Lexcela Conditions for Online Sales of Services

Lexcela Conditions for Online Sales of Services

THESE LEXCELA CONDITIONS FOR ONLINE SALES OF SERVICES (the “Conditions“) are a supplement to and part of those certain Website Terms of Use (the “Terms of Use“) for Lexcela, a division of Anne Turner, PC (the “Firm“).  By placing an order for a subscription, online classes, webinars or similar educational, informational, or document preparation services (excluding legal representation and corollary individual services involving the practice of law, which legal services shall be governed exclusively by a duly executed engagement letter between the Firm and an individual client) (the “Services“) from or through www.lexcela.com (the “Website“), you accept, agree to be and are bound by these Conditions.  Please read this document carefully because it contains important information about your rights and obligations, was well as conditions, limitations and exclusions that may apply to you.

Your may not order or obtain Services from the Website if you (a) do not agree to the Conditions, (b) are not a legal resident of the United States, (c) are not at least 18 years of age or of legal age in your state of residence to form a binding contract under your state’s laws, or (d) are prohibited by applicable law from accessing or using the Website or any of its contents or any Services sold through the Website.

The most recent version of these Conditions will be posted on the Website.  The Conditions are subject to change in our sole discretion without prior notice to you.  You should review the posted version of these Conditions before any purchase of Services from or through the Website.

These Conditions are an integral part of the Website’s Terms of Use that apply generally to your use of the Website.  Our Privacy Policy will govern our collection, use and disclosure of personal information you may disclose to us in connection with your use of the Website and any purchase of Services you may make from the Website.  Before placing an order for Services from this Website, you should carefully review our Privacy Policy, which is posted on the Website.

1.            Order Acceptance and Cancellation

You agree that any order you place through the Website is an offer to buy the Services listed in your order under the posted version of these Conditions in effect at the time your order is placed.  All orders must be accepted by us before we are obligated to sell the Services to you.  We may choose in our sole discretion not to accept any order.  After receiving your order, we will send you a confirmation e-mail with your order number and details of the Services you purchased, subscribed to, or registered for.  Your order will not be accepted, and no contract of sale will be formed, between the Firm and you unless and until you have received the email confirming your purchase, subscription, or registration for Services.  You may cancel any subscription or registration at any time by emailing us at info@lexcela.com or calling the Firm at (601) 572-9855, subject to the policy on refunds described below.  

When purchasing a subscription to Lexcela, or registering or enrolling in a webinar or online class, through the Website, you agree that: (i) you are responsible for reading the full description, scope of services, and other terms and information for the relevant subscription level, webinar or online class, including all disclaimers or limitations, before making a commitment to buy it; and (ii) you intend to enter into a legally-binding contract to purchase the subscription or right to participate in the webinar or online class when you submit the online registration form and complete the check-out payment process. 

2.            Cancellation and Refund Policy.

Once you complete the check-out payment process, you may cancel a paid subscription within 24 hours, provided you have not access, used, or benefitted from the materials, documents and other information on the Website.  Thereafter, subscriptions may be canceled at the end of the most recent month for which you submitted payment. 

You may withdraw your enrollment in any separately-paid webinar or online class and receive a full refund if you contact us not less than 24 hours prior to the time the webinar or online class is scheduled to begin.  Webinar and online class sizes are limited, and cancellations less than 24 hours prior to the start time of the webinar or online class do not provide sufficient time for vacated seats to be filled.  For this reason, no refunds will be given, nor make-up or substitute classes offered, for “no shows” or cancellations given less than 24 hours prior to the scheduled start time of the webinar or class.  If you desire to move your registration from the class you purchased to a class offered at another time, you must cancel the original class in accordance with this paragraph and newly enroll in the alternate class.

If we must cancel a scheduled webinar or online class, which may do for any reason or no reason in our sole discretion, we will give you as much advance notice as possible under the circumstances.  We will promptly provide a full refund of the amount you paid for the cancelled webinar or online class.

