User Agreement

[Date modified: 04.02.2009]

             BuzzTown is an on-line business directory with review service (“Service”) that allows businesses to subscribe, for a fee, as members.  The Service is operated by Durango Herald, Inc. d.b.a BuzzTown (hereinafter “BuzzTown”).  Generally, businesses may register as members and advertise their business through an on-line business profile or home page that describes the business.  Generally, individuals may also register as members, to provide comments or reviews about business members, and to access other information and participate in communications with other members.  At its discretion, BuzzTown may permit non-members to access the BuzzTown Website and participate in certain BuzzTown activities.  All members are collectively referred to herein as “Members.”  This Agreement applies to all Members.  All Members must indicate their acceptance of this Agreement in the registration process.  Specific provisions may apply only to business members or to individual members, and such provisions will refer specifically to such classifications.  This Agreement is between Durango Herald, Inc. d.b.a. BuzzTown and each Member. 

 

PRELIMINARY PROVISIONS 

            i.  As used in this Agreement, “BuzzTown” includes Durango Herald, Inc., its officers, owners, agents, employees, and affiliates.

             ii.   This Agreement sets out the legally binding terms for your use of the BuzzTown website (“Website”) and membership in the Service.  BuzzTown may modify this Agreement from time to time and such modification shall be effective upon posting by BuzzTown on its website.  You agree to be bound to any changes to this Agreement when you use the Service after any such modification is posted.  This Agreement includes BuzzTown's policy for acceptable use and content posted on the Website, your rights, obligations and restrictions regarding your use of the Website and the Service, and BuzzTown's Privacy Policy, which is posted on the Website, and, for subscribing business members only, the Advertiser’s Agreement for  Business Profile, which is posted on the Website.  The Privacy Policy and Advertiser’s Agreement for Business Profile are incorporated herein by reference.

             iii.  Please choose carefully the information you post on BuzzTown.  BuzzTown has policy guidelines for posting a review about a  business and other information.   That policy appears below and is a part of this Agreement.  (See Section 10 below.)  One requirement is that all reviews be truthful and use language that is appropriate to a public forum. Also, any photographs and videos posted by you may not contain nudity, violence, or offensive subject matter. (See Section 9 below.) However, BuzzTown assumes no responsibility or liability for Members' failure to follow these requirements. 

             iv.   You agree to release, indemnify, defend and hold BuzzTown harmless from any claim, loss, demand or liability made by any third party, resulting from your violation or breach of this Agreement or any negligent, reckless or illegal conduct by you arising during or from your use of the Service or Website.  This agreement to indemnify includes indemnification for reasonable attorney's fees and other costs of litigation.  You also release and hold BuzzTown harmless from any claims you may have or assert against BuzzTown which arise or result from another Member's or user’s violation or breach of this Agreement or any negligent, reckless or illegal conduct by another Member or user arising during or from such Member's or user’s use of the Service or Website.   BuzzTown is providing a public forum for the exchange of information.  In doing so, it shall not be held liable for the conduct of Members or other users or the content of their statements.    

             v.   By entering into this Agreement, you agree to participate in mediation with BuzzTown, rather than to file a lawsuit against BuzzTown, pursuant to Section 12 below.

             vi.   BuzzTown reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including e-mail) by you, or to restrict, suspend, or terminate your access to all or any part of the Website and/or Services at any time, for any or no reason, with or without prior notice, and BuzzTown assumes no liability for taking such actions.

 vii.  A business member may transfer its membership only in the case of, and in conjunction with, the sale or assignment of its business.  Individual members may not transfer or assign their membership.  Subject to the foregoing restrictions on transfers, this Agreement is binding upon, and shall inure to the benefit of, BuzzTown and the Members and the parties’ respective agents, employees, representatives, officers, directors, subsidiaries, assigns, and successors in interest.  

