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Terms of Use
ACCEPTANCE OF TERMS OF USE
MyLocalCircles.com LLC (“MyLocalCircles” or “MLC”) owns and operates www.mylocalcircles.com (the “Website” or the “Site”) and MyLocalCircles, a mobile application (the “App”). We welcome you for using any services that may at this time or anytime in the future, be made available to you (collectively, “Service” or "Services"). You agree to comply with and be bound by these Terms of Use ("Terms"). You agree and understand that the Website or the App and any policies described on either the site or the app, including but not limited to those in the Help/FAQ’s section. Rules or Services, may be modified from time to time without prior notice. We reserve the right to modify these terms by posting a notice on our website, or by sending you a notice via email at any time. You are responsible for reviewing and becoming familiar with any modifications and these modifications are effective immediately upon first posting or notification. Any use of the website or the app or any features or Services by you following such modification constitutes your acceptance of these Terms of Use as modified.
IF YOU DO NOT AGREE TO ALL OF THESE TERMS, THEN YOU ARE NOT PERMITTED TO USE THE SERVICES OFFERED. BY USING ALL OR ANY OF THE SERVICES, YOU AGREE TO BE BOUND BY ALL OF THE TERMS.
REGISTRATION & ELIGIBILITY
THE SERVICES ARE INTENDED SOLELY FOR ACCESS AND USE BY INDIVIDUALS THAT ARE EIGHTEEN (18) YEARS OF AGE OR OLDER AND A RESIDENT OF THE UNITED STATES AND OF LEGAL AGE TO FORM A BINDING CONTRACT IN THEIR JURISDICTION. BY REGISTERING AND USING THE SERVICES, YOU ARE CERTIFYING THAT YOU MEET THESE AGE REQUIREMENTS.
If you are simply searching or browsing through the Website or the App and do not register (Sign Up), you are still subject to this Agreement.
You understand that to use many of the Services you will be required to register (create an account) on either the website or the app. By creating an account, you agree to take full responsibility for maintaining the security of your password and your account and all information and related activity that occurs under your account. MLC reserves the right to close your account at any time for any reason, with or without cause, in its sole discretion.
There are two types of user accounts:
1) A “Member Account” is an account for personal use. It may be used for, but not limited to the following: adding business information, inviting friends to participate, creating reviews and ratings, adding photos or videos, and/or other types of content, requesting bids on products and services, and more. You may not provide an email account other than your own. You may not register for more than one Member account. You understand and agree that MLC has the sole and exclusive right to refuse anyone to open an account and may terminate any account at any time.
If you have a Member Account, you are an independent contractor and not an employee of MLC. You are also not an agent of, partner of, or in any other relationship with MLC, other than that of an independent contractor. You will not be treated as an employee in regard to any laws covering employees, including but not limited to the Federal Insurance Contributions Act, the Social Security Act, the Federal Unemployment Act, income tax withholding based on federal or state laws. It is your responsibility to pay self-employment and any other state or federal income taxes as may be required.
2) A “Business Account” is an account that represents a business that has registered on either the Website or the App. To register as a business, you must be the owner or an authorized representative of a corporation or other legal entity with the authority to represent the business. You may not provide an incorrect email address that is not your own or that of the business. You are prohibited from creating multiple business listings for the same business unless authorized in writing by MLC. You understand and agree that MLC has the sole and exclusive right to refuse anyone or any business the right to open an account and may terminate any account at any time.
In the event of a breach by the Business of any of its obligations under this Agreement, MLC may terminate this Agreement immediately with or without notice to the Business. In the event that MLC fails to publish any Listing in accordance with the terms of this Agreement (or in the event of any failure, technical or otherwise, of such Listing to appear on the Site), MLC’s sole liability to the business shall be limited to either: (i) a prorated refund of the advertising fee paid by the business for the Listing which was not published; or (ii) re-publication of the Listing for the period paid for by the Business prior to termination.
