Terms and Conditions
Terms of Use
Your use of the websites and, mobile sites on which these terms reside (collectively, the “Site”), and the features at this Site are subject to these Terms of Use (the “Terms”), which we may update from time to time. Please read these Terms carefully before using this Site. The Site is owned or controlled by Winston & Strawn LLP (“Company”). This Site is intended for and applicable only for residents of the United States, age 18 or older. If you are from another jurisdiction or under 18 years of age, you may not use this Site.
INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER: THESE TERMS CONTAIN AN INDIVIDUAL ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. BY AGREEING TO THE TERMS, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, CAREFULLY CONSIDERED, AND UNDERSTAND ALL OF THE PROVISIONS OF THE INDIVIDUAL ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, AND THAT YOU EXPRESSLY AGREE TO BE BOUND THEREBY.
Please read these Terms carefully because they govern your access to and use of the Site and set forth legally binding terms applicable to your use of our features made available through the Site. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT ACCESS OR USE THE SITE.
Except as otherwise provided herein, Company may amend these Terms from time to time. Company will provide 30 days-notice of any amendment by commercially reasonable means, including without limitation email. It is your duty to keep the email address you provide to Company current, and to promptly notify Company of any changes to your email address, so that you may receive any notices Company sends to you regarding amendments to these Terms. Unless you expressly agree to an amendment, the amendment shall not be retroactive to conduct that occurred prior to the effective date of the amendment.
You may opt out of any amendment by contacting alumni@winstonalumni.com before the effective date of the amendment. Company reserves the right to terminate its relationship with you if you refuse to accept any amendment. Your continued use of this Site after the effective date of an amendment constitutes your agreement to those changes. Unless you expressly agree to an amendment, the amendment shall not be retroactive to conduct that occurred prior to the effective date of the amendment.
Company may, in its sole discretion, and at any time, discontinue this Site or any part thereof, with or without notice, or may prevent your use of this Site with or without notice to you. You agree that you do not have any rights in this Site and that Company will have no liability to you if this Site is discontinued or your ability to access the Site or any content you may have posted on the Site is terminated.
Your Account
Certain areas of the Site may require registration or may otherwise ask you to provide information to participate in certain features or access certain content. If you elect not to provide such information, you may not be able to access certain content or participate in certain features of the Site or any features at all. If the Site requires you to create an account or otherwise submit information, you agree that you will provide accurate and complete information for your user account; that you will not impersonate a third party in your communications with Company; that you will only submit information about yourself; and that you will otherwise comply with these Terms, including the Posting Policy section of these Terms. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data, and any loss caused by your failure to do so is your responsibility. You may not authorize any other person or entity to use your account or to access restricted or protected content or features available at the Company Site. Creating an account or opting in to receive notifications or offers does not guarantee the receipt of any such messages or the availability to you of any promotional offer.
You are solely responsible for the activity that occurs on your account, including all transactions and other activities undertaken with your device and any stored payment card, whether authorized or unauthorized. You must keep your user account, username, and password secure. You must notify Company immediately of any breach of security or unauthorized use of your account. You further agree not to email, post, or otherwise disseminate any user ID, password, or other information which provides you access to the Site. Company is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. Company shall not be responsible for any losses arising out of the loss or theft of user information transmitted from or stored on a computer or device or from unauthorized or fraudulent transactions associated with the Site.
You understand that you have no ownership rights in your account or other access to the Site or features therein. Company may terminate your access to the Site, cancel your account and/or delete all information associated with your account, including any materials you may have submitted to Company, at any time, and without notice, for any reason, including if Company deems that you have violated these Terms, the law, or for any other reason. Company assumes no liability for any information removed from our Site, and reserves the right to permanently restrict access to the Site or a user account.
Use of the Site
The following requirements apply to your use the Site: (a) you will not use any electronic communication feature of the Site for any purpose that is unlawful, tortious, abusive, intrusive on another's privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful; (b) you will not upload, post, reproduce, or distribute any information, software, or other material protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights; (c) you will not collect or store personal data about other users; (d) you will not use the Site for any commercial purpose not expressly approved by Company in writing; (e) you will not upload, post, email, or otherwise transmit any advertising or promotional materials or any other form of solicitation or unauthorized communication; (f) you will not upload, post, email, or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment.
Personal Information
On certain areas of our Site, you may be given the ability to provide us with personally identifiable information. Please read our Privacy Policy for more information about our information collection, use and sharing practices.
Company Content
Content on this Site that is provided by Company or its licensors, including data, graphics, photographs, images, screen shots, text, digitally downloadable files, trademarks, logos, product and program names, slogans, and the compilation of the foregoing ("Company Content") is the property of Company and its licensors, and is protected in the U.S. and internationally under trademark, copyright, and other intellectual property laws.
