Terms of Service

1. Overview

Welcome! This website is owned and operated by Firmspace LP (“Firmspace” “us,” “our,” or “we”). Firmspace provides a website located at www.firmspace.com, including the Firmspace Dashboard (defined below) for individuals who have entered into a License Agreement with Firmspace (“Members”), as well as subdomains or mobile versions of these sites, and any other website on which we post these Terms (collectively, the “Site”), and content on the Site (“Content”). We may refer to our Site and Content as our “Service”.

2. Firmspace Dashboard
Our Service includes a dashboard for use only by Firmspace Members, including a including a networking and communications platform, and other features (the “Firmspace Dashboard”). In order to access the Firmspace Dashboard, each Member Representative must log in with the email address and password created during Firmspace registration. You will also be required to pay any amounts due to Firmspace when you first access the Firmspace Dashboard. Your access to the Firmspace Dashboard will terminate when your License Agreement terminates. Communications in the Firmspace Dashboard must be on-topic and relevant to other Members of the Service.

3. Service Usage & License
We grant you, subject to your compliance with these Terms, a non-exclusive, non-assignable, non-sublicensable, limited license to use our Service for your personal use, or, if you have entered into a License Agreement, in connection with your use of the Firmspace Premises described therein.

3.1. Our Site and Content
All Site and Content, copyrights and other intellectual property rights in the Content, including without limitation design, text, graphics, interfaces, and the selection and arrangements thereof, are owned by Firmspace, or in some cases may be licensed to Firmspace by third parties, with all rights reserved. All trademarks displayed on our Service are the trademarks of their respective owners, and constitute neither an endorsement nor a recommendation of such parties. You may not attempt to decompile, reverse engineer, disassemble or otherwise modify our Site.

Except as expressly provided in these Terms or in a valid written agreement between you and Firmspace, you are prohibited from making any unauthorized copy of the Content, using the Content for purposes not set forth in these terms, or from displaying, distributing, or creating any derivative work based on the Content except in accordance with the conditions of these Terms. You may not use any form of data extraction or data mining process or procedure on the Content or the Service. With the exception of search engines, you agree that you will not use any robot, spider, or other automatic device, or manual process to monitor or copy our web pages or the Content contained therein without prior written permission of an authorized officer of Firmspace.

3.2. Third-party Services and Content
Your use of any Services or Content provided by third parties, including third-party links to other websites, are not governed by these Terms. You acknowledge and agree that we are not responsible for the availability of, or any Content located on or through, any third-party site or service, or any use of your information by those third parties. You further acknowledge that any reliance on representations and warranties provided by any party other than Firmspace will be at your own risk. You expressly agree to hold us harmless from and against any claims of damage arising from any Content, product or service provided by any third party or use of your information by those third parties. Your use of those third-party websites and services is subject to the terms of use and privacy policies posted on each site or service, and we encourage you to review those terms of use and privacy policies.

4. Registration and Accounts; Privacy
During your initial registration on our Site, you will create a user name and password (an "Account"). You are responsible for the activity that occurs under your Account, and for maintaining the confidentiality of your Account’s login credentials. You agree not to provide any false personal information or to create an account for anyone other than yourself. You agree to contact us at support@firmspace.com immediately if you become aware of any breach of security or unauthorized use of your Account. Please keep your Account information current. In the event your Account information changes, you may make updates in the Firmspace Dashboard by clicking on the Preferences menu. See our Privacy Policy for your rights to access, modify, or correct your Account information. We reserve the right to suspend, terminate, or otherwise restrict your Account or your access to the Service at any time in the event we believe that your Account has been used in violation of these Terms, or for any inappropriate or illegal conduct.

5. License Agreement; Payments.
You may enter into a License Agreement with Firmspace through our Site. Billing, payments, and other terms will be as set forth in the License Agreement. Payment processing may be handled by a third party service, and we will not be liable for any errors in payment processing or otherwise caused by such third party. You can find the specific details regarding the status of your License Agreement and any other services you have requested (such as conference room reservations or guest requests) at any time by logging in to the Firmspace Dashboard and clicking on the Preferences menu.