In no event will MLC be liable to the business for lost profits, lost data, costs of securing substitute goods or services or any form of special, incidental, indirect, consequential, punitive damages of any kind or nature.
MLC grants you only a non-exclusive, limited, personal, non-transferable, revocable, right and license, without right to sublicense, to access and use this MLC website. The resale, redistribution, retransmission, modification, dissemination or publication by you of any Content is strictly prohibited and you agree you will not create derivative works from or commercially exploit the Content other than as provided by the express rules of the MLC service. You do not acquire ownership rights to any Content viewed, accessed, contributed, or transmitted through or on MLC. You shall not alter or remove any copyright notice, proprietary legends or any other notice in the Content. All rights not expressly granted herein are reserved. Notwithstanding anything herein to the contrary, MLC MAY REVOKE ANY OF THE RIGHTS PROVIDED, AS WELL AS ANY ACCESS AND USE AUTHORIZATIONS GRANTED TO USERS OF MLC AT ANY TIME AND WITHOUT PRIOR NOTICE.
PRIVACY
You understand that the Internet is technologically complex. Your privacy is important to us. Please refer to our Privacy Policy for information on how MLC collects, uses and discloses personally identifiable information from its users and Members.
YOUR CONDUCT
You understand and agree that:
1) All information you provide about yourself, or a business you represent, will be true and accurate.
2) All information including, but not limited to Content, whether posted or transmitted publicly or privately by you, is your sole responsibility. This clearly means that you and not the Website are responsible for any Content that you make available to the Site. You represent to MLC that you have the right to post and transmit such Content.
3) MLC does not police or control any Content posted on either the Website or the App and does not guarantee in any way the accuracy or quality thereof. You understand that by using the Services, there is the chance you may be exposed to objectionable or inappropriate Content.
4) You agree to promptly update all data related to your account(s) to maintain their accuracy. If for any reason, you provide information that is untrue, inaccurate, or improperly maintained, or MLC has reasonable grounds to suspect that your information is inaccurate or incomplete, MLC has the right to terminate your account(s) immediately and will not be obligated to provide you any payments, reimbursements or credits, whatsoever, whether or not any such payments, reimbursements, credits, or the like have accrued or been earned.
5) You understand and agree that if you provide false information or data to gain access or open a business account, or represent yourself as a representative of a specific business and you are not so authorized, MLC will be entitled to collect from you liquidated damages of a minimum of $1,000 for each violation.
6) You understand and agree that the Website from time to time will communicate with you through electronic and other means and you may not be able to opt out without terminating your account(s) except as prohibited by applicable laws.
THE FOLLOWING IS PROHIBITED CONDUCT:
• Upload, post, transmit or make available any Content that is unlawful, or harmful, threatening, abusive, vulgar or obscene, or is in any way illegal or objectionable;
• Contribute inappropriate Content or harm minors in any way;
• Impersonate any other person or entity, or falsely state, misrepresent or imply your affiliation with the Website or the App or any person or entity;
• Copy, forge or manipulate headers or other identifiers in an effort to disguise the origin of any Content transmitted by the services or develop pages or images not intended by the Website or the App.
• Upload, post, transmit or make available any Content that you do not have a right or legal authority to transmit under any law or contractual relationship, whether in writing or otherwise.
• Upload, post, transmit or make available any Content that infringes on any patent, trademark, trade secret, copyright or other proprietary or intellectual rights of others.
• Upload, post, transmit or make available any material that contains viruses or any other code or programs designed to maliciously interrupt, destroy or limit the intended functionality of any computer, software, hardware or other equipment of others.
• Use the Services for any commercial purpose other than those intended by and for the benefit of MLC, in its sole discretion.
• Spam or use keywords, other text, code or other means to attempt to inappropriately manipulate any search results;
• Interfere with or disrupt the Website or the App, its servers or networks, or disobey any rules, requirements, procedures or policies related to the website in any manner.
• Intentionally or unintentionally violate any law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
• "Stalk" or otherwise harass any individual or business;
• Collect or store personal data about users for any purpose other than the purposes associated directly with this Services.
