Vigil, Inc. Terms Of Use

For your convenience, Vigil offers this summary of our Terms of Use in a non-binding summary format as well as the full legally-binding Terms of Use immediately following this Terms of Use Summary. Please understand that this is not a complete outline of the Vigil Terms of Use; it is a preview of significant user rights and responsibilities. Please read the entire Terms of Use document carefully. In addition, please note that by accessing or using any part of this Vigil website, you agree to become bound by our complete Terms of Use set out immediately after the Terms of Use Summary. If you do not agree to all the terms and conditions of our complete Terms of Use, then you may not access the Vigil website or use any of our services.

· Vigil provides a platform for collaboration and communication between legal professionals (“Consultant Users”) and Users seeking legal assistance.(“Legal Clients”). Vigil is not a law firm, attorney referral service or employment agency, and does not guarantee results. Please use Vigil responsibly and please read more about our service in Section 2 below.

· You are responsible for the security of your account, and for all activities that take place under your account. Please read more about user responsibilities in Section 3 below.

· Certain conduct, such as use of the service for illegal activity, is not permitted on Vigil. Please read more about user conduct in Section 4 below.

· Certain content, such as threatening posts or content that violates another party’s intellectual property rights, is not permitted on Vigil. Vigil has the right to remove User-Generated Content that violates our policies. Please read more about User-Generated Content in Section 5 below.

· Certain special terms govern Vigil’s Consultant Users. For instance:

o Consultant Users are not the employees or agents of Vigil.

o No attorney-client relationship is formed with Vigil, and no duty of confidentiality arises, through use of the Vigil Website, including posting of jobs.

o An attorney-client relationship may be formed through use of the service between Legal Clients and Consultant Users.

o Consultant Users are solely responsible for ensuring that any information, solicitations, or advertisements they post on the Vigil website comply with all applicable laws and rules of professional conduct.

o Vigil does not make any kind of guarantee as to the legal ability, competence, or quality of the Consultant Users who may be listed on our Website.

· Consultant Users are free to create and maintain a profile on Vigil’s website. While Vigil makes commercially reasonable efforts to confirm a Consultant User’s license to practice law, Vigil makes no representations about a Consultant User’s background or qualifications.

· A Consultant User may become a “Verified Consultant User” by providing Vigil with additional verification that he or she is an active, licensed attorney and in good standing to practice law. Verified Consultant Users may also pay a fee for access to additional Vigil services and practice management tools. Vigil does not endorse or recommend Consultant Users and it is the responsibility of the Legal Client to take precautions before hiring a Consultant User for legal work.

· There is no cost for Legal Clients to post a job request on Vigil or use any of Vigil’s online tools or documents. A service or processing fee (e.g. credit card fee) may apply on invoices paid through Vigil.

Please read more about Consultant Users in Section 6 below.

· Vigil complies with the Digital Millennium Copyright Act’s safe harbor provisions. If you believe that materials located on or linked to by Vigil violates your copyright, you are encouraged to notify Vigil in accordance with Vigil’s Digital Millennium Copyright Act Policy. Please read more about Vigil’s DMCA Policy in Section 8 below.

· Vigil may send you email as part of its service. You may opt out of email communications. Please read more about email communications in Section 10 below.

· Vigil may modify these terms at any time. However, Vigil will notify you of material changes to the terms by posting a notice on its homepage and/or sending an email to the email address you provided to Vigil upon registration. Please read more about modification of these terms of use in Section 17 below.

· Please see Vigil’s Privacy Policy for more information about user rights on Vigil.

· Please see the full Terms for more information.

Thank you for choosing Vigil as the platform for your legal experience. The following Terms of Use govern all use of the Service via the Website located at http://www.vigil.pk and all content, services, and products available at or through the Website.

We understand that reading Terms of Use agreements is a chore but please read this agreement carefully before using the Vigil Website. It discusses the nature of Vigil’s service; the rules Vigil expects users to follow on our Website and its service; the relationship between Vigil, our users, and our consultant users; and the legal details that control these rules and relationships. Because it is such an important contract between us and you, our users, we have tried to make it as clear and user-friendly as possible.

