The Terms you see below are important because they:
Outline your legal rights on the Business Directory part of our website.
Explain the rights you give to us when you use the Business Directory.
Describe the rules everyone needs to follow when using the Business Directory;
Contain a class action waiver; and
Contain an agreement to resolve any disputes that may arise between us by arbitration.
3.USE OF SOFTWARE. We may make certain software available to you from the Sites. The Sites, the Service, the software, including all files and images contained in or generated by the software, and accompanying data (collectively, “Software”) are deemed to be licensed to you by us, for your personal, non-commercial, home use only. We do not transfer either the title or the intellectual property rights to the Software, and we retain full and complete title to the Software as well as all intellectual property rights therein. You may not sell, redistribute, or reproduce the Software, nor may you decompile, reverse-engineer, disassemble, or otherwise convert the Software to a human-perceivable form. All trademarks and logos are owned by us or our licensors and you may not copy or use them in any manner.
4.COMPLIANCE WITH INTELLECTUAL PROPERTY LAWS. When using the Software, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Software is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content (collectively, “Content”) in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any Content you provide or transmit, or that is provided or transmitted using your account. The burden of proving that any Content does not violate any laws or third party rights rests solely with you.
6.OUR RIGHT TO USE YOUR CONTENT. You acknowledge and agree that any Content you post or provide may be viewed by the general public and will not be treated as private, proprietary or confidential. You authorize us and our affiliates, licensees and sub-licensees, without compensation to you or others, to copy, adapt, create derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or exploit such Content throughout the world in any format or media (whether now known or hereafter created) for the duration of any copyright or other rights in such Content, and such permission shall be perpetual and may not be revoked for any reason. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in any Content posted or provided by you.
GRANT OF LICENSE. You hereby grant Suburban Shopper Media a perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, store, display, reproduce, modify, create derivative works, perform, distribute, print, publish, disseminate and place advertising near and adjacent to your Content in any format or media (whether now or hereafter created) in any manner that we deem appropriate or necessary, including, if submitted, your name, voice and likeness throughout the world, and such permission shall be perpetual and cannot be revoked for any reason.
OWNERSHIP AND RIGHT TO USE CONTENT. By posting or providing any Content to Suburban Shopper Media, you represent and warrant to us that you own or have all necessary rights to use the Content, and grant to us the rights granted below. The forgoing representation includes, but is not limited to a representation and warranty that you own or have the necessary rights (including any necessary releases) to grant all rights granted below in relation to any persons, places or intellectual property pictured in any photographic Content that you provide. In addition, if you post or otherwise provide any Content that is protected by copyright, you represent that you have obtained any necessary permissions or releases from the applicable copyright owner.
7.COPYRIGHT INFRINGEMENT. We have in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Sites or with the Service. We have adopted a policy that provides for the immediate suspension and/or termination of any Sites or Service user who is found to have infringed on the rights of us or of a third party, or otherwise violated any intellectual property laws or regulations. Our policy is to investigate any allegations of copyright infringement brought to its attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want us to delete, edit, or disable the material in question, you must provide us with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted; (e) a statement that you have 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 (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to our designated agent:
Suburban Shopper Media
1044 Central Street Suite 201
Stoughton, MA 02072
8.ALLEGED VIOLATIONS AND PROHIBITED USE. You acknowledge and agree that your use of the Sites is for your personal use and not for advertising or commercial purposes. You agree not to copy/collect content from any of the Sites via robots, spiders, scripts, scrapers, crawlers, or any automated or manual equivalent (e.g., by hand). You may not use the Sites to recreate or compete with the Sites, to solicit or harass our advertisers or partners, or for any other purpose not contemplated herein. You acknowledge that a violation of the foregoing could result in significant damages, and you agree that you are liable to Suburban Shopper Media for any such damages, and will indemnify Suburban Shopper Media in the event of any claims against any of Suburban Shopper Media based on or arising from your violation of the foregoing. We reserve the right to terminate your use of the Service and/or the Sites. To ensure that we provide a high quality experience for you and for other users of the Sites and the Service, you agree that we or our representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Sites or the Service. We do not intend to disclose the existence or occurrence of such an investigation unless required by law, but we reserve the right to terminate your account or your access to the Sites immediately, with or without notice to you, and without liability to you, if we believe that you have violated any of the Terms, furnished us with false or misleading information, or interfered with the use of the Sites or the Service by others.
