YOL LLC Terms of Service
Last Revised: October 23, 2019
Please read these Terms of Service (this “Agreement”) carefully. This Agreement is a legal contract between you (“User”, “you” or “your”) and YOL LLC (“YOL LLC”, “we”, “our” or “us”), which sets out the terms and conditions that govern your use of our websites, including the websites located at https://experienceyol.com/, https://shop.thriveglobal.com/, and (collectively, the “Sites”) and any related content, information, services, technology features or resources (collectively with the Sites, the “Services”). By accessing or using the Services or clicking on a button or taking another action to signify your acceptance of this Agreement, you: (1) agree to be bound by this Agreement and any future amendments and additions to this Agreement; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services. Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Services.
PLEASE NOTE THAT SECTION 11 OF PART I OF THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. THIS AGREEMENT ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IF THERE IS A DISPUTE, SO PLEASE READ IT CAREFULLY.
Part I of this Agreement is for all Users of the Services (including, without limitation, content providers and purchasers of goods or services from YOL LLC). Part II of this Agreement sets forth additional terms between you and YOL LLC that apply to you if you upload, post, e-mail, transmit, or otherwise make Content available through the Services. Part III of this Agreement sets forth additional terms between you and YOL LLC that apply to you if you are a purchaser of goods or services through the Services.
Please note that this Agreement is subject to change by YOL LLC in its sole discretion at any time. When changes are made, we will make a new copy of this Agreement available on the Sites. We will also update the “Last Revised” date at the top of this Agreement. If we make any material changes, and you have registered with us to create an Account, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to this Agreement or notify you through other reasonable means. Any changes to this Agreement will be effective immediately for new Users and will be effective thirty (30) days after posting notice of such changes on the Sites for existing Users. Your continued use of the Services constitutes your acceptance of such changes. IF YOU DO NOT AGREE TO COMPLY WITH THESE OR ANY FUTURE TERMS OF SERVICE, DO NOT USE OR ACCESS (OR CONTINUE TO USE OR ACCESS) THE SERVICES. Please regularly check the Sites to view the then-current Terms of Service.
1.1 Registering Your Account
In order to access certain features of the Services, you may be required to become a Registered User. For purposes of this Agreement, a “Registered User” is a User who has registered an account (“Account”).
1.2 Registration Data
In registering an Account, please provide true, accurate, current and complete information about yourself as prompted by the registration form (“Registration Data”) and maintain and promptly update the Registration Data accordingly. You represent that you are at least 18 years old (or the age of majority in your place of residence)and not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account. Please monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify YOL LLC immediately of any use of your password without your permission or authority or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account for the same YOL LLC service at any given time. YOL LLC reserves the right to remove or reclaim any usernames at any time and for any reason.
1.3 Your Account
Subject to rights in Your Content (defined below in Part II if you are a content provider), you acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of YOL LLC.
You acknowledge and agree that any ideas, suggestions, documents, and/or proposals related to the Services (“Feedback”) that you submit to YOL LLC is non-confidential, and you represent and warrant that you have all rights necessary to submit the Feedback to YOL LLC. You hereby grant to YOL LLC the perpetual, irrevocable, worldwide, sublicenseable, transferable right to copy, display, distribute, modify, disclose and otherwise use the Feedback in any way at any time without any additional approval or compensation or attribution. You agree not to submit to us any information or ideas that you consider to be confidential or proprietary.
3. Ownership of and License to Use the Services.
3.1 Use of the Services.
YOL LLC and its licensors and suppliers own all rights, title and interest in the Services (other than User Content, as defined below). The Services are protected by copyright and other intellectual property laws throughout the world. You agree to use the Services solely for your personal non-commercial purposes. Unless otherwise expressly authorized herein or in the Services, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Services, use of the Services, or access to the Services. Any future release, update or other addition to the Services shall be subject to this Agreement. YOL LLC, its licensors and suppliers reserve all rights not granted in this Agreement.
YOL LLC’s stylized name and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of YOL LLC and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. Nothing in this Agreement or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the trademarks displayed on the Services, without our prior written permission in each instance.
4. Restrictions on Use of Services
The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, transfer, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services; (b) you shall not enclose any trademark, logo or Services (including content, page layout or form) of YOL LLC; (c) you shall not use any metatags or other “hidden text” using YOL LLC’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not directly or indirectly “scrape” or download data from the Services (except if we have expressly granted such rights in writing); (f) you shall not access the Services to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Services may be copied, distributed or republished in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (i) you shall not interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our Services. Any unauthorized use of the Services terminates the licenses granted by YOL LLC pursuant to this Agreement.