• Submit any unwanted email or messaging ('Spam') to any other user of the Services.
CONTENT SUBMITTED & MADE AVAILABLE
MLC is NOT responsible for the Content MLC, you or others post or submit to either the Website or the App. MLC does not guarantee the integrity, quality or accuracy of any Content. You permit MLC to post any Content that is available to the public online. Content means but is not limited to any data, information, communications, Intellectual Property, material, messages, photos, videos, URLs, or profiles that is uploaded, posted, published or displayed on the website or used in any of its features.
You fully understand that MLC does not evaluate, check or pre-screen any Content nor does it have the obligation to do so. You understand however that MLC does have the right to remove any Content it deems, in its sole discretion, to be illegal, offensive or harmful in any way to any user. MLC will not ever be liable for any Content, or for any omissions or errors in the Content submitted. You do understand however that there is the chance you may be exposed to Content that you believe to be offensive.
UNDER NO CIRCUMSTANCES WILL MLC BE RESPONSIBLE FOR ANY HARM, LOSS, INJURY OR DAMAGE OF ANY KIND RESULTING FROM ANYONE’S USE OF THE SITE OR SERVICES, OR ANY INTERACTIONS BETWEEN USERS OR MEMBERS, WHETHER ONLINE OR OFFLINE.
If you post Content to MLC, you represent and warrant that you have the right to do so and you agree to hold MLC harmless from any claims or rights asserted by any other party.
MLC does not claim ownership of any Content submitted by users, however, any Content you submit or make available on the Site or the App, you grant MLC an irrevocable, world-wide, royalty free, perpetual, and non-exclusive right and license(s), to use, display, modify,distribute, reproduce, adapt, or publicly display any and all Content as MLC sees fit, in its sole discretion.
INDEMNITY
You agree to indemnify, defend and hold harmless, MLC, its service providers and consultants, affiliates, directors, officers, shareholders, agents, independent contractors (“Associated Parties”), and each of their respective Associated Parties, from and against all claims, damages, costs, liabilities and expenses (including, but not limited to reasonable attorneys fees) arising out of your use and conduct in connection with the Site or the App and the MLC Services.
NO RESALE OF SERVICES
You agree not to copy, use, sell, trade or resell, for any reason, any of the Services, or any access to the Services.
CHANGES OR MODIFICATIONS OF SERVICES
MLC reserves the right to change or modify the Services, or any of the Terms of Use contained in this document, or any policy or guideline of the Site at any time, in its sole discretion. Any changes or modifications will be effective immediately upon posting of the revisions on the Site. You should frequently review the Terms of Use and any applicable policies from time to time because these changes or modifications will become effective immediately.
TERMINATION
MLC may terminate your membership, including, but not limited to, any content or information you have posted on the Site or the App and/or prohibit you from using or accessing the MLC Site, the App or Services, for any reason, at any time, in its sole discretion with or without notice. If any information you provide is false or inaccurate, MLC may terminate your membership immediately. In addition, you agree that MLC will not be liable to you or any third party for any termination of your access to the Site.
ADVERTISING
MLC may post or publish advertising or promotions on the Site or the App. You understand and agree that MLC retains the sole and exclusive right to run such advertising.
DEALING WITH THIRD PARTIES OR ADVERTISERS
Your relationships, correspondence and business dealings with other users, Member Accounts, Business Accounts and others, are solely between you and the other party. You agree that MLC will not be responsible or liable, in any manner, for any loss or damage, as a result of your dealings.
LINKS
MLC may provide links or access to other sites that allow you to access material provided by third parties. By using this access, you may be entering or linking to a third party’s site that may offer security and privacy practices different from MLC. MLC does not offer, endorse, guarantee or assume any liability for the accuracy, appropriateness or usefulness of, any products or services of any third party. Any third party is responsible for its site contents, security and privacy practices, and the availability of its system.
