Legal Notices

Last modified June 30, 2016

These Legal Notices, as amended by us at any time and from time to time, set out the basis on which you may use this website and provide important information about the way we provide our services.

 

General Information

Goodwin Procter is an international legal practice carried on by Goodwin Procter LLP and its affiliated undertakings.

Goodwin Procter comprises Goodwin Procter LLP, a limited liability partnership established under the laws of the Commonwealth of Massachusetts, United States of America and maintaining offices in Boston, Los Angeles, Menlo Park, New York City, San Francisco and Washington DC, and in Frankfurt, Germany (“Goodwin Procter (US)”); Goodwin Procter, a Hong Kong general partnership and maintaining an office in Hong Kong (“Goodwin Procter (Hong Kong)”); Goodwin Procter (UK) LLP, a limited liability partnership incorporated in England and Wales and maintaining an office in London (“Goodwin Procter (UK)”); and Goodwin Procter (France) LLP, a limited liability partnership incorporated in England and Wales and maintaining offices in London and Paris (“Goodwin Procter (France)”).

The term “partner” refers to a partner in Goodwin Procter (US) or Goodwin Procter (HK), a member of Goodwin Procter (UK) or Goodwin Procter (France) or a person with equivalent standing and qualifications. A list of partners is open to inspection at each of the firm’s offices.

Goodwin Procter maintains appropriate registrations in the jurisdictions in which its offices are located. The firm is therefore subject to the rules of the various jurisdictions and professional bodies depending on where each office is located. The firm’s lawyers are subject to the rules of the regulatory bodies to which they are admitted and are admitted to practice in the jurisdictions listed on their individual resumes.

References in the Legal Notices and elsewhere on this website to Goodwin Procter mean Goodwin Procter (US), Goodwin Procter (Hong Kong), Goodwin Procter (UK) and Goodwin Procter (France) or one or more of those practices as the context may require.

France

General

Goodwin Procter practices law in France through Goodwin Procter (France) LLP, a limited liability partnership registered in England and Wales (with registered number OC411289) and registered with the Paris Bar Association (Barreau de Paris) pursuant to Directive 98/5/CE in France.

A list of the names of the members of Goodwin Procter (France) LLP (who are solicitors of England and Wales, exempt European lawyers and registered foreign lawyers) is available for inspection at the registered office and at the Paris office (details of which are set out below).  Members based in the Paris office are avocats à la Cour, registered with the Paris Bar Association (Barreau de Paris).

Lawyers based in the Paris office are subject to regulation by the Paris Bar Association (Barreau de Paris) and/or by the relevant regulatory body in their place of admission.

In connection with the provision of legal services in England and Wales, Goodwin Procter (France) LLP is authorized and regulated by the Solicitors Regulation Authority (SRA number 629418) and the legal and regulatory provisions set out in connection with Goodwin Procter (UK) LLP in the section relating to the United Kingdom below apply equally to Goodwin Procter (France) LLP.

Contact

Goodwin Procter (France) LLP can be contacted at its registered office as follows:

100 Cheapside
London EC2V 6DY
Phone +44 (0) 20.7447.4200
Fax +44 (0) 20.7447.4201
Email devans@goodwinprocter.com

Or at its branch office in Paris as follows:
12 rue d’Astorg
75008 Paris
France
Phone +33 1 86 26 11 92
Email mbloch@goodwinprocter.com

The chairman of the Paris office is Maxence Bloch.

Value Added Tax (VAT)

Goodwin Procter (France) LLP is registered for VAT purposes in France with VAT registration number FR 26 821 859 212.

Professional Rules

The “Internal Rules of the Paris Bar” (Règlement Intérieur du Barreau de Paris) published by the National Bars Council (Conseil National des Barreaux) sets out the rules and principles of professional conduct for practising lawyers (avocats) in Paris and can be accessed via the Paris Bar Association’s website using the following link: www.avocatparis.org

Complaints

The Paris Bar Association (Barreau de Paris) provides various procedures for dispute resolution.  Details of the procedures can be obtained from the Paris Bar Association (Barreau de Paris), at www.avocatparis.org (exercise de la profession/textes sur la profession/décret no.91-1197). For information about disciplinary procedures which can be launched by the Paris Bar Association (Barreau de Paris) at the suit of any interested person, see www.avocatparis.org.

