YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE WEBSITE OR SERVICE OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE WEBSITE, THROUGH THE SERVICE, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THIS AGREEMENT, WHETHER OR NOT YOU HAVE REGISTERED WITH THE WEBSITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE WEBSITE, SERVICE OR CONTENT.
A. GENERAL PROVISIONS
“Bid” refers to offers to perform requisite legal services at a specified rate of compensation submitted by Network Participants exchange in response to Solicitations for services submitted by Users.
“Content” means any content featured or displayed throughout the Website, including but not limited to text, documents, information, data, articles, guidance, opinions, images, photographs, graphics, software, applications, video recordings, audio recordings, sounds, designs, features and other materials that are available on the Website.
“Lawger,” “we,” “us” and “our” mean Lawger, Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents and employees. Network Participants are not employees, agents or affiliates of Lawger.
“Network Participants” and “Bidder” means professionals in the legal field including but not limited to lawyers, arbitrators, and mediators who may provide limited services to Users they communicate with through our Service. Network Participants are not employees or agents of Lawger.
“Projects” or “Cases” refers to the solicitations for legal advice submitted by Users.
The “Service” means all of the services provided by Lawger, including but not limited to all Content, services and products available through the Website. Lawger is not a law firm and does not provide a lawyer referral service.
“Solicitations” refer to the “Projects” or “Cases” submitted to the Lawger Service by Users.
The “User,” “Solicitor,” “You” and “Your” refer to the person, company or organization that has visited or is using our Website and/or our Service. Users may initiate a project through our standard project detail forms (“Project Proposals”) to solicit Network Participants for limited legal services (“Projects” or “Cases”). Network Participants may, but are not required to, submit responses (“Bids”) to Project Proposals.
“User-Generated Content” means Content that has been submitted by a User or that has been created in connection with the User’s use of the Service or the Website.
The “Website” means Lawger’s website located at lawger.com, all subpages and subdomains and all content, services and products available through the Website.
2. About our Service
Lawger provides a platform to facilitate communication and collaboration between Network Participants and Users seeking legal services. Our role is solely to facilitate the interaction of Network Participants with Users.
3. Lawger is not a law firm.
Lawger is not offering legal representation and does not offer any legal advice, legal opinions, recommendations, referrals or counseling. Network Participants are not employees or agents of Lawger. Lawger is not involved in agreements between Users and Network Participants or in the representation of Users. At no point may Lawger be held liable for the actions or omissions of any Network Participant performing services for you. Fees for legal services are not shared between Network Participants and Lawger.
4. Lawger does not provide legal advice.
Lawger does not offer legal advice or services. Any use of the Lawger Website and/or Service is not intended to and does not create an attorney-client relationship. Lawger is not liable for the actions or omissions of any Network Participant performing services for you. You acknowledge that although some of the Content provided to you on the Website may be provided by individuals in the legal profession, the provision of such Content does not create a legal attorney-client relationship and does not constitute an opinion or legal advice but is provided as general information about legal requirements and procedures and to assist you in engaging appropriate legal assistance from a qualified legal practitioner. Lawger does not make any direct assessment of your legal issues, needs or requirements.
5. No attorney-client relationship.
No attorney-client relationship is created by using the Website or Service or by using the Content provided by or through the use of the Website, including, but not limited to, links to other websites or any assistance we may provide to help you find an appropriate legal professional. Any communication directly to Lawger may not be held confidential and is a waiver of the attorney-client privilege. We make no guarantees, representations or warranties, whether express or implied, with respect to professional qualifications, expertise, quality of work or other information related to any Network Participant. Further we do not in any way endorse any individual described on our Website or through our Service. In no event shall we be liable to You or anyone else for any decision made or action taken by You in reliance on such information.
