Terms of Use

Please read these Terms of Use (these “Terms” and “Agreement”) carefully before using our services, which includes software, tools, content, intellectual property, and functionalities that we may make available to you (the “Services”) through our website located at https://askmatlock.com/ (the “Site”) and our mobile application available in the App Store and on Google Play (the “App”). All references to the Site shall include both the Services and the App. All aspects of the Site are copyrighted work belonging to Matlock AI LLC, a Washington limited liability company (“Company”, “Matlock,” “us”, “our”, and “we”). These Terms include and are subject to our Privacy Policy and additional guidelines, terms, or rules such as the Platform Terms (altogether with the Terms and Privacy Policy, “Matlock Agreements”) which will be posted on the Site. You may only access and use our Services only in agreement with and compliance with Matlock Agreements.

The Platform is an artificial intelligence–enabled technology service that collects, organizes, and transmits information submitted by users relating to potential personal injury or other legal matters (“User Submissions”) to participating law firms that subscribe to access the Platform (“Participating Firms”). The Company does not provide legal advice, legal representation, or legal services of any kind. The Platform is not a law firm.

THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE. BY ACCESSING OR USING THE SITE, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). YOU AGREE TO ACCESS OR USE THE SITE OR ACCEPT THE TERMS SUBJECT TO THE ACCESS REQUIREMENTS IN SECTION 3 OF THESE TERMS. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS AND/OR USE THE SITE.

PLEASE NOTE: THESE TERMS INCLUDE DISPUTE RESOLUTION PROVISIONS (SEE SECTION 16) THAT, WITH LIMITED EXCEPTIONS, REQUIRE THAT (1) CLAIMS YOU BRING AGAINST MATLOCK BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND (2) YOU WAIVE YOUR RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, GROUP, OR REPRESENTATIVE ACTION OR PROCEEDING.

UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

1. Company Is Not a Law Firm

COMPANY IS NOT A LAW FIRM AND DOES NOT PROVIDE LEGAL ADVICE. NO ATTORNEY-CLIENT RELATIONSHIP IS CREATED THROUGH THE USE OF OUR SITE. NONE OF THE COMMUNICATIONS BETWEEN YOU AND COMPANY ARE PROTECTED BY ATTORNEY-CLIENT PRIVILEGE. MOST IMPORTANTLY, THE GENERATIVE CONTENT IS NOT A SUBSTITUTE FOR THE ADVICE OF AN ATTORNEY. FURTHERMORE, USE OF THE PLATFORM DOES NOT CREATE AN ATTORNEY-CLIENT RELATIONSHIP WITH COMPANY OR WITH ANY OTHER USER UTILIZING THE SITE REGARDLESS OF THEIR LICENSED PROFESSIONAL STATUS.

WE DO NOT REVIEW THE GENERATIVE CONTENT OR ANY INFORMATION YOU PROVIDE US FOR LEGAL ACCURACY OR SUFFICIENCY, DRAW LEGAL CONCLUSIONS, PROVIDE OPINIONS ABOUT YOUR SELECTION OF FORMS, OR APPLY THE LAW TO THE FACTS OF YOUR SITUATION. IF YOU NEED ADVICE FOR A SPECIFIC PROBLEM, YOU SHOULD CONSULT WITH A LICENSED ATTORNEY.

Company is not a law firm and does not provide any legal advice. As part of our Services, we offer an artificial intelligence powered communication system intended for educational purposes only (“Communication System”). You understand that your use of the Communication System is neither legal advice nor the practice of law. Our Services are not substitutes for the advice of an attorney and if you need legal advice for your specific matter you should consult a licensed attorney in your area. Furthermore, your attempt to seek legal advice through our Platform does not form an attorney-client relationship with Company. At no time is an attorney-client relationship or any other special relationship created between you and Company or any employee or other person associated with Company, and any information you provide us or any Attorney User (as defined in the Platform Terms) within the Platform is not protected by attorney-client privilege or as attorney work product. You are and will be representing yourself in any matter you undertake using the Services.

If, prior to your use of any of our Services, you believe that Company gave you any legal advice, opinion or recommendation about your legal rights, remedies, defenses, options, selection of forms or strategies, you must not use our Site, and any use of our Services is done at your own risk.

