Juvan's Health Law & Private Equity Report : Corporate & Health Care Lawyer & Attorney : Jayne Juvan : Benesch Friedlander Law Firm : Private Equity, Corporate Governance

Upon entering Juvan's Health Law Update (the "Blog"), this Terms of Use Agreement ("Agreement") is entered into by and between the individual or entity accessing Juvan's Health Law Update (the "User") and Jayne E. Juvan, Esq. (the "Author").

Whereas, the Author is the creator and publisher of the Blog and desires to publish articles on the Blog (the "Content") on certain occassions as determined by the Author in the Author's sole and absolute discretion;

Whereas, the User desires to access the Content; and

Whereas, the Author desires only to make the Content available only upon certain terms and conditions, one of which is that the User manifests its assent to this Agreement.

Now, therefore, for good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the Author and the User hereby agree to incorporate the foregoing recitals as if fully set forth herein and further agree as follows:

Section 1. The Content. The Author may, in the Author's sole and absolute discretion, publish the Content on the Blog; provided, however, that the Author does not make any representations or warranties regarding the accuracy or reliability of the Content. The Author shall not be required to take any steps whatsoever to verify information contained in the Content. The Author may elect, in the Author's sole and absolute discretion, to cease publication of the Content or to discontinue the Blog at any time. The Author makes no representations or warranties of any kind whatsoever, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose.

Section 2. Legal Advice Disclaimer. The User hereby acknowledges and agrees that the User shall not construe the Blog or the Content as legal advice on any specific facts or circumstances. The User shall not act upon the information contained on the Blog without obtaining professional counsel. The Blog does not create an attorney-client relationship. The User hereby acknowledges that the creation of an attorney-client relationship with the Author requires that the User proceed with a formal client intake process, and that such a relationship with the Author shall not be created unless and until the User and the Author have entered into a formal written agreement, called an "Engagement Letter," setting forth the terms of the relationship including, without limitation, the scope of the engagement. The Author may, in the Author's sole and absolute discretion, decline to provide legal representation to the User.

Section 3. Investment Advice Disclaimer. The User hereby acknoweldges and agrees that the User shall not construe the Content as investment advice and shall not make any investment decision based in whole or in part on the Content contained in the Blog.

Section 4. Assumption of the Risk. The User hereby acknowledges and agrees that the Content may contain information that is not accurate or that is unreliable. The User understands and appreciates the risk associated with relying on the Content and assumes the risk if the User relies on the Content.

Section 5. Comments. The User hereby conveys a fully-paid license to the Author of any and all content included in comments posted to the Blog that are copyrightable by the User (the "Comments"). The Author may distribute, display, publish, reproduce and copy the Comments in the Author's sole and absolute discretion. The Author may also decline to distribute, display, publish, reproduce and copy the Comments in the Author's sole and absolute discretion. The User further acknowledges that the posting of the Comments by the Author does not constitute an endorsement by the Author of the content contained therein, and the User shall not so attribute the Comments as endorsed by the Author. The User, by submitting the Comments, represents and warrants that the User controls any and all rights in and to the content so included in the Comments, including, without limitation, the right to submit the content to the Blog.

Section 6. Links. The Author includes web links to third party publications on this blog (the "Links"). The Author makes no representations or warranties whatsoever as to the content contained in the Links, including, without limitation, representations or warranties as to the accuracy or reliability of the Links. The User shall not hold the Author liable for any inaccurate or unreliable information contained in the Links or if any information contained in the Links violates any state or federal law or regulation in the United States or any other international law.

Section 7. Affiliation with Benesch Friedlander Coplan & Aronoff, LLP. The Author is affiliated with Benesch Friedlander Coplan & Aronoff, LLP ("Benesch"). Benesch does not participate in any way whatsoever with the publication of the Blog. The User hereby acknowledges that Juvan's Health Law Update is Jayne E. Juvan's personal blog; it is not edited by Benesch and, as a result, the User shall not so attribute the Blog or the Content to Benesch.

Section 8. Choice of Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio without regard to conflict of laws principles. Any dispute arising out of this Agreement shall be litigated in the State of Ohio, County of Summit.

Section 9. Assignment. The Author may assign this Agreement to a third party in the Author's sole and absolute discretion.

Section 10. Fair Use. The User may copy short quotations of the Content (the "Quoted Content"); provided, however, that the User shall, in all instances, attribute the Quoted Content to the Author by providing a citation to the Author. The User shall only reproduce full posts upon the receipt of written consent by the Author, which the Author may withhold in the Author's sole and absolute discretion.

Section 11. Indemnification. The User shall indemnify the Author for any and all damages, losses and costs incurred by the Author in connection with the User's breach of this Agreement, including, without limitation, reasonable attorneys' fees.

Section 12. Disagreement. If the User does not assent to all of the terms of this Agreement, the User shall not access, use or cite any content whatsoever contained in the Blog, shall immediately exit the Blog and shall not return to visit the Blog.

The Blog is made available by the Author for educational purposes only as well as to give the User general information and a general understanding of the law, not to provide specific legal advice. By accessing the Blog, you understand and acknowledge that there is no attorney client relationship between you and the Author. The Blog should not be used as a substitute for competent legal advice from a licensed professional attorney in your state.