Anti-Money Laundering

In France there are several pieces of legislation aimed at preventing money laundering and terrorist financing and enabling prosecutions to be brought, including the French Monetary and Financial Code (Code monétaire et financier) and the French Criminal Code (Code pénal).  These laws, together with other supporting legislation such as Order No. 2009-104 of 30 January 2009  (Ordonnance n° 2009-104 du 30 Janvier 2009 relative à la prévention de l'utilisation du système financier aux fins de blanchiment de capitaux et de financement du terrorisme), impose certain controls on financial businesses and law firms.

We are obligated to undertake detailed client due diligence on, and ongoing monitoring of, new and existing clients which includes due diligence on connected parties such as the beneficial owners of a client. Accordingly, we ask clients to provide promptly any identification and verification information we request. We may from time to time use online information sources, including electronic verification, to meet our client due diligence obligations.

We may also be obliged to report to the relevant authorities (such as TRACFIN (Traitement du Renseignement et Action Contre les Circuits Financiers Clandestins)) if at any time we become aware of or suspect (whether from the client concerned or any other person) the existence of the proceeds of a crime in relation to any services in which we are engaged. In certain circumstances our obligation to make a report will override our duty of lawyer – client confidentiality and we may not be permitted to inform the client concerned whether or not we have made, or might intend to make, such a report.

We may terminate the provision of any services to a client, or be instructed to do so by the relevant authorities, or allow any competent regulatory body to implement a verification procedure, if that client fails to provide evidence of identity or if we suspect that the client or any other party connected with the client or with the matter is involved in activities prescribed by the anti-money laundering or counter-terrorist financing legislation.

Germany

Klicken Sie hierfür eine Übersetzung der rechtlichen Hinweise im Zusammenhang mit unserem Frankfurter Büro.

This information is provided pursuant to section 5 of the German Telemedia Act (Telemediengesetz/ TMG) and section 2 of the German Ordinance on Service Providers’ Duty to Inform (Diestleistungs-Informationspflichten-Verordnung/DL-InfoV).

General

Goodwin practices law in Germany through Goodwin Procter LLP, a limited liability partnership established under the laws of the Commonwealth of Massachusetts, United States of America. The personal liability of our partners is limited to the extent provided by law. Goodwin Procter LLP has its principal office at 100 Northern Avenue, Boston, MA 02210, United States of America.

Contact

Goodwin Procter LLP can be contacted as follows:

TaunusTurm
Taunustor 1
60310 Frankfurt am Main
Germany
Phone +49 (0) 69 6677 38500
Fax +49 (0) 69 6677 38600

Email skock@goodwinlaw.com

The chairman (and legal representative) of the Frankfurt office is Dr. Stephan Kock.

Professional Titles and Bar Admissions

All our lawyers acting in Germany (other than foreign lawyers) are admitted within the Federal Republic of Germany to practice as lawyers (Rechtsanwalt) and are members of the Bar (Rechtsanwaltskammer) for Frankfurt am Main, the contact details for which are as follows:

Rechtsanwaltskammer Frankfurt am Main
Bockenheimer Anlage 36
60322 Frankfurt am Main

Germany

http://www.rechtsanwaltskammer-ffm.de

Lawyers also acting as tax advisers (Steuerberater) are admitted within the Federal Republic of Germany to practice as tax advisers and are members of the Bar (Steuerberaterkammer) for Frankfurt am Main, the contact details for which are as follows:

Steuerberaterkammer Hessen
Bleichstraße 1
60313 Frankfurt am Main
Germany

http://www.stbk-hessen.de

Professional Rules

The following provisions on occupational law apply:

for lawyers:

BRAO – Bundesrechtsanwaltsordnung (Federal Lawyers' Order);

BORA – Berufsordnung für Rechtsanwälte (Professional Code for Lawyers);

FAO – Fachanwaltsordnung (Specialist Lawyers' Order);

RVG – Gesetz über die Vergütung der Rechtsanwältinnen und Rechtsanwälte (Act for the Remuneration of Lawyers);

Berufsregeln der Rechtsanwälte der Europäischen Gemeinschaft (CCBE) (Professional Rules for Lawyers in the European Community); and

Gesetz über die Tätigkeit europäischer Rechtsanwälte in Deutschland (EuRAG) v. 9.3.2000 (BGBI. I S. 182) (Law Implementing the Directives of the European Community pertaining to the professional law regulating the legal profession).