2. Accounts

Account Creation

In order to use certain features of the Site, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration forms provided. To be eligible for an Account, you must be a US citizen, permanent resident or non-permanent resident alien in the United States on a valid long-term visa. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by contacting the Company. Company may suspend or terminate your Account in accordance with Section 17 or any other provisions in these Terms and the Matlock Agreements.

Account Responsibilities

You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You understand that sharing Account login details could result in confidentiality disclosure. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.

3. Access to the Site

3.1 License

Subject to these Terms, Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Site solely for your own personal, noncommercial use.

3.2 Certain Restrictions

The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website, product, or service; (d) the Applicable Use Policy; and (e) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.

3.3 Modification

Company reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.

3.4 No Support or Maintenance

You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Site.

3.5 Ownership

Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its content are owned by Company or Company's suppliers. Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 3.1. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.

3.6 Access Requirements

The Site is available to any US citizen, permanent resident, or non-permanent resident alien of the United States on a valid long-term visa who is eighteen (18) years of age and older, has a valid email address, a valid credit card, and has created an Account with us. We reserve the right to refuse your access to the Site or cancel your account at any time for any reason.

4. Artificial Intelligence Generated Content

4.1 AI Communication System

Our Communication System is an informational gathering and research tool, and its Outputs, as defined below, are not legal advice. The Outputs produced by the Communication System are generated by artificial intelligence and may contain errors and misstatements or may be incomplete.

4.2 Generative Content

Our Site allows you to prompt our Communication System with questions and conversations in the form of text (“Inputs”). Through the processing of your Inputs, our Services may generate a text-based response (“Outputs”, and collectively with the Inputs, the “Generative Content”).

4.3 Inputs

You own and retain all interest, right, and title to your Inputs, except as expressly provided in our Terms. You represent and warrant that you have all rights to the Inputs and that you have either obtained any necessary consents or provided the necessary notices to the holders of any rights to the Inputs for the legal processing of your Inputs through our Site. You also represent that your Inputs do not violate our Terms or any applicable law, including any privacy laws, data protection laws governing personal information (yours or others) in your prompts, and any intellectual property laws. To the extent you include personal information in the Inputs or through any other use of our Site, you acknowledge our Privacy Policy governs our use and processing of such personal information.

4.4 Outputs

We authorize you to use the Outputs except in any manner that violates our policies, our Sharing and Publication Policy, any applicable laws, rules, and regulations, or any other provisions in our Terms. Our Site may generate outputs to inputs submitted by third parties (“Third-Party Outputs”) that may be identical or similar to Outputs generated from your Inputs. You acknowledge that Third-Party Outputs are not your Outputs and that you have no right, title, or interest in or to any Third-Party Outputs.

4.5 Accuracy and Reliance on Outputs

We make no representations or warranties with respect to the accuracy of any Outputs. Artificial intelligence, machine learning, and chatbot systems are evolving fields of study. Given the probabilistic nature of artificial intelligence and machine learning, it is more likely than not that for some Inputs, you will receive incorrect Outputs. Incorrect Outputs include Outputs that are incorrect in any analysis, conclusion, or guidance communicated. You should not rely on any Outputs without independently confirming their accuracy with an appropriate professional such as a licensed attorney. Outputs may contain material inaccuracies even if they appear accurate because of their level of detail or specificity. The Services and any Outputs may not reflect correct, current, or complete guidance or information. Furthermore, we do not review the Generative Content for accuracy or legal sufficiency, nor do we draw legal conclusions, provide legal advice or apply the law to the facts of your particular situation. You understand that our providing of the Generative Content to you is neither legal advice nor the practice of law, and that the Generative Content is not customized to your particular needs. If you need legal advice for your specific problem, you should consult a licensed attorney in your area.

4.6 Company's Use of the Generative Content and Usage Data

We may collect and use the Generative Content to develop, improve, support, and operate our Services. We may also use information reflecting your access, interaction, or use of the Services including frequency, duration, volume, features, functions, visit, session, click through or click stream data, and statistical or other analysis, information, or data based on, or derivative works of, the foregoing (“Usage Data”). We may not share the Generative Content or Usage Data that includes your personal information with a third party except in accordance with these Terms or to the extent the Usage Data is aggregated or anonymized such that you cannot reasonably be identified.

