PLEASE READ THE FOLLOWING TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION. BY USING OUR WEBSITE YOU AGREE TO BE BOUND BY THESE TERMS.
In these Conditions:
in relation to any company, means any company it controls or is controlled by or with which it is under common control.
means comments, suggestions, ideas, concepts, know-how, techniques, or materials (including without limitation original or creative materials and Content).
means any and all textual and graphical content including, without limitation, text, code, graphics, images, logos, photographs, sounds, music, video, animation, characterization, URL, trademarks, data, media and other content in any form.
means (a) all copyrights, patents, rights in trademarks, design rights, database rights, rights in know-how, trade secrets, service marks, domain names, rights in confidential information (whether registered or unregistered); (b) applications for registration, and the right to apply for registration, renewal, extension, division or reissue, for any of these rights; and (c) all other intellectual property rights and equivalent or similar forms of protection existing anywhere in the world.
means laws, regulations, rules, orders, codes of practice or other requirements of any governmental authority or regulatory body of competent jurisdiction from time to time.
means any software designed to infiltrate, interfere with, intercept, expropriate or damage a computer system, data or personal information, without the owner’s informed consent, including, but not limited to, “trojans”, “worms”, “logic bombs” and “cancelbots” as the same may be generally understood within the computing industry from time to time and any other malicious and unwanted software.
means any and all data or other information generated by or in connection with Our Website, or your use of Our Website, or acquired by you or your Affiliates from us or our Affiliates.
means all standards, policies, practices, specifications, technical requirements, schedules, terms, conditions, guidelines, rules and other information on Our Website or such other website as may be notified to you from time to time, and as such documents may be amended from time to time by us in our sole discretion.
means any and all:
means Our owned and operated websites and landing pages.
“us,” “we” and “our”
refers to User-Friendly Phone Book, LLC d/b/a User Friendly Media, a company registered in Delaware with principal place of business located at 10200 Grogan’s Mill Road, STE 440, The Woodlands, TX 77380, our subsidiaries, successors and assigns.
means your registered account set up for you to allow you to, among other things, purchase our (or our Affiliates) products and services, to manage orders placed by you through Our Website and to set up and manage your listings profile accessible through Our Website.
If you do not agree with any part of these Conditions, do not visit or use Our Website. If you use any part of Our Website you agree to these Conditions. If you do not want to agree to these Conditions, do not use Our Website.
We reserve the right, in our sole discretion, to modify, alter or otherwise update these Conditions or any of Our Policies at any time for any reason, and by visiting or using Our Website after the posting of a modification, you accept the modification. Any changes will be effective only after the effective date of the change and will not affect any dispute arising prior to the effective date of the change.
If you elect to register on Our Website, you must provide your real name, address, phone number, and email address. You must ensure that all registration information you give us is complete, accurate and truthful and that you keep such information up to date at all times. We reserve the right to reject any registration and to refuse service to anyone for any reason, in our sole and absolute discretion. We reserve the right to terminate Your Account immediately and without notice to you at any time and for any reason, including, without limitation, if you provide false or incorrect information when you register or if you don’t keep your information up to date.
Shortly after you have accepted and agreed to these Conditions, the password that you create will be activated to enable you to access the password-protected portions of Our Website. You must not share your password with anyone else. It is your responsibility to remember and protect your password and you must not disclose it to any other person. Remember to choose a strong password, including numbers, capital letters, special characters, etc., and one that is not typically found in a dictionary. You shall not access or use Our Website by means of any automated program, expert system, electronic agent or “bot,” and shall not give any person or entity access to Our Website. You may never use someone else’s account, username or password without permission. You are responsible for maintaining the confidentiality of your password and Your Account, and you shall be fully responsible for all activities that occur under your password or Your Account. You agree to notify us immediately if you discover any unauthorized use of your password or Your Account or any other breach of security.
We reserve the right to change Our Website and any or all of the services available on or through it at any time from time to time or to discontinue Our Website or any or all of the services available through it at any time. We make no guarantees that Our Website is available and free of bugs and other errors. We may suspend all or part of Our Website or your access to it from time to time, for various reasons, including, but not limited to, (i) maintenance procedures or repairs performed by us; (ii) equipment failures; (iii) congestion of the network; or (iv) interruption of telecommunication or digital transmission links. You acknowledge and agree that we are not liable for these periodic interruptions in Our Website.