You agree not to download, display or use any Company Content located on the Site for use in any publications, in public performances, on websites other than this Site for any other commercial purpose, in connection with products or services that are not those of Company, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Company and/or its licensors, that dilutes the strength of Company's or its licensor's property, or that otherwise infringes Company’s or its licensors’ intellectual property rights. You further agree to in no other way misuse any Company Content or third party content that appears on this Site.
Posting Policy
From time to time on certain areas of our Site you may be able to submit photos, written posts and certain other materials ("Your Data"). By using these features, you agree that you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist, infringing, pornographic, violent or otherwise objectionable or inappropriate as determined by Company; that you will not post any content that contains personal information about any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; that you will not impersonate any person or organization, including without limitation, the personnel of Company, or misrepresent an affiliation with another person or organization; you will not post any content that contains viruses, corrupted files, or any other similar software or programs that may adversely affect the operation of the Site, or feature of the Site. You further understand and agree that you have no ownership rights in materials you submit to us, to any account you may have with us, or other access to the Site or features therein. Company may cancel your account and delete all Your Data associated with your account at any time, and without notice, if Company deems that you have violated these Terms, the law, or for any other reason. Company assumes no liability for any information removed from our Site and reserves the right to permanently restrict access to the Site or a user account.
By displaying, publishing, or otherwise posting any Your Data on or through the Site, you hereby grant to Company a perpetual, irrevocable, non-exclusive, transferable, sub-licensable (through multiple tiers), worldwide, fully-paid, royalty free license, in all fields of use, under any and all rights (including all patent, trade secret, copyright and other intellectual property rights) in and with respect to Your Data, or any portion thereof, including all rights to make, have made, import, use, offer for sale, sell, copy, modify, create derivative works, publicly perform, publicly display, distribute and otherwise commercially exploit Your Data or any portion thereof. You continue to retain all ownership rights in your Your Data, and you continue to have the right to use your Your Data in any way you choose, subject to these Terms and the license described herein. You represent and warrant that you own the content submitted, displayed, published or posted by you on the Site and otherwise have the right to grant the license set forth herein, and the displaying, publishing or posting of any content you submit, and our use thereof does not and will not violate the privacy rights, publicity rights, copyrights, trademark rights, patents, contract rights or any other intellectual property rights or other rights of any person or entity.
Third Party Websites
This Site may hyperlink to sites not maintained by or related to Company. Hyperlinks are provided as a service to users and are not sponsored by or affiliated with this Site or Company, and Company makes no representations or warranties about the content, completeness, or accuracy of those third-party sites. Information you submit at a third-party site accessible from this Site is subject to the terms of that site's privacy policy, and Company has no control over how your information is collected, used, or otherwise handled.
Additional Terms
You understand that certain offers, services and features that may be available on the Site may be subject to additional specific terms and conditions. This may include, but is not limited to, contests and sweepstakes, or other promotions. In the event of any conflict between these Terms and any such specific terms and conditions, the specific terms and conditions will control.
Representations, and Limitations of Liability
Company makes no representations about the reliability of the features of this Site, the Content, Your Data, or any other Site feature, and disclaims all liability in the event of any service failure. You acknowledge that any reliance on such material or systems will be at your own risk. Company makes no representations regarding the amount of time that any Content or Your Data will be preserved.
Company does not endorse, verify, evaluate or guarantee any information provided by users and nothing shall be considered as an endorsement, verification or guarantee of any Your Data. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites which contain or suggest an endorsement by Company without the prior review and written approval of Company.
THIS SITE IS PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE MADE WITH RESPECT TO THIS SITE OR ANY INFORMATION OR SOFTWARE THEREIN. NO WARRANTIES ARE MADE BY THE COMPANY WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE THEREOF. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE (WHERE PERMITTED BY LAW), SHALL COMPANY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (COLLECTIVELY, “DAMAGES”) THAT RESULT FROM THE USE OF OR INABILITY TO USE THIS SITE, NOR SHALL COMPANY BE RESPONSIBLE FOR ANY DAMAGES WHATSOEVER THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE WHETHER OR NOT CAUSED BY EVENTS BEYOND COMPANY’S REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, COMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO THIS SITE'S RECORDS, PROGRAMS, OR SERVICES. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO A NEGLIGENT ACT, WILL COMPANY OR ITS AFFILIATES OR AGENTS BE LIABLE FOR ANY DAMAGE OF ANY KIND THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES; AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND THE FOREGOING PARAGRAPH SHALL NOT APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAWS. FOR EXAMPLE, THE FOREGOING PARAGRAPH SHALL NOT APPLY TO A RESIDENT OF NEW JERSEY TO THE EXTENT DAMAGES TO SUCH NEW JERSEY RESIDENT ARE THE RESULT OF COMPANY’S NEGLIGENT, FRAUDULENT OR RECKLESS ACT(S) OR INTENTIONAL MISCONDUCT.
