Terms and Conditions of Use
Dated: July 28, 2023
I have read the Terms and Conditions of Use (below) and agree to them.I agree
- This Terms and Conditions of Use (“Agreement”) is a legal agreement between you and Mayfair Group LLC d/b/a eSumry (hereinafter referred to as “eSumry”), the owner and developer of online services, which are accessed at https://www.eSumry.com.
- By registering for, accessing, or using any materials or services provided by eSumry (the “Online Services”), you agree to be bound by all the terms (the “Terms”) set forth in this Agreement. The terms “you” and “your” in uppercase or lowercase shall mean the person or entity (e.g. company, corporation, partnership, sole proprietor, etc.) using the Online Services. If you are using the Online Services on behalf of a business or other entity, you represent that you have the legal authority to accept these Terms on behalf of that business or entity. IF YOU DO NOT AGREE TO THE TERMS, DO NOT REGISTER FOR OR ACCESS ANY ESUMRY SERVICE.
- You are granted a nonexclusive, nontransferable, limited right to access and use the Online
Services made available to you, subject to the following:
- If you are not an Authorized User, you are not permitted to access or use the Online Services for any purpose whatsoever. If you nevertheless access and use the Online Services without authorization, you will be liable to eSumry for any breach of these Terms and Conditions of Use, as well as for unauthorized access and payment for use at the applicable rates.
- eSumry is a fictitious name and mark of Mayfair Group LLC. You may not exploit the goodwill of Mayfair, including its trademarks, service marks, or logos without the express written consent of Mayfair. Additionally, under no circumstances may you or any Authorized User offer any part of the Online Services for commercial resale or commercial redistribution in any medium.
- All right, title, and interest (including all copyrights, trademarks, and other intellectual property rights) in the Online Services in any medium belongs to Mayfair. You do not acquire any proprietary interest in the Online Services, materials, or copies thereof, except the limited rights granted herein.
- You may not use the Online Services in any fashion that infringes the intellectual property rights or proprietary interests of Mayfair or any third party. You must not yourself, or permit any other person, to reproduce, duplicate, copy, sell, trade, repackage, broadcast, reverse engineer, resell or exploit for any commercial purposes, in whole or in any part, any of the Online Services, content or infrastructure.
- Your use of the Online Services must comply with all applicable laws, rules, and regulations.
- You cannot assign this Agreement or in any way transfer your access to the Online Services to another party.
- Fees and Payments
- Fees and Billing. You will pay all fees charged to your account (“Fees”) according to the prices and terms on the applicable pricing page, or as otherwise agreed between us in writing. We have the right to correct pricing errors or mistakes even if we have already issued an invoice or received payment. You will provide complete and accurate billing information including a valid and authorized payment method. We will charge your payment method on an agreed-upon periodic basis but may reasonably change the date on which the charge is posted. You authorize eSumry and its affiliates, and our third-party payment processor(s), to charge your payment method for the Fees. If your payment cannot be completed, we will provide you written notice and may suspend access to the Services until payment is received. Fees are payable in U.S. dollars and are due upon invoice issuance. Payments are nonrefundable except as provided in this Agreement.
- Taxes. Unless otherwise stated, Fees do not include federal, state, local, and foreign taxes, duties, and other similar assessments (“Taxes”). You are responsible for all Taxes associated with your purchase, excluding Taxes based on our net income, and we may invoice you for such Taxes. You agree to timely pay such Taxes and provide us with documentation showing the payment, or additional evidence that we may reasonably require. eSumry uses the name and address in your account registration as the place of supply for tax purposes, so you must keep this information accurate and up to date.
- Price Changes. We may change our prices by posting notice to your account and/or to our website. Price increases will be effective 14 days after they are posted, except for increases made for legal reasons or increases made to beta services we offer for early use and testing, which will be effective immediately. Any price changes will apply to the Fees charged to your account immediately after the effective date of the changes.
- Disputes and Late Payments. If you want to dispute any Fees or Taxes, please contact billing@eSumry.com within thirty (30) days of the date of the disputed invoice. Undisputed amounts past due may be subject to a finance charge of 1.5% of the unpaid balance per month. If any amount of your Fees is past due, we may suspend your access to the Services after we provide you written notice of late payment.
- Free Tier. You may not create more than one account to benefit from credits provided in the free tier of the Services. If we believe you are not using the free tier in good faith, we may charge you standard fees or stop providing access to the Services.
- You are required to register to access or use certain Online Services. When you register, you must provide accurate, complete, and current information about yourself; you must safeguard the username and password provided to you; and you must not allow others to access the Online Services using your username and password.
- You agree to access the Online Services only through the interface that is provided by eSumry. Should there be any breach of this requirement, eSumry shall be entitled to (a) equitable and injunctive relief to prevent unauthorized, negligent, or inadvertent disclosure, and (b) recover the amount of such damage (including attorney's fees and costs) to eSumry in connection with such breach.
- Cookies are necessary for functionality, analytics, and tracking. By accessing or using the Online Services, you agree to accept all cookies.
- The Online Services allow users to analyze, annotate, and summarize witness testimony by uploading digital deposition transcripts for searching and automated review to produce an output file for each deposition. To establish an account, you must provide your first and last name, work email address, username, and password. We use this information to authenticate users and provide the Online Services. When you access or use the Online Services, we log the file name of the document you upload, username, processing date, and any user-entered keywords. We may also record and analyze your interactions with the service to improve the user experience. We may employ a third-party for this, such as Google Analytics. The analytics we store will not include text from your uploaded document or notes you enter related to your document.
