Yodle Local™ is a division of Yodle, Inc. The Yodle Local™ Service is available at the Yodle Local™ Site (http://www.yodlemarketingsolution.com). The Yodle Local Service is available to all users to help search for and find local businesses and service providers (“Merchants”) through use of the Yodle Local searchable database containing detailed Merchant information. The Merchant information has been collected by Yodel Local from a variety of sources and consolidated for the convenience of our users. The Yodle Local Service also includes the Yodle Local Rating System: the ability to access ratings of and comments about Merchants contributed by users of our Site (“Ratings”). There are two kinds of Ratings accessible to users: a 5-Star Rating System that allows any user to rate a Merchant on a scale of 1 to 5 without any commentary, and a Review Rating System that allows registered users (“Members”) to contribute written reviews and other content (“Posted Content”) on the Yodle Local Site. All users can provide a 5-Star Rating and review Posted Content, but only Members can contribute Posted Content. From time to time, Yodel Local will pass along to you testimonials, offers, and coupons provided by Merchants who are special customers of Yodel Local. The Yodle Local Services are provided to you subject to the provisions of these Terms of Service. These are the legally binding terms with respect to your use of and our provision of the Yodle Local™ Site and Yodle Local™ Services.
Please read these Terms of Service carefully. Your access to or use of the Yodle Local™Site or the Yodle Local™Service constitutes your acceptance of all the provisions of these Terms of Service. If you are unwilling to be bound by these Terms of Service, do not access the Yodle Local Site or use the Yodle Local™Service.
Eligibility.
You must be able to form a legally binding contract. You must be 18 or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to use the Yodle Local™ Site and Yodle Local™ Service and to register as a Member of the Yodle Local™ Review Rating System. If you are under the age of 18 or the applicable legal age in your jurisdiction, you can use the Yodle Local™ Service only in conjunction with, and under the supervision of, your parent or guardian who has agreed to the Terms of Service. If you do not qualify, do not use the Service. You must be 13 or older to access the Yodle Local Site and to use the Yodle Local Service, in compliance with the Children's Online Privacy Protection Act (COPPA). By using the Yodle Local™ Site and/or Yodle Local™ Service, you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Service. The Yodle Local™ Site is administered in the US and intended for US users; any use outside of the US is at the user's own risk and users are responsible for compliance with any local laws applicable to such use of the service or the website. If at any time Yodle Local becomes aware that you do not meet the eligibility requirements described in this paragraph, Yodle Local may immediately terminate your access to the Site and/or your Membership in the Yodle Local Review Rating System, as Yodle determines in its sole discretion.
Changes to the Terms of Service or the Yodle Local™Service.
You agree and understand that these Terms of Service, the Yodle Local Site and the Yodle Local Service may be modified by Yodle Local at any time without prior notice, and such modifications will be effective upon Yodle Local’s posting of the new terms and/or upon implementation of the new changes in the Yodle Local Service. You agree to review the Terms of Service periodically so that you are aware of any modifications. Your continued use of the Yodle Local Service after any modifications indicates your acceptance of the modified Terms of Service. Unless expressly stated otherwise by Yodle, any new features, new services, enhancements or modifications to the Yodle Local Service implemented after your initial access to the Service shall be subject to these Terms of Service.
Registration and Security.
To use or access some of the Yodle Local™ Services, including to contribute Posted Content to
the Yodle Local Review Rating System, you may be required to register with Yodle Local™
and to select a password and user name, which shall consist of an email address you own and use ("User ID").
If you register, you agree to provide Yodle Local™ with accurate, complete, and updated
registration information. Failure to do so shall constitute a breach of these Terms of Service,
which may result in immediate termination of your account.
You may NOT:
Yodle Local™ reserves the right to refuse registration of, or cancel a User ID in its discretion. You shall be responsible for maintaining the confidentiality of your password and are fully responsible for all activities that occur under your User ID and password. Any User ID and password provided to you for your access to the Yodle Local™ Service shall be for your personal use only.
You agree to:
Rights to Use Yodle Local Site and Yodle Local Service.