4.7 Sharing and Publication Policy

The following terms constitute our “Sharing and Publication Policy.”

Social media, livestreaming, and demonstrations: To mitigate the possible risks of AI-generated content, we have set the following conditions on permitted sharing. Posting your own Inputs or Outputs to social media is generally permissible, as is livestreaming your usage or demonstrating our products to groups of people as long as you adhere to the following:

• Manually review each Output before sharing or while streaming.
• Attribute the Generative Content to your name or your company.
• Indicate that the Outputs are AI-generated in a way no user could reasonably miss or misunderstand.
• Do not share content that violates our policies or that may offend others.
• If taking audience requests for Inputs, use good judgment; do not use Inputs that might result in violations of our policies.

Content co-authored with the Communication System: Users who wish to publish their first party written content (e.g., a book, memorandum, legal education content, etc.) created in part with our Communication System are permitted to do so under the following conditions:

• The published Generative Content is attributed to your name or company.
• The role of AI in formulating the content is clearly disclosed in a way that no reader could possibly miss, and that a typical reader would find sufficiently easy to understand.
• Topics of the content do not violate our policies or any other provision in our Terms and do not offend others.

5. Privacy

We only use any personal information we collect through your use of our Site in the ways set out in our Privacy Policy. Internet transmissions are never completely private or secure. This means there is a risk that any information you send using our Site may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

6. User Content

6.1 User Content

“User Content” means any and all information and content that a user submits to, or uses with, the Site (e.g., content in the user's profile or postings), including but not limited to the Platform. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its truthfulness, accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our policies. You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Company.

6.2 Liability and Confidentiality

The User Content, which includes but is not limited to information posted on the Platform, is not confidential. Since you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the policies or from a law enforcement request. Company is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.

6.3 License

You hereby grant (and you represent and warrant that you have the right to grant) to Company an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in the Site. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.

6.4 Enforcement

We reserve the right (but have no obligation) to review, refuse and/or remove any User Content or Generative Content in our sole discretion, and to investigate and/or take appropriate action against you in our sole discretion if you violate the policies or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 17, and/or reporting you to law enforcement authorities.

7. Government Matters

As you use our Communication System and generate the Generative Content, please be aware that we may receive requests from law enforcement or other government agencies for certain information about our customers or data that our customers upload to our platform including the Generative Content. Should Company ever receive a request for customer data from a U.S. or non-U.S. law enforcement or government agency, Company will direct the requestor to contact the Company's customer directly to obtain the relevant data. If the requestor refuses to contact Company's customer directly for the data, Company's policy is to notify the customer of any such request unless Company reasonably believes it is legally prohibited from doing so, in which case we will use best efforts to request a waiver of the prohibition and will document that request. Company will notify the customer once the prohibition expires or has been lifted with the aim of providing as much relevant information as reasonably possible.

Subject to our Privacy Policy, Company will only disclose customer data or other custom information when required to do so in compliance with valid legal process. Company's lawyers will carefully review the legality of each such request and will challenge a request if we conclude there are reasonable grounds to consider it unlawful. If Company receives such a request from a non-U.S. law enforcement or government agency, Company will only respond to established legal mechanisms, such as a Mutual Legal Assistance Treaty request, letters rogatory or a request by a qualifying foreign government as defined by the CLOUD Act, depending on the nature of the request. When challenging a request, Company will seek interim measures with a view to suspending the effects of the request until it has been decided on its merits. We will not disclose customer data or other information until required to do so under applicable law, in which case we will provide only the minimum amount of information based on our reasonable interpretation of the request in accordance with our Privacy Policy.

8. Review Third Party Legal Assistance

Our Services includes a platform that allows you to input data relating to a personal injury claim with the intention to seek legal assistance from licensed third-party legal professionals (the “Platform”). Through the Platform, you can both submit details related to a matter for which you desire legal assistance and receive inquiries from a licensed legal professional that is interested in assisting you with your legal matter.

9. No Legal Services; Law Firm Subscriptions

9.1 Subscription-Based Law Firm Access

Participating Firms pay the Company a subscription fee for access to the Platform and the opportunity to review User Submissions. The Company does not charge Users any fee for submitting information through the Platform.