INTELLECTUAL PROPERTY INFRINGEMENT
If you believe that anything on the Site infringes upon any copyright which you own or control, you may file a notification on such infringement with MLC’ copyright agent at copyrights@mylocalcircles.com with the following information: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification a representative list of such works at that site; (3) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be and information reasonably sufficient to permit us to locate the material; (4) Information reasonably sufficient to permit us to contact the complaining party; (5) A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
MLC’ PROPRIETARY RIGHTS
All proprietary rights in the Services and any necessary software used in connection with the Service or the Web site or the App ("Software") are owned or licensed for use by MLC. This Web site and App are owned and operated by MLC and except as otherwise specified, MLC owns all materials appearing on both, including the text, site design, logos, graphics, and images, as well as the selection, assembly and arrangement thereof. You acknowledge and agree that the Services and Software contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Services or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by MLC or advertisers, you agree not to copy, modify, rent, lease, loan, sell, distribute, display, perform or create derivative works based on the Services or the Software, in whole or in part. MLC grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software; provided that you do not (and do not allow any third party to) copy, modify, display, distribute, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Services. You agree not to access the Services by any means other than through the interface that is provided by MLC for use in accessing the Services.
DISCLAIMER
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY, IN WRITING, BY MLC (THE SITE OR THE APP), THE SERVICES CONTAINED THEREIN AND MATERIALS BY MLC, ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. MLC DISCLAIMS ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS AND CONTENT. SHOULD APPLICABLE LAW NOT PERMIT THE FOREGOING EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, THEN MLC HEREBY GRANTS ONLY THE ABSOLUTE MINIMUM EXPRESS AND IMPLIED WARRANTIES REQUIRED BY SUCH APPLICABLE LAW. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MLC, ITS EMPLOYEES, AGENTS. SUPPLIERS, LICENSOR(S) OR ANY OTHER PERSONS SHALL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THIS SECTION ENTITLED “DISCLAIMER”.
YOU ARE SOLELY RESPONSIBLE FOR YOUR ACTIONS OR INTERACTIONS WITH OTHER MLC USERS. MLC IS NOT RESPONSIBLE FOR THE ACTIONS OF ANY THIRD PARTIES WHO MAY ACCESS THE SITE (OR THE APP) OR USE THE MLC SERVICES. YOUR USE OF THE SITE (OR THE APP) AND THE MLC SERVICES ARE AT YOUR OWN RISK. MLC CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE (OR THE APP) OR ITS SERVER(S) OR ANY MATERIALS THAT YOU MAY DOWN LOAD FROM THE SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.
MLC DOES NOT REPRESENT OR WARRANT THAT THE MLC SITE OR THE APP, THE CONTENT OR ANY INFORMATION OR SERVICES PROVIDED OR ACCESSIBLE VIA MLC ARE ACCURATE, COMPLETE OR CURRENT AND MLC DOES NOT WARRANT THAT YOUR USE OF THE SAME WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, BE UNINTERRUPTED, VIRUS OR ERROR-FREE, OR COMPLETELY SECURE. MLC CAN CONTAIN CONTENT WITH ERRORS OR INACCURACIES. MLC RESERVES THE RIGHT TO ADD TO, CHANGE OR DELETE CONTENT OR MATERIALS WITHOUT NOTICE. ADDITIONALLY, YOU ACKNOWLEDGE THAT MLC CONTAINS INFORMATION PROVIDED BY THIRD PARTIES, WHICH INCLUDES, WITHOUT LIMITATION, CONTENT MLC DOES NOT ENDORSE. MLC IS NOT RESPONSIBLE FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE OR STATEMENT CONTAINED ON MLC PROVIDED BY A THIRD PARTY.