We grant you a limited license and permission to access and make personal use of the Yodle Local Site and Yodle Local Services but not to download any portion of the Yodle Local Site for any commercial purpose or to modify any portion of it. This license does not include any resale or commercial use of any Yodle Local or Merchant content; any collection or use of any product or services listings made by Merchants; nor any collection or use of the content submitted by Members or other visitors (collectively “Content”). You agree not to sell, resell, commercialize, aggregate, copy, modify, display, transmit or distribute any Content nor exploit any Content for any commercial purpose. Any download or print out of Content shall be for your own non-commercial use, but not for display, performance, distribution, or for access by third parties over any computer network. Yodle Local™ does not control the Content created by Merchants or posted by Members via the Yodle Local™ Service, including the content of any messages or reviews, and does not guarantee the accuracy, integrity or quality of any such Content. You understand that by using the Yodle Local™ Service you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Yodle Local™ be liable in any way for any Content, including any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of your use of any Content. You are responsible for complying with all laws applicable to the Content you submit via the Yodle Local™ Service. You agree that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the content, integrity, and accuracy of such Content.
Restrictions on Rights to Use.
You agree that you shall not (and you agree not to allow any third party to):
modify, adapt, translate, or reverse engineer any portion of the Yodle Local™ Site and/or Yodle Local™ Service;
remove any copyright, trademark or other proprietary rights notices contained in or on the Yodle Local™ Site and/or Yodle Local™ Service or in or on any Content or other material obtained via the Yodle Local Site and/or Yodle Local™ Service;
use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Yodle Local™ Site and/or Yodle Local™ Service;
access, retrieve or index any portion of the Yodle Local™ Site and/or Yodle Local™ Service for purposes of constructing or populating a searchable database of business reviews;
collect any information about other users or Members (including usernames and/or email addresses) for any purpose;
reformat or frame any portion of the web pages that are part of the Yodle Local™ Site and/or Yodle Local™ Service;
create user accounts by automated means or under false or fraudulent pretenses;
create or transmit unwanted electronic communications such as "spam" to other users or Members of the Yodle Local™ Site and/or Yodle Local™ Service or otherwise interfere with other user's or Member's enjoyment of the Yodle Local™ Site and/or Yodle Local™ Service;
transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature;
use the Yodle Local™ Site or Yodle Local™ Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including material deemed threatening or obscene;
use any device, software or routine that interferes with the proper working of the Yodle Local™ Site and/or Yodle Local™ Service, or otherwise attempt to interfere with the proper working of the Yodle Local™ Site and/or Yodle Local™ Service;
take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our IT infrastructure;
use the Yodle Local™ Site and/ or Yodle Local™ Service, intentionally or unintentionally, to violate any applicable local, state, national or international law.
Providing Ratings on the Yodle Local™Site.
You must be a Member to contribute comments, ratings and other materials (“Posted Content”) to the Yodle Local Site. You are solely responsible for all Posted Content and other material that you submit, publish or display on the Yodle Local™ Site or transmit to other Members and/or other website users. Whether or not you are a Member, you are solely responsible for your ratings and reviews of Merchants. Yodle Local™ reserves the right, but has no obligation, to monitor disputes between you and any entity which you have Rated or Posted Content concerning. You agree that you will only provide Ratings and Posted Content that you believe to be true and you will not purposely provide false or misleading information. You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. You may not submit any Content or material that infringes, misappropriates or violates the intellectual property, publicity, privacy or other rights of any party. You may not provide any Posted Content that falsely expresses or implies that such Content or material is sponsored or endorsed by Yodle Local™ or any Merchant without the written permission of Yodle Local or the Merchant, as applicable. You may not provide any Posted Content that is unlawful or that promotes or encourages illegal activity. You understand and agree that Yodle Local™ may review and delete any business listings (including business name, address, phone, fax, distance, reviews, rating, reviews) or other Posted Content that in the sole judgment of Yodle Local™ violates these Terms of Service or which might be offensive, illegal, or that might violate the rights of, harm, or threaten the safety of other users or Members of the Yodle Local™ Site. Yodle reserves the right (but not the obligation) to remove any Posted Content for any reason from the Yodle Local Site.
License to Yodle Local.
