give visitors a general understanding of the law and to provide an automated software solution to individuals who choose to prepare their own legal documents. Customer need not download or even license ComplianceClerk software. ComplianceClerk hosts its software as a backend service for customers when they create their own documents. The Site includes general information on commonly encountered legal issues. The ComplianceClerk Services also include a review of your answers for completeness, spelling, and for internal consistency of names, addresses and the like. At no time do we review your answers for legal sufficiency, draw legal conclusions, provide legal advice, opinions or recommendations about your legal rights, remedies, defenses, options, selection of forms, or strategies, or apply the law to the facts of your particular situation. ComplianceClerk is not a law firm and may not perform services performed by an attorney. ComplianceClerk, its Services, and its forms or templates are not a substitute for the advice or services of an attorney.

ComplianceClerk strives to keep its legal documents accurate, current and up-to-date. However, because the law changes rapidly, ComplianceClerk cannot guarantee that all of the information on the Site or Applications is completely current. The law is different from jurisdiction to jurisdiction, and may be subject to interpretation by different courts. The law is a personal matter, and no general information or legal tool like the kind ComplianceClerk provides can fit every circumstance. Furthermore, the legal information contained on the Site and Applications is not legal advice and is not guaranteed to be correct, complete or up-to-date. Therefore, if you need legal advice for your specific problem, or if your specific problem is too complex to be addressed by our tools, you should consult a licensed attorney in your area.

From time to time, ComplianceClerk may perform certain attorney access services and introduce our visitors to attorneys through various methods, including but not limited to (i) legal plans, (ii) third party attorney directory listings, and (iii) third party limited scope agreements. At no time is an attorney-client relationship fostered or created with ComplianceClerk through the performance of any such services.

This Site and Applications are not intended to create any attorney-client relationship, and your use of ComplianceClerk does not and will not create an attorney-client relationship between you and ComplianceClerk. Instead, you are and will be representing yourself in any legal matter you undertake through ComplianceClerk's legal document service.

1. Privacy Policy. ComplianceClerk respects your privacy and permits you to control the treatment of your personal information. A complete statement of ComplianceClerk's current Privacy Policy can be found by clicking here. ComplianceClerk's Privacy Policy is expressly incorporated into this Agreement by reference.

When you open an account to use or access certain portions of the Site, Applications, or the Services, you must provide complete and accurate information as requested on the registration form. You will also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password. You may not use a third party's account, user name or password at any time. You agree to notify ComplianceClerk immediately of any unauthorized use of your account, user name or password. ComplianceClerk shall not be liable for any losses you incur as a result of someone else's use of your account or password, either with or without your knowledge. You may be held liable for any losses incurred by ComplianceClerk, our affiliates, officers, directors, employees, consultants, agents and representatives due to someone else's use of your account or password.

In connection with the use of certain ComplianceClerk products or services, you may be asked to provide personal information in a questionnaire, application, form or similar document or service. This information will be protected pursuant to our Privacy Policy. In addition, you grant ComplianceClerk a worldwide, royalty-free, nonexclusive, and fully sublicensable license to use, distribute, reproduce, modify, publish and translate this personal information solely for the purpose of enabling your use of the applicable service. You may revoke this license and terminate rights held by ComplianceClerk at any time by removing your personal information from the applicable service.