- Documents are automatically saved when they are first processed and will be retained until you delete them. We allow for saving your progress so you can leave your work and come back to it later. We utilize Amazon Web Services (AWS) to securely store the uploaded document and any related information you enter for it. You can delete these files at any time using the interface provided. Once deleted, a document cannot be restored.
- You agree that the Online Services will only be used by You for your own business or
professional purposes. You will not use the Online Services for any anticompetitive or improper
purposes. You will use reasonable efforts to prevent unauthorized use by others and will
promptly notify eSumry, in writing, if you suspect another person or entity is misusing,
compromising, or wrongfully accessing the Online Services. Additionally, you agree that:
- Use of the Online Services is permitted only by discrete, individual activities performed by a human. Any use of the Online Services via mechanical, programmatic, robotic, scripted, or other automated means is prohibited.
- The Online Services may be enhanced, added to, withdrawn, or otherwise modified by eSumry without notice and in its sole discretion.
- eSumry provides the Online Services on an “as is” basis and does not make any warranty, express, implied, limited or otherwise with respect to the services provided. Specifically, eSumry does not warrant that the Online Services will always be available, be uninterrupted, be error free, meet your requirements, or that any defects in the Online Services will be corrected.
- eSumry shall not be liable to you or anyone claiming on your behalf for any loss, injury,
claim, liability, or damage of any kind resulting in any way from:
- Any content, errors in, or omissions from the Online Services available or not included therein.
- The unavailability or interruption of the Online Services.
- Your use of the Online Services.
- The loss or corruption of any data or equipment in connection with the Online Services.
- The omission of inaccuracy of any third-party provided data.
- BY ACCESSING OR USING THE ONLINE SERVICES, YOU ACKNOWLEDGE THAT THE PROVISION OF CONTENT AND SOFTWARE ENTAILS THE LIKELIHOOD OF SOME HUMAN AND MACHINE ERRORS, DELAYS, INTERRUPTIONS, AND LOSSES, INCLUDING THE LOSS OR CORRUPTION OF DATA OR DAMAGE TO MEDIA, AND THAT ESUMRY SHALL NOT BE HELD RESPONSIBLE OR LIABLE FOR DAMAGES ARISING FROM SUCH LOSSES.
- TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL THE AGGREGATE LIABILITY OF THE PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE ONLINE SERVICES OR THE SUBSCRIPTION AGREEMENT EXCEED THE AMOUNT YOU PAID FOR THE ONLINE SERVICES IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE. YOUR RIGHT TO MONETARY DAMAGES IN THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES.
- THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO A PARTY'S INDEMNITY OBLIGATIONS OR YOUR (AND YOUR AUTHORIZED USERS') INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR MISAPPROPRIATION OF PROPRIETARY DATA BELONGING TO ESUMRY OR ITS THIRD-PARTY SUPPLIERS.
- The provisions above shall constitute your sole and exclusive remedy for any dispute with eSumry over the Online Services.
- eSumry utilizes the services of third parties to deliver certain functionality and services in its Online Services.
This license applies to the Mark.js plugin: The MIT License (MIT) Copyright (c) 2014–2019 Julian Kühnel Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the "Software"), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions: The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software. THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
- These Terms and Conditions of Use are subject to change at any time, effective upon notice to you.
- All notices and other communications between the parties shall be in writing or displayed electronically in the Online Services. Notices shall be deemed to have been properly given on the date deposited in the mail, if mailed; on the date emailed to you, if emailed; on the date first made available, if displayed in the Online Services; or on the date received, if delivered in any other manner. Any notices to eSumry shall be sent to: Mayfair Group LLC d/b/a eSumry, 150 W. Main St., Suite 1923, Norfolk, VA 23510, attention: Legal.
- The failure of eSumry to enforce any provision of this Agreement shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
- The Agreement and any amendment thereto shall be binding on and will inure to the benefit of the parties and their respective successors.
- If You fail to properly secure Your access to the Online Services or allow others to access
the Online Services with your user credentials, and this results in an unauthorized or illegal
use of the Online Services, then the following provisions will apply:
- You will be solely liable for all claims that may arise from the unauthorized access caused by You and you will indemnify, defend, and hold harmless eSumry, and its officers, directors and employees, from any third-party claims, losses or damages (including attorney fees and litigation costs) arising or resulting from the unauthorized access; and
- All data breach notifications and indemnity claims related to the unauthorized access will be solely at your expense.
- This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia regardless of the law that might otherwise apply under applicable principles of conflicts of law. All parties consent to the state courts of Virginia, located in Norfolk, Virginia as the appropriate jurisdiction and venue for any action arising out of or related to the interpretation and/or enforcement of the Agreement.
- This Agreement shall be enforced to the fullest extent permitted by applicable law. If any provision of the Agreement is held to be invalid or unenforceable to any extent, then: (a) such provision shall be interpreted, construed, and reformed to the extent reasonably required to render it valid, enforceable, and consistent with its original intent, and (b) such invalidity or unenforceability shall not affect any other provision of the Agreement.
- This Agreement constitutes the entire agreement of the parties with respect to its subject matter and replaces and supersedes any prior written or verbal communications, representations, proposals, or quotations between them.