By accessing or using any part of the Website, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Website or use any of our services. The Website is available only to individuals who are at least 18 years old.

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Vigil Terms of Use

1. Definitions. The following terms are used throughout these Terms of Use and have specific meanings. You should know what each of the terms means.

a. The term “Service” refers to the services provided by Vigil, including without limitation access to Vigil’s online community; communication tools; document management and storage solutions; and payment services. Vigil does not provide an attorney referral service or serve as an employment agency. We provide a venue for our Users to meet and exchange information with our Consultant Users.

b. The term “Agreement” (which may also be referenced herein as these “Terms of Use”) refers, collectively, to all the terms, conditions, and notices contained or referenced in this document.

c. The “Website” refers to Vigil’s website located at http://www.vigil.pk, all subpages and subdomains, and all content, services, and products available at or through the Website.

d. “Vigil,” “We,” and “Us” refer to Vigil, Inc., as well as our affiliates, directors, subsidiaries, officers, and employees. Consultant Users are not part of Vigil.

e. “The User,” “You” and “Your” refer to the person, company, or organization that has visited or is using the Website and/or the Service. A User may be a Legal Client, a Consultant User, both, or neither.

f. “Consultant Users” refer to registered consultant users in the legal field who may communicate with and provide contracting or consulting work to Legal Clients or fellow Consultant Users via the Service. Consultant Users are not the employees or agents of Vigil. Please see Section 6 of this Agreement for more information about Consultant Users.

g. “Legal Clients” refer to 1) Users who submit requests for proposals from Consultant Users for providing legal services for a fee (“Jobs”); and 2) Users who contract with Consultant Users for additional work, which, for purposes of Section 7 below, may include permanent employment, beyond the initial Job which established the Consultant User-Legal Client relationship. Consultant Users may submit proposals (“Bids”) for such Jobs and may also establish terms of the relationship with the Legal Client via a signed engagement letter or other written agreement. Please see Section 6(b) for more information about Jobs, Bids, and Legal Clients

h. “Content” refers to content featured or displayed through the Website, including without limitation text, documents, information, data, articles, opinions, images, photographs, graphics, software, applications, video recordings, audio recordings, sounds, designs, features, and other materials that are available on the Website. Content includes, without limitation, User-Generated Content, which may be submitted by any Vigil User (Legal Client or Consultant User).

2. About the Vigil Service. The Vigil Service is a platform for collaboration and communication between legal professionals and those seeking legal assistance. The Vigil Service provides access to Vigil’s virtual community of professional Consultant Users; easy collaboration through Vigil’s communication management tools; document management and storage; and simple, secure payment and invoicing tools.

a. Vigil Is Not A Law Firm. Vigil does not offer legal representation. Vigil does not offer any legal advice, legal opinions, recommendations, referrals, or counseling. Consultant Users are not the employees or agents of Vigil. Vigil is not involved in agreements between Users or in the representation of Users. At no point may Vigil be held liable for the actions or omissions of any Consultant User performing consulting services for you.

b. Vigil Is Not An Attorney Referral Service or Employment Agency. Vigil is not an attorney referral service or employment agency. Vigil does not select or endorse any individual Consultant User to service a Legal Client. While Vigil uses commercially reasonable efforts to confirm that registered Consultant Users are licensed attorneys, we do not make any warranty, guarantee, or representation as to the legal ability, competence, quality, or qualifications of any Consultant User. Vigil does not warrant or guarantee that Consultant Users are covered by professional liability insurance. Vigil encourages Legal Clients to research any Consultant User before accepting professional advice.

c. Vigil does not vouch for any of its Users. Vigil simply provides a platform on which those seeking legal assistance may communicate and transact with legal professionals. Vigil does not endorse any of its Consultant Users and does not sanction statements that Consultant Users make on the platform. Vigil makes no representation concerning the qualifications of non-attorney legal service providers.

d. Vigil Does Not Guarantee Results. From time to time, Legal Clients may submit reviews of Consultant Users; these reviews do not constitute a guarantee, warranty, or prediction regarding the outcome of any future legal matter. Vigil will have no responsibility or liability of any kind for any User-Generated Content or legal advice you encounter on or through the Website, and any use or reliance on User-Generated Content or legal advice is solely at your own risk.

e. Use of Vigil Does Not Create An Attorney-Client Relationship With Vigil. Vigil does not offer legal advice or services. Any use of the Vigil Service is not intended to, and does not, create an attorney-client relationship. Any communication via Vigil may not be held confidential. Vigil is not liable for the actions or omissions of any Consultant User performing consulting services for you.