6. Lawger is not a lawyer referral service.
Lawger is not a lawyer referral service and does not provide such services. Users and Network Participants acknowledge that Lawger does not select or endorse any individual Network Participant to service a User. Users are solely responsible for selecting their Bidder. Lawger takes every reasonable effort to verify that our Network Participants are licensed attorneys. We do not make any warranty, guarantee or representation as to the legal ability, competence, quality or qualification of any Network Participant. Lawger requires each potential Network Participant to provide proof of professional liability insurance before being registered as a Network Participant. Lawger does not warrant or guarantee that Network Participants are covered by professional liability insurance and Lawger makes no warranty or guarantee with respect to the sufficiency of such professional liability insurance. Although this Agreement requires Network Participants to provide accurate information, we do not attempt to confirm, and do not confirm, any Network Participant’s purported identity. Users agree to independently research any Network Participant and independently evaluate the Network Participant’s qualifications before deciding to accept professional advice from a Network Participant. Lawger does not endorse any Network Participant’s work-product. By using our Website and/or Service, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of Network Participants will be limited to a claim against the particular Network Participants or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from Lawger with respect to such actions or omissions.
7. We do not recommend or endorse any specific lawyers or legal advice.
Providing a service where potential clients and legal professionals can meet does not imply an endorsement of any Network Participant or service provider. Lawger does not sanction or attest to the validity of statements a Network Participant may post on the Website. Lawger is not an agent or affiliate of any Network Participant.
8. Lawger does not guarantee results.
From time to time, Users may submit reviews of Network Participants. These reviews do not constitute a guarantee, warranty or prediction regarding the outcome of any future legal matter. Lawger will have no responsibility or liability of any kind for any User-Generated Content you encounter on or through the Website, and any use or reliance on User-Generated Content is undertaken solely at your own risk.
9. Prices on the Website and/or Service are estimates only.
Some of the Content on our Website and/or Service may include pricing for certain limited scope Projects based on typical fact patterns associated with such Projects. Any and all posted pricing are estimates only and pricing is not guaranteed until a separate engagement agreement has been executed between you and the Network Participant and only after the Network Participant has agreed to the formation of an attorney-client relationship.
10. Authorization and Acknowledgement
In connecting with using the Website and Service to locate legal professionals, you understand that:
a) Lawger selects legal service providers to be Network Participants based on a pre-existing application process with the legal service providers;
b) Lawger will provide you with a list of Network Participants who may be suitable to deliver the legal services that you are seeking based solely on the information that you provide to Lawger, (such as business information, proximity to your geographical location and additional criteria that you specify);
c) you are ultimately responsible for choosing your own lawyers or legal-service providers;
d) your selection of a Network Participant is not a guarantee that you will be able to work with such Network Participant and no attorney-client relationship is formed with a Network Participant until such Network Participant executes an engagement letter previously executed by the User; and
e) Lawger may provide pricing estimates only for certain Projects and such pricing is not guaranteed until a separate engagement agreement has been executed between you and a Network Participant.
f) You represent and warrant that if you are an individual, you are of legal age to form a binding contract, or, if you are accessing the Service or Website on behalf of an entity, that you are authorized to enter into, and bind the entity to, this Agreement.
B. User Responsibilities
1. Relationship with Network Participants.
Because we cannot guarantee the fitness of any of our Network Participants for your specific needs, we encourage Users to research any Network Participant before accepting professional advice. Users may also request a written legal engagement agreement specifying the terms, scope, limitations and conditions of the representation by the Network Participant.
2. No reliance on Content.
Content on the Website is provided for informational purposes only with no assurance that the Content is true, correct or accurate. The Content provided on the Website is not intended as a substitute for, nor does it replace, professional legal advice. You are encouraged to independently confirm the Content contained on the Website with other sources and to seek the advice of a qualified lawyer. Do not disregard, avoid or delay obtaining legal advice from a qualified attorney because of something you may have read on the Website. Your use of Content provided on the Website is solely at your own risk. Nothing stated or posted on the Website or available through the Service is intended to be, and must not be taken to be, the practice of law or the provision of legal advice.
3. Compliance with laws.
You represent and warrant that:
a) you have the authority to, and are of the legal age in your jurisdiction to, bind yourself to the Agreement;
b) your use of the Service will be solely for purposes that are permitted by this Agreement;
c) your use of the Service will not infringe or misappropriate the intellectual property rights of any third party; and
d) your use of the Service will comply with all local, state and federal laws, rules and regulations, and with all other Lawger policies.
