Please read these Terms and Conditions of Use carefully before using this website or any FirmBase software, platform, portal, application, or related online service (collectively, the “Service”). By accessing or using the Service, you accept and agree to be bound by these Terms of Use. If you do not accept these Terms of Use, do not use the Service.
FirmBase may modify all or any part of these Terms of Use from time to time. When we do so, we will update the “Last Updated” date or otherwise make the updated Terms available through the Service. Your continued use of the Service after updated Terms of Use have been posted constitutes your acceptance of the updated Terms. If at any time these Terms of Use are no longer acceptable to you, you should immediately cease all use of the Service.
The trademarks, logos, trade names, product names, and service marks (“Marks”) displayed on or through the Service are the property of FirmBase or other third parties. You are not permitted to use these Marks without the prior written consent of FirmBase or the third party that owns the applicable Mark.
FirmBase either owns the intellectual property rights in the HTML, text, images, audio, video, software, documentation, designs, workflows, databases, reports, templates, and other content made available through the Service, or has obtained permission from the owner of such intellectual property to make it available through the Service.
FirmBase strictly prohibits the redistribution, republication, copying, modification, or commercial use of any part of the Service or its content without FirmBase’s prior written permission.
FirmBase authorizes you to display, access, download, and print pages or reports from the Service solely for your authorized internal business use, provided that: (a) any copyright or proprietary notices remain intact; (b) the information is not altered except as permitted by the Service; (c) the content is used only for authorized business purposes; and (d) you do not redistribute or copy the information to any other media except as reasonably necessary for your authorized use of the Service.
FirmBase and its affiliates respect the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please contact FirmBase with sufficient information to identify the copyrighted work, the allegedly infringing material, and your contact information.
Any software, application, module, update, integration, or downloadable component (“Software”) made available through the Service is the copyrighted work of FirmBase and/or third parties.
Your use of the Software is governed by these Terms of Use and any applicable license agreement, subscription agreement, order form, master services agreement, or end user license agreement that accompanies or applies to the Software (collectively, the “License Agreement”). You may not install, access, or use any Software unless you agree to the applicable terms.
SOFTWARE IS WARRANTED, IF AT ALL, ONLY IN ACCORDANCE WITH THE APPLICABLE LICENSE AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN THE APPLICABLE LICENSE AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW.
FirmBase and its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, promotions, products, technologies, processes, materials, marketing plans, software features, workflows, integrations, or product names, unless and until a written non-disclosure or confidentiality agreement has been executed by FirmBase and the submitting party.
Please do not send FirmBase any unsolicited ideas, creative artwork, samples, demos, software concepts, business methods, or other works. The purpose of this policy is to avoid potential misunderstandings or disputes if FirmBase products, services, features, or marketing strategies appear similar to ideas submitted to FirmBase.
If, despite this request, you send FirmBase unsolicited ideas or materials, you understand and agree that FirmBase makes no assurance that such ideas or materials will be treated as confidential or proprietary, and FirmBase will have no obligation to review, return, protect, or compensate you for them.
The Service may contain links to third-party websites, applications, integrations, platforms, or resources. These links are provided for convenience only. FirmBase has not necessarily reviewed such third-party resources and is not responsible for their content, availability, security, accuracy, policies, products, or services. The inclusion of any link does not imply endorsement by FirmBase.
Your use of the Service is subject to all applicable local, state, national, and international laws and regulations. You agree not to violate such laws or regulations.
You agree not to use the Service to post, transmit, upload, store, process, or otherwise make available any material or content that:
(a) violates or infringes the rights of others;
(b) is unlawful, threatening, abusive, harassing, defamatory, libelous, derogatory, invasive of privacy or publicity rights, vulgar, obscene, bigoted, hateful, profane, pornographic, indecent, or otherwise objectionable;
(c) gives rise to civil or criminal liability;
(d) contains viruses, worms, time bombs, Trojan horses, malware, ransomware, spyware, or other harmful or disruptive components;
(e) contains unauthorized advertising, commercial solicitations, chain letters, mass mailings, or spam; or
(f) otherwise violates these Terms of Use or applicable law.
You may not engage in any activity that restricts, inhibits, interferes with, damages, disables, overburdens, or impairs the Service or any other user’s use of the Service. Prohibited activity includes, without limitation, hacking, cracking, spoofing, credential theft, denial-of-service attacks, defacing any portion of the Service, unauthorized scraping, data mining, reverse engineering, or circumventing the navigational structure, security controls, access controls, or technical limitations of the Service.
