1. Consultant Users are independent legal professionals who offer to perform consulting services for prospective Legal Clients. They are not employees of UpLaw.
   • No Attorney-Client Relationship through Website Use. Use of the UpLaw Website may not form an attorney-client relationship with Consultant Users. Information posted or made available on or through the Website, including, without limitation, any responses to legal questions posted on the Website; information in UpLaw’s Guides and Documents; information posted publicly on the Website; or information sent in an unsolicited message to a User is not intended as legal advice, is not confidential, and does not create an attorney-client relationship. It is considered User-Generated Content.
   • Attorney-Client Relationship through Service Use. An attorney-client relationship may be formed through the use of the Service between Users and Consultant Users only. Legal Clients may post requests through the platform. Consultant Users may submit offers and negotiate details of these requests prior to acceptance. Upon acceptance, the scope of a Consultant User’s representation is strictly limited to the matter agreed upon in the offer unless Legal Client and Consultant User subsequently formalize their arrangement via a signed engagement letter or other written agreement, in which case the most recent written agreement would take precedence over a previously accepted proposal. An offer is not a substitute for an in-person or telephone consultation with an attorney licensed to practice in your jurisdiction about your specific legal issue, and you should not rely upon information contained in a Bid as legal advice. UpLaw takes every reasonable effort to ensure the privacy of Bids and other personal messages on our Service, but it cannot guarantee confidentiality. 
   • User Responsibilities. Consultant Users are solely responsible for ensuring that any information, solicitations, or advertisements they post or place on the Website, including without limitation User-Generated Content, and any communications they may have with prospective clients through the Website or the Service, fully comply with all applicable laws and rules of professional conduct, including those concerning the unauthorized practice of law and those regulating the form, manner or content of communications with clients, advertising, or other matters.
   • Payment of Consultant Users. Certain specific terms govern Consultant Users and payment.
     • UpLaw Is Not A Party To Contracts. Legal Clients may contract with Consultant Users through posting of requests and acceptance of Bids/offers. Such contracts are solely between the Legal Client and the Consultant User. UpLaw will not be a party to any contracts for case orders submitted through our platform, unless posted by an UpLaw officer. UpLaw facilitates these contracts by supplying a platform for communication management and payment tools.
     • All Legal Fees Are Paid To Consultant Users. UpLaw does not provide legal services and does not charge for legal services. Payments made to Consultant Users via UpLaw’s platform are transferred directly to the Consultant User’s payment account, less platform fees and processing fees (e.g. credit card fees)

Consultant Users Shall Receive Payment Through The Platform For All User Transactions. As further defined in the Addendum, as a Consultant User of UpLaw, you agree to process all retainers, invoices, all amounts billed to any Legal Clients at all times (“Payments”) on the UpLaw platform.  You agree to process such Payments through the UpLaw platform even if the Legal Clients request that you perform a different assignment or matter from the request posted via UpLaw.  If a Legal Client is either unwilling or unable to make payment via UpLaw, Consultant User agrees to notify UpLaw of any new payment arrangement. Payment by a Legal Client to Consultant User, made outside of the service without prior notification to UpLaw, constitutes a full waiver by both parties of any UpLaw payment guarantees or dispute protections as discussed in Sections 14 and 15 below, even as they may relate to prior payments made within the service.

• Promotional Codes and Credits. UpLaw may, in its sole discretion, create promotional codes that may be redeemed for account credit, or other features or benefits related to a Consultant User’s services, subject to the following terms and any additional terms that UpLaw establishes on a per promotional code basis (“Promo Codes”). Certain specific terms govern Consultant Users and payment.
• Use of Promo Codes Does Not Imply an Attorney-Client Relationship. From time to time, Legal Clients may have access to discounts supplied by UpLaw which, in part, use UpLaw’s funds to pay for a portion of the legal fees paid by Legal Clients to Consultant Users. The use of such coupons does not imply any attorney-client relationship between UpLaw and the Consultant Users where a coupon is used for any paid billings from a Legal Client. 
• Promo Codes must be used by their intended audience, for their intended purpose, and in a lawful manner.
• Promo codes may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by UpLaw. Promo Codes have no cash value and may expire or be disabled by UpLaw at any time, for any reason, prior to your use. UpLaw reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that UpLaw determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms.