4. User Conduct
You may use the Website and/or Service for lawful, non-commercial purposes only.
You may not use the Website in any manner that could damage, disable, overburden or impair our servers or network, or interfere with any other party’s use and enjoyment of the Website or the Service. You may not attempt to gain unauthorized access to the Service or computer systems or networks through hacking, password mining or any other means. In addition to our right pursuant to this Agreement, we may take any legal action and implement any technical remedies to prevent the violation of this provision and to enforce this Agreement.
5. Prohibited content.
You agree that you will not under any circumstances transmit any Content that:
a) is unlawful or promotes unlawful activities;
b) defames, harasses, abuses, threatens or incites violence toward any individual or group;
c) is pornographic, discriminatory or otherwise victimizes or intimidates any individual group on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability;
d) is spam, is machine- or randomly-generated, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation or any form of lottery or gambling;
e) contains or installs any viruses, worms, malware, Trojan horses or other content that is designed or intended to disrupt, damage or limit the function of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party;
f) infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights;
g) impersonates any person or entity, including any of our employees or representatives; or
h) violates the privacy of any third party.
6. Users must be over age 18.
You represent that you are over the age of 18. Lawger does not target our Content to those under 18, and we do not permit any Users under 18 on our Service.
7. No liability for User interactions; Lawger may monitor interactions.
Any liability, loss or damage that occurs as a result of any User and/or Network Participant interactions, including but not limited to any Projects that you provide or receive through your use of the Service is solely your responsibility. At our discretion, we, or technology we employ, may monitor and/or record your interactions with the Service.
8. Right to terminate accounts.
9. User-Generated Content
You own any User-Generated Content that you create and submit or upload to the Website, but you allow us certain rights to it, so that we can display and share the content you post. We have the right to remove any and all Content, including User-Generated Content, in our sole discretion.
You may create content, written or otherwise, while using the Service. You are solely responsible for the content of, and any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that Content. Any liability, loss or damage that occurs as a result of the use of any User-Generated Content that you make available or access through your use of the Service is solely your responsibility.
10. We are not responsible for any public display or misuse of your User-Generated Content.
You represent and warrant that you have the right to post all User-Generated Content you submit. Specifically, you warrant that you have fully complied with any third-party licenses relating to User-Generated Content, and have taken all steps necessary to pass through to end users any required terms.
11. Except for Content that originates from Lawger, we do not claim ownership of any User-Generated Content.
You grant Lawger the following rights to your User-Generate Content: by posting any Content on the Website or providing any Content through the Service, you expressly grant Lawger and our successors a worldwide, sub-licensable, fully-paid and royalty-free and non-exclusive license to use, reproduce, display, modify, adapt, distribute and perform the User-Generated Content in connection with Lawger’s business purpose.
C. Network Participants
Network Participants are legal professionals who may perform Projects for Users. They operate independently from Lawger and do not share fees with Lawger. Network Participants are also subject to our Network Participation Agreement.
2. RULES OF PROFESSIONAL CONDUCT & ETHICS.
Network Participants must comply with any and all rules or laws governing the practice of law in their jurisdiction. Network Participants understand and agree that a potential conflict of interest risk may arise through their use of the Service, in which case they shall be required to disqualify themselves pursuant to the rules of professional conduct in their jurisdiction. Network Participants agree that they shall provide accurate information as to their identity, shall not provide legal advice on the Website but rather general information and shall adhere to all policies and terms of conditions as posted on the Website.
2. REPRESENTATIONS AND WARRANTIES.
Through use of the Website and/or Service, each Network Participant hereby represents and warrants that:
a) such Network Participant is an attorney lawfully licensed and eligible to practice law in all jurisdictions indicated by such Network Participant in its application to the Lawger lawyer network;
b) such Network Participant is in good standing in the legally recognized jurisdiction(s) in which he/she is lawfully licensed; and
c) such Network Participant maintains professional liability insurance.