3.            Prices and Payment Terms

The prices we charge for regular subscriptions to Lexcela and for participation in available, separately-paid webinars and online classes are listed on the Website.  We reserve the right to change our prices at any time for any or all Services displayed on the Website and to correct pricing errors that may inadvertently occur.  Subject to our right to correct pricing errors, the price charged for a Service on the Website will be the price in effect at the time your subscription, registration or order is placed.  Price increases will apply only after the expiration of prepaid subscriptions in effect at the time of the increase to registrations made or orders placed after the increases take effect.  Subscriptions, registrations, and orders will be subject to applicable taxes.   Taxes are not reflected in the posted prices and will be added separately to your order total.  If there are pricing, typographical or other errors in any offer made by us, we reserve the right to cancel any subscriptions, registrations or orders arising from those errors.

Payment in full must be received by us before we will accept a subscription, webinar, or online class registration and provide access thereto.   We accept major credit cards for all purchases, including subscriptions and separately-paid webinar and online class registrations.  You represent and warrant that (i) the credit card information you supply to us is true, correct and complete, (ii) you are duly authorized to use the credit card you use to make purchases from the Website, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you on or through the Website at the posted prices for the purchases you make, including all applicable taxes.  Terms of payment are within our sole discretion and may be changed at any time. 

4.            Delivery of Services.

All Services offered through the website will be delivered electronically.  Documents and any supplementary materials will be transmitted separately as electronic data files.  You are responsible for supplying your own computer, software, telephone line, internet connection, and other infrastructure to participate in Services offered online. 

You will be provided with a link, code or key to access the Services to which you subscribe or for which you register.  Services, including supplementary materials (if any), will not be reduced to or distributed on tangible media at any time. 

Your subscription represents a right to access the respective information and resources provided at the subscription level for which you paid.  Subscriptions are for the subscriber’s individual use only and are not to be shared with any third parties.  Registration for an online class or webinar represents a right to attend a single occurrence of the Service for which you register.  No subscription, registration, or other order shall be, or be deemed to be, a transfer of ownership, in whole or in part, in or to any content, presentation, slides, images, recordings, documents, or other materials contained on the Website or used in or in connection with the Services that are provided in connection with the subscription, registration or order.  The rights granted in your subscription or registration do not include the right to download, copy, record, review, replay, perform, duplicate or disseminate any Service to which you gain access, including, without limitation, information, posts, documents, checklists, guidance, webinars, and online classes.  Registration for separately-paid online classes and webinars are for your personal, non-commercial use only.  Registrations are not transferable. No subscription or registration allows you to share in any way your access to or participation in any Service, in whole or in part, with any other person or group of persons.  Rebroadcast by you of any Service, in whole or in part, by whatever method, is strictly prohibited.

5.            Disclaimer of Warranties.

THIS DISCLAIMER OF WARRANTIES ABROGATES SPECIFIC LEGAL RIGHTS, BUT YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.

THIS DISCLAIMER OF WARRANTIES IS POSTED ON THE WEBSITE AND MAY APPEAR IN THE DOCUMENTATION WE PROVIDE WITH ANY SERVICES.

ALL SERVICES PROVIDED ON OR THROUGH THE WEBSITE ARE FOR EDUCATIONAL OR INFORMATION PURPOSES ONLY AND ARE PROVIDED ON AN “AS IS, WHERE IS” BASIS.  ALL WARRANTIES NOT EXPRESSLY SET FORTH HEREIN ARE FULLY AND FINALLY DISCLAIMED, WHETHER SUCH WARRANTIES ARE EXPRESS OR IMPLIED BY OPERATION OF LAW, USAGE OR CUSTOM OF TRADE.   SERVICES ARE NOT WARRANTED AS TO QUALITY OR QUANTITY OF CONTENT.  THE SERVICES ARE NOT INTENDED TO, AND DO NOT, CONSTITUTE LEGAL SERVICES.  NO LEGAL REPRESENTATION IS ESTABLISHED BETWEEN YOU AND THE FIRM BY YOUR ORDER, REGISTRATION FOR OR PARTICIPATION IN ANY SERVICE.  WHEN PROVIDED, QUESTION AND ANSWER SESSIONS, CHAT, EMAIL CORRESPONDENCE AND THE LIKE ARE NOT CONFIDENTIAL, AND ANY SUCH COMMUNICATIONS DO NOT ESTABLISH, QUALIFY FOR, NOR SUBJECT SUCH COMMUNICATIONS TO THE ATTORNEY-CLIENT PRIVILEGE.  LEGAL REPRESENTATION CAN ONLY BE ESTABLISHED THROUGH A FORMAL, WRITTEN ENGAGEMENT LETTER EXECUTED BETWEEN YOU AND THE FIRM.  WHEN INQUIRIES ARE MADE REGARDING FORMAL LEGAL REPRESENTATION BY THE FIRM, WE RESERVE THE RIGHT TO DECLINE TO REPRESENT ANYONE ON ANY MATTER.