6. Restricted Activities
You may not engage in any of the following when accessing or using the Firmspace Dashboard or other portions of the Service (including without limitation posting or transmitting content through the Service):

• violate or encourage the violation of any local, state, national, or international law or regulation;

• collect or store personal data about other users of our Service, solicit personal information from any individual, or share information about Members with a third party unless the applicable Member has specifically authorized such sharing;

• impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;

• send or promote any message that is unlawful, libelous, defamatory, abusive, sexually explicit, threatening, vulgar, obscene, profane, disparaging regarding racial, gender or ethnic background, any statement that you have reason to know is false or misleading, or otherwise objectionable messages, as determined by Firmspace in its sole discretion;

• infringe any patent, trademark, trade secret, copyright, right of publicity or privacy, or other right of any party, or distribute any content you do not have a right to make available under any law or under contractual or fiduciary relationships;

• promote or distribute any unauthorized advertising, promotional materials, or material which can be characterized as "junk mail," "spam," "chain letters," "pyramid schemes," or similar material, any request for or solicitation of money, goods, or services for private gain, or any information posted primarily for advertising, promotional, or other commercial purposes;

• disrupt or interfere with the security or use of the Service or any websites or content linked to any portion of the Service;

• interfere with or damage the Service, including, without limitation, through the use of viruses, Trojan horses, harmful code, denial of service attacks, packet or IP spoofing, forged routing or email address information or similar methods or technology or disobey any requirements, procedures, policies, or regulations of networks connected to our Service;

• attempt to use another user’s account, impersonate another person or entity, misrepresent your affiliation with Firmspace or another person or entity, or create or use a false identity;

• attempt to obtain unauthorized access to the Service or portions thereof that are restricted from general access;

• use any meta tags or any other “hidden text” utilizing Firmspace’s name, trademarks, or product names;

• attempt to reverse engineer or otherwise derive or obtain the code in any form for any software used in the Service;

• engage in any activity that interferes with any third party’s ability to use or enjoy the Service;

• or assist any third party in engaging in any activity prohibited by these Terms.

Further, without our written consent, you may not use any high volume, automated, or electronic means (including, without limitation, robots, spiders, scripts, or other automated devices) to access any portion of the Service or monitor or copy our web pages, features of the Dashboard or the Content contained thereon.

7. User-Submitted Content
Any Content uploaded, posted, submitted, or otherwise made available by individual users of the Service, including without limitation message board posts, job postings, and any other content which does not originate with Firmspace ("User Content"), is the sole responsibility of the person who made such User Content available on the Service. Under no circumstances will Firmspace be liable in any way for any User Content made available through this Service by you or any third party.

Since Firmspace does not control the User Content posted on the Service, it does not guarantee the truthfulness, integrity, suitability, or quality of that User Content, and it does not endorse such User Content. You also agree and understand that by accessing the Service, you may encounter Content that you may consider to be objectionable. Please be aware that you have the ability to flag User Content as “inappropriate” within the Firmspace Dashboard. Firmspace has no responsibility for any User Content, including without limitation any errors or omissions therein. The Firmspace Parties are not liable for any loss or damage of any kind incurred as a result of any User Content on the Service.

User Content is owned by the author thereof, and Firmspace does not claim ownership of original works created and posted by Member Representatives or other individual visitors to this Service. However, by uploading, posting, transmitting or otherwise making any User Content available on or through the Service, you are granting Firmspace, and its parent, subsidiaries, affiliates, and other related entities an irrevocable, nonexclusive, perpetual, royalty-free, transferrable, sublicensable, worldwide license to copy, reproduce, modify, publish, display, distribute publicly, perform, exploit, and prepare derivative works of such User Content (including your name, image, likeness, or information you have made publicly available in connection therewith) within the Service or in any manner, media or format now existing or hereafter devised, without any obligation of notice, attribution or compensation to you.

Firmspace reserves the right (but has no obligation) in its sole discretion to pre-screen, edit, refuse, move or remove any User Content that is posted on the Service. You agree that the exercise by Firmspace of such discretion shall not convert or transform User Content to Content owned or provided by Firmspace, and the user who made such User Content available on the Service will retain ownership thereof.

