Terms of Use
TERMS OF USE
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE
Last Updated: January 10, 2022
These Terms of Use, along with all other agreements, disclaimers, and disclosures displayed on the Colton Alexander website (“Terms“), state the terms and conditions under which you may use the website (located at www.coltonalexander.com, the “Site“). By accessing or using the Site, including using the data, text, reports, templates, agreements, and other materials provided or enabled via the Site (the “Materials“), browsing the Site, you agree to follow and be bound by these Terms. These Terms govern (1) the information provided or enabled via the Site; (2) the nature of the relationship between you and Colton Alexander; (3) certain other matters of professional responsibility; and (4) your use of this Site, the Materials, and related systems (collectively, the “Site“). If you do not agree to these Terms, you may not access or use the Site.
The Terms require the use of arbitration on an individual basis to resolve disputes rather than jury trials or class actions and limit the remedies available to you if there is a dispute.
PLEASE NOTE THAT THE TERMS OF USE ARE SUBJECT TO CHANGE BY COLTON ALEXANDER AT ITS SOLE DISCRETION AT ANY TIME. When changes are made, Colton Alexander will provide a new copy of the Terms of Use on the Site. We will also update the “Last Updated” date at the top of the Terms of Use. Check these Terms of Use, available through a link on every page of the Site, each time you use the Site to determine if any changes have been made. If you use the Site after the amended Terms of Use have been posted, you will be deemed to have agreed to the amended Terms of Use.
This Site is intended for use by residents of the United States only. Investors outside of the United States are governed by different regulations and laws that have not been included in this site.
1. No Legal or Tax Advice.
The Site provides users with information and access to certain self-help forms. The Site is not intended to constitute specific legal, tax, or accounting advice or substitute for advice from qualified counsel and other tax or accounting professionals. Any opinions expressed on the Site are the opinions of the particular author and may not reflect the views of Colton Alexander or any individual attorney. Without limiting the foregoing, the Site may not reflect recent developments in the law, may not be complete, and may not be accurate in or applicable to your jurisdiction. Because the Site is general and may not pertain to your specific circumstances, you should not act or refrain from acting based on any Materials without first obtaining advice from professional counsel qualified in the applicable subject matter and jurisdiction.
2. No Attorney-Client Relationship.
You agree that your access and use of the Site, or your transmission of e-mails to addresses on the Site, does not create an attorney-client relationship. You should not send us any confidential information with your use of the Site. Such responses will not create an attorney-client relationship.
3. Sensitive Communications. You agree that e-mails sent by you to Colton Alexander will not be treated as confidential or invoke an attorney-client privilege; provided, however, that if you are an existing client of Colton Alexander and you send an e-mail to Colton Alexander about a matter in which Colton Alexander then represents you, such e-mail may be treated as confidential or privileged. Notwithstanding the foregoing, you acknowledge that e-mail and the Internet are generally insecure media of communication, and Colton Alexander cannot guarantee the confidentiality of any e-mail sent to or received by it or any information submitted by you to Colton Alexander through the Site.
4. Ownership.
You acknowledge that the Site is protected by copyrights, trademarks, trade secrets, patents, or other proprietary rights. These worldwide rights are valid and protected in all forms, media, and technologies now existing or hereafter developed. You agree to comply with all intellectual property laws, and you shall not encumber any interest in or assert any rights to the Site. You are granted a limited, non-sublicensable license to access and use the Site and electronically copy (unless prohibited without a license) and print to hard copy portions of the Materials for your informational, non-commercial and personal use only. Such license is subject to these Terms and does not include: (1) any resale or commercial use of the Site; (2) the distribution, public performance, or public display of the Site; (3) modifying or otherwise making any derivative uses of the Site; (4) use of any data mining, robots or similar data gathering or extraction methods; (5) downloading (other than the page caching) of any portion of the Site, except as expressly permitted on the Site; (6) providing any portion of the Site through any timesharing system, service bureau, the Internet or any other technology now existing or developed; (7) using any automatic or manual process to harvest information from the Site; or (8) any use of the Site for other than its intended purpose. Unless expressly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. This license is revocable at any time.
5. Limited Permission to Download.
Colton Alexander grants you permission to download, view, copy and print the Materials solely for your personal, informational, non-commercial use, provided that (1) where provided, the copyright and trademark notices appearing on any Materials not be altered or removed, (2) the Materials are not used on any other website or in a networked computer environment, and (3) the Materials are not modified in any way, except for authorized editing or downloadable forms for personal use. This permission terminates automatically without notice if you breach the provisions of these Terms. Any unauthorized use of the Site may violate copyright laws, trademark laws, laws of privacy and publicity, data protection laws, and communications regulations and statutes. Colton Alexander does not grant you any rights in its trademarks.