9.2 No Referral Fees; No Fee Sharing

The Company does not receive a contingency fee, referral fee, percentage of recovery, or other success-based compensation in connection with any legal matter. The Company's compensation is limited to subscription fees paid by Participating Firms for access to the Platform. The Company does not share in legal fees earned by any Participating Firm.

9.3 No Endorsement or Guarantee

The Company does not recommend, endorse, or guarantee any Participating Firm. The Company does not evaluate the merits of your legal claims and makes no representation regarding whether you have a viable claim or whether any Participating Firm will agree to represent you.

9.4 User Discretion; Independent Firms

You are under no obligation to engage any Participating Firm that contacts you. Participating Firms are independent third parties and are not employees, partners, joint venturers, or agents of the Company.

9.5 Transmission of Information

By submitting information through the Platform, you authorize the Company to transmit your User Submissions to one or more Participating Firms in accordance with the Platform's Privacy Policy.

9.6 Changes

We may change our model from time to time. If we implement fees, we will give you at least 30 days' notice and any price increase will take effect thereafter so that you can cancel if you do not agree to the price increase.

10. Intellectual Property

All intellectual property rights in the Services throughout the world belong to us and our licensors. The rights in the Services are licensed (not sold) to you. You have no intellectual property rights in, or to, the Services other than the right to use them in accordance with these Terms. These Terms grant you a personal, non-transferable and non-exclusive right to use our Services. We grant you this right for the sole purpose of receiving the Services as permitted in these Terms.

Our Services are protected by copyright, trademark, and other laws. Nothing in these Terms gives you a right to use the Matlock name or any of the Matlock trademarks, logos, domain names, other distinctive brand features, and other proprietary rights (whether they belong to us or our licensors). All right, title, and interest in and to our Services (excluding content provided by you) are and will remain the exclusive property of us and our licensors.

Copyright

We will take down works in response to Digital Millennium Copyright Act (“DMCA”) takedown notices and/or other intellectual property infringement claims and will terminate a user's access to the Site, if the user is determined to be a repeat infringer. If you believe that your content has been copied in a way that constitutes copyright or trademark infringement, or violates your publicity or other intellectual property rights, please contact us immediately at contact@askmatlock.com. For us to process your infringement claim regarding content on the Service, you must be the rightsholder or someone authorized to act on behalf of the rightsholder. If you choose to write to us by e-mail or physical mail, your notice must include:

• Identification of the copyrighted work(s), trademark, publicity rights, or other intellectual property rights that you claim is being infringed;
• Identification of the allegedly infringing material that is requested to be removed, including a description of the specific location (i.e., URLs) on the Service of the material claimed to be infringing, so that we may locate the material;
• Your contact information — at a minimum, your full legal name (not pseudonym) and email address;

A declaration that contains all of the following:

• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the intellectual property rights owner, its agent, or the law;
• A statement that the information in the notice is accurate; and
• A statement under penalty of perjury that you are authorized to act on behalf of the intellectual property owner of the intellectual property that is allegedly being infringed.

Your physical or electronic signature (of your full legal name).

Please note that we will forward your notice of intellectual property infringement, including your contact information, to the party who will have their content removed so they understand why it is no longer available on askmatlock.com and can also contact you to resolve any dispute.

11. Suggestions and Improvements

By sending us any Feedback, you agree that:

• Your Feedback does not contain any third party confidential or proprietary information;
• We are under no obligation of confidentiality, express or implied, with respect to the Feedback;
• We may have something similar to the Feedback already under consideration or in development;
• We have no obligation to review, consider, or implement the Feedback, or to return to you all or part of the Feedback; and
• You grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide, assignable, sublicensable, transferable license to use, modify, prepare derivative works of, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Matlock and its users any claims and assertions of any moral rights contained in such Feedback.

12. Third Party Content and Services

The Service may host Third Party Content or include links to other websites or applications (each, a “Third Party Service”). We do not control or endorse any Third-Party Content or Third-Party Service. You agree that we are not responsible for the availability, accuracy, or content of any such Third-Party Content or Third-Party Service. Your use of and reliance on any Third-Party Content or Third-Party Service is at your own risk.