These professional regulations can be found, among other places, on the website of the Federal Bar Association (http://www.brak.de/fuer-anwaelte/berufsrecht/);

for tax advisers:

StBerG – Steuerberatungsgesetz (Tax Advisors Act);

DVStB - Durchführungsverordnung zum Steuerberatungsgesetz (Implementation Regulations for the Tax Advisors Act);

BOStB - Berufsordnung der Bundessteuerberatungskammer (Professional Code for Tax Advisors); and

StBGebV – Steuerberatergebührenverordnung (Tax Advisor Costs Order).

These professional regulations can be found, among other places, on the website of the German Federal Chamber of Tax Advisors (http://www.bstbk.de/de/steuerberater/) under the heading “Weiterführende Links”.

Value Added Tax (VAT)

Goodwin Procter LLP is registered for VAT purposes in Germany with VAT identification number DE303788105.

Professional Indemnity Insurance

To comply with the professional requirements in Germany, Goodwin Procter LLP has a professional indemnity insurance for its lawyers and tax advisers with AXA Versicherung AG, Colonia-Allee 10-20, 51067 Cologne, Germany. This insurance covers activities worldwide.

The firm further holds a globally applicable professional liability insurance.

Anti-Money Laundering

In Germany there are several pieces of legislation aimed at preventing money laundering and terrorist financing and enabling prosecutions to be brought, including Gesetz über das Aufspüren von Gewinnen aus schweren Straftaten (Geldwäschegesetz - GwG) (Money Laundering Act) and the Criminal Code. These laws impose certain controls on financial businesses and law firms.

We are obligated to undertake detailed client due diligence on, and ongoing monitoring of, new and existing clients which includes due diligence on connected parties such as beneficial owners of a client. Accordingly, we ask clients to provide promptly any identification and verification information we request. We may from time to time use online information sources, including electronic verification, to meet our client due diligence obligations.

We may also be obliged to report to the relevant authorities (such as the Financial Intelligence Unit of the Federal Criminal Police Office (Bundeskriminalamt)) if at any time we become aware of or suspect (whether from the client concerned or any other person) the existence of the proceeds of crime in relation to any services in which we are engaged. In certain circumstances our obligation to make a report will override our duty of lawyer – client confidentiality and we may not be permitted to inform the client concerned whether or not we have made, or might intend to make, such a report.

We may terminate the provision of any services to a client, or be instructed to do so by the relevant authorities, if that client fails to provide evidence of identity or if we suspect that the client or any other party connected with the client or with the matter is involved in activities prescribed by the anti-money laundering or counter-terrorist financing legislation.

Hong Kong

Goodwin Procter is a Hong Kong general partnership and is registered with and regulated by The Law Society of Hong Kong.

Lawyers based in the Hong Kong office who are admitted as solicitors in Hong Kong are regulated by The Law Society of Hong Kong. Lawyers based in the Hong Kong office who are not admitted as solicitors in Hong Kong are subject to regulation by The Law Society of Hong Kong and/or by the relevant regulatory body in their place of admission.

Contact

Goodwin Procter can be contacted as follows:

One Exchange Square
Suite 2801, 8 Connaught Place
Central Hong Kong
Phone +852 3658 5300
Fax +852 2801 5515
Email yrana@goodwinlaw.com

The chairman of the Hong Kong office is Yash Rana.

Professional Rules

The “Hong Kong Solicitors’ Guide to Professional Conduct” published by The Law Society of Hong Kong (the “Guide to Professional Conduct”) sets out the rules and principles of professional conduct for practicing solicitors and can be accessed by the following link:

http://www.hklawsoc.org.hk/pub_e/professionalguide/volume1/default.asp

Anti-Money Laundering

In Hong Kong there are several pieces of legislation aimed at preventing money laundering and terrorist financing and enabling prosecutions to be brought, including the Drug Trafficking (Recovery of Proceeds) Ordinance (Cap. 405), the Organized and Serious Crimes Ordinance (Cap. 455), the United Nations (Anti-Terrorism Measures) Ordinance (Cap. 575), and the Anti-Money Laundering and Counter-Terrorist Financing (Financial Institutions) Ordinance (Cap. 615).