1. Ownership. This Site and Applications are owned and operated by ComplianceClerk.com, Inc. All right, title and interest in and to the materials provided on this Site and Applications, including but not limited to information, documents, logos, graphics, sounds and images (the "Materials") are owned either by ComplianceClerk or by our respective third party authors, developers or vendors ("Third Party Providers"). Except as otherwise expressly provided by ComplianceClerk, none of the Materials may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted or distributed in any way and nothing on this Site or on any Applications shall be construed to confer any license under any of ComplianceClerk's intellectual property rights, whether by estoppel, implication or otherwise. See the "Legal Contact Information" below if you have any questions about obtaining such licenses. ComplianceClerk does not sell, license, lease or otherwise provide any of the Materials other than those specifically identified as being provided by ComplianceClerk. Any rights not expressly granted herein are reserved by ComplianceClerk.
2. Limited Permission to Download. ComplianceClerk hereby grants you permission to download, view, copy and print the Materials on any single, stand-alone computer (or, for Microsoft Agave users, one copy of the Application on up to five devices affiliated with your Marketplace Windows Live ID account) solely for your personal, informational, non-commercial use provided that (i) where provided, the copyright and trademark notices appearing on any Materials not be altered or removed, (ii) the Materials are not used on any other website or in a networked computer environment and (iii) the Materials are not modified in any way, except for authorized editing of downloadable forms for personal use. This permission terminates automatically without notice if you breach any of the terms or conditions of these Terms of Use. On any such termination, you agree to immediately destroy any downloaded or printed Materials. Any unauthorized use of any Materials contained on this Site or Applications may violate copyright laws, trademark laws, laws of privacy and publicity and communications regulations and statutes.
3. Links to Third Party Sites. This Site and Applications may contain links to websites controlled by parties other than ComplianceClerk (each a "Third Party Site"). ComplianceClerk works with a number of partners and affiliates whose sites are linked with ComplianceClerk. ComplianceClerk may also provide links to other citations or resources with whom it is not affiliated. ComplianceClerk is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Site, any website accessed from a Third Party Site or any changes or updates to such sites. ComplianceClerk makes no guarantees about the content or quality of the products or services provided by such sites. ComplianceClerk is not responsible for webcasting or any other form of transmission received from any Third Party Site. ComplianceClerk is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by ComplianceClerk of the Third Party Site, nor does it imply that ComplianceClerk sponsors, is affiliated or associated with, guarantees, or is legally authorized to use any trade name, registered trademark, logo, legal or official seal, or copyrighted symbol that may be reflected in the links. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that ComplianceClerk is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on any such Third Party Site.
4. Use of ComplianceClerk Legal Forms. On our Site, through our Applications, and through certain partners, we offer self-help "fill in the blank" forms. If you buy a form from one of our partners, you will be directed to that partner's website and their terms of use will control. If you buy or download a form on our Site or Application, the terms and conditions of these Terms of Use control. You understand that your purchase, download, and/or- use of a form document is neither legal advice nor the practice of law, and that each form and any applicable instructions or guidance is not customized to your particular needs.

License to Use.

ComplianceClerk grants you a limited, personal, non-exclusive, non-transferable license to use our forms (the "Forms") for your own personal, internal business use, or if you are an attorney or professional, for your client. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Forms in any manner, except for modifications in filling out the Forms for your authorized use. You shall not remove any copyright notice from any Form.

Resale of Forms Prohibited.

By ordering or downloading Forms, you agree that the Forms you purchase or download may only be used by you for your personal or business use or used by you in connection with your client and may not be sold or redistributed without the express written consent of ComplianceClerk.com.

1. DISPUTE RESOLUTION; BINDING ARBITRATION

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND COMPLIANCECLERK TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER, UNLESS YOU OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS SET FORTH IN SECTION 6(g), BELOW. NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THIS ARBITRATION PROVISION. IN ADDITION, ARBITRATION PRECLUDES YOU AND COMPLIANCECLERK FROM SUING IN COURT OR HAVING A JURY TRIAL.

(a) No Representative Actions. You and ComplianceClerk agree that any dispute or claim between us, including those arising out of or related to these Terms or our Services, is personal to you and ComplianceClerk and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding. For the purposes of this Arbitration Agreement, references to "ComplianceClerk," "you," and "us" include our respective subsidiaries, affiliates, agents, employees, employers, business partners, shareholders, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or products under these Terms or any prior agreements between us. Beneficiaries include, but are not limited to, those named in an estate planning document.

(b) Arbitration of Disputes. Most concerns can be resolved quickly and to the customer's satisfaction by calling our Customer Care Center at (800) 773-0888. In the unlikely event that the ComplianceClerk Customer Care Center is unable to resolve your complaint to your satisfaction (or if we have not been able to resolve a dispute you after attempting to do so informally), this Section 6 applies. Except for (i) individual actions in small claims court located in the county of your billing address or (ii) actions in court seeking injunctive or other equitable relief for the alleged infringement or misappropriation of intellectual property, you and ComplianceClerk agree to waive your rights to a jury trial and to have any dispute or claim arising out of or relating to any aspect of the relationship between us (collectively, “Disputes”) resolved in court. Disputes include, but are not limited to, (a) those arising out of or related to these Terms or our Services, and (b) those related to advertising, privacy, data security, and the use of our website. This Arbitration Agreement applies to all Disputes based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, Disputes arising before you accepted these or any prior Terms, Disputes that are currently the subject of purported class action litigation in which you are not a member of a certified class, and Disputes asserted against ComplianceClerk by those you list as authorized contacts on your order.