Some of the services made available through the Service and Third-Party Services may be subject to additional third-party terms of service, privacy policies, licensing terms and disclosures, and other terms, conditions, and policies. It is your responsibility to familiarize yourself with any such applicable third-party terms.

13. Disclaimers and Limitations of Liability

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF MATLOCK TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. BY ACCESSING OR USING THE SERVICE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.

THE SERVICE AND SERVICE CONTENT ARE MADE AVAILABLE TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, WITH THE EXPRESS UNDERSTANDING THAT MATLOCK MAY NOT MONITOR, CONTROL, OR VET USER CONTENT OR THIRD-PARTY CONTENT. AS SUCH, YOUR USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK. MATLOCK MAKES NO CLAIMS OR PROMISES ABOUT THE QUALITY, COMPLETENESS, ACCURACY, OR RELIABILITY OF THE SERVICE, ITS SAFETY OR SECURITY, INCLUDING WITHOUT LIMITATION THE SECURITY OF YOUR DATA, OR THE SERVICE CONTENT. ACCORDINGLY, MATLOCK IS NOT LIABLE TO YOU FOR ANY PERSONAL INJURY, LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE SERVICE'S INOPERABILITY, DEPLETION OF BATTERY POWER OR OTHER IMPAIRMENT OF DEVICES USED TO ACCESS THE SERVICE, SERVICE UNAVAILABILITY, SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF THE BUSINESS LISTINGS, RATINGS, REVIEWS (INCLUDING THEIR CONTENT OR OMISSION OF CONTENT, ORDER, AND DISPLAY), METRICS OR OTHER CONTENT FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE SERVICE.

MATLOCK MAKES NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE SERVICE OR THAT OFFER GOODS OR SERVICES THROUGH THE SERVICE, OR THE SERVICE'S USERS. ACCORDINGLY MATLOCK IS NOT LIABLE TO YOU FOR ANY PERSONAL INJURY, LOSS OR DAMAGE THAT MIGHT ARISE FROM ANY SUCH THIRD PARTY'S ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE SERVICE. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SERVICE IS AT YOUR OWN DISCRETION AND RISK.

YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SERVICE, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE SERVICE.

MATLOCK'S MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SERVICE OR THESE TERMS IS LIMITED TO THE AMOUNT ACTUALLY PAID, IF ANY, BY YOU TO MATLOCK IN CONNECTION WITH THE SERVICE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY.

MATLOCK'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW, MATLOCK WILL NOT BE LIABLE FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS OR REVENUE, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, (v) LOSS OF INFORMATION OR DATA; OR (vi) LIABILITY WITH RESPECT TO A CONSUMER ALERT POSTED ON ANY MATLOCK BUSINESS PAGES FOR YOUR BUSINESS. THE WAIVERS AND LIMITATIONS SPECIFIED IN THIS SECTION 13 WILL SURVIVE AND APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

14. Warranty

THE SITE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 DAYS FROM THE DATE OF FIRST USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

15. Indemnity

You will indemnify, defend, and hold harmless Matlock and our respective directors, officers, employees, representatives, and agents (each an “Indemnified Party”) for any and all claims, damages, liabilities, costs, losses, and expenses (including attorneys' fees) arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User against an Indemnified Party (“Indemnified Claims”) and any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys' fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User (“Indemnified Liabilities”) relating to or arising out of: (a) your or your agents' use of the Services, including any payment obligations or default (described in Section 9) incurred through use of the Services; (b) any User Content related to your use of the Services; (c) your or your agents' failure to comply with the Terms of Service; (d) you or your agents' failure to comply with applicable law; (e) negligence, willful misconduct, or fraud by you or your agents; and (f) you or your agents' violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights. For purposes of this Section 15, your agents include any person who has apparent authority to access or use your account demonstrated by using your username and password.

16. Choice of Law, Binding Arbitration, and Dispute Resolution

16.1 Process; Arbitration

If a dispute arises between you and Matlock or our Affiliates, our goal is to resolve the dispute quickly and cost-effectively. Accordingly, you, Matlock, and our Affiliates agree to resolve any and all claims, disputes, or controversies that arise out of or relate to this Agreement, the other Terms of Service, your relationship with Matlock (including without limitation any claimed employment with Matlock or one of our Affiliates or successors), the termination of your relationship with Matlock, or the Services (each a “Claim” and collectively, “Claims”) through binding arbitration on an individual basis in accordance with this Section 16 (sometimes referred to as the “Arbitration Provision”).