Under Practice Direction P of the Guide to Professional Conduct we are obligated to undertake detailed client due diligence on, and ongoing monitoring of, new and existing clients which includes due diligence on connected parties such as the beneficial owners of a client. Accordingly, we ask clients to provide promptly any identification and verification information we request. We may from time to time use online information sources, including electronic verification, to meet our client due diligence obligations.

We may also be obliged to report to the relevant authorities (such as the Joint Financial Intelligence Unit, the Police, Customs & Excise or the Independent Commission Against Corruption) if at any time we become aware of or suspect (whether from the client concerned or any other person) the existence of the proceeds of drug trafficking and other indictable offices in relation to any services in which we are engaged. In certain circumstances our obligation to make a report will override our duty of lawyer – client confidentiality and we may not be permitted to inform the client concerned whether or not we have made, or might intend to make, such a report.

We may terminate the provision of any services to a client, or be instructed to do so by the relevant authorities, if that client fails to provide evidence of identity or if we suspect that the client or any other party connected with the client or with the matter is involved in activities prescribed by the anti-money laundering or counter-terrorist financing legislation.

United Kingdom

General

Goodwin Procter (UK) LLP is a limited liability partnership registered in England and Wales (with registered number OC362294) and is authorized and regulated by the Solicitors Regulation Authority (the “SRA”) (SRA number 564695).

Goodwin Procter (UK) LLP is not authorized by the Financial Conduct Authority (the “FCA”) but it is included on the register maintained by the FCA so that it can carry out certain insurance mediation activity, which is broadly the advising on, selling and administration of insurance contracts. This part of our business, including redress if something goes wrong, is also regulated by the SRA. The register can be accessed via the FCA website at http://www.fca.org.uk/register.

Lawyers based in the London office who are admitted as solicitors in England and Wales are regulated by the SRA. Lawyers based in the London office who are not admitted as solicitors in England and Wales are subject to regulation by the SRA and/or by the relevant regulatory body in their place of admission.

Contact

Goodwin Procter (UK) LLP can be contacted at its registered office as follows:

100 Cheapside
London EC2V 6DY
Phone +44 (0) 20.7447.4200
Fax +44 (0) 20.7447.4201
Email devans@goodwinlaw.com

The chairman of the London office is David Evans.

Value Added Tax (VAT)

Goodwin Procter (UK) LLP is registered for VAT purposes in the United Kingdom with VAT registration number GB 941 7229 21.

Professional Rules

The “Solicitors’ Code of Conduct” published by the SRA sets out the rules and principles of professional conduct for practising solicitors and can be accessed via the following link:

http://www.sra.org.uk/solicitors/handbook/code/content.page

Complaints

Goodwin Procter (UK) LLP is committed to providing the highest quality services to all of our clients. However, if you have any concerns or complaints regarding the amount of our fees or expenses or the quality or effectiveness of our services, or the terms of our engagement, please contact either the relevant matter partner or your relationship partner (if different). We have a complaints handling procedure which is available on request.

If your complaint is not dealt with by us to your satisfaction, you may have the right to take your complaint to the Legal Ombudsman (the “LeO”). The LeO will consider complaints from members of the public very small businesses, a charity club or organisation with an annual net income of less than £1 million or a trust with a net asset value of less than £1 million.

Normally you will need to bring a complaint to the LeO within 6 months of receiving a final written response from us about your complaint. Additionally, you must make the complaint to the LeO within 6 years from the problem arising or 3 years from when you should reasonably have known there was cause for complaint. The problem giving rise to the complaint, or your awareness of the problem, must have occurred after October 5, 2010.

More information is available at the LeO’s website which can be accessed via the following link:

http://www.legalombudsman.org.uk.