At any time that a Network Participant is no longer licensed or authorized to practice law or is no longer maintaining professional liability insurance, such Network Participant must immediately cease usage of the Website and the Service and must immediately notify Lawger.
4. ATTORNEY CLIENT RELATIONSHIPS & LIMITATIONS.
Use of the Website does not form an attorney-client relationship between Users and Network Participants. Information posted or made available on or through the Website and/or Service, including but not limited to any responses to Project Proposals or Bids, information posted publicly through the Website or information sent in a message to a User is not intended as legal advice, is not confidential and does not create an attorney-client relationship. It is considered User-Generated Content.
An attorney-client relationship between a Network Participant and a User may be formed through the use of the Service. Users may submit Project Proposals through the Service. Network Participants may submit Bids and negotiate the details of these Projects prior to acceptance. Upon acceptance, the scope of a Network Participant’s representation is strictly limited to the matter agreed upon in the Bid or Project Proposal, and the Network Participant and User may sign an engagement letter detailing the limited scope of this representation. Lawger makes every reasonable effort to ensure the privacy of Project Proposals and Bids on our Service, but we cannot guarantee confidentiality.
5. LOCAL LAWS & COMPLIANCE
Network Participants are solely responsible for ensuring that any information, solicitations or advertisements they post or place on the Website, including without limitation User-Generated Content, and any communications they may have with prospective clients through the Website or Service, fully comply with all applicable laws and rules of professional conduct, including those concerning the unauthorized practice of law and those regulating the form, manner or content of communications with clients, advertising or other matters.
D. Payment of Network Participants
1. Lawger is not a party to contracts.
Users may contract with Network Participants through the solicitation and acceptance of Projects. Such contracts are solely between the User and the Network Participant. Lawger will not be a party to any contracts for Projects submitted through our Service. Lawger facilitates these contracts by supplying a platform for relationship management and payment tools.
2. All legal fees are paid to Network Participants.
No legal fees for Projects are split or shared between Network Participants and Lawger. Lawger charges a transaction and technology fee (“Lawger Fee”) for each Project facilitated by Lawger in exchange for the services we provide to our Users. This fee, if any, is separate and distinct from all legal fees, and is displayed to all Users as a separate amount. If a legal fee agreed upon by a User and a Network Participant for a Project is subsequently reduced, Lawger has the right, but not the obligation to, reduce the Lawger Fee for such Project on a pro-rata basis.
E. Third Party Content
By using the Service, you will be able to access Content belonging to or originating from third parties (“Third-Party Content”). Your use of the Service is consent for Lawger to present this Content to you. You acknowledge all responsibility for, and assume all risk for, your use of Third-Party Content.
As part of the Service, Lawger may provide you with links to third-party websites as well as other forms of Third-Party Content. These links are provided as a courtesy to Users and Network Participants. We have no control over third-party websites or content or the promotions, materials, information, goods or services available on them. By linking to such content, we do not represent or imply that we adopt or endorse such content, nor are we responsible for, the accuracy or reliability of any opinion, advice or statement made by parties other than Lawger. We are not responsible for any Third-Party Content accessed through our Website. If you decide to leave the Website and access Third-Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern.
This Agreement does not authorize you to distribute, publicly display, publicly perform, make available, alter or otherwise use any Third Party Content except as permitted by Lawger’s terms and conditions.
F. intellectual property and DMCA Policy
1. GENERAL PROVISIONS.
Lawger reserves the right to terminate a User’s or Network Participant’s access to the Website if we determine that the User or Network Participant is a repeat infringer of others’ copyrights or other intellectual property, including Lawger’s rights.
2. VIOLATION & REMOVAL
If you believe that any Content violates your copyright, please follow the process indicated in section 512(c) of the Digital Millennium Copyright Act. Please provide us with a written takedown notice that includes the following information:
a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at our Website are covered by a single notification, a representative list of such works on our Website;
c) 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 us to locate the material;
d) information reasonably sufficient for us to contact you, such as email, address and telephone number;
e) 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
f) 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.
g) The notice described above should be send to DMCA@lawger.com.
