Business Profile: Terms and Conditions of Sale
PLEASE READ THIS DOCUMENT CAREFULLY. IT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, INCLUDING LIMITATIONS AND EXCLUSIONS THAT MIGHT APPLY TO YOU.
2.0 DESCRIPTION OF THE SERVICE
2.1 Sonic Weekly Business Profile Listing is a fee-based service provided by Sonic Weekly to serve the needs of businesses. Business owners who sign up for the Service will receive placement on the Sonic Weekly directory of enhanced business listings that include details about their business such as hours of operation, accepted payment methods, a link to a company web site, and other information that is valuable to the user.
2.2 All listings submitted to the Service must meet the following minimum criteria:
- The listing must be for a business based in the United States.
- The web site for the listing, if any, must be in the English language with the official business name visible to any visitor to that site;
- The listing, and the web site(s) at the URLs included as part of the listing, if any, must meet our Acceptable Usage Policy.
These criteria are minimum requirements only, and Sonic Weekly, in its sole discretion, may consider other criteria before accepting the submission.
2.3 Sonic Weekly will consider your preferences, but reserves the right to ensure your listing is in the correct category or subcategory corresponding to the type of services you offer. After you submit your listing, Sonic Weekly or its agent will provide confirmation that your listing request has been processed and your listing accepted for placement on the Sonic Weekly site.
3.0 PAYMENT TERMS and SALES TAXES
3.1 Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us prior to our acceptance of an order. We accept checks, money orders, VISA, MasterCard, American Express, and Discover credit cards for all purchases. You represent and warrant that: (i) the credit card information you supply to us is true, correct and complete; (ii) charges incurred by you will be honored by your credit card company; and (iii) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any. All payments must be in United States dollars. We require your current billing address and phone information with every order.
4.0 TERMS AND TERMINATIONS
4.1 The term of this Agreement will be for a period of one (1) month, (6) months or (12) months commencing on the date that you submit your listing for the Service (the "Initial Term"). After the expiration of the 1-month Initial Term, this Agreement shall automatically renew for successive monthly periods at renewal rates applicable at the time, unless notice of termination is provided in accordance with Section 4.2 below; provided, however, that to qualify for each renewal the listing must, at the time of renewal, be in substantial compliance with the material terms and conditions of this Agreement. Sonic Weekly shall have the right, but not the obligation, to review the listing for compliance with this Agreement as part of the renewal process, or at any time. After the expiration of the 6 or 12-month Initial Term, this Agreement will not renew automatically. A Sonic Weekly representative will contact you regarding your account and future renewals. Sonic Weekly does not offer any refunds, pro-rated refunds or money back; all sales are final.
4.2 After the expiration of the Initial Term, either party, in its sole and absolute discretion, may terminate this Agreement upon notice in the manner described in Section 9 regarding notice.
4.3 Notwithstanding the foregoing, Sonic Weekly may, but has no duty to, immediately terminate this Agreement and remove the listing from Sonic Weekly if Sonic Weekly in its sole discretion concludes that you have provided false information as part of your submission, are engaged in fraudulent or illegal activities or the sale of illegal or harmful goods or services, are engaged in activities or sales that may damage the rights of Sonic Weekly or others, or have otherwise breached the terms of this Agreement. Any termination under this Section 4.3 shall take effect immediately without any opportunity to cure.
4.4 You agree to compensate, Sonic Weekly and its affiliates and suppliers (and their respective employees, directors and representatives) for any and all expenses, including, without limitation, all claims, actions, proceedings, suits, liabilities, fines, and attorneys' fees, incurred by Sonic Weekly or it's suppliers, arising out of or relating to (1) your violation or breach of any agreement, terms, representation or warranty of this Agreement or any applicable policy or guideline; (2) your improper or illegal use of the Plan(s); or (3) your violation, alleged violation, or misappropriation of any intellectual property right (including, but not limited to, trademark, copyright, patent, trade secrets) or nonproprietary right of a third party.