(c) Arbitration Procedures. For any Dispute that you have against ComplianceClerk, or that ComplianceClerk has against you, you and ComplianceClerk agree to attempt to resolve the Dispute informally via the following process. If you assert a claim against ComplianceClerk, you will first contact ComplianceClerk by sending a written notice of your Dispute (“Claimant Notice”) to ComplianceClerk by U.S. certified mail addressed to Notice of Dispute, General Counsel, ComplianceClerk.com, Inc., 382 NE 191st St PMB 71177, Miami, Florida 33179-3899; a courtesy copy of the Notice should also be sent by email to [email protected]. The Claimant Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the Dispute; and (c) set forth the specific relief sought. For any Dispute that ComplianceClerk may have against you, we will provide you notice (“ComplianceClerk Notice”) in similar form to that described above via the mailing address and email address associated with your account. The statute of limitations and any filing fee deadlines shall be tolled for thirty (30) days from the date that either you or ComplianceClerk first send the applicable Notice so that the parties can engage in this informal dispute resolution process.

If you and ComplianceClerk cannot reach an agreement to resolve the Dispute within thirty (30) days after notice is provided, then either party may submit the Dispute to binding confidential arbitration administered by the American Arbitration Association (“AAA”) or, under the limited circumstances set forth herein, in court. All Disputes submitted to AAA will be resolved through binding arbitration before one arbitrator. Unless the parties agree in writing to a different location, arbitration proceedings will be held in Los Angeles County, CA; if you are a Consumer, however, you may elect to hold the arbitration in your county of residence. For purposes of this Section 6, a “Consumer” means a person using the Services for personal, family or household purposes.

If you are a Consumer, you and ComplianceClerk agree to use the AAA Consumer Arbitration Rules. If you are not a Consumer, you and ComplianceClerk agree to use the AAA Commercial Arbitration Rules, including the Expedited Procedures for all Disputes with a value of $75,000 or less. The most recent versions of the AAA Consumer and Commercial Arbitration Rules are available on the AAA’s website at adr.org/Rules and such rules are hereby incorporated by reference into this Arbitration Agreement. You either acknowledge and agree that you have read and understand the applicable AAA Arbitration Rules or waive your opportunity to read the AAA Arbitration Rules and waive any claim that such rules are unfair or should not apply for any reason.

You and ComplianceClerk acknowledge that the purpose of this Section 6 is to streamline the dispute resolution process and that Coordinated Filings are likely to frustrate that purpose. As a result, you agree not to assert a demand for arbitration as part of a Coordinated Filing. A “Coordinated Filing” is any demand for arbitration where the underlying claim is similar to at least ten (10) or more other pending demands for arbitration and where representation for that demand is consistent or coordinated with such other demands. Without limiting any remedies, in the event your demand is part of a Coordinated Filing, we may, at our option, decline arbitration and instead litigate the claim in a civil court of competent jurisdiction in accordance with the terms of Section 19.

(d) Individualized Arbitration Proceedings and Remedies. You and ComplianceClerk agree that these Terms affect interstate commerce and that the enforceability of this Section 6 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the AAA Rules, the arbitrator will have exclusive authority to grant any relief that would otherwise be available in court and to make all procedural and substantive decisions regarding any Dispute, including those arising out of or relating to interpretation or application of this Arbitration Agreement, including the enforceability, revocability, or validity of the Arbitration Agreement or any portion thereof. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding, or preside over any proceeding involving more than one claimant.

(e) Confidentiality. The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. You and ComplianceClerk agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and ComplianceClerk agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.

(f) Payment of Arbitration Fees. The costs of arbitration shall be governed by the AAA’s fee schedules, available at adr.org/Rules. If you are a Consumer and you initiate arbitration of a Dispute, you agree to pay the applicable AAA Consumer Case Filing Fee, and ComplianceClerk will pay the remaining AAA fees and costs. If you are not a Consumer and you initiate arbitration of a Dispute valued at less than $75,000, you agree to pay $250 towards any arbitration filing fees and ComplianceClerk will pay the remaining AAA fees and costs. If you are not a Consumer and your arbitration proceeding is valued at $75,000 or more, you and ComplianceClerk will share equally the costs and fees of AAA Commercial Arbitration. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards in Federal Rule of Civil Procedure 11(b)), then the payment of all AAA fees will be governed by the applicable AAA Rules.