9.DISPUTE RESOLUTION. Through our Service, we may connect you with a service professional (“Service Professional”) such as a car dealer. You acknowledge and agree that Suburban Shopper Media cannot guarantee work performed by a Service Professional, and we have no obligation to remedy any conflict between you and a Service Professional. You agree that Suburban Shopper Media and its subsidiaries are not responsible for the accessibility or unavailability of any Service Professional or for your interactions and dealings with a Service Professional. You agree that it is your duty to check the license(s) of any Service Professional before entering into a business relationship.
- CALL RECORDING. You acknowledge and agree that Suburban Shopper Media and its subsidiaries may monitor and/or record any telephone calls between you and Suburban Shopper Media.
- TCPA CONSENT. Upon using the Sites, you will be prompted to disclose certain information about yourself and your service requirements. By providing this information to us, or by submitting a service request, you are requesting, and you expressly consent to being contacted by us, our affiliates, our advertisers, and/or by our Service Professionals, via phone, fax, email, mail, text (SMS) messaging, push notifications, or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable “Do Not Call” list, in order that we may provide the Services set forth on our website(s), to service your account, to reasonably address matters pertaining to your account, including but not limited to notifying you of, or confirming, appointments that you have scheduled, or for other purposes reasonably related to your service request and our business, including marketing related emails. You understand and consent that either the Sites, our affiliates (including our corporate partners), our advertisers and/or the Service Professionals may use automated phone technology (including autodialed and prerecorded messages) to contact you. Your consent is not required to purchase products or services. You agree that by completing a service request, you are entering into a business relationship with Suburban Shopper Media, our affiliates, our advertisers and/or a Service Professional and thus agree to be contacted by Suburban Shopper Media, our affiliates (including our corporate partners), our advertisers, and/or a Service Professional. You promise that all information you provide (including but not limited to your contact information, and any Ratings and Reviews of Service Professionals that you provide) will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or if Suburban Shopper Media has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Suburban Shopper Media has the right to refuse any current or future use of the Suburban Shopper Media Services (or any portion thereof) by you. You are responsible for any use of the Suburban Shopper Media Services by persons to whom you intentionally or negligently allow access to your password. You acknowledge that you are not required to consent to receive promotional messages as a condition of using the Services. You represent that you have received, and are authorized to convey to us, the consent of any authorized users on your account to be contacted by us as described in this Section. You agree that all consents provided in this Section will survive cancellation of your account. You may opt-out of receiving promotional or marketing texts or calls from Suburban Shopper Media at any time. You also acknowledge that Suburban Shopper Media or its third party service providers may record customer service calls after notice to you and with your consent, in order to assist you when you contact our customer support services. Suburban Shopper Media and its service provider(s) may receive in real time and store call data, including the date and time of the call or text (SMS) message, the parties’ phone numbers, and the content of the text (SMS) messages.
- NO WARRANTIES. WE HEREBY DISCLAIM ALL WARRANTIES. WE ARE MAKING THE SITES, SERVICES AND SOFTWARE AVAILABLE “AS IS” WITHOUT WARRANTY OF ANY KIND. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM THE USE OF, OR INABILITY TO USE, THE SITES, THE SOFTWARE OR THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITES, SERVICES OR SOFTWARE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. WE DO NOT WARRANT THAT THE SITES, SOFTWARE OR THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SITES, THE SOFTWARE OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
- LIMITED LIABILITY. OUR LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITES, THE SOFTWARE, THE SERVICES OR ANY OTHER MATERIALS OR SERVICES PROVIDED TO YOU BY US. THE LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION.