You may not use any robot, spider, scraper, crawler, site search/retrieval application, automated tool, or other manual or automatic process to retrieve, index, mine, copy, monitor, or reproduce the Service or its contents, except as expressly authorized in writing by FirmBase.
You may not harvest, collect, or disclose information about other users, customers, employees, vendors, or website visitors without proper authorization and any legally required consent.
Any attempt to deliberately damage or interfere with the Service may violate criminal and civil laws. FirmBase reserves the right to seek damages and other remedies from any such person or entity to the fullest extent permitted by law.
If you are a FirmBase subscriber, customer, user, administrator, employee, contractor, or other authorized user, you may be required to select or receive a user name, password, or other login credentials.
You agree to: (i) provide FirmBase with accurate, complete, and up-to-date information; (ii) update your information as needed to keep it accurate, current, and complete; and (iii) comply with these Terms of Use and any applicable License Agreement.
Failure to provide accurate information may constitute a breach of these Terms and may result in suspension or termination of your access to the Service.
You may not select or use a user name that impersonates someone else, is illegal, may be protected by trademark or other proprietary rights, is vulgar or offensive, or may cause confusion. FirmBase reserves the right to reject, suspend, or require a change to any user name in its sole discretion.
You agree not to sell, transfer, share, sublicense, or assign your use of or access to the Service. You may not permit any person whose account has been suspended or terminated to use the Service through your user name, password, or account.
You are responsible for maintaining the confidentiality of your password, account, and login credentials, and you are responsible for all activity that occurs under your account. You agree to immediately notify FirmBase of any unauthorized use of your account, suspected compromise of login credentials, or other breach of security.
FirmBase will not be liable for any loss or damage arising from your failure to maintain the confidentiality of your account or credentials.
For purposes of these Terms, “Customer Data” means data, records, files, text, images, documents, messages, reports, transaction information, operational information, or other materials that you or your authorized users submit, upload, enter, transmit, store, or process through the Service.
As between you and FirmBase, you retain ownership of Customer Data, subject to the rights granted in these Terms and any applicable License Agreement.
You grant FirmBase a limited, non-exclusive, worldwide, royalty-free license to access, host, copy, process, transmit, display, modify, and use Customer Data solely as reasonably necessary to provide, maintain, secure, support, improve, and operate the Service; comply with applicable law; enforce these Terms; and perform obligations under any applicable License Agreement.
You represent and warrant that you have all rights, permissions, consents, and authority necessary to submit Customer Data to the Service and to grant FirmBase the rights described in these Terms.
FirmBase does not claim ownership of Customer Data. FirmBase will not sell Customer Data except as expressly disclosed in the FirmBase Privacy Policy or otherwise agreed in writing.
FirmBase has the right, but not the obligation, to monitor use of the Service to determine compliance with these Terms of Use, protect the security and integrity of the Service, operate and improve the Service, investigate suspected misuse, and comply with applicable law.
FirmBase may, in its sole discretion, suspend access to, remove, disable, or refuse to process any material submitted to or made available through the Service that FirmBase believes violates these Terms, applicable law, third-party rights, or security requirements.
You are solely responsible for the information and content you submit, transmit, upload, store, process, or otherwise make available through the Service. You acknowledge and agree that FirmBase does not have liability for any action or inaction with respect to any user conduct, communication, posting, or Customer Data, except to the extent expressly provided in an applicable written agreement.
FirmBase controls the Service from Minnesota, United States. Other systems, contractors, vendors, hosting providers, or service providers may administer or operate portions of the Service from locations inside or outside the United States.
If you access or use the Service from outside the United States, you are responsible for compliance with applicable local laws. FirmBase makes no representation that the Service, or any products or services referenced through the Service, are appropriate or available in all locations.
By using the Service, you represent and warrant that you are not located in, under the control of, or a national or resident of any country or territory subject to applicable U.S. embargoes or trade restrictions, and that you are not a person or entity prohibited from receiving U.S. exports or services.
You agree that you will not export, re-export, transfer, or provide access to any Software, technology, technical data, or services except in compliance with all applicable U.S. and foreign export control and sanctions laws.
FirmBase makes no claim that content contained in or available through the Service is appropriate or may be downloaded outside the United States. If you access the Service from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
You agree to defend, indemnify, and hold harmless FirmBase and its parent companies, subsidiaries, affiliates, officers, directors, shareholders, predecessors, successors, employees, contractors, agents, vendors, licensors, and service providers from and against any and all claims, losses, liabilities, damages, judgments, settlements, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:
(a) your use or misuse of the Service;
(b) your violation of these Terms of Use or any applicable License Agreement;
(c) Customer Data or other content submitted, uploaded, posted, transmitted, stored, or processed by you or your authorized users;
(d) your violation of applicable law;
(e) your violation or alleged violation of any third-party intellectual property, privacy, publicity, contractual, or other rights; or
(f) products, services, statements, transactions, or conduct by you or your authorized users through or in connection with the Service.