6. Disclaimer of Warranties.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, YOUR USE OF THE SITE, INCLUDING THE FORMS, IS AT YOUR SOLE RISK. THE COLTON ALEXANDER SITE, INCLUDING THE FORMS, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. COLTON ALEXANDER AND ITS PARTNERS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE “COLTON ALEXANDER PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATED TO THE COLTON ALEXANDER SITE, INCLUDING THE FORMS, INCLUDING BUT NOT LIMITED TO, THE IMPLIED TERMS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. The Forms may be inappropriate for your particular circumstances. State laws or national laws may require different or additional provisions to ensure the desired result. Consult with legal counsel to determine the appropriate legal or business documents necessary for your particular transactions, as the Forms are only samples and may not apply to a particular situation.
7. Limitation of Liability. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL ANY OF THE PARTIES BE LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS WHETHER DIRECT OR INDIRECT OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE SITE WHETHER OR NOT COLTON ALEXANDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE CUMULATIVE LIABILITY OF THE COLTON ALEXANDER PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE COLTON ALEXANDER SITE SHALL NOT EXCEED $1000 (USD), AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST THE COLTON ALEXANDER PARTIES.
8. Indemnification.
You agree to make the Colton Alexander Parties whole for any claims, losses, liabilities, and expenses (including attorneys’ fees) arising from your use of the Site or any violation of these Terms.
9. Responsibility for User Content.
9.1 Types of Content.
You acknowledge that you, and not Colton Alexander, are responsible for all information, data text, messages, or other materials (“Content“) that you upload, post, e-mail, transmit or otherwise make available (“Make Available“) through the Site (“Your Content“), and other users of the Site, and not Colton Alexander, are similarly responsible for all Content they Make Available through the Site.
9.2 No Obligation to Pre-Screen Content.
You acknowledge that Colton Alexander has no obligation to pre-screen Content (including but not limited to Your Content and other Content uploaded, posted, transmitted, or otherwise provided by third parties on the Site). However, Colton Alexander reserves the right in its sole discretion to pre-screen, refuse or remove any Content. You provide your irrevocable consent to such monitoring by entering into the Terms. You acknowledge and agree that you have no expectation of privacy about the transmission of Your Content, including without limitation chat, text, or voice communications. If Colton Alexander pre-screens, refuses, or removes any Content, you acknowledge that Colton Alexander will do so for Colton Alexander’s benefit, not yours. Without limiting the foregoing, Colton Alexander may remove any Content that violates the Terms, violates any applicable laws, regulations, or codes, or is otherwise objectionable.
9.3 Storage.
Colton Alexander has no obligation to store any of Your Content you Make Available on the Site. Colton Alexander has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; failing to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving the use of the Site.
9.4 Personal Data.
Where Your Content contains your personal data (such as your name and voice), Colton Alexander will collect, use and disclose your personal data in compliance with all applicable personal data protection laws and our privacy policy.
10. Acceptable Use Policy.
As a condition of use, you agree not to use the Site for any purpose prohibited by the Terms or by applicable law. You shall not (and shall not permit any third party to) (1) take any action or (2) Make Available any Content on or through the Site that: (a) infringes any patent, trademark, trade secret, copyright, right of publicity, personal data or other right of any person or entity; (b) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (c) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (d) involves commercial activities and/or sales without Colton Alexander’s prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; (e) impersonates any person or entity, including any employee or representative of Colton Alexander; (f) interferes with, or attempts to interfere with, the proper functioning of the Site or uses the Site in any way not expressly permitted by the Terms; or (g) attempts to engage in, or engages in, any potentially harmful acts directed against the Site, including but not limited to violating or attempting to violate any security features of the Site, using manual or automated software or other means to access, “scrape,” “crawl” or “spider” any pages contained in the Site, introducing viruses, worms, or similar harmful code into the Site, or interfering or attempting to interfere with the Site by any other user, host or network, including by overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Site.