 1.      Your Interactions 

            You are solely responsible for your interactions and communications with other Members.  You understand that BuzzTown does not in any way screen its Members, nor does BuzzTown inquire into the backgrounds of its Members or attempt to verify the statements of its Members.  BuzzTown makes no representations or warranties as to the conduct or statements of Members.  If you choose to meet or exchange information with another Member, you should take it upon yourself to do a background check on said person. 

            In no event shall BuzzTown be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential and/or incidental, or punitive, arising out of or relating to the conduct of you or anyone else in connection with the use of the Service, including without limitation, bodily injury, emotional distress, lost profits, and/or any other economic, non-economic, or other damages resulting from communications between or by any Member(s) or user(s) or any conduct by any Member, user, or person you meet through this Service, or Members with whom you may do business.

             2.   Eligibility 

            Use of this Service is void where prohibited.  By using the Website and the Service, you represent and warrant that all registration information, including contact information, you submit is truthful, current and accurate and that you agree to maintain the accuracy of such information.  We may request additional contact information, and you must comply with any such request.  

            You further represent and warrant that you are 18 years of age or older and that your use of the BuzzTown Service shall not violate any applicable law or regulation.  Your profile or account may be deleted without warning if it is found that you are misrepresenting your age.  Your Member status is solely for your personal use, and you shall not authorize others to use your account, including your profile or e-mail address.  You are solely responsible for all content published or displayed through your account, including e-mail messages, and for your interactions with other Members.

 3.   Term/Fees                                                                                                                                   

            This Agreement shall remain in full force and effect while you use the Service, the Website and/or are a Member.  An individual (non-subscribing) member may terminate his or her account at any time by sending written or e-mail communication to BuzzTown.  A business (subscribing) member may terminate its account at any time by sending written or e-mail communication to BuzzTown.  BuzzTown may terminate your membership or account and privileges of use, for any or no reason, effective upon sending notice to you at the e-mail address you provide in your registration or membership application or other e-mail address you may have subsequently provided to BuzzTown.  By becoming a Member, you acknowledge that BuzzTown reserves the right to charge for the Service and has the right to terminate your membership if you should breach this Agreement or fail to pay for the Service, as required by this Agreement.  Currently, BuzzTown only charges business members a membership fee.  The terms applicable to business members, including cancellation policy and refund policy, are incorporated in the Advertiser’s Agreement for Business Profile, which is a part of this Agreement and incorporated herein.

 

4.         Additional Representations and Warranties by Members Relating to Intellectual         Property and Indemnification Provision 

            In addition to the representations and warranties under Section 2. above, all Members represent and warrant as follows:

 a.       You will not publish or display (hereinafter “post”) on the Website or otherwise divulge the confidential or proprietary information of any third parties, including but not limited to, trade secrets.

b.      Any  photos, images, video, other works of authorship, or other content (collectively “Content”) you post is your own work, you own the copyright, or you have obtained a written license to post such Content.

c.       Posting the Content does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of third parties (persons or entities).

d.      By posting Content on the public areas of the Website, you grant BuzzTown a non-exclusive, royalty-free, worldwide license to distribute, publicly perform, display and reproduce such Content on or through the BuzzTown Service, on the Buzztown Website and through other media related to the BuzzTown Service.  This license will terminate at the time you remove the Content from the Website.

e.       You will not copy, modify, distribute or sell the Content of other Members.

f.       You will comply with the policy regarding Content (Section 9) and the Business Review Policy (Section 10).

             If you fail to comply with any of the above representations and warranties, you will indemnify, defend and hold BuzzTown harmless from any and all claims, demands, actions, judgments and causes of action, of whatever nature or character, including but not limited to suits based in negligence, slander, libel, interference with business relationships, breach of contract, and torts of any nature, which may be asserted by any third party, which may arise or result from such failure to comply with any of the above representations or warranties.  This agreement to indemnify includes indemnification for reasonable attorney's fees and other costs of litigation.