5. Third-Party Links.
The Services may contain links to third-party services such as third party websites, applications, or ads (“Third-Party Links”). When you click on such a link, we will not warn you that you have left the Services. YOL LLC does not control and is not responsible for Third-Party Links. YOL LLC does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products or services accessible through such links. Your use of all Third-Party Links is at your own risk.
You agree to indemnify and hold YOL LLC, its parents, subsidiaries, affiliates, officers, employees, agents, partners, licensors and suppliers (collectively, the “YOL LLC Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content (if you are a content provider); (b) your use of, or inability to use, the Services; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. YOL LLC reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with YOL LLC in asserting any available defenses. This provision does not require you to indemnify any of the YOL LLC Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, this Agreement or your access to the Services.
7. Disclaimer of Warranties and Conditions.
YOU UNDERSTAND AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. YOL LLC PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES, THIS AGREEMENT AND/OR ANY PRODUCTS SOLD THROUGH THE SERVICES. YOL LLC PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. THE LAWS OF CERTAIN STATES DO NOT ALLOW LIMITATIONS OF IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
YOU EXPRESSLY AGREE AND UNDERSTAND THAT YOL LLC IS NOT A LICENSED HEALTH CARE PROVIDER AND THAT THE SERVICES ARE NOT A SUBSTITUTE FOR INDEPENDENT MEDICAL CARE BY A QUALIFIED HEALTH CARE PRACTITIONER. YOL LLC MAKES NO WARRANTIES OR ASSURANCES WITH RESPECT TO THE THERAPEUTIC BENEFITS OF THE SERVICES.
8. Limitation of Liability.
8.1 Disclaimer of Certain Damages
YOU UNDERSTAND AND AGREE THAT YOL LLC PARTIES IS NOT LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT YOL LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE THE SERVICES, INCLUDING PRODUCTS SOLD THROUGH OUR SERVICES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR ELECTRONIC TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (5) ANY OTHER MATTER RELATED TO THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
8.2 Cap on Liability
UNDER NO CIRCUMSTANCES WILL YOL LLC PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO YOL LLC BY YOU DURING THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH CLAIM ARISES, OR (C) ONE HUNDRED DOLLARS ($100).
8.4 Basis of the Bargain
The limitations of damages set forth above are fundamental elements of the basis of the bargain between you and YOL LLC.
The laws of some states do not allow for the exclusion or limitation of certain damages. If these laws apply to you, some or all of the foregoing disclaimers, exclusions and limitations may not apply to you and you might have other rights. In particular, if you are a User from New Jersey, the foregoing sections titled “Indemnification”, “Disclaimer of Warranties and Conditions” and “Limitation of Liability” are intended to be only as broad as is permitted under the laws of the state of New Jersey. If any portion of these sections is held to be invalid under the laws of the state of California, the invalidity of such portion shall not affect the validity of the remaining portions of the applicable Sections.
If you have violated or acted inconsistently with the letter or spirit of this Agreement, if we are required to do so by law (e.g., where the provision of any of the Services is, or becomes, unlawful), or if we choose to discontinue the Services (in whole or in part), we have the right to, immediately and without notice, suspend or terminate any the Services provided to you. If we become aware of any possible violations by you of this Agreement, we reserve the right to investigate such violations. In the event that we believe, in our sole discretion, that you have breached any portion of the Agreement, or have otherwise demonstrated inappropriate conduct, we reserve the right to: (i) warn you via e-mail (to any e-mail address you have provided to us); (ii) notify and/or fully cooperate with the proper law enforcement authorities for further action; and/or (iii) pursue any other action which we deem to be appropriate. If, as a result of the investigation, we believe that illegal activity has occurred, we reserve the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. We reserve the right, in our sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you. You agree that all terminations shall be made in our sole discretion and that we shall not be liable to you or any third-party for enforcing this provision.
9.2 Effect of Termination.
Termination includes removal of access to and barring of further use of the Services, including deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content (if you are a content provider). YOL LLC will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content (if you are a content provider). All provisions of this Agreement which by their nature should survive, shall survive termination of your use of the Services, including without limitation, ownership provisions, warranty disclaimers, indemnification obligations and limitation of liability.