• Contingent Recruiting
  • In the event that Legal Client employs any Consultant User as a full-time employee, Legal Client will pay UpLaw a fee equal to the Consultant User’s first year salary under the Legal Client’s employment multiplied by the “Recruiting Fee Percentage.”
  • The Recruiting Fee Percentage shall be equal to a) 25% if the Consultant User becomes a full-time employee within 12 months of the Effective Date, OR b) 10% if the Consultant User becomes a full-time employee 12 months after the Effective Date.
• Disintermediation Policy and Fees.
  • The parties acknowledge that UpLaw uses substantial labor and effort to connect Legal Client with UpLaw’s Consultant Users.  Except as provided in section 7.a and 7.b, above, Legal Client represents and warrants that it will not circumvent or attempt to circumvent UpLaw or this Agreement, or in any way procure legal services from a Consultant User outside of the UpLaw Platform, without UpLaw’s prior written consent. Should Legal Client breach its warranty in this section, Legal Client shall pay UpLaw a one-time fee equal to the greater of: 1) twenty five percent (25%) of Consultant User’s estimated annual compensation from Legal Client; or 2) Rs. 2,50,000.  Upon payment of the aforementioned fees described in this Section, UpLaw shall provide written consent for the Consultant User to provide legal services to Legal Client off of the UpLaw Platform.  This section shall not apply to a Legal Client who has a demonstrable history of obtaining legal services from Consultant User, prior to the Effective Date of this Agreement.
  • At UpLaw’s discretion, any Consultant Users engaging Legal Clients such as to cause a violation of 8.a. above may have substantial restrictions placed on their account, which may meaningfully limit their usage of UpLaw
• Third Party Content. There may be content from third parties on UpLaw’s website, such as blog posts written by other users or links to other websites. Because we cannot control that content, we are not responsible for that content or for the websites that content may link to.
  • Access To Third Party Content. By using the Service, you will be able to access Content belonging to or originating from third parties (“Third Party Content”). Your use of the Service is consent for UpLaw to present this Content to you. You acknowledge all responsibility for, and assume all risk for, your use of Third Party Content.
  • No Responsibility For Third Party Content. As part of the Service, UpLaw may provide you with convenient links to third party website(s) as well as other forms of Third Party Content. These links are provided as a courtesy to Service subscribers. We have no control over third party websites or content or the promotions, materials, information, goods or services available on them. By linking to such content, we do not represent or imply that we adopt or endorse, nor are we responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than UpLaw. We are not responsible for any Third Party Content accessed through our Website. If you decide to leave the Website and access Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any such content.
  • No Authorization To Use Third Party Content. This Agreement does not authorize you to distribute, publicly display, publicly perform, make available, alter, or otherwise use any Third Party Content except as permitted by UpLaw’s terms and conditions.
• Copyright Infringement and DMCA Policy. If you believe that material located on or linked to by UpLaw violates your copyright, please notify UpLaw in accordance with our Digital Millennium Copyright Act Policy.
  • Termination of Repeat Infringer Accounts. UpLaw respects the intellectual property rights of others and requests that our Users do the same. Pursuant to Copyright Ordinance, 1962, we will terminate a User’s access to and use of the Website if, under appropriate circumstances, the user is determined to be a repeat infringer of the copyrights or other intellectual property rights of UpLaw or others. We may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.
  • DMCA Take-Down Notices. If you are a copyright owner or an agent of a copyright owner and believe, in good faith, that any materials provided on the Service infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by sending a properly formatted take-down notice in writing to [email protected] 
  • Response To DMCA Take-Down Notices. If UpLaw takes action in response to an infringement notice, it will make a good faith attempt to contact the party that made such content available by means of the most recent email address, if any, provided by that party to UpLaw. 
  • Counter-Notices. If you believe that your User-Generated Content that has been removed from the Website is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content you submitted to the Website, you may send a properly formatted counter-notice to UpLaw using the contact information set forth above.
  • Response to DMCA Counter-Notices. If a counter-notice is received by UpLaw, UpLaw may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content will be reinstated on the Website in 10 to 14 business days after receipt of the counter-notice.
• Intellectual Property Notice. UpLaw retains all ownership of our intellectual property, including our copyrights, patents, and trademarks.
  • No Transfer. UpLaw retains ownership of all intellectual property rights of any kind related to the Website and Service, including applicable copyrights, patents, trademarks and other proprietary rights. Other trademarks, service marks, graphics and logos used in connection with the Website and the Service may be the trademarks of other third parties. This Agreement does not transfer from us to you any UpLaw or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with us. We reserve all rights that are not expressly granted to you under this Agreement.