(g) Opt Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 6 by sending, via U.S. certified mail, a written Notice of Opt Out to ComplianceClerk. The Notice of Opt Out must be addressed to: Notice of Opt Out, General Counsel, ComplianceClerk.com, Inc., 382 NE 191st St PMB 71177, Miami, Florida 33179-3899 ; a courtesy copy of the Notice of Opt Out should also be sent by email to [email protected]. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 19, though, as stated above, you agree any such action will be brought as an individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

(h) Additional Terms. If any portion of this Section 6 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 6 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 6; and (c) to the extent that any claims must proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.

If you wish to seek public injunctive relief against ComplianceClerk, such claim (and only such claim) must be severed from the arbitration and brought in court in accordance with the provisions of Section 19.

You and ComplianceClerk agree that the state or federal courts of the State of California and the United States sitting in Los Angeles County, California have exclusive jurisdiction over the enforcement of an arbitration award made pursuant to this Arbitration Agreement.

1. Additional Terms. Some ComplianceClerk Services may be subject to additional posted guidelines, rules or terms of service ("Additional Terms") and your use of such Services will be conditioned on your agreement to the Additional Terms. If there is any conflict between these Terms of Use and the Additional Terms, the Additional Terms will control for that Service, unless the Additional Terms expressly state that these Terms of Use will control.
2. Reviews, Comments, Communications, and Other Content. At various locations on the Site or through Applications, ComplianceClerk may permit visitors to post ratings, reviews, comments, questions, answers, and other content (the "User Content"). Contributions to, access to and use of the User Content is subject to this paragraph and the other terms and conditions of these Terms of Use.

Rights and Responsibilities of ComplianceClerk.

ComplianceClerk is not the publisher or author of the User Content. ComplianceClerk takes no responsibility and assumes no liability for any content posted by you or any third party.

Although we cannot make an absolute guarantee of system security, ComplianceClerk takes reasonable steps to maintain security. If you have reason to believe system security has been breached, contact us by email for help.

If ComplianceClerk's technical staff finds that files or processes belonging to a member pose a threat to the proper technical operation of the system or to the security of other members, ComplianceClerk reserves the right to delete those files or to stop those processes. If the ComplianceClerk technical staff suspects a user name is being used by someone who is not authorized by the proper user, ComplianceClerk may temporarily disable that user's access in order to preserve system security. In all such cases, ComplianceClerk will contact the member as soon as feasible.

ComplianceClerk has the right (but not the obligation), in our sole and absolute discretion, to edit, redact, remove, re-categorize to a more appropriate location or otherwise change any User Content.

Rights and Responsibilities of ComplianceClerk Users or Other Posters of User Content.

You are legally and ethically responsible for any User Content - writings, files, pictures or any other work - that you post or transmit using any ComplianceClerk service that allows interaction or dissemination of information. In posting User Content, you agree that you will not submit any content:

• that is known by you to be false, inaccurate or misleading;
• that infringes anyone’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy. Please see Compliance with Intellectual Property Laws below;
• that violates any law, statute, ordinance, or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination, or false advertising). Please see Compliance with Export Restrictions below;
• that is, or may reasonably be considered to be, defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening or unlawfully harassing, or advocates or encourages illegal conduct harmful to any individual, partnership or corporation. Please see Inappropriate Content below;
• that includes advertisements, spam, or content for which you were compensated or granted any consideration by any third party;
• that includes information that references other websites, addresses, email addresses, phone numbers, or other contact information;
• that contains any computer virus, worms, or other potentially damaging computer programs or files;
• that otherwise violates these Terms of Use.

Attorneys that submit User Content and provide advice do so at their own risk.

Under United States federal law, you retain copyright on all works you create and post as User Content, unless you choose specifically to renounce it. In posting a work as User Content, you authorize other members who have access to that service to make personal and customary use of the work, including creating links or reposting, but not otherwise to reproduce or disseminate it unless you give permission for such dissemination.

You grant ComplianceClerk a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from, sell, distribute, and/or incorporate such content into any form, medium, or technology throughout the world without compensation to you. You have the right to remove any of your works from User Content at any time.

You are not required to provide your real name when signing up as a user of ComplianceClerk. ComplianceClerk permits anonymous or pseudonymous accounts. Any user may request that such member's email address be hidden to provide for additional privacy.

Ratings and reviews will generally be posted in two to four business days.

By submitting your email address in connection with your rating and review, you agree that ComplianceClerk may use your email address to contact you about the status of your review and other administrative purposes.