3. Intellectual Property
a) Lawger retains all ownership of our intellectual property, including our copyrights, patents and trademarks.
b) Lawger retains ownership of all intellectual property rights of any kind related to the Website and Service, including applicable copyrights, patents, trademarks and other proprietary rights. Other trademarks, service marks, graphics and logos used in connection with the Website and the Service may be the trademarks of other third parties. The Agreement does not transfer from us to you any Lawger or third-party intellectual property, and all right, title and interest in and to such property will remain solely with us or with such third party, respectively. We reserve all rights that are not expressly granted to you under this Agreement.
c) Lawger, lawger.com and all other trademarks that appear, are displayed or are used on the Website or as part of the Service are registered or common law trademarks or service marks of Lawger, Inc. These trademarks may not be copied, downloaded, reproduced, used, modified or distributed in any way without prior written permission from Lawger, except as an integral part of any authorized copy of the Content.
4. Email Communications
We use email and electronic means to stay in touch with our Users and Network Participants.
For contractual purposes, you
(a) consent to receive communications from Lawger in an electronic form via the email address you have submitted or via the Service; and
G. Termination Policy
a) You may cancel this Agreement at any time. Termination of the Lawger Service does not terminate any attorney-client relationships you may have formed separately with Network Participants. If you wish to terminate this Agreement, you may simply discontinue using Lawger.
b) Lawger may terminate your access to all or any part of the Website at any time, with our without cause, with or without notice, effective immediately.
c) Termination of your relationship with Lawger does not affect your relationship with any Network Participant you have retained through our Service. All legal, contractual and ethical duties, obligations and responsibilities survive termination of the Lawger relationship.
d) All provisions of this Agreement that by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
H. Payment and Transactions
Payment will be processed as specified in the Project and agreed upon by the User and the Network Participant. When a Project is marked as completed by the Network Participant, Lawger will inform the User that the Project is complete. The User must then confirm completion of the Project or notify Lawger that the Project is incomplete. If the User has taken no action after 3 business days, Lawger will have the right to charge the User’s credit card for the full amount of the agreed-upon fee, in addition to Lawger’s fee. The User may submit disputes over payment to email@example.com.
By agreeing to these terms, you are giving Lawger permission to charge your on-file credit card or other approved methods of payment for fees that you authorize for Lawger. Depending on your Project, Lawger may charge you on a one-time or recurring basis. You authorize Lawger to charge you the full amount owed to any Network Participant via the Service, as well as Lawger’s transaction fee, if any.
3. Responsibility for Payment
You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay Lawger the amount agreed on for the Project within 7 days of completion of the Project, unless you dispute the matter by sending an email to firstname.lastname@example.org. You are responsible for providing us with a valid means of payment.
I. Disclaimer of Warranties
Lawger provides the Website, the Content and the Service “as is,” without warranty of any kind. We make no express or implied warranties or guarantees about the Service. To the maximum extent permitted by law, Lawger expressly disclaims all warranties, whether express, implied or statutory, with respect to the Website and the Service including, without limitation, any warranties of merchantability, of satisfactory quality, fitness for a particular purpose, title, security, accuracy and non-infringement. Some jurisdictions limit or do not permit disclaimers of warranty, so this provision may not apply to you.
Lawger makes no representation or warranty that the information we provide or that is provided through the Service is effective, accurate, reliable or correct; that the Service will meet your requirements; that the Service will be available at any particular time or location, that the Service will function in an uninterrupted manner or be secure; that any defects or errors will be corrected; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your use of information, Content or other material obtained from the Service.
J. Limitation of Liability
We will not be liable for damages or losses arising from your use of the Service or arising under this agreement. To the maximum extent permitted by applicable law, in no event will Lawger be liable to you for any loss of profits, use, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from (i) the use, disclosure, or display of your User-Generated Content; (ii) your use or inability to use the Service; (iii) the Service generally or the software or systems that make the Service available; or (iv) any other interactions with Lawger, any Network Participant or any other User of the Service, whether based on warranty, contract, tort (including negligence) or any other legal theory, and whether or not Lawger has been informed of the possibility of such damage, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. Lawger will have no liability for any failure or delay due to matters beyond our reasonable control. Some jurisdictions limit or do not permit disclaimers of liability, so this provision may not apply to you.