  • Specifically, UpLaw, UpLaw.pk, and all other trademarks that appear, are displayed, or are used on the Website or as part of the Service are registered or common law trademarks or service marks of UpLaw, Inc.. These trademarks may not be copied, downloaded, reproduced, used, modified, or distributed in any way without prior written permission from UpLaw, except as an integral part of any authorized copy of the Content.
• Email Communications. We use email and electronic means to stay in touch with our users.
  • Electronic Communications Required. For contractual purposes, you (i) consent to receive communications from UpLaw in an electronic form via the email address you have submitted or via the Service; and (ii) agree that all Terms of Use, agreements, notices, disclosures, and other communications that UpLaw provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. This section does not affect your non-waivable rights.
  • Legal Notice To UpLaw Must Be In Writing. Communications made through email or the Service’s private messaging system will not constitute legal notice to UpLaw or any of our officers, employees, agents or representatives in any situation where notice to UpLaw is required by contract or any law or regulation.
• Termination. As further defined herein and subject to the Addendum, you may cancel this Agreement and close your account at any time. The foregoing termination for convenience does not apply to Consultant User’s Membership Subscription per the terms of the Addendum.  Termination of the UpLaw Service does not terminate attorney-client relationships or obligations.
  • You May Terminate This Agreement. If you wish to terminate this Agreement or your account with the Service, you may simply discontinue using UpLaw. If you wish to delete your User account data, please contact UpLaw at [email protected]. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile within 30 days.
  • UpLaw May Terminate This Agreement. UpLaw may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately.
  • Relationships Between Attorney And Client Survive Termination. Termination of your relationship with UpLaw does not affect your relationship with any consultant or client you have retained through the UpLaw Service. All legal, contractual, and ethical duties, obligations and responsibilities survive termination of the UpLaw relationship.
  • Some Provisions Survive Termination. All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
• Payment and Transactions.
  • Payment Process. As further defined herein and in the Addendum, payment will be processed as specified in the proposal and/or Custom offer and agreed upon by the Legal Client and the Consultant User. When a order (or a segment thereof as pre-agreed in writing by the Legal Client and the Consultant User) is marked as completed by the Consultant User, UpLaw will inform the Legal Client that the order (or a segment thereof as pre-agreed in writing by the Legal Client and the Consultant User) is complete. The Legal Client must then release the agreed-upon amount or request changes. If the Legal Client has taken no action after 72 hours, the order will be auto-marked complete. And funds will be released to Consultant User after the clearance of the holding period. The Legal Client may submit disputes over payment on order page provided that he or she adheres to the other conditions set forth in Section 14 (Legal Client-Consultant User Dispute Resolution Procedures).
  • Responsibility for Payment. You are responsible for all fees, including taxes, service, and processing fees, associated with your use of the platform. By using the Service, you agree to pay the Consultant User through UpLaw the amount agreed on in the Bid or custom offer, and the associated service and processing fees, unless you dispute the transaction by visiting Resolution Center on order page and adhere to the other conditions set forth in Section 15 (Legal Client-Consultant User Dispute Resolution Procedures). You are responsible for providing us with a valid means of payment.
  • UpLaw’s Responsibility. UpLaw agrees to pay the applicable Consultant User the amount received, less service and processing fees.
  • Payment Authorization. By agreeing to these terms and those contained in the Addendum, you are giving UpLaw permission to charge your on-file credit card, PayPal account, or other approved methods of payment for fees that you authorize UpLaw to bill, as well as any payments owed for Consultant User’s Membership Subscription. Depending on the Services or Consultant User’s Membership Subscription, UpLaw may charge you on a one-time or recurring basis. You authorize UpLaw to charge you the full amount owed to any Consultant User via the Service, as well as any applicable service and processing fees. For the avoidance of doubt, in the event that in a particular instance a Consultant User only uses the Services to invoice you for legal services other than those which are the subject of a Bid, by placing your credit card or PayPal account on file with our third party payment processor, you acknowledge and agree that the payment terms set forth in this Section 12 shall apply.