IN THE ABSENCE OF A DULY-EXECUTED WRITTEN ENGAGEMENT LETTER, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT SUBSCRIBED TO, REGISTERED FOR, OR ENROLLED IN ANY SERVICE OFFERED ON OR THROUGH THE WEBSITE IN ORDER TO OBTAIN LEGAL ADVICE.  YOU EXPRESSLY WAIVE (A) ANY AND ALL RIGHTS YOU MAY HAVE TO RELY ON LEGAL INFORMATION THAT MAY BE PROVIDED IN ANY OF THE SERVICES, (B) CLAIMS YOU MAY HAVE AGAINST THE FIRM REGARDING LEGAL REPRESENTATION, THE ESTABLISHMENT OF AN ATTORNEY-CLIENT RELATIONSHIP, OR CONTINUED LEGAL REPRESENTATION, AND (C) ALL PRIVILEGES KNOWN OR UNKNOWN AT THE TIME OF WAIVER, INCLUDING THE ATTORNEY-CLIENT PRIVILEGE AND EXPECTATION OF CONFIDENTIALITY, WHETHER PROVIDED UNDER LAW OR OTHERWISE.  SERVICES OFFER GENERAL INFORMATIONAL CONTENT ONLY.  YOUR SUBSCRIPTION OR REGISTRATION CONSTITUTES YOUR EXPRESS ACKNOWLEDGEMENT THAT NO ATTORNEY-CLIENT RELATIONSHIP IS OR WILL BE FORMED BETWEEN YOU AND THE FIRM WHEN YOU SUBSCRIBE TO, REGISTER FOR, OR PARTICIPATE IN A SERVICE.  IF YOU ARE NOT WILLING TO MAKE THE EXPRESS ACKNOWLEDGEMENTS SET FORTH IN THIS PARAGRAPH, DO NOT SUBSCRIBE TO, REGISTER FOR, ENROLL OR PARTICIPATE IN ANY SERVICE.  ALLEGATIONS THAT YOUR SUBCRIPTION TO LEXCELA OR PARTICIPATION IN A WEBINAR OR ONLINE CLASS FAILED TO ANSWER OR ADDRESS YOUR SPECIFIC LEGAL ISSUES WILL NOT BE GROUNDS FOR A REFUND, AND ANY SUCH FAILURE IS NOT A DEFECT.

THIS DISCLAIMER OF WARRANTIES APPLIES TO ALL USERS OF THE SERVICES, INCLUDING AUTHORIZED USERS AND ANY USERS GAINING ACCESS TO THE SERVICES WITHOUT SUBSCRIPTION, REGISTRATION, ENROLLMENT, OR OTHER RIGHT OR LICENSE.