8. Providing Feedback to Firmspace
We welcome your comments and feedback about our Service. All information and materials submitted to Firmspace through the Service or otherwise, such as any comments, feedback, ideas, questions, designs, data or the like regarding or relating to the Service or the business of Firmspace (collectively, "Feedback"), will be considered NON-CONFIDENTIAL and NON-PROPRIETARY with regard to you, but Firmspace reserves the right to treat any such Feedback as the confidential information of Firmspace.

By submitting Feedback to Firmspace, you assign to Firmspace and its officers, directors, employees, parents, Members, successors, agents, distribution Members, affiliates, subsidiaries and their related companies (the "Firmspace Parties") free of charge, all worldwide rights, title and interest in all copyrights and other intellectual property rights in such Feedback. The Firmspace Parties will be entitled to use any Feedback you submit, and any ideas, concepts, know-how or techniques contained in any such Feedback, for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products and services using such Feedback without restriction and without compensating you in any way. You are responsible for the information and other content contained in any Feedback you submit to us, including, without limitation, its truthfulness and accuracy.

9. Notification of Claimed Copyright Infringement

In the event that you find Content (including any User Content) posted on our Service which you believe to be an infringement of the copyright ownership or other intellectual property rights of your company or any third party, you are requested to immediately contact Firmspace’s Copyright Agent as described below. To report any alleged infringement, please contact us in writing by providing a signed statement containing the following information pursuant to the Digital Millennium Copyright Act ("DMCA"):

your name, address, telephone number, and email address, and if you are acting on behalf of the owner of the intellectual property, the name of the owner; a statement, made under penalty of perjury, that you are the owner of the copyright or are authorized to act on behalf of the owner; a detailed description of the copyrighted work or other intellectual property that you claim has been infringed; if your claim is based on a registered work, the registration number, and the date of issuance of the registration; a description of the infringing material and the URL where such material is located on the Service, or a description of where on our Service you found such material; your written statement that you believe, in good faith, that the use of the work on our Service has not been authorized by the true owner of the work, its agent, or as a matter of law; and a statement that all of the information you have provided is true. Please send your notice of alleged infringement to us via mail or email at:

Email: support@firmspace.com (subject line: “Attn: Legal”)

Mail: Firmspace, Attn: Legal, 12600 Hill Country Blvd., Suite R-270, Bee Cave, TX 78738

In accordance with the DMCA, it is the policy of Firmspace to terminate use of our Service by repeat infringers in appropriate circumstances.

10. Promotional Offers
All promotional offers, sweepstakes, contests, giveaways and other promotions ("Promotions") we may offer from time to time are subject to these Terms and any supplemental terms we disclose. Generally, with or without notice, we reserve the right to modify, suspend, cancel or terminate any Promotion in appropriate circumstances, including to extend or resume the stated entry period, disqualify any participant or entry, or award prizes in an alternate manner. You are responsible for all costs, expenses or taxes associated with your participation and/or receipt of any prizes or awards. We may condition your participation or receipt of a prize/award on the execution of a release and/or other agreements. By entering any of the Promotions, you automatically consent to and grant us the right to use of your name, image, likeness, statements, biographical information and other information about you for publicity, advertising and promotional purposes, all without additional permission from or compensation to you.

11. Third Party Indemnity
You agree to indemnify, defend and hold harmless the Firmspace Parties from and against any and all "Losses" (as defined below) that may arise in connection with: (i) your use of the Service in violation of these Terms; (ii) User Content provided by you; or (iii) any actual or alleged violation or breach by you of these Terms. "Losses" means claims, liabilities, losses, damages, obligations, costs and expenses (including reasonable attorneys’ fees and costs). You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder.

12. WARRANTIES; LIABILITY

12.1. USE AT YOUR OWN RISK
YOU EXPRESSLY AGREE THAT USE OF OUR SERVICE IS AT YOUR SOLE RISK. OUR SERVICE AND ALL CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DO NOT MAKE ANY COMMITMENTS ABOUT ANY CONTENT WITHIN OUR SERVICE, ANY SPECIFIC FUNCTIONS OR THE RELIABILITY, ACCURACY, SECURITY, TIMELINESS, NON-INFRINGEMENT, OR AVAILABILITY OF OUR SERVICE OR ANY ASSOCIATED CONTENT TO MEET YOUR NEEDS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM THE WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ALL OTHER IMPLIED WARRANTIES. THE FIRMSPACE PARTIES WILL HAVE NO LIABILITY FOR ANY FAILURE OF THE SERVICE, AND SPECIFICALLY THE MEMBER PORTAL, OR FOR ANY USER CONTENT.