11. Dispute Resolution.
11.1 Arbitration.
Any claim or dispute (including whether the claims asserted are arbitrable but excluding claims for injunctive or other equitable relief as set forth below) arising out of or related to these Terms or your use of the Materials shall be referred to and finally determined by binding and confidential arbitration according to sections 11.1 to 11.4 of these Terms. Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA“). As modified by the Terms, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules. Notwithstanding the foregoing, Colton Alexander may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction. You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
11.2 Rules.
You and Colton Alexander must abide by these rules: (1) ANY CLAIMS BROUGHT BY YOU OR COLTON ALEXANDER MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (2) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (3) if you can demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, Colton Alexander will pay as much of your filing and hearing fees with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (4) Colton Alexander also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (5) the arbitrator shall honor claims of privilege and privacy recognized at law; (6) the arbitration shall be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as required by law or for enforcement of the arbitration award; (7) the arbitrator may award any individual relief or individual remedies permitted by applicable law; and (8) each side pays its own attorneys’ fees and expenses unless a statutory provision requires the prevailing party to be paid its fees and litigation expenses, and then, the fees and costs awarded shall be determined by applicable law.
11.3 Proceedings and Award.
The arbitral proceedings and all pleadings and written evidence will be English. Any written evidence originally in a language other than English will be submitted in English translation accompanied by the original or true copy thereof. The English language version will control. The arbitrator shall issue a written award and statement of decision describing the essential findings on which the award is based, including calculating any damages awarded. The arbitrator will not have authority to award damages over the amount or other than the types allowed by Section 7 of the Terms. Judgment on the award of the arbitrator may be entered by any court of competent jurisdiction. The arbitrator also may grant any temporary, preliminary, or permanent equitable remedy or relief it deems just and equitable and within the scope of the Terms, including, without limitation, an injunction or order for specific performance. The arbitration award shall be final and binding upon the parties without appeal or review except as permitted by Colorado law or United States federal law.
Notwithstanding the foregoing, either you or Colton Alexander may bring an individual action in small claims court. Such claims shall be exclusively brought in the state or federal courts in Denver County, Colorado. And notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts in Denver, Colorado, to maintain the status quo pending arbitration, and each party agrees to submit to the exclusive personal jurisdiction within Denver County, Colorado, for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.
11.4 Except for subsections
11.2(1) and 11.2(2) above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed invalid, unenforceable, or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed according to its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subsection 11.2(1) or 11.2(2) is invalid, unenforceable, or illegal, then this entire arbitration provision shall be void, and neither you nor Colton Alexander may have arbitration. If a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in Denver, Colorado. By using the Site in any manner, you agree to the above arbitration provision.
For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org.
11.5 Governing Law.
The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of Colorado, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for applying the law of another jurisdiction.
12. General.
12.1 Termination.
Notwithstanding any of these Terms, Colton Alexander reserves the right, without notice and in its sole discretion, to terminate your license to use the Site and to block or prevent your future access to the Site.
12.2 Submissions.
You acknowledge and agree that any questions, comments, suggestions, feedback, ideas, or other information or materials regarding the Site (but excluding any client information) (the “Feedback“) that is provided by you in the form of e-mail or other submissions to Colton Alexander, or any postings on the Site, are (as between you and Colton Alexander) non-confidential and shall become the sole property of Colton Alexander. Colton Alexander shall own exclusive rights, including all intellectual property rights, and may have the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
12.3 IRS Circular 230.
Any discussion of US tax matters contained herein (including any Materials available at the Site) is not intended or written to be used, and cannot be used, for (1) avoiding penalties under the Internal Revenue Code or (2) promoting, marketing, or recommending to another party any transaction or other matter. The foregoing language is intended to satisfy the requirements under the regulations in Section 10.35 of Circular 230.
12.4 Third Party Information.
We may hyperlink to or otherwise provide third-party information on the Site. This is done solely for convenience. We do not endorse or approve of such third-party information or such third parties. If you access linked third-party sites, you do so at your own risk. Direct any concerns regarding any third-party sites to the administrator of the applicable third-party site. Also, refer to the separate terms of use, privacy policies, and other rules posted on the third-party sites before you use them.
12.5 Waiver.
Any waiver or failure to enforce any provision of the Terms once will not be deemed a waiver of any other provision or such provision on any other occasion.
12.6 Severability.
If any provision of the Terms is, for any reason, held to be invalid or unenforceable, the other provisions of the Terms will remain enforceable, and the invalid or unenforceable provision will be deemed modified so it is valid and enforceable to the maximum extent permitted by law.
12.7 Entire Agreement.
The Terms are the final, complete and exclusive agreement of the parties regarding the subject matter hereof and supersede and merge all prior discussions between the parties regarding such subject matter.