You may also be entitled to object to an invoice rendered by us by applying to the court for an assessment of the invoice under Part III of the Solicitors Act 1974. However, the LeO may not deal with a compliant about an invoice if you have applied to the court for an assessment of that invoice.

Professional Indemnity Insurance

In accordance with the disclosure requirements of the Provision of Services Regulations 2009, details of Goodwin Procter (UK) LLP’s compulsory professional indemnity insurance in England and Wales are as follows. Our insurer is Pembroke Syndicate 4000. The insurance extends to acts or omissions on the part of Goodwin Procter (UK) LLP wherever in the world they occur. The policy number is QB1504044.

Anti-Money Laundering

In the United Kingdom there are several pieces of legislation aimed at preventing money laundering and terrorist financing and enabling prosecutions to be brought, including the Proceeds of Crime Act 2002 (as amended by the Serious Organised Crime and Police Act 2005) and the Terrorism Act 2000. These laws, together with other supporting legislation such as the Money Laundering Regulations 2007, impose certain controls on financial businesses and law firms.

We are obligated to undertake detailed client due diligence on, and ongoing monitoring of, new and existing clients which includes due diligence on connected parties such as the beneficial owners of a client. Accordingly, we ask clients to provide promptly any identification and verification information we request. We may from time to time use online information sources, including electronic verification, to meet our client due diligence obligations.

We may also be obliged to report to the relevant authorities (such as the National Crime Agency or Action Fraud) if at any time we become aware of or suspect (whether from the client concerned or any other person) the existence of the proceeds of a crime (however minor) in relation to any services in which we are engaged. In certain circumstances our obligation to make a report will override our duty of lawyer – client confidentiality and we may not be permitted to inform the client concerned whether or not we have made, or might intend to make, such a report.

We may terminate the provision of any services to a client, or be instructed to do so by the relevant authorities, if that client fails to provide evidence of identity or if we suspect that the client or any other party connected with the client or with the matter is involved in activities prescribed by the anti-money laundering or counter-terrorist financing legislation.

Handling of Client Funds and Accounting for Interest

Goodwin Procter (UK) LLP will, at the request of clients and at our discretion, receive, hold and transfer funds relating to matters on which we are engaged. How we handle client funds is governed by the SRA Accounts Rules. A copy of our policy relating to client funds and the payment of interest is available on request.

United States of America

General

Goodwin Procter LLP is a limited liability partnership established under the laws of the Commonwealth of Massachusetts, United States of America.

Contact

Goodwin Procter LLP can be contacted as follows:

100 Northern Avenue
Boston, MA 02210
Phone +1 617 570 1000
Fax + 617 523 1231

Attorney Advertising

Prior results do not guarantee a similar outcome.

If you have any questions for the purposes of the attorney advertising rules, please contact Goodwin Procter LLP.

Anti-Money Laundering

If your matter requires the involvement of lawyers from our offices outside the United States, it may be necessary for us to use online information sources, including electronic verification, to meet our client due diligence obligations pursuant to the laws and regulations of the relevant jurisdictions. This will be the case whether or not you are a longstanding client of the firm.

Website Terms of Use

Last updated: June 22, 2016

Acceptance of the Terms and Conditions

This Terms of Use Agreement, along with all other agreements, disclaimers and disclosures displayed on Site (collectively, the “Agreement”) states the terms and conditions under which you may use the website located at www.goodwinprocter.com, all Goodwin Procter operated microsites accessible therein, and all Content available therein (the “Site”). Please read this Agreement carefully. This Site is provided by Goodwin Procter LLP and contains various information in the form of data, text, reports, templates, agreements and other materials relating to and/or provided by Goodwin Procter LLP and its affiliated entities (“Goodwin Procter” or “we”) and its third party content providers, (collectively, the “Content”).

By accessing, browsing and/or using this Site and its Content, you acknowledge that you have read, understood and agree to be legally bound by this Agreement. We reserve the right to amend this Agreement at any time and from time to time. You should check this Agreement, available through a link on all of the Site’s pages, each time you use the Site to determine if any changes have been made. If you use the Site after the amended Agreement has been posted, you will be deemed to have agreed to the amended Agreement.