Claims that may not be subject to predispute arbitration agreement as provided by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Public Law 111-203), Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act (Public Law 117-90), or by generally applicable law are excluded from the coverage of this Arbitration Provision.

BY AGREEING TO ARBITRATE DISPUTES UNDER THIS AGREEMENT, THE PARTIES ARE EXPRESSLY GIVING UP ANY AND ALL RIGHTS TO A JURY TRIAL OR COURT TRIAL BEFORE A JUDGE. The parties instead elect to have Claims resolved by arbitration. The arbitrator's decision shall be final and binding on the parties, subject to review on the grounds set forth in the Federal Arbitration Act (“FAA”).

16.2 Choice of Law

This Agreement, the Site Terms of Use, the other Terms of Service, and any Claim will be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. However, notwithstanding the foregoing sentence, this Arbitration Provision is governed by the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.).

16.3 Alternative Dispute Resolution

Before serving a demand for arbitration of a Claim, you and Matlock agree to first notify each other of the Claim. You agree to notify Matlock of the Claim by email to contact@askmatlock.com and Matlock agrees to provide to you a notice at your email address on file (in each case, a “Notice”). You and Matlock then will seek informal voluntary resolution of the Claim. Any Notice must include pertinent account information, a brief description of the Claim, and contact information, so that you or Matlock, as applicable, may evaluate the Claim and attempt to informally resolve it. Both you and Matlock will have 60 days from the date of the receipt of the Notice to informally resolve the other party's Claim and avoid the need for further action.

16.4 Binding Arbitration; Class Action/Jury Trial Waiver

This Arbitration Provision applies to all Users located in or who reside in the United States and its territories. In the unlikely event the parties are unable to resolve a Claim within 60 days of the receipt of the applicable Notice, you, Matlock, and our Affiliates agree to resolve the Claim by final and binding individual arbitration before an arbitrator from JAMS, instead of a court or jury.

16.5 Scope of Arbitration Agreement and Conduct of Arbitration

This Arbitration Provision applies to any Claim the parties may have, whether based on past, present, or future events, and includes all claims and disputes that arose between the parties before the effective date of this Agreement, and survives after your relationship with Matlock ends. For the avoidance of doubt, Claims covered by this Arbitration Provision include, but are not limited to, all claims, disputes or controversies arising out of or relating to this Agreement and the Terms of Service. This Arbitration Provision is intended to apply to the resolution of disputes that otherwise would be resolved in a court of law or before a forum other than arbitration. If for any reason JAMS will not administer the arbitration, either party may apply to a court of competent jurisdiction with authority over the location where the arbitration will be conducted for appointment of a neutral arbitrator.

Except as otherwise provided in this Agreement, arbitration will be conducted in Delaware in accordance with the JAMS Comprehensive Arbitration Rules and Procedures' Optional Expedited Arbitration Procedures then in effect. Arbitration of disputes brought by a User that allege a violation of a consumer protection statute also will be subject to the JAMS Consumer Arbitration Minimum Standards, and such arbitrations will be conducted in the same state and within 25 miles of where the User is located. The applicable JAMS arbitration rules may be found at www.jamsadr.com. Any dispute regarding the applicability of a particular set of JAMS rules shall be resolved exclusively by the arbitrator. Any party will have the right to appear at the arbitration by telephone and/or video rather than in person.

You and Matlock will follow the applicable JAMS rules with respect to filing or initial appearance and arbitration fees. The arbitrator shall follow applicable law and may award only those remedies that would have applied had the matter been heard in court. Judgment may be entered on the arbitrator's decision in any court having jurisdiction.

This Arbitration Provision does not apply to claims for workers compensation, state disability insurance, or unemployment insurance benefits.