3. User Responsibilities. You, and you alone, are responsible for your account and anything that happens while you are signed in to or using your account. Your security is your responsibility.

a. User Account Security. If you sign up for the Service, you will create a personalized account which includes a unique username and a password to access the Service and to receive messages from Vigil. You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You agree to notify Vigil immediately of any unauthorized use of account, or any other breaches of security. We will not be responsible for any liabilities, losses, or damages arising out of the unauthorized use of your computer, mobile device, or other computing device and/or account.

b. Relationship with Consultant Users. Because we cannot guarantee the fitness of any of our Consultant Users for your specific needs, we encourage Legal Clients to research any Consultant User before accepting professional advice. Legal Clients may also request a written legal engagement agreement specifying the terms, scope, limitations, and conditions of the representation.

c. No Reliance on User-Generated Content. User-Generated Content posted on the Website, such as blog posts, is provided for informational purposes only, with no assurance that the User-Generated Content is true, correct, or accurate. User-Generated Content is not a substitute for professional legal advice or a solicitation to offer legal advice regarding specific facts. You should not delay or forego seeking legal advice or disregard professional legal advice based on User-Generated Content. Delay in seeking such legal advice could result in waiver of any claims you may have, depending on the applicable statute(s) of limitation. User-Generated Content is not regulated by any state or national bar association.

d. Compliance with Laws. You represent and warrant that: (i) you have the authority to, and are of legal age in your jurisdiction to, bind yourself to this Agreement; (ii) your use of the Service will be solely for purposes that are permitted by this Agreement; (iii) your use of the Service will not infringe or misappropriate the intellectual property rights of any third party; and (iv) your use of the Service will comply with all local, state and federal laws, rules, and regulations, and with all other Vigil policies.

4. Use and Conduct Restrictions. You are allowed to use the service as long as you follow a few basic rules. The following Use Restrictions and Conduct Restrictions are the basic rules we expect users to follow while using the Service. We are not responsible for the content our users post, and we have the right to close accounts if we need to.

a. Prohibited Content. You agree that you will not under any circumstances transmit any Content (including software, text, images, or other information) that

i. is unlawful or promotes unlawful activity

ii. defames, harasses, abuses, threatens, or incites violence towards any individual or group

iii. is pornographic, discriminatory, or otherwise victimizes or intimidates an individual or group on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability

iv. is spam, is machine- or randomly-generated, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;

v. contains or installs any viruses, worms, malware, Trojan horses, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party;

vi. infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights

vii. impersonates any person or entity, including any of our employees or representatives; or

viii. violates the privacy of any third party.

b. Users Must Be Over Age 18. You represent that you are over the age of 18. Vigil does not target our Content to children or teenagers under 18, and we do not permit any Users under 18 on our Service. If we learn of any User under the age of 18, we will terminate that User’s account immediately.

c. No Liability for User Interactions; Vigil May Monitor Interactions. Any liability, loss or damage that occurs as a result of any User interactions, including, without limitation, Job Postings, that you input or receive through your use of the Service is solely your responsibility. At our discretion, we, or technology we employ, may monitor and/or record your general interactions with the Service, though not the specifics of your legal interactions.

d. Right to Terminate Accounts. We have the right (though not the obligation) to, in our sole discretion, determine whether or not any User conduct is appropriate and complies with these Terms of Use, or terminate or deny access to and use of the Service to any User for any reason, with or without prior notice.