This indemnification applies even if FirmBase reviews, hosts, processes, or makes available such content, except to the extent a claim is caused by FirmBase’s own willful misconduct or other conduct for which liability cannot be limited under applicable law.
THE SERVICE AND ALL CONTENT, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, FEATURES, INTEGRATIONS, REPORTS, AND SERVICES MADE AVAILABLE THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, EXCEPT AS EXPRESSLY PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT.
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK.
TO THE FULLEST EXTENT PERMITTED BY LAW, FIRMBASE DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, SECURITY, AVAILABILITY, AND ERROR-FREE OPERATION.
FIRMBASE DOES NOT WARRANT THAT: (I) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (II) RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE, COMPLETE, OR RELIABLE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, REPORTS, OR OTHER MATERIALS OBTAINED THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; (IV) ERRORS IN THE SOFTWARE OR SERVICE WILL BE CORRECTED; OR (V) THE SERVICE, ITS CONTENT, OR THE SERVERS OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ANY MATERIAL DOWNLOADED, ACCESSED, OR OTHERWISE OBTAINED THROUGH USE OF THE SERVICE IS DONE AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, NETWORK, DEVICE, SOFTWARE, OR DATA THAT RESULTS FROM SUCH DOWNLOAD OR USE.
INFORMATION, SOFTWARE, SERVICES, CONTENT, OR LINKS PROVIDED BY THIRD PARTIES THAT YOU MAY ACCESS THROUGH THE SERVICE ARE NOT ADOPTED OR ENDORSED BY FIRMBASE AND REMAIN THE RESPONSIBILITY OF THE APPLICABLE THIRD PARTY.
TO THE FULLEST EXTENT PERMITTED BY LAW, FIRMBASE WILL NOT BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR SIMILAR DAMAGES, OR FOR ANY LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, BUSINESS INTERRUPTION, OR OTHER ECONOMIC ADVANTAGE, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, EVEN IF FIRMBASE HAS BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES.
THESE LIMITATIONS APPLY HOWEVER THE CLAIM ARISES, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, STATUTE, OR OTHERWISE, INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM: (a) USE OF OR INABILITY TO USE THE SERVICE; (b) COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (c) GOODS, DATA, INFORMATION, SERVICES, MESSAGES, OR TRANSACTIONS OBTAINED THROUGH OR FROM THE SERVICE; (d) UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA; (e) MALICIOUS, CRIMINAL, FALSE, OR FRAUDULENT CONDUCT OF THIRD PARTIES; OR (f) CONTENT OR INFORMATION DOWNLOADED, USED, MODIFIED, STORED, TRANSMITTED, OR DISTRIBUTED THROUGH THE SERVICE.
TO THE EXTENT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.
NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY TO THE EXTENT SUCH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
FirmBase’s collection, use, storage, sharing, and protection of personal information is described in the FirmBase Privacy Policy. By using the Service, you acknowledge the FirmBase Privacy Policy.
FirmBase may suspend or terminate your access to the Service if FirmBase reasonably believes that you have violated these Terms of Use, violated applicable law, created a security risk, failed to pay applicable fees, infringed third-party rights, or used the Service in a manner that may harm FirmBase, the Service, another user, or a third party.
Upon termination, your right to access and use the Service will cease immediately, except as otherwise provided in an applicable written agreement.
The laws of the State of Minnesota and the applicable federal laws of the United States govern these Terms of Use and all claims relating to the relationship between the parties, without regard to conflict-of-law principles that would require the application of the laws of another jurisdiction.
Any dispute arising out of or relating to these Terms of Use or the Service will be brought in the state or federal courts located in Minnesota, unless otherwise required by applicable law or agreed in a separate written agreement. You consent to the personal jurisdiction and venue of those courts.
If any provision of these Terms of Use is held invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permitted by law, and the remaining provisions will remain in full force and effect.
These Terms of Use, together with the FirmBase Privacy Policy and any applicable License Agreement, subscription agreement, order form, or written agreement between you and FirmBase, constitute the agreement between you and FirmBase regarding your use of the Service.
If there is a conflict between these Terms of Use and a separately signed written agreement between you and FirmBase, the separately signed written agreement will control to the extent of the conflict.