4.5 The provisions of Section 5, 6, 7, 9, 10, and 11 shall survive any termination of the Agreement.
By placing a listing through the Service, you agree to receive communications essential to your use of the Service--for example, an email about a change in Service pricing. From time to time, Sonic Weekly will send out non-essential communications related to the Service, including promotional messages. You will be given an opportunity to “opt-out” on these types of communications.
You agree to indemnify, defend, and hold harmless Sonic Weekly, and its parents, subsidiaries, affiliates, officers, directors, shareholders, employees, and agents, from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of or listing in the Service, the acceptance or rejection of your listing, any alleged violation of this Agreement, or any alleged violation of any rights of others. Sonic Weekly reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by You, which shall not excuse your indemnity obligations.
7.0 DISCLAIMER and LIMITATION OF LIABILITY
Our responsibility for defects relating to the products and services available on our site is limited to the procedures described in our return policy set forth below.
ALL PRODUCTS AND SERVICES AVAILABLE ON THIS SITE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANT OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT THE PRODUCTS AND SERVICES AVAILABLE ON THIS SITE WILL MEET YOUR REQUIREMENTS; THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCTS OR SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE; OR THE QUALITY OF ANY PRODUCTS OR SERVICES WILL MEET YOUR EXPECTATIONS. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOUR PURCHASE OF PRODUCTS AND SERVICES. WE DO NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING ANY LIABILITY FOR PRODUCTS AND SERVICES THAT ARE NOT AVAILABLE FOR USE OR FOR LOST OR CORRUPTED DATA OR SOFTWARE. IN NO EVENT SHALL WE OR OUR PARENT, SUBSIDIARIES, AFFILIATED COMPANIES, AGENTS, SHAREHOLDERS, EMPLOYEES, OR OFFICERS (COLLECTIVELY, OUR "AFFILIATES") HAVE ANY OBLIGATIONS OR LIABILITIES TO YOU OR ANY OTHER PERSON FOR LOSS OF PROFITS, FOR LOSS OF BUSINESS OR USE, OR FOR INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER THEORY OR FORM OF ACTION, EVEN IF WE OR OUR AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF, ARISING OUT OR IN CONNECTION WITH THE SALE, DELIVERY, USE, REPAIR OR PERFORMANCE OF THE PRODUCTS AVAILABLE THROUGH THIS SITE. NONE OF OUR EMPLOYEES OR REPRESENTATIVES ARE AUTHORIZED TO MODIFY THIS LIMITATION. OUR SOLE AND ENTIRE MAXIMUM LIABILITY (AND THE LIABILITY OF ANY OF THE PROVIDERS OF PRODUCTS AND SERVICES AVAILABLE ON OUR SITE), FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS AND SERVICES YOU HAVE ORDERED THROUGH OUR SITE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOUR PURCHASE OF PRODUCTS AND SERVICES.
8.0 FORCE MAJEURE
In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of products and service available through our site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
9.0 PRIVACY and CUSTOMER INFORMATION
At any time you may update your customer account information by following the instructions posted elsewhere on this site. Here you may update your name, password, billing address, shipping address, e-mail address, telephone number, and credit card information.
10.0 ENTIRE AGREEMENT
These terms and conditions constitute the entire agreement and understanding between us concerning the subject matter hereof and supersedes all prior agreements and understandings of the parties with respect thereto. These terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for products or services which are subject to additional or altered terms and conditions shall be null and void, unless otherwise agreed to in a written agreement signed by you and us. To the extent that anything in or associated with this site is in conflict or inconsistent with these terms and conditions, these terms and conditions shall take precedence.
11.0 GOVERNING LAW and STATUTE of LIMITATIONS
This site (excluding linked site) is controlled by us from our offices within the State of California, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of California, by accessing this site both of us agree that the statutes and laws of the State of California, without regard to the conflicts of laws principles thereof, will apply to all matters relating to the use of this site and the purchase of products and services available through this site. Each of us agrees and hereby submits to the exclusive personal jurisdiction and venue of the Superior Court of Los Angeles County and the United States District Court for the Central District of California with respect to such matters.
Any cause of action brought by you against us or our Affiliates must be instituted within one year after the cause of action arises or be deemed forever waived and barred.