 5.         Non-Commercial Use 

            Excepting use specifically governed by the BuzzTown Advertiser’s Agreement for Business Profile, which provides for certain authorized advertising on the Website, the Website is only for the personal use of Members and may not be used in connection with any commercial endeavors, except those that are specifically endorsed or approved by the management of BuzzTown in writing. BuzzTown has the right to investigate, at its discretion, illegal and/or unauthorized use of the Website, including collecting user names and/or e-mail addresses of Members by electronic or other means for the purpose of sending unsolicited e-mail or unauthorized framing or linking to the Website. Commercial advertising, affiliate links, and other forms of solicitation may be removed from the Website without notice and may result in termination of membership privileges.  BuzzTown reserves the right to take appropriate legal action for any illegal or unauthorized use of the Website or Service.

 6.          BuzzTown's Intellectual Property 

            BuzzTown owns and retains all proprietary rights in the Website and the Service.  The Website contains work that is protected by copyright, trademark and other laws (for example, web page designs and videos) and which is owned by BuzzTown or its licensors.   Except for information or work for which you have been given written permission, you may not copy, modify, publish, transmit, duplicate code, copy database, distribute, perform, display, or sell any such intellectual property or proprietary information or work. 

7.         Copyright Policy 

            You may not post, distribute, or reproduce in any way copyrighted material, trademarks, or other proprietary information unless you own such proprietary rights or you have obtained the prior written consent of the owner of such proprietary rights.  It is the policy of BuzzTown to terminate membership privileges of any Member who infringes copyright upon prompt notification to BuzzTown by the copyright owner or the copyright owner's legal agent.  Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide us with the following information:  an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material is located on the Website; your address, telephone number, and e-mail addresses; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.  You may contact Buzztown via e-mail address at support@BuzzTown.com.

             8.         Release of Liability for Off-Line Events 

            By participating in any off-line business or social event which may have been promoted or disclosed through your communications with other Members or on the BuzzTown Website, you agree to release and hold BuzzTown harmless from any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death and property damage, either directly or indirectly related to or arising from your participation in any such off-line business or social event. 

9.         Content Posted on the Site 

a.         You understand and agree that BuzzTown may review and delete any content, messages, photos, video or profiles (collectively “Content”) that in the sole judgment of BuzzTown violates this Agreement or which may be offensive to, illegal or violate the rights of, or harm or threaten in any way the safety of, any Member or the public.

             b.         You are solely responsible for the Content that you post on the Service or Website or                                any material that you transmit to other Members.

 c.         The following is a partial list of the kind of Content that is illegal or prohibited on the Website.  BuzzTown reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Service and terminating the membership of such violators. Prohibited Content includes, but is not limited to, Content that:

 

i. Is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;

ii. Harasses or advocates harassment of another person or entity;

iii. Involves the transmission “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming”;

iv. Promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;

v. Promotes an illegal or unauthorized copy of another person's copyrighted work, including, but not limited to, providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protected devices, or providing pirated music or links to pirated music files, videos, movies or games;

vi. Contains restricted or password only access pages or hidden pages or images (not linked to or from another accessible page);

vii. Provides material that exploits persons under the age of 18, or persons of any age, in a sexual or violent manner, or solicits personal information from persons under 18, or persons of any age;

viii. Provides instructional information about illegal activities, including, but not limited to, making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;

ix. Solicits passwords or personal identifying information for commercial or unlawful purposes from other users;

x. Involves commercial activities and/or sales without our prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; or

xi. Involves sexually suggestive pictures, references, or video files; this prohibition applies to any nudity and obviously revealing clothing. 

            d. You must use the Service in a manner consistent with any and all applicable laws and                                regulations. 

e.         You may not engage in unauthorized advertising to, or solicitation of, Members to buy or sell any products or services.  You may not transmit chain letters or junk e-mail to other Members.  Although BuzzTown cannot monitor the conduct of its Members off the Website, it is also a violation of these rules to use any information obtained from the Service in order to harass, abuse, or harm another person, or in order to contact, advertise, solicit or sell to a Member without their prior explicit consent, except that business Members may advertise on the Website as authorized by BuzzTown and may advertise off-line to the general public as permitted by law.