9.3 No Subsequent Registration.
If your registration(s) with or ability to access the Services is discontinued by YOL LLC, you agree that you shall not attempt to re-register with or access the Services through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, YOL LLC reserves the right, in its sole discretion, to immediately take any or all of the actions set forth in this Agreement without any notice or warning to you.
10. International Users.
The Services can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that YOL LLC intends to announce such Services or Content in your country. The Services are controlled and offered by YOL LLC from its facilities in the United States of America. YOL LLC makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
11. Dispute Resolution.
If you have any questions, complaints or claims with respect to the Services, please contact us first at YOL LLC Holdings, Inc., 100 Crosby Street, Suite 601, New York, NY 10012, Attn: Legal, or firstname.lastname@example.org and we’ll do our best to address your concerns.
THE PROVISIONS OF THIS SECTION 11 APPLY TO ANY USERS OF THE SERVICES, WHETHER AUTHORIZED OR UNAUTHORIZED. PLEASE READ THIS CAREFULLY AS IT AFFECTS YOUR RIGHTS.
(a) Any and all disputes between you and us and our employees, agents, successors, or assigns, regarding or relating to the Services or this Agreement shall exclusively be settled through binding and confidential arbitration.
(b) Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”) or JAMS. As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s or JAMS’s rules for commercial arbitration and, if the arbitrator deems them applicable, the procedures for consumer-related disputes.
(c) You are giving up your right to go to court to assert or defend your rights except for matters that may be taken to small claims court. Your rights will be determined by a neutral arbitrator and not a judge or jury.
(d) You and we must abide by the following rules: (i) any claims brought by you or us must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding; (ii) the arbitrator may not consolidate more than one person’s claims, may not otherwise preside over any form of a representative or class proceeding, and may not award class-wide relief; (iii) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, we will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (iv) we also reserve the right in our sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (v) the arbitrator shall honor claims of privilege and privacy recognized at law; (vi) the arbitrator’s award shall be final and may be enforced in any court of competent jurisdiction; (vii) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (viii) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees’ and litigation expenses, and then in such instance, the fees and costs awarded shall be determined by the applicable law.
(e) Notwithstanding the foregoing, either you or we may bring an individual action in small claims court. Further, claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in New York, New York. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in New York, New York in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within New York, New York for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.
(f) With the exception of Sections 11(d)(i) and 11(d)(ii) (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with this Agreement, 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, either Section 11(d)(i) or 11(d)(ii) (prohibiting arbitration on a class or collective basis) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be void, and neither you nor we shall be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in New York, New York.
(g) Notwithstanding any provision in this Agreement to the contrary, if we seek to terminate the Dispute Resolution section as included in this Agreement, any such termination shall not be effective until thirty (30) days after the version of this Agreement not containing the agreement to arbitrate is posted to the Services, and shall not be effective as to any claim of which you provided YOL LLC with written notice prior to the date of termination.
(h) For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org. For more information on JAMS, it’s Rules and Procedures, and how to file an arbitration claim, you may call JAMS at 800-352-5267 or visit the JAMS website at http://www.jamsadr.com.
(i) Any and all controversies, disputes, demands, counts, claims, or causes of action between you and YOL LLC and our employees, agents, successors, or assigns, regarding or relating to this Agreement or the Services shall exclusively be governed by the internal laws of the State of New York, without regard to its choice of law rules and without regard to conflicts of laws principles except that the arbitration provision shall be governed by the Federal Arbitration Act. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
12. General Provisions.
12.1 Electronic Communications
The communications between you and YOL LLC use electronic means, whether you visit the Services or send YOL LLC e-mails, or whether YOL LLC posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from YOL LLC in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that YOL LLC provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
You hereby release YOL LLC Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Services, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of this Agreement or your use of the Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a YOL LLC Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Sites or any Services provided hereunder.
This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without YOL LLC’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. YOL LLC may freely assign this Agreement, and subcontract, delegate or otherwise transfer its rights and obligations hereunder, without your consent.
12.4 Force Majeure
YOL LLC shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Where YOL LLC requires that you provide an e-mail address, you are responsible for providing YOL LLC with your most current e-mail address. In the event that the last e-mail address you provided to YOL LLC is not valid, or for any reason is not capable of delivering to you any notices required/permitted by this Agreement, YOL LLC’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to YOL LLC at the following email: email@example.com. Such notice shall be deemed given when received by YOL LLC by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
12.8 Export Control
You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by YOL LLC are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer YOL LLC products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
12.9 Consumer Complaints
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
12.10 Entire Agreement
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
In addition to all provisions of Part I of this Agreement, the provisions of Part II of this Agreement shall apply to Users that upload, post, e-mail, transmit, or otherwise make Content available through the Services.