Legal Information

All Content is for informational purposes only and may not reflect the most current legal developments. The Content of this Site may be considered advertising for legal services under the laws and rules of professional conduct of the jurisdictions in which we practice. The Content is not offered as legal or any other advice on any particular matter. Any opinions expressed through the Content of this Site are the opinions of the particular author and may not reflect the opinions of Goodwin Procter or any individual lawyer. The transmission and receipt of information contained on the Site, in whole or in part, or communication with Goodwin via the Internet or e-mail through this Site is not intended to create and does not constitute a lawyer-client relationship between you and Goodwin Procter. You should not send us any confidential information in response to this Site. Such responses will not create a lawyer-client relationship, and whatever you disclose to us will not be privileged or confidential unless we have agreed to act as your legal counsel and you have executed a written engagement agreement with Goodwin. You should not act or refrain from acting on the basis of any Content included in the Site without seeking the appropriate legal or professional advice on the particular facts and circumstances at issue.

Use of Cookies

This website uses cookies. For information on how we use cookies on this website, see Use of Cookies.

Intellectual Property Rights

You acknowledge that this Site and various elements contained therein are protected by copyrights, trademarks, trade secrets, patents, or other proprietary rights, and that these worldwide rights are valid and protected in all forms, media, and technologies existing now and hereinafter developed. You also acknowledge that the Content is and shall remain the property of Goodwin or its licensors. You agree to comply with all intellectual property laws and you shall not encumber any interest in, or assert any rights to, the Content. You may not modify, transmit, participate in the sale or transfer of, or create derivative works based on any Content, in whole or in part. However, you may print a reasonable number of copies of the Content for your personal use provided that you maintain any notices contained in the Content, such as all copyright notices, trademark legends, or other proprietary rights notices.

Trademarks

Goodwin Logo          Goodwin Logo                

are trademarks and service marks of Goodwin Procter LLP (collectively the “Goodwin Trademarks”). Other company, product, and service names and logos used and displayed on this Site may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Goodwin. Nothing on this Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Goodwin Procter Trademarks displayed on this Site, without our prior written permission in each instance. All goodwill generated from the use of Goodwin Procter Trademarks will inure to the benefit of Goodwin Procter LLP.

Linking and Framing

We prohibit the use of any links to the Site from any other websites unless establishment of such a link is approved in advance by us in writing. You may not frame any elements of this Site with any other website without our prior written permission.

Communications with Goodwin

Please be advised that we cannot guarantee the confidentiality of any communication or material transmitted to us via the Site or via electronic mail. Accordingly, we suggest that you use caution when transmitting any information to us via the Internet. Goodwin expressly disclaims any liability for damages resulting from third party interception of your communications with us via the Internet. If you choose to send us any information via the Site or via e-mail, you do so solely at your own risk.

Copyright Complaints

If you believe this Site contains Content that infringes your copyright, please provide the information listed below to our designated agent for claims of copyright infringement:

Our designated agent may be contacted as follows:

Jacqueline Klosek
The New York Times Building
620 Eighth Avenue
New York City, NY 10018
Phone +1 212 459 7464
Fax +1 212 355 3333
E-mail jklosek@goodwinlaw.com

Links to Other Websites

This Site may periodically provide links to third-party websites (“Third-Party Sites”). This Agreement governs only this Site and not any Third-Party Sites. Our decision to link to a Third-Party Site is not an endorsement of the content or services in that linked Third-Party Site. Goodwin Procter does not control these Third-Party Sites and expressly disclaims any responsibility for the content, the accuracy of the information and any products or services available on the Third-Party Sites. If you decide to access linked Third-Party Sites, you do so at your own risk. You should direct any concerns regarding any Third-Party Sites to the administrator of the applicable Third-Party Site. You should also refer to the separate terms of use, privacy policies and other rules posted on Third-Party Sites before you use them.