THIS SECTION ON DISCLAIMER OF WARRANTIES SETS OUT OUR ENTIRE OBLIGATION AND LIABILITY TO YOU IN CONNECTION WITH THE SERVICES AND YOUR USE OF LEXCELA.  UNDER NO CIRCUMSTANCES WILL OUR LIABILITY EXCEED THE ACTUAL AMOUNT PAID BY YOU FOR THE SERVICE(S) YOU HAVE PURCHASED THROUGH THE WEBSITE, NOR WILL WE UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY LOSS OF PRODUCTION, WORK, DATA, USE, BUSINESS, GOODWILL, REPUTATION, REVENUE, PROFIT, LEGAL RIGHT OR DEFENSE, OR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OR LOSSES, WHETHER DIRECT OR INDIRECT.  THE INFORMATION AND MATERIALS OFFERED AS PART OF THE SERVICES ON OR THROUGH THE WEBSITE, INCLUDING THROUGH INTERACTIVE DOCUMENTS, CHAT, WEBINARS AND ONLINE CLASSES, DO NOT CONSTITUTE, AND ARE NOT A SUBSTITUTE FOR, LEGAL ADVICE.

SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. ALL LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION 5 ARE APPLICABLE TO THE EXTENT PERMITTED UNDER APPLICABLE LAW. THE DISPUTE RESOLUTION PROCEDURE DETAILED IN SECTION 11 IS AVAILABLE TO YOU IF YOU BELIEVE THAT WE HAVE NOT PERFORMED OUR OBLIGATIONS UNDER THESE CONDITIONS.

6.            Services Not for Resale.

You agree to comply with all applicable laws and regulations of the various states and of the United States in using Services offered on the Website.  You represent and warrant that you are buying Services from the Website for your personal use only (or, if the subscriber, registrant, or purchaser is an entity, for the use of the individual initiating the subscription, registration, or order on behalf of the entity) and not for the sharing (digitally or otherwise), broadcast, or use of or by any other person or entity.

7.            Intellectual Property Use and Ownership.

You acknowledge and agree that:

  • All uses on this Website of the terms “sell”, “sale”, “resell”, “resale”, “purchase”, “price”, and the like mean the purchase or sale of a license.  Each Service (including but not limited to interactive documents) marketed on this Website is made available solely for license, not sale, to you and other prospective customers under the terms, conditions and restrictions posted with the display or description of the Service or otherwise in accordance with the terms and conditions herein.
  • You will comply with all terms and conditions of these Conditions, the Terms of Use, Privacy Policy, Code of Conduct, and any specific license agreement for any Service you obtain through this Website, including, but not limited to, all confidentiality obligations and restrictions on use.  Resale, reverse engineering, copying, modifying, creating derivatives or improvements, sublicensing and transfer of the Services are expressly prohibited.
  • You will not cause, induce or permit others’ noncompliance with any terms and conditions pertaining to the Services, including, without limitation, the terms and conditions set forth in these Conditions.
  • The Firm is and will remain the sole and exclusive owner of all intellectual property rights in and to the Services available on the Website and any related specifications, instructions, documentation, or other materials, including all related copyrights, patent rights, trademarks, and other intellectual property rights, subject only to the limited use license granted hereunder or under any other applicable terms and conditions posted on the Website.  You do not and will not have or acquire any ownership of these intellectual property rights in or to the Services made available through this Website or of any intellectual property rights relating to the Services.

8.            Privacy

We respect your privacy and are committed to protecting it.  Our Privacy Policy governs our use and disclosure of all personal data collected from you in connection with your purchase of or subscription to Services through the Website.

9.            Force Majeure.

We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Conditions, for any failure or delay in our performance under these Conditions when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, inability or delay in obtaining supplies of adequate or suitable materials, internet or other telecommunication interruption or breakdown, or power outage.

10.          Governing Law and Jurisdiction.

These Conditions and the rights and remedies provided hereunder, all matters arising out of or relating to these Conditions, and any dispute, Claims or Losses (as such capitalized terms are defined in the Website Terms of Use) arising therefrom or related thereto (in each case, including non-contractual disputes or Claims) are governed by and construed in accordance with the internal laws of the State of Mississippi, without giving effect to any choice or conflict of law provision or rule (whether of the State of Mississippi or any other jurisdiction) that would result in the application of the laws of any jurisdiction other than those of the State of Mississippi. 