5. User-Generated Content. You own your content, but you allow us certain rights to it, so that we can display and share the content you post. We have the right to remove content if we need to.

a. Responsibility for User-Generated Content. You may create content, written or otherwise, while using the Service (“User-Generated Content”). You are solely responsible for the content of, and any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that content. Any liability, loss or damage that occurs as a result of the use of any User-Generated Content that you make available or access through your use of the Service is solely your responsibility. We are not responsible for any public display or misuse of your User-Generated Content.

b. Right to Post. You represent and warrant that you have the right to post all User-Generated Content you submit. Specifically, you warrant that you have fully complied with any third party licenses relating to User-Generated Content, and have taken all steps necessary to pass through to end users any required terms.

c. Vigil May Modify or Remove Content. We have the right (though not the obligation) to, in our sole discretion, determine whether or not any User-Generated Content appropriate and complies with these Terms of Use, or refuse or remove any User-Generated Content that, in our reasonable opinion, violates any Vigil policy or is in any way harmful, inappropriate, or objectionable. Vigil further reserves the right to make formatting and edits and change the manner any User-Generated Content is displayed on the Website.

d. Ownership of User-Generated Content. Except for Content that originates from Vigil, we do not claim ownership of any Content that is transmitted, stored, or processed in your account. You retain all ownership of, control of, and responsibility for User-Generated Content you post. You may control access to your User-Generated Content through settings in your user account.

e. License Grant. Solely to allow Vigil to use Content you upload to the Service reasonably without violating any rights you have in it, you grant us the following rights: by posting any Content via the Website, you expressly grant Vigil and our successors a worldwide, sublicenseable, fully-paid and royalty-free, and non-exclusive license to use, reproduce, display, modify, adapt, distribute, and perform the Content in connection with Vigil’s business purpose. This license does not grant Vigil the right to sell User-Generated Content or otherwise distribute it outside of our Website. This license will terminate at the time when the Content is removed from the Website.

6. Consultant Users. Consultant Users are independent legal professionals who offer to perform consulting services for prospective Legal Clients. They are not employees of Vigil.

a. No Attorney-Client Relationship through Website Use. Use of the Vigil Website may not form an attorney-client relationship with Consultant Users. Information posted or made available on or through the Website, including, without limitation, any responses to legal questions posted on the Website; information in Vigil’s Guides and Documents; information posted publicly on the Website; or information sent in an unsolicited message to a User is not intended as legal advice, is not confidential, and does not create an attorney-client relationship. It is considered User-Generated Content.

b. Attorney-Client Relationship through Service Use. An attorney-client relationship may be formed through the use of the Service between Users and Consultant Users only. Legal Clients may post Jobs through the Service. Consultant Users may submit Bids and negotiate details of these Jobs prior to acceptance. Upon acceptance, the scope of a Consultant User’s representation is strictly limited to the matter agreed upon in the Bid unless Legal Client and Consultant User subsequently formalize their arrangement via a signed engagement letter or other written agreement, in which case the most recent written agreement would take precedence over a previously accepted proposal. A Bid is not a substitute for an in-person or telephone consultation with an attorney licensed to practice in your jurisdiction about your specific legal issue, and you should not rely upon information contained in a Bid as legal advice. Vigil takes every reasonable effort to ensure the privacy of Bids and other personal messages on our Service, but it cannot guarantee confidentiality. Communications requiring confidentiality should take place outside the Vigil Service, such as via telephone.

c. User Responsibilities. Consultant Users are solely responsible for ensuring that any information, solicitations, or advertisements they post or place on the Website, including without limitation User-Generated Content, and any communications they may have with prospective clients through the Website or the Service, fully comply with all applicable laws and rules of professional conduct, including those concerning the unauthorized practice of law and those regulating the form, manner or content of communications with clients, advertising, or other matters.`

d. Payment of Consultant Users. Certain specific terms govern Consultant Users and payment.

i. Vigil Is Not A Party To Contracts. Legal Clients may contract with Consultant Users through posting and acceptance of Jobs. Such contracts are solely between the Legal Client and the Consultant User. Vigil will not be a party to any contracts for Jobs submitted through our Service, unless posted by an Vigil officer. Vigil facilitates these contracts by supplying a platform for communication management and payment tools.

ii. All Legal Fees Are Paid To Consultant Users. Vigil does not provide legal services and does not charge for legal services. Payments made to Consultant Users via Vigil’s billing platform are transferred directly to the Consultant User’s payment account, less any associated service and processing fees (e.g. credit card fees).