By posting Ratings and Posted Content on the Yodle Local™ Site, you agree to and hereby do grant, and you represent and warrant that you have the right to grant to Yodle Local, Yodle, its affiliates and its contractors (for the purposes of this Section, “Yodle”) an irrevocable, perpetual, royalty-free, fully sublicensable, fully paid up, worldwide license to use, copy, publicly perform, digitally perform, publicly display, distribute, adapt, publish, translate, edit, and reformat such Ratings and Posted Content and to prepare derivative works of, or incorporate into other works, such Ratings and Posted Content in any media (including for Yodle advertising or other commercial use). You are also granting to Yodle the non-exclusive right to seek to enjoin and/or obtain damages from any third party from the unauthorized use or reproduction of your Ratings and Posted Content. If Yodle publishes your Ratings and Posted Content or authorizes or licenses others to do so, your Ratings and Posted Content may be edited for length or clarity or for any other reason either before or after it is published and it may be attributed to you and may include your name and city unless you expressly request that you remain anonymous. This license is non-exclusive, except you agree that Yodle Local™ shall have the exclusive right to practice this license to the extent of combining your Ratings and Posted Content with the Ratings and Posted Content of other Yodle Local™ users for purposes of constructing or populating a searchable database of business reviews.
Prohibited Content.
In addition to the restrictions on Ratings and Posted Content described above, the following is a partial list of the kind of Posted Content and communications that are illegal or prohibited on/through the Yodle Local™ Site. Yodle Local™ reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Yodle Local™ Site and terminating the Membership of such violators or blocking the violator’s use of the Yodle Local™ Service and/or Yodle Local™ Site.
You may NOT contribute Posted Content that:
is patently offensive to users of the Yodle Local™ Site, such as Content or messages that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
harasses or advocates harassment of another person;
involves the transmission of unsolicited mass mailing or "spamming";
is threatening, obscene, defamatory or libelous;
is pornographic or sexually explicit in nature; and
seeks or recommends providers of material that exploits people under the age of 18 in a sexual or violent manner, or seeks or recommends providers that solicit personal information from anyone under 18.
Copyright Dispute Policy.
Yodle Local™ has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act or DMCA (posted at http://www.lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of Yodle Local™'s Designated Agent to Receive Notification of Claimed Infringement ("Designated Agent") is provided at the bottom of this section.
Yodle Local™Policy.
It is Yodle Local™'s policy to:
Procedure for Reporting Copyright Infringements.
If you believe that material or Content residing on or accessible through the Yodle Local™ Site or Service infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below ("Proper Bona Fide Infringement Notification"):
A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
Identification of works or materials being infringed;
Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Yodle Local™ is capable of finding and verifying its existence;
Contact information about the notifier including address, telephone number and, if available, email address;
A statement that the notifier has a good faith belief that the material is not authorized by the copyright owner, its agent, or the law; and
A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
Upon Receipt of a Bona Fide Infringement Notification.
Once Proper Bona Fide Infringement Notification is received by the Designated Agent, it is Yodle Local™'s policy:
to remove or disable access to the infringing material;
to notify the Content provider, member or user that it has removed or disabled access to the material; and
that for repeat offenders, Yodle Local™ will also terminate such Content provider's, member's or user's access to the service.
Procedure to Supply a Counter-Notice to the Designated Agent.
If the Content provider, member or user believes that the material that was removed or to which access was disabled is either not infringing, or the Content provider, member or user believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or pursuant to the law, the Content provider, member or user must send a counter-notice containing the following information to the Designated Agent listed below:
A physical or electronic signature of the Content provider, member or user;
Identification of the material that has been removed or to which access to has been disabled and the location at which the material appeared before it was removed or disabled;
A statement that the Content provider, member or user has a good faith belief that the material was removed or disabled as a result of mistake or a misidentification of the material; and
The Content provider's, member's or user's name, address, telephone number, and, if available, email address and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the Content provider's, member's or user's address is located, or if the Content provider's, member's or user's address is located outside the United States, for any judicial district in which Yodle Local™ is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
Removal.
If a counter-notice is received by the Designated Agent, Yodle Local™ may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Yodle Local™'s discretion.
Address for Designated Agent.
Please contact Yodle Local™'s Designated Agent to Receive Notification of Claimed Infringement at the following address:
Copyright Agent, Yodle Inc.
589 8th Avenue, 7th Floor
New York, NY 10018
Venue Only.