K. Release and Indemnification
You agree to indemnify and hold harmless Lawger from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement.
If you have a dispute with one or more Users or Network Participants, you release Lawger from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
M. Governing Law
O. Limitation of Term of Action
All disputes or claims (to the extent permitted by law) must be filed within one year from when the claim or notice of dispute could be filed in an arbitration proceeding or court if arbitration is not permitted. If you do not file a claim or dispute during this time, it is permanently barred.
If any portion or provision of this Agreement shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion of provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
R. Headings and Summaries
The headings, captions and summaries in this Agreement are for convenience only and in no way define or describe the scope or content of any provision of this Agreement.
S. Entire Agreement
II. Network Participation Agreement
All of the legal service providers on Lawger's network must agree to the following Network Participation Agreement before being admitted to the network.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE WEBSITE OR SERVICE OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE WEBSITE, THROUGH THE SERVICE, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE WEBSITE, SERVICE OR CONTENT.
“Content” means any content featured or displayed throughout the Website, including but not limited to text, documents, information, data, articles, guidance, opinions, images, photographs, graphics, software, applications, video recordings, audio recordings, sounds, designs, features and other materials that are available on the Website.
“Lawger,” “our,” “we” and “us” means Lawger, Inc. as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents and employees.
“Network Participant” means a legal professional who, by submitting an application, receiving admission to its network by Lawger and agreeing to this Agreement, may use Lawger to collaborate and communicate with potential clients.
“Service” means all of the services provided by Lawger, including but not limited to all Content, services and products available through the Website. Lawger is not a law firm and does not provide a lawyer referral service.
“Website” means Lawger’s website located at lawger.com, all subpages and subdomains and all content, services and products available through the Website.
The Network Participant agrees to abide by the terms of this Agreement for the period beginning on the date that this agreement was read and agreed to by such Network Participant until such date that this Agreement is terminated pursuant to Section 12. (the “Participation Period”).
3. Relationship of the Parties
Lawger and the Network Participant acknowledge that there is no relationship between such parties other than as described in this Agreement and that nothing contained in this Agreement is intended to create an employment relationship, independent contract relationship, partnership or joint venture between Lawger and the Network Participant. The Network Participant is free to accept engagements from third parties during the Participation Period. The Network Participant and its affiliates are not authorized to act or attempt to act, or to represent themselves, directly or by implication, as agents of Lawger or in any manner assume or create or attempt to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, Lawger or to bind Lawger in any manner.
4. Lawger’s Role
Lawger provides a platform and Service for Network Participants and users of the Website and/or Service (“Users”) to facilitate and complete legal projects). From time to time at the Network Participant’s discretion, the Network Participant may submit a bid (“Bid”) in response to a solicitation for an offer from a User on our Website to work as a consultant or contractor on a Custom Project for such User. Lawger is not involved in the actual transaction between Network Participants and Users for any Project and is not the agent of Network Participants except for the limited purpose of processing payments and has no agency authority for any other purpose, and is not the agent of the Users for any purpose.
5. Network Participant Compliance with Laws
Network Participants must comply with any and all rules or laws governing the practice of law in their jurisdiction. Network Participants understand and agree that a potential conflict of interest risk may arise and they shall be required to disqualify themselves pursuant to the rules of professional conduct in their jurisdiction. Network Participants agree that they shall provide accurate information as to their identity, shall not provide legal advice on the Website but rather general information and shall adhere to all policies and terms of conditions as posted on the Website. Network Participants are solely responsible for ensuring that any information, solicitations or advertisements they post or place on the Website, and any communications they may have with prospective clients through the Website or Service, fully comply with all applicable laws and rules of professional conduct, including those concerning the unauthorized practice of law, the confidentiality of client information and those regulating the form, manner or content of communications with clients, advertising or other matters. In addition to all applicable laws and rules of professional conduct to which a Network Participant is subject, all Network Participants agree to maintain the confidentiality of all client information provided to a Network Participant in connection with any Project, regardless of whether the Network Participant accepts such Project or establishes an attorney-client relationship with the client that initiated said Project.