You must not: (a) decompile, reverse engineer, disassemble, modify, reduce Our Website to human perceivable form or create derivative works based upon Our Website or any part thereof; (b) except to the extent permitted by law or under these Conditions, copy, modify, duplicate, frame, mirror, republish, download (other than for the purposes of page caching), display, transmit or reproduce any portion of Our Website in any form or by any means or exploit Our Website for commercial purposes, without our express written permission (which may be granted or withheld in our absolute discretion); (c) disable any licensing or control features of Our Website or in any way interfere with features which enforce limitations on use of Our Website; (d) introduce into Our Website any Malware; (e) merge Our Website with another program; (f) remove, obscure, or alter any notice of the copyright or other proprietary legends on Our Website; (g) sublicense, assign, translate, rent, lease, lend, resell for profit, distribute or otherwise assign or transfer access to Our Website to any third party not authorized under these Conditions; (h) use, or allow the use of, Our Website in contravention of any federal, state, local, foreign or other applicable law, or rules or regulations of regulatory or administrative organizations; (i) use ‘screen scraping’, any automated algorithm, device, method, system, software or manual process to access, use, search, copy, monitor or extract material (in whole or in part) from Our Website unless we have given our express written permission (which may be granted or withheld in our absolute discretion); (j) artificially increase the number of click counts or click-through for any listing or seller, including by any manual means (such as repeatedly clicking on adverts or refreshing pages), any automated means (such as computer-generated search requests or similar devices) or asking someone to carry out these activities (including by offering any benefit or incentive); (k) otherwise act in a fraudulent, illegal, malicious or negligent manner when using Our Website; or (l) use the information of other users of Our Website for the purposes of solicitation, advertising, unsolicited marketing, spam or harassment.
It is not practical for us to check all Content and Comments posted to Our Website by our users. Instead, we offer a notice and take down procedure. If you believe that any information posted on Our Website is defamatory or infringes your IP rights in any way, please notify us immediately at email@example.com. We will then review the information and, where we deem it appropriate, remove it within a reasonable time.
You shall indemnify, hold harmless and defend us, our Affiliates, our and our Affiliates’ directors, officers, employees, agents and subcontractors, our licensors and assigns from all claims, liabilities, losses, damages, settlements, costs and/or expenses, whether or not partially attributable to our negligence or that of our Affiliates, including reasonable attorneys’ fees and expenses, and third party claims or liability (collectively, “Liabilities”) arising out of or in connection with: (a) your use of Our Website; (b) your breach or alleged breach of these Conditions or of any of Our Policies; (c) your Content or any use of it by us or our Affiliates, agents, service providers or sub-licensees, including, but not limited to, claims of defamation; (d) any claim or allegation that Content, Comments or any use of them by us or our Affiliates, agents, service providers or sub-licensees infringes or is alleged to infringe a third party’s intellectual property rights; and (e) any personal injury, death or property damage caused by you. You will use counsel reasonably satisfactory to us to defend each indemnified claim, and we may elect to participate in the defense at our expense. If at any time we reasonably determine that any indemnified claim might adversely affect us, we may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a claim without our prior written consent, which may not be unreasonably withheld. Your defense and indemnification obligation will survive the term of these Conditions.
We shall not be liable for any default or delay in the performance of any of our obligations under these Conditions if such default or delay is caused, directly or indirectly, by forces beyond our reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, power outages, supply shortages or the failure of you or any third party to perform any commitment relating to the production or delivery of any equipment or material required for us to perform our obligations hereunder.
These Terms and Conditions shall be governed by and interpreted in accordance with the laws of the State of Texas, (without reference to its conflicts of laws principles) and the Federal and State Courts located in Montgomery, County Texas shall have exclusive jurisdiction over all disputes (whether contractual or non-contractual) arising out of or in connection with these Conditions.
We will give you notices (including contractual notices) electronically, by emailing you or posting the notice on Our Website. You hereby consent to receiving notices and other communications from us in this manner and agree that such notices are “in writing”.
The parties to these Conditions do not intend that any term should be enforceable by any person who is not a party to these Conditions other than our Affiliates which shall be entitled to any actions and rights as us. Each of our Affiliates shall be entitled to enforce the terms of these Conditions in its own right. For the avoidance of doubt, we may vary the terms of these Conditions so as to extinguish or vary the rights of our Affiliates without requiring additional consent from such affected Affiliates. We are not your fiduciary or trustee.
You shall, and shall make sure that your officers, employees, agents and service providers shall: (a) at all times comply with all anti-corruption laws applicable to you; and (b) not, directly or indirectly offer, promise or give (or agree to offer, promise or give) any financial or other advantage with respect to any matters which are the subject of these Conditions and/or to obtain any benefit for us which would violate any anti-corruption laws applicable to you or us. If you become aware of any breach or suspected breach of this Condition, you must notify us promptly. We may immediately suspend operation of these Conditions on written notice, pending investigation. You must assist us in any such investigation. If, in our reasonable opinion, you have breached this Condition: (a) we may immediately terminate these Conditions by giving you written notice; and (b) you shall indemnify us and hold us harmless on demand against any and all claims, demands, actions, proceedings, awards, compensation costs (including legal costs and disbursements on a full indemnity basis), expenses, damages, losses, fines, fees, costs and other liabilities of whatsoever nature brought against us arising out of or in connection with such breach.
These Conditions, Our Policies and any documents referred to in them constitute the entire agreement of the parties with respect to the subject matter hereof and supersede and cancel all prior agreements claims, representations and understandings of the parties in connection with the subject matter hereof. If any provision of these Conditions is held to be unenforceable, such holding shall in no way invalidate any other provision hereof, and these Conditions shall remain in full force and effect.