Disclaimer of Warranties

YOU ACKNOWLEDGE AND AGREE THAT THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NONE OF GOODWIN PROCTER LLP, ITS AFFILIATES, SUBSIDIARIES OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY THE “GOODWIN PROCTER PARTIES”) GUARANTEES THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, SUITABILITY OR USEFULNESS OF ANY PORTION OF THE SITE. NONE OF THE GOODWIN PROCTER PARTIES WARRANT THAT THIS SITE WILL BE UNINTERRUPTED OR ERROR FREE, THAT ANY SPECIFIC INFORMATION THAT IS REQUESTED WILL BE PROVIDED OR THAT THIS SITE OR ITS SERVER ARE OR WILL BE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL ELEMENTS. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THIS SITE AND THE ACCURACY, TIMELINESS OR COMPLETENESS OF THE CONTENT OR SERVICES IS ASSUMED SOLELY BY YOU. NONE OF THE GOODWIN PROCTER PARTIES MAKES ANY, AND HEREBY SPECIFICALLY DISCLAIMS ANY AND ALL, REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, AND WARRANTIES, EXPRESS OR IMPLIED, REGARDING THIS SITE, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. YOU UNDERSTAND AND AGREE THAT ANY CONTENT, MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS USED AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL AND/OR DATA.

Limitation of Liability

UNDER NO CIRCUMSTANCES WILL ANY OF THE GOODWIN PROCTER PARTIES BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THIS SITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THIS SITE. IN NO EVENT SHALL ANY OF THE GOODWIN PROCTER PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THE SITE OR THIS AGREEMENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR NEGLIGENCE, CONSEQUENTIAL, INCIDENTAL OR OTHER DAMAGES, IN SUCH JURISDICTIONS THE GOODWIN PROCTER PARTIES’ LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS SITE IS TO STOP USING THIS SITE.

Indemnification

You agree to make Goodwin Procter LLP, its affiliates and its or their shareholders, partners, members, directors, officers, co-branders, subsidiaries, parents, employees and agents, whole for any and all claims, losses, liabilities, and expenses (including lawyers’ fees) arising from your use of the Site or any violation of this Agreement.

Dispute Resolution

If any dispute arises out of or in connection with this Agreement or your use of any Content or this Site or your access to or links to this Site, you and Goodwin Procter will attempt to resolve that dispute confidentially, initially through Alternative Dispute Resolution (“ADR”).

Should we be unable to agree on a mutually acceptable use of ADR, all parties hereby agree that all such disputes will be subject to mandatory binding arbitration under the JAMS Comprehensive Arbitration Rules, including the JAMS Optional Expedited Arbitration Procedures, by one JAMS arbitrator selected in accordance with JAMS selection procedures. Any such arbitration shall be held in a neutral location to be mutually agreed upon by the parties or, absent agreement, decided by the arbitrator, and shall be confidential. All parties hereby agree to waive rights to a trial by a jury or a judge. Judgment on the award of the arbitrator may be entered in any court.

Some jurisdictions may provide additional rights to consumers.

Miscellaneous

In the event that any portion of this Agreement is held to be invalid or unenforceable, the such portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of this Agreement shall remain in full force and effect. The sections of this Agreement entitled Intellectual Property Rights, Disclaimer, Limitation of Liability, Indemnification, Miscellaneous shall survive the termination of this Agreement. Goodwin Procter reserves the right to change, suspend, or discontinue all or any part of this Site or the Content at any time without prior notice or liability. The paragraph headings herein are provided only for reference and shall have no effect on the construction or interpretation of this Agreement. You expressly absolve and release the Goodwin Procter Parties from any claim of harm resulting from a cause beyond their control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, terrorist activities or governmental restrictions. You may not assign this Agreement. No waiver shall be effective unless in writing. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, except with regard to its conflicts or choice of law rules. You shall comply with all laws, rules and regulations which are now or hereinafter promulgated by any government authority or agency which govern or apply to the operation and use of the Site. Without limiting the generality of the foregoing, you expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws of the United States. You are prohibited from any use of the Site that would constitute an illegal offense, give rise to liability or otherwise violate any applicable local, state, national or international law or regulation. All rights not expressly granted herein are reserved by Goodwin Procter. This Agreement contains the entire agreement of the parties concerning your use of this Site and supersedes all existing agreements and all other oral, written or other communication between the parties concerning its subject matter.

Privacy Policy

Effective Date: June 22, 2016

We at Goodwin Procter LLP and its affiliated entities (“Goodwin Procter”, “we”, “us” and/or “our”) respect your concerns about privacy and value the relationship we have with you. This privacy policy describes how we collect, use, share and protect information obtained from you via this website (the “Site”).