The Network Participant agrees to accept payment of any fees from Projects (“Legal Fees”) through the Service. Network Participant shall not accept payment outside the Service for work or Projects the Network Participant first learned of or accepted through the Service. Lawger will terminate a Network Participant’s access to and use of the Site and Service if such Network Participant is found to be accepting payment outside the service for work accepted through the Service. Network Participants will also be responsible for reimbursing Lawger for the Lawger Fee (as defined below) that would otherwise have been due to Lawger for Projects learned of or accepted through the Service and for which such Network Participant accepted payment outside of the Service.
(a) Users may contract with the Network Participant to complete specified Projects. Such contracts are solely between the User and the Network Participant. Lawger will not be a party to any contracts for Legal Projects submitted through our Service. Lawger facilitates these contracts by supplying a platform for document and communication management and payment tools through its Service.
(b) All Legal Fees are agreed upon by User and Network Participant in an engagement letter between User and Network Participant and will be paid to Network Participant pursuant to such engagement letter. No Legal Fees for Projects are to be split or shared between Network Participant and Lawger. Lawger may charge a fee (“Lawger Fee”) for each Legal Project facilitated by Lawger in exchange for the transaction, technology and other non-legal services Lawger provides to Users. This Lawger Fee, if any, is separate and distinct from all Legal Fees, and is displayed to all Users as a separate amount.
Network Participant agrees that, both during and after the Participation Period, he/she will not disparage Lawger, or its employees, Users, products, business or any affiliates.
Network Participant shall defend, indemnify and hold harmless Lawger and each of its affiliates, shareholders, officers, directors, employees and agents, and each of their respective successors and assigns, from and against any and all claims, liabilities, damages, losses and expenses, including reasonable attorneys’ fees, arising out of or relating to any breach of this Agreement or any alleged negligence, willful misconduct or professional malpractice of Network Participant in connection with services rendered by Network Participant to Users; provided that (i) Network Participant shall be notified promptly in writing of such claim, suit or cause of actions and (ii) Lawger shall cooperate reasonably with Network Participant, at Network Participant’s expense, in the defense, settlement or compromise of any such claim, suit or cause of action.
9. Limitation of Liability
Lawger will not be liable to Network Participants or Users for any damages of any kind, including without limitation direct, indirect, incidental, punitive and consequential damages, arising out of or in connection with the Agreement, the Website, the Service, the inability to use the Service, or those resulting from any transactions entered into through the Service.
Network Participant hereby represents, warrants and certifies that:
(a) such Network Participant is an attorney lawfully licensed and eligible to practice law in the jurisdiction(s) indicated in their application to the Lawger lawyer network (the “Network Application”);
(b) such Network Participant is in good standing in the legally recognized jurisdiction(s) in which he/she is lawfully licensed;
(c) such Network Participant is covered by professional liability insurance and will keep in force that coverage throughout the Participation Period. The Network Participant assumes all risk in connection with the adequacy of any and all such insurance; and
(d) all information provided by such Network Participant in the Network Application and the profile created by the Network Participant for use in connection with the Service shall be accurate and truthful. If at any point such information is no longer accurate and truthful, the Network Participant agrees to immediately notify Lawger and correct or update the inaccurate information.
Network Participant gives Lawger assurance that he/she has carefully read, considered and understands all the terms and conditions of this Agreement.
The Participation Period and this Agreement may be terminated by the Network Participant at any time upon written notice to Lawger. Lawger, in its sole discretion, may terminate this Participation Agreement, access to the Website or the Service immediately, without notice and for any reason. At any time that a Network Participant is no longer licensed or authorized to practice law or is no longer maintaining professional liability insurance, such Network Participant must immediately cease usage of the Website and the Service and must immediately notify Lawger. If there is a decrease in the amount of, or a change in any other material term in, a Network Participant’s professional liability insurance, the Network Participant agrees to immediately notify Lawger of such change.