1. NO WARRANTY. THE SITE, APPLICATIONS, AND ALL MATERIALS, DOCUMENTS OR FORMS PROVIDED ON OR THROUGH YOUR USE OF THE SITE OR APPLICATIONS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPLIANCECLERK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

COMPLIANCECLERK MAKES NO WARRANTY THAT: (A) THE SITE, APPLICATIONS, OR THE MATERIALS WILL MEET YOUR REQUIREMENTS; (B) THE SITE, APPLICATIONS, OR THE MATERIALS WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, APPLICATIONS, OR ANY MATERIALS OFFERED THROUGH THE SITE OR APPLICATIONS, WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE, APPLICATIONS, OR IN RELIANCE ON THE MATERIALS WILL MEET YOUR EXPECTATIONS.

OBTAINING ANY MATERIALS THROUGH THE USE OF THE SITE OR APPLICATIONS IS DONE AT YOUR OWN DISCRETION AND AT YOUR OWN RISK. COMPLIANCECLERK SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE.

NOTWITHSTANDING THE ABOVE, COMPLIANCECLERK OFFERS A COMPLIANCECLERK GUARANTEE, THE TERMS OF WHICH ARE AVAILABLE HERE. THIS DISCLAIMER OF WARRANTY DOES NOT APPLY TO THE PURCHASE OF PRODUCTS OR SERVICES BY NORTH CAROLINA CONSUMERS.

1. LIMITATION OF LIABILITY AND INDEMNIFICATION. EXCEPT AS PROHIBITED BY LAW, YOU WILL HOLD COMPLIANCECLERK AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS HARMLESS FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER IT ARISES (INCLUDING ATTORNEYS' FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THIS AGREEMENT AND ANY VIOLATION BY YOU OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF COMPLIANCECLERK HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT AS PROHIBITED BY LAW, IF THERE IS LIABILITY FOUND ON THE PART OF COMPLIANCECLERK, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE PRODUCTS AND/OR SERVICES, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE PRIOR LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THIS PARAGRAPH DOES NOT APPLY TO NORTH CAROLINA CONSUMERS.
2. Unsolicited Submissions. Except as may be required in connection with your use of ComplianceClerk Services, ComplianceClerk does not want you to submit confidential or proprietary information to us through this Site or any Applications. All comments, feedback, information or material submitted to ComplianceClerk through or in association with this Site shall be considered non-confidential and ComplianceClerk's property. By providing such submissions to ComplianceClerk you hereby assign to ComplianceClerk, at no charge, all worldwide right, title and interest in and to the submissions and any intellectual property rights associated therewith. ComplianceClerk shall be free to use and/or disseminate such submissions on an unrestricted basis for any purpose. You acknowledge that you are responsible for the submissions that you provide, including their legality, reliability, appropriateness, originality and content.
3. Compliance with Intellectual Property Laws. When accessing ComplianceClerk or using the ComplianceClerk legal document preparation Service, you agree to obey the law and you agree to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright, trademark and other intellectual property ownership. You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content in violation of any third party's copyrights, trademarks or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any content you provide or transmit or that is provided or transmitted using your ComplianceClerk user account.

ComplianceClerk has adopted a policy that provides for the immediate removal of any content, article or materials that have infringed on the rights of ComplianceClerk or of a third party or that violate intellectual property rights generally. ComplianceClerk's policy is to remove such infringing content or materials and investigate such allegations immediately.

Copyright Infringement:

1. Notice. ComplianceClerk has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Site or with the Service. The Company has adopted a policy that provides for the immediate suspension and/or termination of any Site or Service user who is found to have infringed the rights of the Company or of a third party, or otherwise violated any intellectual laws or regulations. The Company's policy is to act expeditiously upon receipt of proper notification of claimed copyright infringement to remove or disable access to the allegedly infringing content. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want the Company to delete, edit, or disable the material in question, you must provide the Company with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (3) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material; (4) Information reasonably sufficient to permit the Company to contact you, such as an address, telephone number, and, if available, email address; (5) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
   The above written information must be sent to our registered Copyright Agent:

General Counsel,

ComplianceClerk.com, Inc.,

382 NE 191st St PMB 71177,

Miami, Florida 33179-3899
mailto:[email protected]