Jurisdiction and Venue
Except as provided herein, and to the fullest extent permitted under applicable law, jurisdiction and venue of any matter or Dispute (defined below) not subject to arbitration shall reside exclusively in a state or federal court sitting in Chicago, Illinois.
Except as provided herein, and to the fullest extent permitted under applicable law, these Terms are to be construed in accordance with and governed by the laws of the State of Illinois, without regard to its choice of law principles.
Notwithstanding anything to the contrary herein, residents of a state with a law providing that agreements requiring resolution of claims or Disputes outside of that state are void, unlawful, or unenforceable, shall be entitled to pursue resolution of claims and Disputes within the state in which they reside, to the extent required under that state’s law. For such claims and Disputes brought in such other state, to the extent allowed by that state’s law, all other terms of the Individual Arbitration Agreement and Class Action Waiver shall apply to such claim or Dispute, including without limitation the mutual obligation to arbitrate and/or litigate claims and Disputes on an individual basis.
Miscellaneous
Both you and Company acknowledge and agree that no partnership is formed and neither of you nor Company has the power or the authority to obligate or bind the other.
The failure of Company to comply with these Terms because of an act of God, war, fire, riot, terrorism, earthquake, actions of federal, state or local governmental authorities or for any other reason beyond the reasonable control of Company, shall not be deemed a breach of these Terms.
If Company fails to act with respect to your breach or anyone else's breach on any occasion, Company is not waiving its right to act with respect to future or similar breaches.
If any provision of the Terms or the Individual Arbitration Agreement, in its current form or as may be amended, is found to be invalid or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed, and the remaining terms and provisions shall remain in full force and effect. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible. This provision shall survive the expiration or cancellation of the Terms for any reason.
These Terms constitute a binding agreement between you and Company. These Terms constitute the entire agreement between you and Company regarding the use of the Site and your account.
Binding Individual Arbitration Agreement (the “Individual Arbitration Agreement”)
Except as otherwise provided herein, this Individual Arbitration Agreement requires arbitration of any disputes between you and Company, including its affiliates, owners, members, managers, directors, officers, parent companies, predecessors, successors, and employees (the “Affiliated Parties”) (each, together with, as applicable, each of the Affiliated Parties, a “Party” and collectively, the “Parties”), including without limitation any controversy, claim or dispute of whatever nature arising between the Parties, including but not limited to those arising out of or relating to the Terms, the Site, use of the Site, the Privacy Policy, or the commercial, economic or other relationship of the Parties, whether such claim is based on rights, privileges or interests recognized by or based upon statute, contract, tort, common law or otherwise (“Dispute”). In arbitration, there is generally less discovery and appellate review than in court and there is no jury.
Unless the laws of the state or province in which you reside expressly require otherwise, all Disputes shall be submitted for resolution in Houston, Texas and shall be decided by a single arbitration administered by the American Arbitration Association (“AAA”) (www.adr.org). Unless modified by this Agreement, the arbitration will adhere to AAA’s Consumer Arbitration Rules (www.adr.org). The AAA Rules will be provided upon request to alumni@winstonalumni.com.
The initial case filing fee is the responsibility of the Party initiating the arbitration. If you commence arbitration, Company will pay the portion of the initial case filing fees you are required to pay that exceeds the amount you would have been required to pay to file in court. Company will pay for the remaining costs imposed by the arbitration provider and each Party is responsible for its own costs and attorney’s fees, except where applicable law would entitle that Party to recover such fees and costs if the dispute were litigated in court.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES AGREE THAT EACH PARTY MAY ASSERT A CLAIM OR COUNTERCLAIM IN THAT PARTY’S INDIVIDUAL CAPACITY ONLY (NOT AS A CLASS OR REPRESENTATIVE ACTION) AND YOU EXPRESSLY WAIVE ANY RIGHT YOU MAY HAVE TO PROCEED IN ANY CLASS OR REPRESENTATIVE ACTION. IF A COURT OR ARBITRATOR DECIDES THAT ANY PART OF THIS AGREEMENT CANNOT BE ENFORCED AS TO A PARTICULAR CLAIM FOR RELIEF OR REMEDY (SUCH AS INJUNCTIVE RELIEF), THEN, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THAT CLAIM OR REMEDY (AND ONLY THAT CLAIM OR REMEDY) MUST BE BROUGHT IN COURT AND MUST BE STAYED PENDING ARBITRATION OF THE ARBITRABLE CLAIMS AND REMEDIES.
