ACCEPTANCE OF TERMS AND CONDITIONS
The Terms of Service applies to all Black Directory Members and all users of “the site”, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
“The site” provides an interactive online service operated by Million Two One, LLC on the World Wide Web of the Internet (the “Web”), consisting of information services, content and transaction capabilities facilitated through Million Two One, LLC, affiliates of Million Two One, LLC and merchants (“Merchants”).
This Agreement sets forth the terms and conditions that apply to the use of this Site by the End User. By using this Site, End User agrees to comply with all of the terms and conditions hereof. The right to use this Site is personal to End User and is not transferable to any other person or entity. End User shall be responsible for protecting the confidentiality of End User’s password(s), if any. End User acknowledges that, although the Internet is often a secure environment, sometimes there are interruptions in service or events that are beyond the control of Million Two One, LLC, and Million Two One, LLC shall not be responsible for any data lost while transmitting information on the Internet. While it is Million Two One, LLC’s objective to make “the site” accessible 24 hours per day, 7 days per week, “the site” may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of the control of Million Two One, LLC, access to “the site” may be interrupted, suspended or terminated from time to time.
Million Two One, LLC shall have the right at any time to change or discontinue any aspect or feature of “the site”, including, but not limited to, content, hours of availability and equipment needed for access or use. Further, Million Two One, LLC may discontinue disseminating any portion of information or category of information, may change or eliminate any transmission method and may change transmission speeds or other signal characteristics.
The material appearing on Million Two One, LLC’s web site could include technical, typographical, or photographic errors. Million Two One, LLC does its best to ensure that the information on “the site” is accurate, complete and current, however Millions Two One, LLC makes it clear because of time and other variables, some of the materials on its web site may not be accurate, complete, or current. Million Two One, LLC may make changes to the materials contained on its web site any time without notice. Million Two One, LLC does not, however, make any commitment to update the materials.
As becoming a Black Directory Member, you represent that you are of legal age to enter into an annual subscription. You must be at least 13 years of age to be eligible to be a Black Directory Member and to upload your company’s information on “the site”. There is no legal age requirement to use “the site”.
If you are using our Services on behalf of a business, you agree that you have the legal right to bind the represented business to an annual subscription. The represented business will hold harmless and indemnify Million Two One, LLC, dba Black Directory, LLC and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorney’s fees.
2. Modified Terms.
End User shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of this Site and all charges related thereto. Million Two One, LLC shall not be liable for any damages to the End User’s equipment resulting from the use of this Site.
4. End User Conduct.
The foregoing provisions of this Section 4 apply equally to and are for the benefit of Million Two One, LLC, its subsidiaries, affiliates, Merchants and its third-party content providers and licensors, and each shall have the right to assert and enforce such provisions directly or on its own behalf.
5. Copyright and Trademarks.
Everything located on or in this Site, including the Microsites, is the exclusive property of Million Two One, LLC. or used with express permission of the copyright and/or trademark owner. ANY COPYING, DISTRIBUTING, TRANSMITTING, POSTING, LINKING, DEEP LINKING, OR OTHERWISE MODIFYING OF THIS SITE OR ANY OF THE MICROSITES WITHOUT THE EXPRESS WRITTEN PERMISSION OF MILLION TWO ONE, LLC. IS STRICTLY PROHIBITED. Any violation of this policy may result in a copyright, trademark or other intellectual property right infringement that may subject End User to civil and/or criminal penalties.
The foregoing provisions of Section 5 apply equally to and are for the benefit of Million Two One, LLC, its subsidiaries, affiliates, Merchants and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
6. Copyright Policy.
Million Two One, LLC reserves the right to terminate its agreement with any End User who repeatedly infringes third-party copyright rights upon prompt notification to Million Two One, LLC by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that a copyrighted work has been copied and posted via the Site or any Microsite in a way that constitutes copyright infringement, you shall provide Million Two One, LLC with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location on the Site or any Microsite of the copyrighted work that you claim has been infringed; (c) a written statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; (d) your name and contact information, such as telephone number or e-mail address; and (e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
7. Disclaimer of Warranty.
The materials on Million Two One's web site are provided "as is". Million Two One, LLC makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, Million Two One does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet web site or otherwise relating to such materials or on any sites linked to this site.
8. Limitation of Liability.
In no event shall Million Two One, LLC or its suppliers be liable for damages (including, without limitation, damages for loss of data or profit, or due to business interruption,) arising out of the use or inability to use the materials on Million Two One’s Internet site, even if Million Two One, LLC authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.
Million Two One, LLC shall have the right, but not the obligation, to monitor the content of the Site and any Microsites at all times, including any chat rooms and forums that may hereinafter be included as part of the Site, to determine compliance with this Agreement and any operating rules established by Million Two One, LLC, as well as to satisfy any applicable law, regulation or authorized government request. Without limiting the foregoing, Million Two One, LLC shall have the right, but not the obligation, to remove any material that Million Two One. LLC, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
11. License Grant.
By posting communications on or through this Site or any Microsite, End User shall be deemed to have granted to Million Two One, LLC a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sublicense such rights through multiple tiers of sublicenses.
Permission is granted to temporarily download one copy of the materials (information or software) on Million Two One’s web site for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:
This license shall automatically terminate if you violate any of these restrictions and may be terminated by Million Two One, LLC at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.