iii. Consultant Users Shall Receive Payment Through The Service For All User Transactions. Consultant Users who receive Jobs through the Service shall receive payment through the service for all transactions related to that user, including subsequent transactions not necessarily related to the initial Job. If a Legal Client is either unwilling or unable to make payment via Vigil, Consultant User agrees to notify Vigil of any new payment arrangement.

e. Promotional Codes and Credits. Vigil may, in its sole discretion, create promotional codes that may be redeemed for account credit, or other features or benefits related to a Consultant User’s services, subject to the following terms and any additional terms that Vigil establishes on a per promotional code basis (“Promo Codes”). Certain specific terms govern Consultant Users and payment.

i. Use of Promo Codes Does Not Imply an Attorney-Client Relationship. From time to time, Legal Clients may have access to discounts supplied by Vigil which, in part, use Vigil’s funds to pay for a portion of the legal fees paid by Legal Clients to Consultant Users. The use of such coupons does not imply any attorney-client relationship between Vigil and the Consultant Users where a coupon is used for any paid billings from a Legal Client.

ii. Promo Codes must be used by their intended audience, for their intended purpose, and in a lawful manner.

Promo codes may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by Vigil. Promo Codes have no cash value and may expire or be disabled by Vigil at any time, for any reason, prior to your use. Vigil reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that Vigil determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms.

7. User Offers of Employment to Consultant Users.

7.1 Success Fee for Employment. In the event that a Consultant User accepts an offer of employment (“Covered Employment”) made by a User (each, an “Employer User”), whether for an indefinite or fixed term, during or within the eighteen (18) month period (such period, the “Covered Offer Period”) after the Consultant User commences the initial Job for such User (each, a “Covered Offer”), the following terms and conditions shall apply:

a. For Consultant Users.

Each Consultant User agrees that (1) if you receive a Covered Offer, you shall promptly notify Vigil of your initial date of Covered Employment (the “Start Date”) and the key terms of such Covered Offer (and notify Vigil promptly in writing should that Start Date or offer terms change at any time), (2) you shall provide Vigil with (a) a copy of a fully executed Covered Offer, or (b) execute a document between you, the Employer User and Vigil that states material employment terms, including, among other things, Start Date and compensation, promptly upon the signing of a Covered Employment offer letter between you and the Employer User (the “Effective Date”), as requested in writing by Vigil, and (3) you will promptly notify Vigil in writing after termination of your employment as an employee in the event that (a) an Employer User terminates your Covered Employment based on unsatisfactory performance within ninety (90) days of the date on which your Covered Employment commenced, or (b) you voluntarily terminate your Covered Employment within ninety (90) days of the date on which your Covered Employment commenced. In the event that before the Start Date, either you or the Employer User elect not to begin the employment relationship contemplated by the Covered Offer, you shall promptly notify Vigil in writing.

b. For Employer Users.

When a Consultant User accepts your Covered Offer, you agree to pay a success fee to Vigil (each, a “Success Fee”) equal to the following percentage of the Consultant User’s base salary set forth in the Covered Offer (the Consultant User’s “Base Salary”), which amount shall be due and payable no later than thirty (30) days after the Start Date and otherwise in accordance with the first sentence of each of Section 13.b. and Section 13.d. hereof:

If Start Date occurs on or before the following number of days after the commencement of the initial Employer User-User Consultant Job	Base Salary Percentage
1-182 days	15%
183-365 days	10%
366-550 days	5%
≥ 551 days	0%

By accepting these Terms of Use, Employer User agrees that Vigil is authorized to immediately invoice Employer User’s account for all Success Fees due and payable to Vigil hereunder and that no additional notice or consent is required.