 

f.          You may not attempt to impersonate another Member, user or person who is not a Member of BuzzTown.  You may not use the account, user name, or password of another Member at any time nor may you disclose your password to any third party or permit any third party to access your account.

 

g.         Any linking to other websites is prohibited unless you obtain written permission from BuzzTown.

 

10.       Business Review and Voting Policy 

Members must adhere to BuzzTown’s Business Review and Voting Policy, as follows: 

a.  A Member may post reviews about and place votes concerning business members only in the manner provided on the Website and through the Service. 

b. All comments provided in the review and all voting must be truthful. 

c. All comments provided in the review and all voting must be fair, timely, and objective and unrelated to personal issues or other subjective circumstances.

 d. All comments must relate to events which have occurred within the past year.

 e. All comments must be presented in a manner suitable for a public forum.  No swear words or indecent language is permitted.  Any comments that create or contribute to a negative social stigma are also prohibited.  By way of example only, and without limiting the foregoing, negative social stigma would include statements that a business property is “haunted” or references to a person having communicable disease.  

 f. Members must provide specific facts in their reviews which would permit the business to respond.  Overly broad unsubstantiated statements are prohibited.  However, Members may not reveal the names or identities of any persons other than themselves. 

g. Members may not post reviews of a business or place votes relating to a business with which they are personally or financially affiliated in any way.  BuzzTown retains all discretion to determine whether this provision has been violated. 

h. Members may not post reviews of a business or place votes relating to a business if they are a competitor of that business, or are personally or financially affiliated with a competitor of that business.  BuzzTown retains all discretion to determine whether this provision has been violated, including whether a member is a competitor. Without limiting the foregoing, and by way of example only, Members are prohibited from posting reviews of a business member, or voting against articles, reviews, or any other information posted on a homepage or profile by a business, with which they are in competition.  A business member is completely and without exception “off limits” to Members who are competitors, for purposes of commenting or voting.

 

i. By posting a review or voting, Members agree to mediate any disputes with the business which may arise from the review or voting, if the business requests mediation.  The same procedures set forth in Section 12 below regarding negotiation and mediation between Members and BuzzTown apply.

 

j. Businesses have the right and opportunity to post a response to a review, which will be posted as long as the review is posted and which must also comply with this policy and all other terms of this Agreement.

 

k. BuzzTown retains complete discretion as to how long reviews and votes will remain posted.

 

l. The business that was reviewed or voted against has the right to file a written complaint to BuzzTown stating that the review or voting does not comply with this policy and explaining why. 

 

m. BuzzTown retains all discretion to reject or to remove a review or vote for failure to comply with this policy.  Members will have no right to reconsideration, a second decision or an appeal of  BuzzTown’s decision to remove a review or vote.  BuzzTown’s decision will be final.

 

n. If a review or vote is removed for failure to comply with this policy, the Member who submitted the review or vote may lose the privilege to participate in the review/voting system.  The decision to deny the privilege to submit further reviews/votes is within BuzzTown’s complete discretion.

11.  Members’ Violations of this Agreement

 Upon three violations of any of the provisions of this Agreement by a Member, the Member shall automatically lose and forfeit all rights to his, her or its membership in the Service.  BuzzTown shall have complete discretion to determine whether violations of this Agreement have been committed.

                                                                                                                       

12.       Disputes and Mediation

 If there is any dispute or action about or involving the Website and/or the Service and/or this Agreement, you and BuzzTown agree that the dispute or action shall be governed by the laws of the State of Colorado without regard to conflict of law provisions, and you agree to personal jurisdiction by and venue in the area in which BuzzTown is based, which is La Plata County, Colorado.  