End User agrees to defend, indemnify and hold harmless Million Two One, LLC, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising out of or related to any products or services purchased by End User in connection with the Site or any Microsites.
End User is solely responsible for interactions with Merchants and other users of the Site or Microsites. To the extent permitted under applicable laws, End User hereby releases Million Two One, LLC from any and all claims or liability related to any product or service of a Merchant, any action or in-action by Merchant, including Merchant’s failure to comply with applicable law and/or failure to abide by the terms of a Voucher, and any conduct or speech, whether online or offline, of any other user.
Million Two One, LLC may terminate this Agreement at any time. Without limiting the foregoing, Million Two One, LLC shall have the right to immediately terminate or suspend any passwords or accounts of End User in the event of any conduct by End User or which Million Two One, LLC, in its sole discretion, considers to be unacceptable, or in the event of any breach by End User of this Agreement. The provisions of Sections 2, 4, 5, 6, 7, 10, 11, and 12 will survive termination of this Agreement.”
14. Third-Party Content.
Million Two One, similar to an Internet Service Provider, is a distributor (and not a publisher) of content supplied by third parties and End Users. Accordingly, Million Two One, LLC has no more editorial control over such content than does a public library, bookstore or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, or any other end users are those of the respective author(s) or distributor(s) and not of Million Two One, LLC.
In many instances, the content available through this Site represents the opinions and judgments of the respective information provider, end user, or other user not under contract with Million Two One, LLC. Million Two One, LLC neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made on Million Two One, LLC by anyone other than authorized Million Two One, LLC employee spokespersons while acting in official capacities. Under no circumstances will Million Two One, LLC be liable for any loss or damage caused by an end user’s reliance on information obtained through Million Two One, LLC. It is the responsibility of End User to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, etc., or other content available through Million Two One, LLC.
Million Two One, LLC contains links to third-party websites maintained by other content providers. These links are provided solely as a convenience to you and not as an endorsement by Million Two One, LLC of the contents on such third-party sites, and Million Two One, LLC hereby expressly disclaims any representations regarding the content or accuracy of materials on such third-party websites. If End User decides to access linked third-party websites, End User does so at its own risk. Unless you have executed a written agreement with Million Two One, LLC expressly permitting you to do so, you may not provide a hyperlink to the Site or any Microsite from any other website. Million Two One, LLC reserves the right to revoke its consent to any link at any time in its sole discretion.
This Agreement, including the Terms of Sale set forth below (which are incorporated into this Agreement), and any operating rules for Million Two One, LLC established by Million Two One, LLC, constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by either party of any breach or default hereunder is a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall be of no legal force or effect. If any provision of this Agreement is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement, and the remaining portions of this Agreement shall continue in full force and effect. The failure of either party to exercise any of its rights under this Agreement shall not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder.
The laws of Florida, U.S.A., excluding Florida’s conflict of laws rules, will apply to any disputes arising out of or relating to these terms or the Services.
By using this Site, End User agrees that: (1) any claim, dispute, or controversy End User may have against Million Two One, LLC arising out of, relating to, or connected in any way with this Agreement, this Site, or any Microsite, or the purchase or sale of any Voucher(s), shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by AAA (“Rules and Procedures”); (2) the arbitration shall be held at a location determined by AAA pursuant to the Rules and Procedures (provided that such location is reasonably convenient for End User), or at such other location as may be mutually agreed upon by End User and Million Two One, LLC; (3) the arbitrator shall apply Florida law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (4) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only the End User’s and/or Million Two One’s individual claims; and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; and (5) with the exception of subpart (4) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (4) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither End User nor Million Two One, LLC shall be entitled to arbitrate their dispute. For more information on AAA and its Rules and Procedures, End Users may visit the AAA website at http://www.adr.org
17. Refund Policy.
Million Two One, LLC, dba Black Directory, LLC has a strong commitment to ensure that our Black Directory Members, corporate sponsors, advertisers and customers are completely satisfied with the products and services that we provide. Million Two One, LLC, dba Black Directory LLC provides a 3-day satisfaction guarantee. If a Black Directory Member, corporate sponsor, advertiser or customer requests a refund within 3 days from the day of payment, all refunds will be honored. No refunds will be honored after 3 days.
Black Directory Annual Subscriptions
Black Directory Memberships are subscribed under an automatic annual payment basis. Black Directory Members at any time can remove the annual subscription by contacting Square, Paypal, Stripe or Black Directory by sending an email to [email protected] or [email protected]. Automatic Subscriptions can be altered, changed or removed anytime during the 365 day period. No refunds will be given for a membership subscription after an annual 365-day period charge. Million Two One, LLC, Black Directory, LLC has a strong commitment to ensure that our Black Directory Members, corporate sponsors, advertisers and customers are completely satisfied with the products and services that we provide.
Black Directory Trial Membership refunds.
A Black Directory Member, corporate sponsor, advertiser or customer can cancel their trial membership at any time during the trial period. Cancelations can be requested by sending an email requesting a refund to [email protected], [email protected], through customer profiles in Paypal, Square or Stripe. If cancelations are not requested during the trial period through the methods provided, NO refunds will be given after payment is made and charged for memberships, corporate sponsorships, advertisers or customers. Million Two One, LLC, Black Directory, LLC has a strong commitment to ensure that our Black Directory Members, corporate sponsors, advertisers and customers are completely satisfied with the products and services that we provide.