7.2 Success Fee Provisions.

Notwithstanding the foregoing, in the event of a Success Fee dispute, if an Employer User can establish that the Employer User had an Active Process (as defined below) with the Consultant User before using Vigil’s Website and/or Service (e.g., the Consultant User had already begun the interview process with the Employer User and such process had not been terminated, or the Employer User had received the Consultant User’s resume from an employment agency or headhunter and was under active consideration by the Employer User), the Employer User may be exempted from paying the Success Fee. However, the final determination as to whether a Success Fee is owed by the Employer User for an accepted Covered Offer will be at the sole discretion of Vigil. For the purposes hereof, “Active Process” shall mean continuous direct, interactive communication, in an active recruiting or hiring context where a decision to put a candidate on hold or reject has not been made, within the three (3) months prior to using the Website and/or Services for a Consultant User who exists in Employer User’s applicant tracking system or that was submitted by a recruiting agency.

IF YOU ARE AN EMPLOYER USER who is using our Website and/or Service, YOU agree to these Success Fee provisions. If you do not agree with any of these provisions, please terminate your account immediately and cease using our Website and Services YOUR OBLIGATION TO PAY ANY SUCCESS FEES SHALL SURVIVE ANY TERMINATION OR MODIFICATION OF THESE TERMS OF USE.

If an Employer User circumvents our Site and/or Services after discovering a Consultant User through our Site and/or Services and subsequently hires that Consultant User, the Employer User will be billed a success fee equal to 25% of the Base Salary of the Consultant User and Vigil may, in its sole discretion, terminate the Employer User’s Vigil account.

7.3 Refunds.

If (a) an Employer User hires a User Consultant and terminates the User Consultant’s employment based on unsatisfactory performance within ninety (90) days of the Start Date, (b) a User Consultant voluntarily terminates his or her employment within ninety (90) days of the Start Date, or (c) a User Consultant does not start employment because either Employer User or User Consultant elects not to begin the employment relationship contemplated in the Covered Offer (each, a “Termination Event”), upon written receipt and confirmation of such information, Vigil will fully refund to the Employer User the Success Fee related to the terminating User Consultant.

8. Third Party Content. There may be content from third parties on Vigil’s website, such as blog posts written by other users or links to other websites. Because we cannot control that content, we are not responsible for that content or for the websites that content may link to.

a. Access To Third Party Content. By using the Service, you will be able to access Content belonging to or originating from third parties (“Third Party Content”). Your use of the Service is consent for Vigil to present this Content to you. You acknowledge all responsibility for, and assume all risk for, your use of Third Party Content.

b. No Responsibility For Third Party Content. As part of the Service, Vigil may provide you with convenient links to third party website(s) as well as other forms of Third Party Content. These links are provided as a courtesy to Service subscribers. We have no control over third party websites or content or the promotions, materials, information, goods or services available on them. By linking to such content, we do not represent or imply that we adopt or endorse, nor are we responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than Vigil. We are not responsible for any Third Party Content accessed through our Website. If you decide to leave the Website and access Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any such content.

c. No Authorization To Use Third Party Content. This Agreement does not authorize you to distribute, publicly display, publicly perform, make available, alter, or otherwise use any Third Party Content except as permitted by Vigil’s terms and conditions.

9. Copyright Infringement and DMCA Policy. If you believe that material located on or linked to by Vigil violates your copyright, please notify Vigil in accordance with our Digital Millennium Copyright Act Policy.

a. Termination of Repeat Infringer Accounts. Vigil respects the intellectual property rights of others and requests that our Users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, we will terminate a User’s access to and use of the Website if, under appropriate circumstances, the user is determined to be a repeat infringer of the copyrights or other intellectual property rights of Vigil or others. We may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.

b. DMCA Take-Down Notices. If you are a copyright owner or an agent of a copyright owner and believe, in good faith, that any materials provided on the Service infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending a properly formatted take-down notice in writing to Vigil’s designated copyright agent at 2042 Larkin St., San Francisco, CA 94109.

c. Response To DMCA Take-Down Notices. If Vigil takes action in response to an infringement notice, it will make a good faith attempt to contact the party that made such content available by means of the most recent email address, if any, provided by that party to Vigil. Any DMCA infringement notice may be forwarded to the party that made the content available or to third parties such as ChillingEffects.org.

d. Counter-Notices. If you believe that your User-Generated Content that has been removed from the Website is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content you submitted to the Website, you may send a properly formatted counter-notice to Vigil’s copyright agent using the contact information set forth above.

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