1. Counter-Notice. If you believe that your Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your Content, you may send a written counter-notice containing the following information to the Copyright Agent: (1) Your physical or electronic signature; (2) Identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled; (3) A statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content; and (4) Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in Austin, Texas, and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by the Copyright Agent, the Company may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at the Company's sole discretion.
2. Inappropriate Content. When accessing the Site, any Applications, or using ComplianceClerk's Services, you agree not to upload, download, display, perform, transmit or otherwise distribute any content that: (i) is libelous, defamatory, obscene, pornographic, abusive or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services. ComplianceClerk reserves the right to terminate or delete such material from its servers. ComplianceClerk will cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or of any applicable laws.
3. Compliance with Export Restrictions. You may not access, download, use or export the Site, Applications, or the Materials in violation of United States export laws or regulations or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority and to assume sole responsibility for obtaining licenses to export or re-export as may be required. You acknowledge and agree that the Materials are subject to the United States Export Administration Laws and Regulations and agree that none of the Materials or any direct product therefrom is being or will be acquired for, shipped, transferred or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or used for any prohibited purpose.
4. Personal Use. The site is made available for your personal use on your own behalf.
5. Children. Minors are not eligible to use the Site or Applications and we ask that they do not submit any personal information to us.
6. Non-English-Speaking Customers. Certain materials on the ComplianceClerk site, including but not limited to questionnaires, documents, instructions, and filings, are only available in English. Non-English translations of these Terms, as well as other terms, conditions, and policies, are provided for convenience only. In the event of any ambiguity or conflict between translations, the English version is authoritative and controls.
7. Customers Needing Extra Assistance. ComplianceClerk aims to provide full access to its website and product offerings regardless of disability. If you are unable to read any part of the ComplianceClerk website, or otherwise have difficulties using the ComplianceClerk website, please call (800) 773-0888 and our customer care team will assist you.
8. Governing Law; Venue. Any dispute arising from these Terms and your use of the Services or the Site will be governed by and construed and enforced in accordance with the laws of California, without regard to conflict of law rules or principles (whether of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of California and the United States, respectively, sitting in Los Angeles County, California. You consent to personal and exclusive jurisdiction in these courts.

20. Copyrights. All Site design, text, graphics, the selection and arrangement thereof, Copyright ©, ComplianceClerk.com, Inc. ALL RIGHTS RESERVED.

21. Trademarks. ComplianceClerk, ComplianceClerk.com, LegalZip, the bi-colored "flying document" logo, all images and text, and all page headers, custom graphics and button icons are service marks, trademarks and/or trade dress of ComplianceClerk. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.

22. Attorney Access Services; Use of Term "Experience." The term "experience" or "experienced," as used on the Site, Applications, and in other communications in reference to third party attorneys participating in ComplianceClerk's legal plans or other attorney access services means that the legal plan primary handling partner of each law firm fulfills the following: (a) possesses a minimum of five years' experience practicing law, (b) maintains errors and omissions insurance policies consistent with industry standards, (c) is in good standing with the state bar in each jurisdiction in which the attorney is licensed to practice, (d) has no pending malpractice lawsuit, as of the date of joining one of ComplianceClerk's legal plans, and (e) has no public record of discipline by a state bar within the last five years. The term "experience" or "experienced" is not intended to be a comparison to any other attorney's services or qualifications.

23. Use of Testimonials and Media Endorsements. The media hosts on the Site endorse ComplianceClerk as paid spokespeople in our advertising campaigns.

24. Inquiries. BY USING COMPLIANCECLERK'S SERVICES OR ACCESSING THE COMPLIANCECLERK SITE OR APPLICATIONS, YOU ACKNOWLEDGE AND ACCEPT THAT SUBMITTING YOUR TELEPHONE NUMBER TO COMPLIANCECLERK VIA THE COMPLIANCECLERK SITE OR APPLICATIONS CONSTITUTES AN INQUIRY TO COMPLIANCECLERK, AND THAT COMPLIANCECLERK MAY CONTACT YOU AT THE NUMBER SUBMITTED EVEN IF SUCH NUMBER APPEARS ON ANY STATE OR FEDERAL DO NOT CALL LISTS (TAKING INTO ACCOUNT INQUIRY EXCEPTION TIME FRAMES AS APPROPRIATE).

25. Right to Refuse. You acknowledge that ComplianceClerk reserves the right to refuse service to anyone and to cancel user access at any time.

26. Acknowledgement. BY USING COMPLIANCECLERK'S SERVICES OR ACCESSING THE COMPLIANCECLERK SITE OR APPLICATIONS, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM. ComplianceClerk.com, Inc. is located at BUSINESS ADDRESS.