Last Updated: September 27, 2021
YOU ACKNOWLEDGE AND AGREE THAT NO LEGAL ADVICE IS PROVIDED BY US OR THE LIENFLUENT PLATFORM AND NO SOLICITOR-CLIENT RELATIONSHIP IS FORMED BETWEEN YOU AND US.
EXCEPT IN CONNECTION WITH THE CREATION AND MAINTENANCE OF YOUR USER ACCOUNT AND THE SERVICES, YOU WILL NOT PROVIDE OR TRANSMIT TO US OR THE LIENFLUENT PLATFORM ANY INFORMATION THAT IDENTIFIES ANY INDIVIDUAL, INCLUDING ANY CLIENTS OR CUSTOMERS OF YOURS.
1. PERMITTED USE
The Lienfluent Platform is provided solely (the “Permitted Use”) to assist you with reviewing PPSA search results and documenting PPSA search results into summaries, notices and other standard form legal documents (the “Services”).
3. LICENSE GRANT TO DATA YOU PROVIDE ON THE LIENFLUENT PLATFORM
4. USER ACCOUNT
If you are provided with a user account (“User Account”) for use with the Lienfluent Platform, you will keep any username and password login credentials associated with your User Account (“User ID”) secure and will not share your User ID with anyone else. We reserve the right to disable any User Account issued to you at any time in our sole discretion. If we disable access to a User Account issued to you, you may be prevented from accessing the Lienfluent Platform, or your account details.
5. TERM AND TERMINATION
The Lienfluent Platform and the Content, including all designs, graphics, pictures, illustrations, software, source code, computer programs, inventions, data, artwork, video, music, sound, names, words, text, titles, phrases, logos and marks displayed on or relating to the Lienfluent Platform, are owned or licensed by us and are protected by copyright, trademark and other intellectual property laws.
All contents of the Lienfluent Website are: © 2022 13139026 Canada Inc. dba Lienfluent
8. NO UNLAWFUL OR PROHIBITED USE
You will not, without our prior written permission, use the Lienfluent Platform or the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you will not (and will not attempt to), and will not permit anyone else to (or attempt to): (a) “frame”, “mirror”, “deep-link” or otherwise incorporate the Lienfluent Platform or the Content or any part thereof on any website; (b) access, monitor or copy any part of the Lienfluent Platform or the Content using any robot, spider, scraper or other automated means; (c) violate the restrictions in any robot exclusion headers on the Content or the Lienfluent Platform or bypass or circumvent other measures employed to prevent or limit access to the Lienfluent Platform; (d) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on the Lienfluent Platform; (e) use the Lienfluent Platform or Content as part of any service for sharing, lending or multi-person use; (f) circumvent, disable or defeat any of the security features or components, such as encryption functionality, that protect the Lienfluent Platform; (g) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Lienfluent Platform; (h) create derivative works based on the Lienfluent Platform or the Content, in whole or in part, or to decompile, disassemble, reverse engineer or otherwise exploit any part of the Lienfluent Platform or the Content; (i) use the Lienfluent Platform in a manner that violates the rights (including the intellectual property rights) of any third party; (j) upload to or transmit through the Lienfluent Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by us in our sole discretion; (k) upload to the Lienfluent Platform any documents that are not PPSA search results or (l) except as expressly permitted and enabled by the Lienfluent Platform, save, download, archive, or otherwise copy any Content.
9. THIRD PARTY WEBSITES
The Lienfluent Platform may provide links to third party websites. We do not endorse the information contained on those websites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked website is not under our control, and if you choose to access any such website, you do so entirely at your own risk.
10. COMMUNICATIONS NOT CONFIDENTIAL
We do not guarantee the confidentiality of any communications made by you through the Lienfluent Platform. You understand, agree and acknowledge that we cannot and do not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Lienfluent Platform.
11. LEGAL ADVICE DISCLAIMER
THE LIENFLUENT PLATFORM DOES NOT PROVIDE LEGAL ADVICE AND IS NOT INTENDED TO SUBSTITUTE THE KNOWLEDGE, EXPERTISE, SKILL AND JUDGEMENT OF A LAWYER. NO SOLICITOR-CLIENT RELATIONSHIP IS FORMED BETWEEN YOU AND US. LIENFLUENT IS NOT AFFILIATED WITH ANY LAW FIRM.
12. DISCLAIMER AND LIMITATION OF LIABILITY
THE LIENFLUENT PLATFORM AND THE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE LIENFLUENT PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, COMPATIBILITY, TITLE, SECURITY, RELIABILITY, COMPLETENESS, QUIET ENJOYMENT, ACCURACY, RELIABILITY, CURRENCY, TIMELINESS, QUALITY, INTEGRATION, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE LIENFLUENT PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
The limitation above reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.
You will defend, indemnify and hold harmless us and all of our officers, directors, employees, agents, and advisors from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including to reasonable legal and accounting fees, brought in connection with or as a result of:
(b) your violation of any law or the rights of a third party (including intellectual property rights); or
(c) your use of the Lienfluent Platform (including your use of the Lienfluent Platform in connection with any legal activities).
14. GOVERNING LAW AND JURISDICTION
The arbitration will be conducted in Toronto, Ontario, Canada, unless you and Lienfluent agree otherwise. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses.
If you are an individual using the Services for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process.
Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall be deemed as preventing Lienfluent from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.
16. ENTIRE AGREEMENT, WAIVER AND SEVERABILITY; OTHER PROVISIONS