You and BuzzTown agree to submit to mediation prior to filing any lawsuit.  Upon becoming aware of the existence of a dispute, a party to this Agreement shall inform the other party in writing of the nature of such dispute.  The parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement promptly by negotiation between them.  All negotiations shall be confidential and shall be treated as settlement negotiations for purposes of evidence rules.  If the dispute cannot be settled through negotiations within 14 days of receipt of the notice, a party may submit the dispute to mediation by notifying the other party in writing.  The parties shall agree upon a mediator. If the parties cannot agree on a mediator within 7 days of submitting the dispute to mediation, then a mediator shall be selected by Judicial Arbiter Group, Inc. located in Colorado Springs, Colorado.   The mediation shall be completed within 30 days of submitting the dispute to mediation, or within such longer time as the parties may agree.  Each party will participate in the mediation process in good faith and will use their best efforts to resolve the dispute within the 30-day time period.  The parties shall share equally the fees, charges, and expenses of mediation. 

 

In the event of mediation, a lawsuit or other legal action, each party agrees to bear his, her, or its own costs, attorneys’ fees, and other expenses associated with the dispute among the parties.

 

13.       Member Disputes 

            You are solely responsible for your interactions with other Members.  BuzzTown reserves the right, but has no obligation, to investigate and/or monitor disputes between you and other Members.

             14.       Disclaimers

             BuzzTown makes no warranties, express or implied, as to the Content posted by Members on the Website, including its accuracy and reliability.  Members' Content does not necessarily reflect the opinions or policies of BuzzTown.  BuzzTown does not endorse events that may be posted on the Website.  BuzzTown is not responsible for any incorrect or inaccurate Content posted on the Website or in connection with the Service provided, whether caused by users of the Website, Members or by any of the equipment or programming associated with or utilized in the Service.  BuzzTown is not responsible for the conduct, whether on-line or off-line, of any user of the Website or Member of the Service.  BuzzTown assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any user or Member communication.  BuzzTown is not responsible for any problems or technical malfunction of any telephone network or lines, computer on-line systems, servers or providers, computer equipment, software, failure of any e-mail or players due to technical problems or traffic congestion on the Internet or at any Website or combination thereof, including any injury or damage to users and/or Members or to any person's computer related to or resulting from participation or downloading materials in connection with the Website and/or in connection with the Service.  Under no circumstances shall BuzzTown be responsible for any loss or damage, including personal injury or death, resulting from use of the Website or the Service or from any Content posted on the Website or transmitted to Members, or any interactions between users of the Website, whether on-line or off-line.  The Website and the Service are provided "AS-IS" and BuzzTown expressly disclaims any warranty of fitness for a particular purpose or non-infringement.  BuzzTown cannot guarantee and does not promise any specific results from use of the Website and/or the Service.

 

            15.       Limitation of Liability

 

            IN NO EVENT SHALL BUZZTOWN BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES, ARISING FROM YOUR USE OF THE WEBSITE OR THE SERVICE, EVEN IF BUZZTOWN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BUZZTOWN'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO BUZZTOWN FOR THE SERVICE DURING THE TERM OF MEMBERSHIP.

 

            16.       Additional Terms

 

a.       This Agreement is accepted upon your use of the Website and is further affirmed by you becoming a Member of the Service.

 

b.      This Agreement constitutes the entire agreement between you and BuzzTown regarding the use of the Website and/or the Service.  It supersedes all prior and contemporaneous oral and written agreements and discussions.  It may be amended only by BuzzTown from time to time upon posting on the Website.  (See Preliminary Provision ii. above.)

c.       Each term of this Agreement is contractual and not merely a recital.

 

d.      The failure of BuzzTown to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. 

 

e.       If a court should rule that any term is void, illegal, or unenforceable for any reason, then such term shall be severable and the remainder of the Agreement shall be enforceable.

 

f.       This Agreement has been, and shall for all purposes be deemed to have been, negotiated, executed, and delivered within the State of Colorado, and the rights and obligations of the parties shall be construed and enforced in accordance with, and governed by, the laws of Colorado.

 

g.      Please contact us with any questions regarding this Agreement via e-mail address at support@BuzzTown.com or via mail at 162 Stewart Street, Durango, CO 81303. 

 

h.      BuzzTown is a trademark, service mark and trade name of Durango Herald, Inc.