Information We Collect

Personal Information. You may visit our Site without disclosing any personally identifiable information (“Personal Information”). However, you may also choose to provide certain Personal Information, such as your name, address, telephone number and/or email address on this Site. We use Personal Information provided to us through this Site for the purpose for which it is provided, such as, for example, to process your request to register for an event. We may also use your Personal Information to provide you with information we think may be of interest to you. This information may include details about our legal services, publications we offer and/or events that we sponsor. Some events offered by Goodwin Procter may be co-sponsored by Goodwin Procter and another company and/or organization. If you register for a co-sponsored event, the co-sponsor’s treatment of your information will be governed by its own privacy policy, for which we cannot be responsible.

Each of our marketing emails includes an automated way for you to opt out (unsubscribe) from that particular communication or from all marketing emails sent by Goodwin Procter. To opt out, please follow the instructions on the e-mail you receive.

Please note that if you reply to a Goodwin Procter address in one of our marketing emails, the communication you send to us will not create a lawyer - client relationship. Please do not send us any information that you or anyone else considers to be confidential or secret unless we have first agreed to be your legal representatives in that matter. Any information you send us before we agree to provide you with legal representation cannot be protected from disclosure.

Non-Personal Information. We may collect certain aggregate and non-personal information when you visit the Site. Aggregate and non-personal information does not relate to a single, identifiable visitor. It tells us such things as how many users visited our Site and the pages of the Site that were accessed. By collecting this information, we learn how to best tailor our Site to the needs of our visitors.

Use of “cookies”. The Site does not use cookies and we do not in any other way store any information, or gain access to any information, on your computer or other device which you use to browse the Site.

Information We Share

We share Personal Information between our offices so that information submitted to one office may be accessed, stored or processed by another office in another country where we have offices, including countries outside the European Economic Area which may not have privacy (data protection) legislation and regulation comparable to the country in which you reside.

We do not sell, rent, trade or otherwise disclose Personal Information concerning visitors to the Site, except as described herein. We may share Personal Information provided by our website visitors with third parties we have retained to perform services on our behalf. In addition, we may disclose Personal Information about you if we are required to do so by law or pursuant to legal process, in order to respond to a request from law enforcement authorities or other government officials, and/or when we believe disclosure is necessary or appropriate to prevent physical harm or financial loss or in connection with an investigation of suspected or actual illegal activity. We also reserve the right to transfer any Personal Information we have about you in the event that we sell or transfer all or a portion of our business or assets.

Security

We maintain administrative, technical and physical safeguards to protect against unauthorized disclosure, use, alteration or destruction of the Personal Information you provide to the Site. However, no security system can be completely secure. Accordingly, we cannot guarantee the complete security of your Personal Information. Please exercise caution when determining what Personal Information you disclose via the Site.

Links to Third-Party Websites

This Site may contain links to external websites operated by third parties. Please be aware that these third-party websites are governed only by their own privacy policies. We cannot be responsible for these policies.

Email Monitoring

While every partner and employee of Goodwin has a unique firm provided email address, email which you send to us or which we send to you may be monitored by Goodwin Procter to ensure compliance with professional standards and our internal compliance policies. Monitoring is not continuous or routine, but may be undertaken on the instruction of a partner where there are reasonable grounds for doing so. Occasional spot checks or audits may also be undertaken on the instruction or with the authority of a partner.

Your Rights

You are entitled to request details of the Personal Information we have about you and to have it rectified or deleted as required by applicable data protection legislation. All such requests must be made in writing using the contact details specified below. We reserve the right to make a small charge to meet our costs in providing you with details of the Personal Information we have about you where that is permitted by local law.

Updates to This Privacy Policy

We may update or change this Privacy Policy from time to time and without prior notice to you. Please review the Privacy Policy each time you use the Site. By your continued use of the Site, you impliedly consent to the terms of the revised Privacy Policy.

How to Contact Us

If you have any questions about our Privacy Policy, please contact us by clicking here or writing to Jacqueline Klosek at Goodwin Procter LLP, The New York Times Building, 620 Eighth Avenue, New York, NY 10018-1405.