LIMITATION OF LIABILITY
YOUR USE OF MLC IS AT YOUR OWN RISK. IN NO EVENT SHALL MLC OR ITS AFFILIATED PARTIES (AS DEFINED ABOVE) BE LIABLE FOR ANY ANY INDIRECT, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF DATA, INCOME, PROFIT, OR GOODWILL, LOSS OF OR DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES) ARISING OUT OF OR IN CONNECTION WITH THE USE OF MLC OR ANY CONTENT CONTAINED ON MLC, OR ARISING OUT OF ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY INFORMATION AVAILABLE ON MLC, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) PROPRIETARY RIGHTS INFRINGEMENT, PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. YOU HEREBY WAIVE ANY AND ALL CLAIMS AGAINST MLC AND ITS AFFILIATES, THEIR AFFILIATES, AND AGENTS, REPRESENTATIVES, AND LICENSORS, ARISING OUT OF YOUR USE OF MLC AND ANY INFORMATION AVAILABLE THEREON; WITHOUT LIMITING THE FOREGOING, MLC SHALL HAVE NO LIABILITY (i) FOR ANY, INACCESSIBILITY OF DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF MLC, THE MATERIALS OR ANY INFORMATION OR SERVICES THEREUNDER, OR (ii) WITH RESPECT TO ANY TRANSMISSION OR DATA ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ON OR THROUGH MLC. IF YOU ARE DISSATISFIED WITH ANY PORTION OF MLC OR THE INFORMATION OR SERVICES ACCESSIBLE THEREIN, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING MLC.
THE LIMITATION OF LIABILITY HEREIN IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN AND REFLECTS A FAIR ALLOCATION OF RISK. MLC AND ANY SERVICES OR CONTENT OFFERED THROUGH MLC NETWORK WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS AND YOU AGREE THAT THE LIMITATION AND EXCLUSIONS OF LIABILITY, DISCLAIMERS AND EXCLUSIVE REMEDY SPECIFIED HEREIN WILL SURVIVE AND APPLY EVEN IF FOUND TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES AND/OR THE EXCLUSION OF CERTAIN REMEDIES, IN SUCH JURISDICTIONS, YOU AGREE THAT THE LIABILITY OF MLC SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH JURISDICTION.
TRADEMARKS
MLC, MyLocalCircles Inc, and MyLocalCircles.com are trademarks, trade names, or service marks of MLC. Any other products, company names or other trademarks or service marks appearing on MLC are the property of their respective owners. Nothing contained in MLC should be construed as granting, by implication estoppel, or otherwise, any license or right to use any mark displayed on MLC without prior written permission of MLC or the respective owners.
INDEMNIFICATION
Indemnification. You agree to defend, indemnify, and hold harmless MLC and its Affiliated Parties (as defined above) from and against any claims, actions, demands, liabilities, damages and expenses, including but without limitation, reasonable attorney’s fees and costs of investigation, arising out of or in connection with (a) your violation of any term of these Terms of Use (b) your use or misuse of the MLC Content or services or other act or omission by you, or (c) with respect to any claim of defamation, invasion of privacy, right of publicity, unfair competition, infringement of a third person’s intellectual property or other proprietary rights or obscenity relating to your submissions and/or use of MLC. MLC reserves the right to participate in such defense and settlement with its own counsel at its own expense. In no event shall you enter into any settlement that purports to bind MLC without MLC’ prior written consent. MLC will provide you reasonably prompt notice of any such claim and shall reasonably cooperate with you in the defense and/or settlement of such claim at your sole expense.
APPLICABLE LAW AND VENUE
These Terms of Use and your use of the Site shall be governed by and construed in accordance with the laws of the State of Florida, applicable to agreements made and to be entirely performed within the State of Florida, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these Terms of Use shall be filed only in the state and federal courts located in Collier County, Florida and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms of Use.
SEVERABILITY
If any provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.
QUESTIONS & CONTACT INFORMATION
Questions or comments about the Site may be directed to MLC at the email address: support@mylocalcircles.com
ENTIRE AGREEMENT
You fully understand and agree that these Terms of Use and MLC Privacy Policy constitute the entire agreements between the parties, until or unless modified by MLC in writing.
Last Updated 6/5/19