11.          Dispute Resolution and Binding Arbitration.

ANY CLAIM, LOSS, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR PURCHASE OF OR SUBSCRIPTION TO SERVICES THROUGH THE WEBSITE THAT HAS NOT BEEN RESOLVED BY NEGOTIATION BETWEEN US WITHIN 30 DAYS OF NOTICE OF THE DISPUTE FROM THE COMPLAINING PARTY TO THE NON-COMPLAINING PARTY, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION IN HINDS COUNTY, MISSISSIPPI.

The arbitrator(s) will have exclusive authority to resolve any dispute relating to arbitrability or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision, or any other term or condition set forth in these Conditions, is void, voidable, or otherwise invalid.  The arbitrator(s) will be empowered to grant whatever relief would be available in a court of law or in equity.  Any award of the arbitrator(s) will be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction.

If you prevail, as determined by the arbitrator, on any claim that affords the prevailing party attorneys’ fees and costs, the arbitrator may award reasonable fees and costs to you under the standards for fee shifting provided by applicable law.

If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced.

12.          Assignment.

You will not assign any of your rights or delegate any of your obligations under these Conditions without our prior written consent.  Any purported assignment or delegation in violation of this Section 12 is null and void.  No assignment or delegation relieves you of any of your obligations under these Conditions, even if we consent in advance to an assignment of your rights under these Conditions.

13.          No Waivers

The failure or delay by us to enforce any right or provision of these Conditions will not constitute our waiver of future enforcement of that right or provision.  The waiver of any right or provision will be effective only if in writing and signed by a duly-authorized representative of the Firm.

14.          No Third-Party Beneficiaries.

These Conditions do not and are not intended to confer any rights or remedies upon any person other than you, the purchaser of or subscriber to Services.

15.          Notices.

  • To You.  We may provide any notice to you under these Conditions by: (i) sending a message to the email address you provide, or (ii) by posting to the Website.  Notices sent by email will be effective when we send the email, and notices we provide by posting will be effective upon posting.  It is your responsibility to keep your email address current and to check your customer account or the Website for postings. 
  • To Us.  To give us notice under these Conditions, you must contact us as follows: (i) by email correspondence to info@lexcela.com with the term “Notice” in the heading of the email; or (ii) by prepaid overnight (signature required), registered or certified mail, return receipt requested, to Lexcela, P.O. Box 458, Madison, Mississippi 39130.  Notice provided by email will be effective upon our confirmation of receipt.  Notices provided by overnight, registered, or certified mail will be effective upon receipt at the time of signature or issuance of the return receipt.  We may update the methods for giving notice or the Firm’s contact information for notices to us by posting a notice on the Website.

16.          Severability

If any provision of these Conditions is invalid, illegal, void, or unenforceable, then that provision will be deemed severed from these Conditions and will not affect the validity or enforceability of the remaining provisions of these Conditions.

17.          Interpretation.

For purposes of these Terms of Use, (i) the words “include”, “includes”, and “including” shall be deemed to be followed by the words “without limitation”; (ii) the word “or” is not exclusive; and (iii) the words “herein,” “hereof”, “hereby”, “hereto”, and “hereunder” refer to these Terms of Use as a whole.  Unless the context otherwise requires, references herein: (a) to articles, sections, exhibits, schedules, or attachments refer to the articles, sections, exhibits, schedules, or attachments to or attached to these Terms of Use; (b) to an agreement, instrument, or other document means such agreement, instrument, or other document, as amended, supplemented, and modified from time to time to the extent permitted by the provisions thereof; and (c) to a law means such law as amended from time to time and includes any successor legislations thereto and any regulations promulgated thereunder.  These Terms of Use shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting the document or causing any document, agreement, or instrument to be drafted.  Any exhibits, schedules, or attachments referred to herein shall be construed with, and as an integral part of, these Terms of Use to the same extent as if they were set forth verbatim herein.

18.          Entire Agreement.

These Conditions, together with any terms and conditions set forth in any order confirmation or license agreement relating to Services you obtain on or through this Website, the Website Terms of Use, our Privacy Policy, and the Code of Conduct will be deemed the final and integrated agreement between you and use on the matters contained in these Conditions.

19.          Effective Date.

                These Conditions are effective for all purposes from and after January 1, 2020.