Nothing in this Arbitration Provision prevents you from making a report to or filing a claim or charge with a government agency, including without limitation the Equal Employment Opportunity Commission, U.S. Department of Labor, U.S. Securities and Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs. Nothing in this Arbitration Provision prevents the investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision. This Arbitration Provision also does not prevent federal administrative agencies from adjudicating claims and awarding remedies based on those claims, even if the claims would otherwise be covered by this Arbitration Provision. Nothing in this Arbitration Provision prevents or excuses a party from satisfying any conditions precedent or exhausting administrative remedies under applicable law before bringing a claim in arbitration. Matlock will not retaliate against you for filing a claim with an administrative agency or for exercising rights (individually or in concert with others) under Section 7 of the National Labor Relations Act.

16.6 Interpretation; Enforcement

This Arbitration Provision is the full and complete agreement relating to the formal resolution of Claims. The arbitrator shall have exclusive jurisdiction to decide all disputes arising out of or relating to the arbitrability of a Claim or the interpretation, enforcement, or application of this Arbitration Provision, including the enforceability, revocability, scope, breach, or validity of the Arbitration Provision or any portion of the Arbitration Provision, except as expressly provided below. All such matters shall be decided by an arbitrator and not by a court. The parties expressly agree that, except as provided by the Class and Collective Waiver section below, the arbitrator and not a court will decide any question of whether the parties agreed to arbitrate, including but not limited to any claim that all or part of this Arbitration Provision, this Agreement, or any other part of the Terms of Service is void or voidable. In the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable, except as set forth in Section 16.7 below.

16.7 Class and Collective Waiver

Private attorney general representative actions under the Delaware Labor Code are not arbitrable, not within the scope of this Arbitration Provision and may be maintained in a court of law. However, this Arbitration Provision affects your ability to participate in class or collective actions. Both you and Matlock agree to bring any dispute in arbitration on an individual basis only, and not on a class or collective basis on behalf of others. There will be no right or authority for any dispute to be brought, heard or arbitrated as a class or collective action, or as a member in any such class or collective proceeding (“Class Action Waiver”). Notwithstanding any other provision of this Agreement or the JAMS rules, disputes regarding the enforceability, revocability, scope, validity, or breach of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If there is a final judicial determination that all or part of the Class Action Waiver is unenforceable or that an arbitration can proceed on a class basis, then the arbitration provision herein shall be considered null and void in its entirety and the class or collective action to that extent must be litigated in a civil court of competent jurisdiction. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. You and Matlock agree that you will not be retaliated against as a result of your filing or participating in a class or collective action in any forum. However, Matlock may lawfully seek enforcement of this Arbitration Provision and the Class Action Waiver under the Federal Arbitration Act and seek dismissal of such class or collective actions or claims.

16.8 Enforcement of this Arbitration Provision

This Arbitration Provision replaces all prior agreements regarding the arbitration of disputes and is the full and complete agreement relating to the formal resolution of disputes covered by this Arbitration Provision. In the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable.

17. Termination

You may terminate the Terms at any time by closing your Account, discontinuing any access to or use of the Service, and providing us with a notice of termination.

We may close your Account, suspend your ability to use certain portions of the Service, terminate any license or permission granted to you hereunder, and/or ban you altogether from the Service for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your Account, the Service, Your Content, Service Content, or any other related information.

In the event of any termination of these Terms, whether by you or us, Sections 1, 4–8, 10, 11, 13–18 of the Terms of Use will continue in full force and effect.

18. General Terms

18.1 Entire Agreement

This Agreement, together with the other Terms of Service, is the only agreement between you and us regarding the Services and supersedes all prior agreements for the Services and supersedes any prior agreements between us for actions occurring after the effective date of this Agreement.

18.2 Modifications

We may modify these terms and will provide you with reasonable advance notice of substantial changes. Subject to the conditions set forth herein, Matlock may amend this Agreement and any of the other agreements that comprise the Terms of Service at any time by posting a revised version on the Site. Matlock will provide reasonable advance notice of any amendment that includes a change to the terms of the Terms of Service that materially reduces your rights or increases your responsibilities (“Substantial Change”), by posting the updated Terms of Service on the Site and providing notice on the Site. You understand and agree that your continued access to or use of the Service after the effective date of changes to the Terms represents your acceptance of such changes. If the Substantial Change includes an increase to Fees charged by Matlock, Matlock will provide at least 30 days' advance notice of the change, but may not provide any advance notice for changes resulting in a reduction in Fees, any temporary or promotional Fee change, or changes that do not constitute a Substantial Change. Any revisions to the Terms of Service will take effect on the noted effective date. No modification or amendment to the Terms of Service will be binding upon Matlock unless they are agreed in a written instrument signed by a duly authorized representative of Matlock or posted on the Site by Matlock. Email will not constitute a written instrument as contemplated by this Section 18.2.