If you enter into correspondence or engage in commercial transactions with third parties in connection with your use of the Yodle Local™ Service, such activity is solely between you and the applicable third party. Yodle Local™ shall have no liability, obligation or responsibility for any such activity. You hereby release Yodle Local™ from all claims arising from such activity.
Privacy.
Use of the Yodle Local™ Site and/or the Yodle Local™ Service is also governed by our Privacy Policy.
Disclaimer.
ALL MATERIALS, INFORMATION, ADVERTISING, CONTENT, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR ADVERTISED THROUGH THE YODLE LOCAL SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE. ALL MATERIALS, INFORMATION, ADVERTISING, CONTENT, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE YODLE LOCAL SITE AND THE YODLE LOCAL SERVICE ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. WE AND THE OTHER ENTITIES FROM WHOM WE OBTAIN CONTENT DO NOT WARRANT THAT THE MATERIALS, INFORMATION, ADVERTISING, CONTENT, SOFTWARE, PRODUCTS OR SERVICES INCLUDED IN OR AVAILABLE THROUGH YODLE LOCAL SITE AND YODLE LOCAL SERVICE ARE ACCURATE, RELIABLE OR CORRECT; THAT YODLE LOCAL SITE AND YODLE LOCAL SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE YODLE LOCAL SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE YODLE LOCAL SITE AND THE YODLE LOCAL SERVICE IS SOLELY AT YOUR RISK.
BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
All prices, incentives, promotional offers and rebate information, and other information displayed on the Yodle Local Site are gathered from sources and based on algorithms that are believed by us to be reliable, but no assurance can be given that this information is accurate, complete or current. We do not assume any responsibility for errors or omissions or warrant the accuracy of this information. Before purchasing any goods or services you read about on the Yodle Local Site, you should confirm with the Merchant any information (including the price and available promotional offers) that is important to your purchasing decision.
The Yodle Local Site links to many other Web sites not operated by us, including sites where you can directly obtain goods and services. While we encourage you to consult such sites, we are not responsible for the goods or services those Merchants provide and we do not guarantee or warrant the prices, terms, quality, reliability or performance of the goods or services provided by those Merchants.
Limitation on Liability.
UNDER NO CIRCUMSTANCES SHALL YODLE LOCAL, YODLE LOCAL’S AFFILIATES OR ANY OF THE COMPANIES AND MERCHANTS WITH WHOM WE DO BUSINESS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, YODLE LOCAL SITE AND YODLE LOCAL SERVICES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF YODLE LOCAL AND/OR YODLE LOCAL’S AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN UNDER CIRCUMSTANCES THAT CAUSE ANY EXCLUSIVE REMEDY UNDER THIS AGREEMENT TO FAIL OF ITS ESSENTIAL PURPOSE.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, YODLE LOCAL™'S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSES WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF
Indemnity.
You agree that you will be responsible for any damages resulting from any violation of these Terms of Service.
You agree to indemnify and hold Yodle Local™, its parents, subsidiaries, affiliates, officers and employees,
harmless, including costs and attorneys' fees, from any claim or demand made by any third party due to or arising out of
Miscellaneous.
If there is any dispute about or involving the Yodle Local™ Site and/or the Yodle Local™ Service, by using the Yodle Local™ Site, you agree that the dispute will be governed by the laws of the State of New York, without regard to its conflict of law provisions. You agree to personal jurisdiction by and venue in the state and federal courts of the State of New York located in New York City. No agency, partnership, joint venture, or employment is created as a result of these Terms of Service and you do not have any authority of any kind to bind Yodle Local™ in any respect whatsoever. These Terms of Service, accepted upon use of the Yodle Local™ Site, and all terms, guidelines and rules referenced herein contain the entire agreement between you and Yodle Local™ regarding the use of the Yodle Local™ Site and/or the Yodle Local™ Service. The failure of Yodle Local™ to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Service shall otherwise remain in full force and effect and enforceable. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect.
Other Notices.
Please review our other terms and conditions governing the Yodle Local Site and Yodle Local Service under the Yodle Local™
Privacy Policy.
Contact and Violations.
Please contact us with any questions regarding these Terms of Service. Please report any violations of the Terms of Service to legal@yodle.com.
Mark.
Yodle Local™, Yodle, the Yodle logo appearing on the Yodle Local Site are registered and unregistered trademarks and service marks of Yodle, Inc.