12.2. NO LIABILITY FOR CERTAIN LOSSES
WHEN PERMITTED BY LAW, THE FIRMSPACE PARTIES WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES, OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES. TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF THE FIRMSPACE PARTIES FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT THAT YOU PAID US TO USE THE SERVICE (OR, IF WE CHOOSE, TO SUPPLY YOU WITH THE SERVICE AGAIN).

12.3. WAIVER OF RIGHTS AND CLAIMS
BY ACCESSING THE SERVICE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS:

"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."

12.4. LIMITED TIME TO BRING CLAIMS
YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH ANY OF OUR SERVICE OR THESE TERMS MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

13. GOVERNING LAW; JURISCDICTION; VENUE.
These Terms are governed by the laws of the State of Texas without giving effect to any conflict of law principle that would result in the laws of any other jurisdiction governing these Terms. Any action, suit or proceeding arising out of the subject matter of these Terms will be litigated in courts located in Travis County, Texas. You consent and submit to the jurisdiction of any local, state or federal court in Travis County, Texas. YOU HEREBY IRREVOCABLY AGREE TO WAIVE ANY RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASE DUPON OR ARISING OUT OF THE SUBJECT MATTER OF THESE TERMS.

14. Mobile Devices
If you access our Service on mobile devices, you understand that your mobile carrier’s standard charges will apply. If you reserve a conference room through the Firmspace Dashboard, you consent to receive text messages notifying you of the status of that reservation, and you understand that your carrier’s text messaging rates will apply. If you do not wish to receive text messages related to your conference room reservation, you may request to instead receive emails.

15. AMENDMENTS; ASSIGNMENT
You agree that Firmspace may update these Terms at any time, and it is your obligation to check for updates. Updates do not apply retroactively. You may not assign these Terms or assign any rights or delegate any obligations hereunder, in whole or in part.

16. MISCELLANEOUS
16.1. Integration
Except as provided in these Terms, these Terms constitute the entire agreement of the parties with respect to the subject matter hereof and, with the exception of the License Agreement (which shall take precedence over these Terms) these Terms will supersedes all prior or contemporaneous written or oral agreements between the parties with respect to the subject matter hereof.

16.2. Third Party Beneficiaries
These terms do not create any rights in favor of any third party. Our failure to take action to enforce our rights does not mean that we give up those rights or cannot take such action in the future.

16.3. International Access
If you access the Service from locations outside of the U.S. you do so on your own initiative and at your own risk, and you are solely responsible for compliance with local laws, if and to the extent local laws are applicable. You further agree to comply with any and all export control regulations that may apply to your use of the Service and any Content.

16.4. Severability
If a provision in these terms is found to be illegal or unenforceable, that provision shall be removed from these Terms and the remaining terms of these Terms shall remain in force.

16.5. Features and Functionality
At any time and for any reason or no reason we may restrict, suspend or terminate your access to the Service, terminate your Account, and add, remove or modify functionality.

16.6. Compliance with Laws
When using our Service, you agree to comply with all applicable laws and regulations.

16.7. Cooperation
You agree to fully cooperate with us to investigate any suspected or actual activity that is in breach of these Terms.

16.8. Electronic Communication
From time to time, we may communicate with you about the Service, your rights, promotions, billing and payments, or other matters. You hereby consent to receive electronic communications from us and further agree that any notices, agreements, disclosures, and other communications that we send to you electronically will satisfy any applicable legal notification requirements. We recommend that you keep a copy of any electronic communications we send to you for your records.

17. Contact
If you have a question, concern or complaint about these Terms, you can contact us at:

Email: support@firmspace.com (subject line: “Attn: Legal”)

Mail: Firmspace, Attn: Legal, 12600 Hill Country Blvd., Suite R-270, Bee Cave, TX 78738