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Terms of Use

Last Modified: September 21, 2016

Kaye Scholer LLP and its affiliates (the “Firm” or “we” or “us”) welcome you to our website located at www.kayescholer.com (the “Website”).

By accessing or using the website, you agree to be bound by the website Terms of Use (“Terms of Use”) and the Privacy Policy available at [insert URL], which is incorporated herein by reference (“Privacy Policy”). IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT ACCESS OR OTHERWISE USE THE WEBSITE.

YOU AND THE FIRM AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE SHALL BE FINAL AND BINDING ARBITRATION.

We may modify or update the Terms of Use from time to time. If we make changes, we will notify you by revising the date at the top of the Terms of Use and, in some cases, we may provide you with additional notice (such as adding a statement to our homepage or sending you an email notification). Your continued use of the website after we make changes means that you agree to those changes. We may, at any time, modify or discontinue all or part of the website; refuse to provide any user with access to the website; charge, modify, or waive fees required to use the website; or offer opportunities to some or all users.

Privacy Policy
For details on the types of information we may collect from you, or that you may provide when you visit our website, please review our Privacy Policy [INSERT URL].

Eligibility
By using the website, you affirm that you are of 13 years of age or older and eligible to access and use the website or, if you are not, that you have obtained parental or guardian consent to access and use the website.

Jurisdiction
The website is only intended for users located in the United States, its territories and possessions, and Canada (the “Territory”). The website may not be appropriate or available for use in some jurisdictions outside of the Territory. If you access the website from outside of the Territory, you do so at your own risk and must adhere to local usage, data privacy and other applicable laws and regulations. We may limit the website’s availability, in whole or in part, to any person, geographic area, or jurisdiction we choose, at any time and in our sole discretion.

Attorney Advertising
For purposes of compliance with New York State Bar rules, our headquarters are located at Kaye Scholer LLP, 250 West 55th Street, New York, NY 10019-9710. Prior results do not guarantee a similar outcome. Some photos on this site are of actors and not of clients or firm personnel.

Not Legal Advice
The website provides general information about the Firm. The information on the website is NOT intended as legal advice nor should you consider it as such. The materials on the website are provided for general information purposes only and are NOT intended to create and do not create an attorney-client relationship. You should not act upon this information without seeking advice from an attorney familiar with your circumstances and licensed in your jurisdiction.

We may also feature information, articles, publications and materials regarding certain areas of law. At the time you read it, the information, articles, publication, or materials may not reflect the most current legal developments and may no longer be correct, complete or up-to-date. Accordingly, by using the website you agree and understand that it is not a substitute for professional legal advice and does not create an attorney-client relationship, nor is it a solicitation to offer legal advice. We expressly disclaim any and all liability to any persons with respect to actions they take or do not take based on its contents. Unless expressly stated otherwise, the articles, publications, and materials featured on the website reflect the personal views of the authors only. Such content does not necessarily represent the views of the Firm, its attorneys, or its clients and should not be attributed to them.

Correspondence with the Firm
While you may contact us by telephone, mail, electronic mail or facsimile transmission, merely communicating with the Firm or its lawyers does not create an attorney-client relationship unless and until an agreement has been reached between you and the Firm to handle a particular matter. Please do not convey to us any information you regard as confidential until a formal attorney-client relationship has been established. Any information you convey to the Firm via the internet may not be secure, and information conveyed prior to establishing an attorney-client relationship may not be privileged or confidential.

Third-Party Websites and Links
The website may contain links to third-party websites. These links are provided to you only as a convenience. We do not control and are not responsible for any linked third-party websites, and their policies and practices may not be consistent with our Terms of Use or our Privacy Policy. Further, we do not necessarily endorse any of these third-party websites and do not intend to imply any association between the Firm and the party or parties involved. If you use any third-party links, you do so at your own risk and should check their terms of use and privacy policies before accessing or using them.

Ownership and Intellectual Property
Subject to these Terms of Use, the Firm hereby grants to you a limited, non-exclusive, revocable, non-transferable, and non-sublicenseable right to access and use our website.

You acknowledge and agree that the Firm and its licensors own all right, title and interest, including all intellectual property rights and other proprietary rights, in and to the website, and no rights in the foregoing are transferred to you hereunder. Text, images, graphics, sound, animations, videos and other content, as well as the arrangement of the same on the website, are protected by copyright and other intellectual property rights and proprietary rights of the Firm and its third-party licensors. The content of our website may not be copied, disseminated, altered or made accessible to third parties for commercial purposes.

The Firm’s trademarks, service marks, typefaces, company designs, logos and emblems on our website are protected by trademark law. The marks and design elements used on the website are intellectual property of the Firm or its licensors. You will not copy, use, infringe upon, misappropriate or otherwise violate these marks and design elements. Our website may also display other products, services and/or company names that may be the trademarks of their respective owners.

You will not, and will not cause others to (a) reproduce, modify, publish, transmit, distribute, publicly perform or display, sell, offer for sale, or create modifications, enhancements or derivative works based on the website, or any intellectual property rights therein or thereto, or any portions thereof; or (b) rent, lease, loan, sell, or offer for sale access to or use of the website, or any intellectual property rights therein or thereto, or any portions thereof.