13. Effect of Termination
On termination of the Participation Period and this Agreement, the Network Participant shall receive payment for any Legal Fees earned prior to termination, but not yet paid, with respect to a completed Project, with the completion of the Project to be determined by Lawger in its sole and exclusive discretion after consultation with the Network Participant and User. Lawger shall have no further obligations to the Network Participant under this Agreement.
Provisions of this Agreement shall survive any termination if so provided herein or if necessary or desirable to accomplish the purposes of other surviving provisions, including without limitation the obligations of the Network Participant under Sections 7, 8, 9, 10 and 11 hereof and any liability of the Network Participant for any breach thereof.
Neither Lawger nor the Network Participant may make any assignment of this Agreement or any interest herein, by operation of law or otherwise, without the prior written consent of the other; provided, however, that Lawger may assign its rights and obligations under this Agreement without the consent of the Network Participant in the event that Lawger shall hereafter effect a reorganization, consolidate with, or merge into, an affiliate or any person, or to any affiliate. This Agreement shall inure to the benefit of and be binding upon Lawger and the Network Participant, and their respective successors, executors, administrators, heirs and permitted assigns.
If any portion of provision of this Agreement shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion of provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
No waiver of any provision hereof shall be effective unless made in writing and signed by the waiving party. The failure of either party to require the performance of any term or obligation of this Agreement, or the waiver by either party of any breach of this Agreement, shall not prevent any subsequent enforcement of such term or obligation or be deemed a waiver of any subsequent breach.
Any and all notices, requests, demands and other communications provided for by this Agreement shall be in writing and shall be effective: (a) upon personal delivery to the party to be notified, (b) when sent by confirmed electronic mail or facsimile if sent during normal business hours of the recipient, and if not so confirmed, then on the next business day, (c) the next business day following consignment for overnight delivery to a reputable national or overnight courier service or three business days following deposit in the United States mail, postage prepaid, registered or certified, and addressed to the Network Participant at the address or electronic mail address provided by such Network Participant in its Network Application or, in the case of Lawger, to 2635 Cresta De Ruta, Eugene, OR attention Director of Legal Operation or to email@example.com, or to such other address as a party may specify by notice to the other actually received.
19. Modification of Network Participation Agreement
Lawger reserves the right, at our sole discretion, to amend this Network Participation Agreement at any time and will update this Network Participation Agreement in the event of any such amendments. Upon any changes in this Network Participation Agreement, we will post the amended agreement on the Website. Your continued use of the Website and/or the Service following such notification shall constitute your affirmative acknowledgement of the amendment or modification of the Network Participation Agreement, and your agreement to continue to abide and be bound by the Network Participation Agreement, as amended or modified. If at any time you choose not to accept this Network Participation Agreement, including following receipt of notification of any modifications made hereto, please do not use the Website or the Service.
20. Entire Agreement
This Agreement in combination with all policies and guidelines of the Website, which are hereby incorporated by reference, constitute the entire agreement between the parties and supersede all prior communications, agreements and understandings, written or oral, with respect to the terms and conditions of the Network Participant gaining access to the Website and the Service.
21. Headings and Counterparts
The headings and captions in this Agreement are for convenience only and in no way define or describe the scope or content of any provision of this Agreement. This Agreement may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one and the same instrument.
22. Governing Law and Consent to Jurisdiction
This is an Oregon contract and shall be construed and enforced under and governed in all respects by the laws of the State of Oregon, without regard to the conflict of laws principles thereof. With respect to any action or claim arising out of or relating to this Agreement, the Network Participant and Lawger hereby expressly and irrevocably (a) agree and consent to be subject to the nonexclusive jurisdiction of the federal and state courts located in the State of Oregon; (b) agree not to bring any action related to this Agreement in any other court (except to enforce the judgment of such courts); (c) agree not to object to venue in such courts or to claim that such forum is inconvenient and (d) agree that notice or the service of process in any proceeding shall be properly served or delivered in the manner contemplated by Section 18 of this Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS NETWORK PARTICIPATION AGREEMENT AND WILL BE BOUND BY THIS NETWORK PARTICIPATION AGREEMENT.