Except as otherwise provided herein, Disputes concerning the validity, application, scope, enforceability, or interpretation of this Individual Arbitration Agreement will be exclusively decided by the arbitrator. This Individual Arbitration Agreement and associated arbitration-related proceedings and conduct, including issues regarding discovery, waiver, estoppel, breach, default, or timing of arbitration-related payments—before, during, or after arbitration—will be governed by the Federal Arbitration Act, 9 U.S.C § 1 et seq., and federal common law, not by any state laws or procedures regarding arbitration. The arbitrator at all times holds the exclusive authority to address challenges to this Individual Arbitration Agreement, including questions of waiver, estoppel, breach, default, or the timing of payments relating to arbitration, or the validity or scope of this Individual Arbitration Agreement.
You and Company agree that the information-sharing (“discovery”) process in the AAA Consumer Rules will be presumed adequate for most claims. The arbitrator has the discretion to authorize additional discovery upon a showing of substantial need and that such additional discovery would not be unduly burdensome and would not unduly delay the arbitration. The Parties also agree that they may have valuable trade secrets and confidential information. The Parties agree to take all necessary steps to protect from public disclosure the Parties’ trade secrets and confidential information in any proceeding pursuant to this Individual Arbitration Agreement.
If one Party files a court action instead of arbitration, all proceedings will be stayed until resolution of any proceedings to compel arbitration, including appeals.
All Parties retain the right to seek relief in a small claims court for disputes or claims within that court’s jurisdiction.
Bellwether Arbitration Procedures: Notwithstanding any provision of the AAA Rules or AAA’s Mass Arbitration Supplementary Rules, these bellwether procedures shall be used when more than 10 arbitration cases pending at the same time present substantially similar or overlapping allegations of fact or law. Notwithstanding anything to the contrary provided herein, a court of competent jurisdiction, and not AAA or an arbitrator, shall resolve any dispute over whether these bellwether procedures apply to any group of claims.
The Parties recognize and agree that a large number of arbitration cases with similar allegations will impose excessive transaction costs regardless of the cases’ merit or lack of merit. The Parties also recognize and agree that it is logistically difficult or impossible to arbitrate simultaneously large numbers of substantially similar cases. The Parties therefore agree to use bellwether litigation procedures similar to those that courts use in mass-tort cases, based on the judiciary’s experience that, after one or a few cases are tried to verdict, most or all of the other cases settle or otherwise resolve themselves.
The Parties thus agree that, to the maximum extent permitted by law, no more than 10 cases/arbitrations will be active at any one time. All remaining cases will be stayed, with the statute of limitations tolled. The Parties understand and agree that if these bellwether arbitration procedures apply, then adjudication of the Dispute may be delayed. Unless the Dispute resolves in advance, the arbitrator(s) shall render their final and binding decision in any Dispute subject to these bellwether procedures within 180 days of the initial pre-hearing conference.
As soon as one of the original active cases is resolved (by decision, settlement, or otherwise), a stayed arbitration shall replace it on the list of 10 active cases/arbitrations. Except as provided below, cases shall be placed on or moved to the active list in the order in which demands for arbitration are first received. Until a case is on or is moved to the list of 10 active cases, the sum any Party paid to initiate a case shall be refunded, and no Party shall have any obligation to pay any AAA or arbitrator fees.
If You claim exceptional hardship from any delay pursuant to this bellwether procedure, You may petition Company to waive the 10-case limit for that case. If Company does not agree, You may petition AAA to place the case/arbitration on the list of 10 active cases, on the ground that delay will impose exceptional hardship. If AAA finds exceptional hardship and grants the petition, AAA shall (based on its determination of relative hardship) remove one other case from the list of 10 active cases/arbitrations and place it at the head of the list of stayed cases. Under no circumstances shall AAA place more than 10 cases/arbitrations into active status. If more than 10 hardship applications are granted, AAA shall determine which 10 cases/arbitrations shall proceed first, based on its determination of relative hardship.
You may opt out of the arbitration obligations of this Agreement within 30 days after you sign it by sending a letter to: alumni@winstonalumni.com, stating your name, and intent to opt out. Opting out of this Agreement has no effect on your or Company’s arbitration or other obligations arising out of any other agreement or contract.
Notwithstanding anything to the contrary in the Terms, any amendment by Company to this Individual Arbitration Agreement shall take effect only upon your express agreement to such amendment. You may indicate agreement to such proposed amendment by following the instructions accompanying the proposed amendment. Company may terminate your account if you do not agree to a proposed amendment to the Individual Arbitration Agreement within thirty (30) days after notice of the amendment is provided. Any such amendment shall apply to all claims or other Disputes brought by the Parties on or after the effective date of the amendment, regardless of the date of occurrence or accrual of any facts underlying such claims or Disputes.
This Individual Arbitration Agreement will survive termination of the Terms.
Class Action Waiver:
TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES AGREE THAT EACH PARTY MAY ASSERT A CLAIM OR COUNTERCLAIM IN THAT PARTY’S INDIVIDUAL CAPACITY ONLY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION SUCH PROCEEDINGS BROUGHT IN FEDERAL OR STATE COURT.