- AFFILIATED SITES. We have no control over, and no liability for any third party websites or materials. We work with a number of partners and affiliates whose Internet websites may be linked with our Sites. Because neither we nor our Sites have control over the content and performance of these partner and affiliate websites, we make no guarantees about the accuracy, currency, content, or quality of the information provided by such websites, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those websites. Similarly, from time to time in connection with your use of our Sites, you may have access to content items (including, but not limited to, websites) that are owned by third parties. You acknowledge and agree that we make no guarantees about, and assume no responsibility for, the accuracy, currency, content, or quality of this third party content, and that, unless expressly provided otherwise, these Terms shall govern your use of any and all third party content.
- PROHIBITED USES. Company imposes certain restrictions on your permissible use of the Sites, the Software and the Service. You are prohibited from violating or attempting to violate any security features of the Sites, the Software, or Service, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, the Software, the Sites, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Sites, the Software, or Service, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Sites, the Software, or Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Software or Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by us in providing the Sites, the Software or the Service. Any violation of system or network security may subject you to civil and/or criminal liability.
- INDEMNITY. You agree to indemnify, defend, and hold harmless Suburban Shopper Media, its subsidiaries and sister entities, and its subsidiaries, affiliates, officers, directors, employees, consultants, agents, representatives and any partners from any and all claims, demands, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of these Sites, the Software, or its Services, your violation of these Terms, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity, or any dispute between you and a Service Professional. We will notify you promptly of any such claim, loss, liability, or demand, and will provide you with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage, or cost.
- COPYRIGHT. All contents of the Sites, the Software or Service are: © 2021 Suburban Shopper Media. All Rights Reserved.
18.CHOICE OF LAW, MANDATORY ARBITRATION, AND VENUE.
GOVERNING LAW AND JURISDICTION. The Agreements (and any non-contractual disputes/claims arising out of or in connection with them) are subject to the laws of the state of California, United States of America, without regard to choice or conflicts of law principles. Further, you and us agree to the jurisdiction of the Northern District of California to resolve any dispute, claim, or controversy that relates to or arises in connection with the Agreements (and any non-contractual disputes/claims relating to or arising in connection with them) and is not subject to mandatory arbitration under Section 18b.
DISPUTE RESOLUTION AND ARBITRATION. This Arbitration Agreement applies only to users in the United States. You andSuburban Shopper Media, its subsidiaries and sister entities agree that any dispute, claim, or controversy between you and us arising in connection with or relating in any way to these Agreements or to your relationship with us as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Agreements) will be determined by mandatory binding individual (not class) arbitration. You and us further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope or validity of the Arbitration Agreement or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. We may also mutually agree to have the arbitration conducted by telephone or based on written submissions. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney fees), except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of the Agreements.
EXCEPTIONS. Notwithstanding the clause above (18b), you and us both agree that nothing in this Arbitration Agreement will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to (1) bring an individual action in a U.S. small claims court or (2) bring an individual action seeking only temporary or preliminary individualized injunctive relief in a court of law, pending a final ruling from the arbitrator. In addition, this Arbitration Agreement doesn’t stop you or us from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).
NO CLASS OR REPRESENTATIVE PROCEEDINGS: CLASS ACTION WAIVER. Unless both you and us agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If a court decides that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court. YOU AND US AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.
ARBITRATION RULES. Either you or we may start arbitration proceedings. Any arbitration between you and us will take place under the Consumer Arbitration Rules of the American Arbitration Association (“AAA”) then in force (the “AAA Rules”), as modified by this Arbitration Agreement. You and us agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. We can also help put you in touch with the AAA.
WRITTEN NOTICE. A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail, Federal Express, UPS, or Express Mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Notice”). Our address for Notice is: 1044 Central Stret Suite 201 Stoughton, MA 02072. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought (“Demand”). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 90 days after the Notice is received, you or us may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or us shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, and the arbitrator issues you an award that is greater than the value of our last written settlement offer, then we will instead pay you either the amount of the award or $1,000, whichever is greater. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.
ENFORCEABILITY. If this Arbitration Agreement is invalidated in whole or in part, the parties agree that the exclusive jurisdiction and venue described in Section 18a shall govern any claim in court arising out of or related to the Agreements.
- SEVERABILITY; WAIVER. If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect. No waiver of any breach of any provision of these Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.
- NO LICENSE. Nothing contained on the Sites should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by us or by any third party.