18.3 Waiver

Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this User Agreement.

18.4 Assignability

You may not transfer any rights you have under our Terms of Service unless we give you approval. These Terms of Service and any rights or obligations hereunder may not be transferred or assigned by you unless you follow the provisions in this Section. In order to assign the Terms of Service or your Account to a successor after an acquisition of your company or substantially all of your assets, a merger, or another change in majority ownership of your company, you must provide written notice to Matlock via email to contact@askmatlock.com that includes (a) your Account username, (b) your name, (c) your address, (d) your telephone number, (e) your email address, (f) a statement indicating the manner in which your company was acquired, (g) the name and contact information of the acquiror, and (h) the effective date of such change in ownership. No other assignments are valid without Matlock's prior written consent, which can be requested via email or letter at the above addresses. Any other attempted transfer or assignment will be null and void.

18.5 Severability; Interpretation

If any provision of this Agreement is invalid or unenforceable under applicable law, then it will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions of this Agreement will continue in full force and effect. To the extent any provision of this Agreement or the other Terms of Service is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof will be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and will be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in one jurisdiction will not in any way affect the legality, validity, or enforceability of that or any other provision in any other jurisdiction.

18.6 Force Majeure

When certain circumstances beyond your or our control arise, we both will be temporarily relieved from performing our obligations under this Agreement. The parties to this Agreement will not be responsible for any delay or failure to perform any obligation under this Agreement for a reasonable period due to labor disturbances, accidents, fires, floods, pandemics, telecommunications or Internet failures, strikes, wars, riots, rebellions, terrorism, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar event beyond the parties' reasonable control.

18.7 Language and Location

The English language version of the Terms of Service will be controlling in all respects and will prevail in case of any inconsistencies with translated versions, if any. The Site is controlled and operated from our facilities in the United States.

18.8 Electronic Communications

The communications between you and Company use electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in a hardcopy writing. The foregoing does not affect your non-waivable rights.

18.9 Site Access Outside of the U.S.

Matlock makes no representations that the Site or Services are appropriate or available for use outside of the United States. Those who access or use the Site from other jurisdictions do so at their own risk and are entirely responsible for compliance with all applicable laws and regulations, both in the United States and abroad, including export and import regulations. You must not directly or indirectly sell, export, re-export, transfer, divert, or otherwise dispose of any software or service to any end user without obtaining any and all required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving U.S. origin products, including services or software. In order to access or use the Services, you must and hereby represent that neither you, any company you represent, nor any beneficial owner of you or your company are: (a) a citizen or resident of a geographic area in which access to or use of the Site or Site Services is prohibited by applicable law, decree, regulation, treaty, or administrative act; (b) a citizen or resident of, or located in, a geographic area that is subject to U.S. or other sovereign country sanctions or embargoes; or (c) an individual, or an individual employed by or associated with an entity, identified on the U.S. Department of Commerce Denied Persons or Entity List, the U.S. Department of Treasury Specially Designated Nationals or Blocked Persons Lists, or the U.S. Department of State Debarred Parties List or otherwise ineligible to receive items subject to U.S. export control laws and regulations or other economic sanction rules of any sovereign nation. You agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, that you will immediately cease using the Services and your license to use the Services will be immediately revoked.

18.10 Consent to Electronic Communications

Matlock and its Affiliates may need to provide you with certain communications, notices, agreements, statements or disclosures in writing regarding our Services. You consent to receive these records electronically from Matlock and its Affiliates rather than in paper form.

18.11 No Partnership

You agree that no joint venture, partnership, employment, agency, special or fiduciary relationship exists between you and Matlock as a result of these Terms or your use of the Service.

18.12 Headings

The section titles in the Terms are for convenience only and have no legal or contractual effect.