Restrictions
The rights granted to you in these Terms of Use are subject to the restrictions in this Section. You warrant, represent and agree that you will not access or otherwise use the website in the following manners:

  • Violate any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
  • Rent, lease, sublicense, sell, transfer, assign, redistribute, host, or otherwise commercially exploit the website;
  • Modify, make derivative works of, disassemble, reverse compile, attempt to find the source code of, or reverse engineer any part of the website;
  • Interfere with or impair the operation and functionality of the website;
  • Violate any third party’s rights (including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right);
  • Post content that is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable;
  • Impersonate any person or entity, including without limitation, any employee or representative of the Firm;
  • Transmit, or otherwise make available through the website, any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment;
  • Transmit or procure the sending of any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam” or any other similar solicitation;
  • Engage in any other conduct that restricts or inhibits the use or enjoyment of another user of the website, or which, as determined by us, may harm us or users of the website or expose them to liability;
  • Remove any copyright, trademark, or other proprietary rights protected materials from the website or materials originating from the website;
  • Use any robot, spider or other automatic device, process or means to access the website for any purpose, including monitoring or copying any of the material on the website; and
  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the website, the server on which the website is stored, or any server, computer or database connected to the website.

Disclaimer of Warranties
THE WEBSITE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE ARE PROVIDED BY THE FIRM ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. THE FIRM MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK.

TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, THE FIRM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE FIRM DOES NOT WARRANT THAT THE WEBSITE, OR ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE, THE FIRM OR ITS THIRD-PARTY PROVIDERS’ SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE WEBSITE (OR ANY PART THEREOF) WILL BE ACCURATE, COMPLETE, OR ERROR-FREE, NOR THAT ANY PARTICULAR SOFTWARE OR HARDWARE, WILL BE COMPATIBLE WITH THE WEBSITE. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE WEBSITE, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR MATERIALS MADE AVAILABLE THROUGH THE WEBSITE.

Limitation on Liability
IN NO EVENT SHALL THE FIRM OR ITS OFFICERS, MEMBERS, DIRECTORS, CONTRACTORS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (A) ERRORS, MISTAKES, OMISSIONS OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE WEBSITE; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR HOSTING PROVIDER’S SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY; OR (F) LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE, IN EACH CASE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE FIRM IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN NO EVENT SHALL THE LIABILITY OF THE FIRM AND ITS OFFICERS, MEMBERS, DIRECTORS, CONTRACTORS, EMPLOYEES, AGENTS, SUCCESSORS AND ASSIGNS EXCEED, IN THE AGGREGATE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO US TO ACCESS AND USE THE WEBSITE.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

Indemnification
You agree to defend, indemnify and hold harmless the Firm and its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to (i) your violation of these Terms of Use, (ii) your use of the website, including, but not limited to, any use of the website’s content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the website, or (iii) your violation of any law or the rights of any third party. The Firm reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify the Firm and you agree to cooperate with our defense of such claims. You agree not to settle any such claim without the Firm’s prior written consent. The Firm will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

Governing Law
All matters relating to the website and these Terms of Use, and any dispute or claim arising from or related to (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule.

Arbitration
YOU AND THE FIRM AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE SHALL BE FINAL AND BINDING ARBITRATION.

You and the Firm agree to submit all disputes between you and the Firm arising out of or relating to these Terms of Use or the alleged breach or interpretation thereof, to binding arbitration, provided that the foregoing shall not prevent the Firm from seeking injunctive relief in a court of competent jurisdiction. Within thirty (30) days after either party has notified the other in writing that it is submitting a dispute to arbitration, three (3) arbitrators shall be chosen under the then current Rules of the American Arbitration Association (“AAA”) pertaining to commercial disputes (“Rules of the AAA”). The arbitration will be held in New York, New York, and will be conducted according to the Rules of the AAA. These Terms of Use and the arbitration shall be governed by the laws of the State of New York, without regard to its conflicts of law provisions. The arbitration award shall be by a written decision containing findings of fact and conclusions of law, shall be final and binding and may be enforced by any court of competent jurisdiction. The party prevailing in the arbitration or other legal proceedings is entitled to recover its litigation costs, including reasonable attorney’s fees. In no case shall the arbitrator be authorized to award costs and damages otherwise prohibited herein.

No Assignment
These Terms of Use, and all rights and licenses granted hereunder, may not be transferred or assigned by you without our prior written consent, but may be assigned by the Firm without restriction. Any attempted assignment by you will be null and void.

Entire Agreement
The Terms of Use and our Privacy Policy and any and all other policies or legal notices published by the Firm regarding the website, constitute the sole and entire agreement between you and us with respect to the website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the website.

Your Comments and Concerns
All feedback, questions, complaints, comments, requests for technical support and other communications relating to the website should be directed to info@kayescholer.com. You may also contact us at:

[Marketing Department]
Kaye Scholer LLP
250 West 55th Street
New York, NY 10019-9710

International Offices

London Office
Kaye Scholer LLP, a Delaware (USA) limited liability partnership, is authorised and regulated by the Solicitors Regulation Authority of England & Wales under registration number 342829. Our Value Added Tax (“VAT’) Identification Number is 769 571965. Our London offices are located at 140 Aldersgate Street, London EC1A 4HY, United Kingdom.

Frankfurt Office
Kaye Scholer LLP
Bockenheimer Landstraße 25
60325 Frankfurt am Main
Germany

Tel. +49 69 254940
Fax +49 69 25494444
E-Mail: frankfurt@kayescholer.com

Bar Admission
Unless otherwise stated, all of Kaye Scholer LLP’s German lawyers are admitted to practice law in Germany (Rechtsanwalt) and are members of the Bar Association of the City of Frankfurt Main.

Provisions on Occupational Law
The following provisions on occupational law apply:

BRAO – Bundesrechtsanwaltsordnung
BORA – Berufsordnung für Rechtsanwälte
FAO – Fachanwaltsordnung
RVG – Rechtsanwaltsvergütungsgesetz
EuRAG – Gesetz über die Tätigkeit europäischer Rechtsanwälte in Deutschland
Berufsregeln der Rechtsanwälte der Europäischen Union

Value Added Tax Identification Number
DE 283030608

German Professional Liability insurance
Allianz Versicherungs-AG, 10900 Berlin (§ 51 Bundesrechtsanwaltsordnung/BRAO).