• Legal Client-Verified Consultant User Dispute Resolution Procedures.  In the event that a Legal Client has a good faith belief that the nature or quality of the legal services rendered by a Verified Consultant User in connection with the relevant order are not consistent with industry standards or the provisions of the related Bid or these Terms and Conditions, or the amounts invoiced for the legal services provided by such Consultant User are not consistent with such Bid (such matter, a “Services-Related Disputed Matter”), he or she shall be permitted to withhold payment of any disputed amounts which are the subject of such matter (the “Withheld Payment Amounts”), subject to the following terms and conditions (the “Withheld Payment Amount Conditions”):
  1. Within 72 hours of the date of the related invoice (such period, the “Legal Client Dispute Notice Period”), the Legal Client shall visit Resolution Center on order page and submit form setting forth in reasonable detail the facts and circumstances which are the basis of the Services-Related Disputed Matter (each, a “Services-Related Dispute Notice”).  The Legal Client’s failure to submit a Services-Related Dispute Notice within the Legal Client Dispute Notice Period shall constitute such Legal Client’s permanent waiver of his or her right to dispute the Withheld Payment Amounts, which amounts will be charged to the Legal Client’s on-file credit card, PayPal account, or other approved methods of payment in accordance with Section 13.d. of these Terms of Use.
  2. In the event that the Legal Client does submit a Services-Related Dispute Notice within the Legal Client Dispute Notice Period, and such request contains the information set forth in clause 15.a. above, UpLaw will attempt in good faith to work with the Legal Client and Verified Consultant User for a period of up to fifteen (15) calendar days from the date of the Services-Related Dispute Notice (such period, the “Services-Related Disputed Matter Mediation Period”) to resolve the Services-Related Disputed Matter.  In the event that the Services-Related Disputed Matter is successfully resolved within the Services-Related Disputed Matter Mediation Period, each of the Legal Client, Verified Consultant User and, if relevant, UpLaw will take the agreed upon steps to execute the agreed-upon resolution.
  3. In the event that the Services-Related Disputed Matter remains unresolved at the conclusion of the Services-Related Disputed Matter Mediation Period, by no later than the fourteenth (14th) calendar day after the end of the Services-Related Disputed Matter Mediation Period, UpLaw shall make a determination in its sole and absolute discretion (the “UpLaw Services-Related Disputed Matter Decision”), and based upon the information theretofore provided by the Legal Client and Verified Consultant User, as to whether the nature and quality of the legal services rendered in connection with the order which is the subject of the Services-Related Disputed Matter were consistent with industry standards, the provisions of the related Bid and these Terms and Conditions. Should UpLaw decide the Services-Related Disputed Matter in favor of the Verified Consultant User, the funds will be released to the Consultant User.  In the event that the Legal Client files chargeback, UpLaw will remit the Withheld Payment Amounts to the Verified Consultant User who will assign his or her rights to reimbursement for such amounts to UpLaw which may, in its sole discretion, process payment pursuant to Section 13.d and/or elect to pursue its rights and remedies against the Legal Client.
  4. Should UpLaw decide the Services-Related Disputed Matter in favor of the Legal Client, the Legal Client will be refunded amount in the form site credits which Legal Client will use to buy other legal services on platform or may request refund to their payment source and shall be deemed to have assigned all of his or her rights with respect to the Services-Related Disputed Matter to UpLaw. In such event, the Verified Consultant User shall (i) be deemed to have waived his or her rights to seek such amounts from the Legal Client, and (ii) have the right to initiate binding arbitration proceedings with respect to the Withheld Payment Amounts against UpLaw which are equivalent to those proceedings set forth in Section 21.d. hereof (Arbitration) by providing UpLaw with written notice of his or her exercise of such right within two (2) calendar days after the date of the Services-Related Disputed Matter Decision Notice (such period, the “Services-Related Arbitration Election Time Period”).  In the event that the Verified Consultant User does not exercise his or her right to initiate arbitration proceedings during the Services-Related Arbitration Election Time Period, he or she shall be deemed to have permanently waived his or her right to payment of the Withheld Payment Amounts.
  5. In the event that the Verified Consultant User and Legal Client have both timely availed themselves of the rights set forth in Section 14 and Section 15, the procedures set forth in Section 15 shall take precedence over the proceedings set forth in Section 14 and the Verified User Consultant agrees to permanently waive his or her right to pursue his or her rights set forth in Section 13 with respect to the facts and circumstances underlying the Payment-Related Disputed Matter.  The procedures set forth in this Section 15 shall be referred to herein as the “Alternative Dispute Resolution Procedures”.