1. Responsibility for Content.
1.1 Types of Content
You acknowledge that all information (including payment information), data, pictures, or other content (“Content”) on the Services is the sole responsibility of the party from whom such Content originated. This means that you, and not YOL LLC, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available through the Services (“Your Content”), and that other Users of the Services, and not YOL LLC, are similarly responsible for all Content they make available through the Services (together with Your Content, “User Content”). Under no circumstances will YOL LLC be liable in any way for any Content of any third parties (including Users), including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any such Content.
1.2 No Obligation to Pre-Screen Content
You acknowledge that YOL LLC has no obligation to pre-screen Content (including, but not limited to, User Content), although YOL LLC reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into this Agreement, you hereby consent and agree that you will never revoke such consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content. In the event that YOL LLC pre-screens, refuses or removes any Content, you acknowledge that YOL LLC will do so for YOL LLC’s benefit, not yours. Without limiting the foregoing, YOL LLC shall have the right to remove any Content that violates this Agreement or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
1.3 Ownership of Your Content
YOL LLC does not claim ownership of Your Content. You are solely responsible for all Your Content and you represent, warrant and covenant that Your Content will not (a) infringe or misappropriate any intellectual property or other rights of a third party, (b) contain software viruses or similar computer code, or (c) be unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, obscene or otherwise objectionable. Except with respect to Your Content, you agree that you have no right or title in or to any Content that appears on or in the Services.
1.4 License to Your Content
While you retain ownership of Your Content, you acknowledge that we need to use Your Content in connection with providing the Services and otherwise in connection with our business operations. You hereby grant to YOL LLC and its affiliates a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable license to copy, distribute, display, modify and otherwise use Your Content in connection with providing the Services and otherwise in connection with our business operations.
In addition, you understand that YOL LLC gleans valuable insights from Your Content and the aggregated and/or anonymized data that is derived from your and others’ use of the Services, including information derived from Your Content. You acknowledge and agree that YOL LLC may create such aggregated and/or anonymized data from or using Your Content and other metrics related to your usage of the Services. You hereby consent to YOL LLC’s use of such aggregated and/or anonymized data in connection with its internal operations and functions, including, but not limited to, operational analytics and reporting, internal financial reporting and analysis, audit functions and archival purposes, as well as for YOL LLC’s other business purposes. You acknowledge and agree that YOL LLC may copy, display, distribute, modify, transfer, disclose and otherwise use any such aggregated and/or anonymized data. The foregoing rights set forth in this paragraph are perpetual, irrevocable, worldwide, transferable and sublicenseable by YOL LLC. Please note that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services.
1.5 Backing up User Content
We are not obligated to backup User Content, and Your Content may be deleted at any time without prior notice – accordingly we recommend you store and backup copies elsewhere.
1.6 Do not send us confidential information in Your Content.
Please note that User Content will not be treated as confidential information – accordingly, you agree not to submit to us any information or ideas that you consider to be confidential or proprietary. You acknowledge that your communications with other Users via the Services are public and not private communications, and that you have no expectation of privacy in respect of such communications.
Without limiting the foregoing, you acknowledge and agree that we may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce this Agreement; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of YOL LLC, its Users and the public. You understand that the technical processing and transmission of the Services, including Your Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.
1.7 Other Restrictions on User Conduct
You agree not to use the Services for any purpose prohibited by this Agreement or by applicable laws or regulations. You shall not (and shall not permit any third party to) (a) take any action or (b) make available any content on or through the Services that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves any commercial activities and/or sales without YOL LLC’s prior written consent; or (v) impersonates any person or entity, including any employee or representative of YOL LLC.
1.8 No Fees
You agree that you shall not be entitled to any monetary compensation in connection with Your Content.
1.9 Copyright Complaints
YOL LLC respects the intellectual property of others, and we ask our Users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify YOL LLC of your infringement claim in accordance with the procedure set forth below.
YOL LLC will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to YOL LLC’s Copyright Agent at firstname.lastname@example.org(Subject line: “DMCA Takedown Request”). You may also contact us at:
YOL LLC, 518 Tamalpais Drive, Mill Valley, CA 94941 Attn: COO/CFO
or by e-mail at:
Or by phone at (415) 480-4676.
To be effective, the notification must be in writing and contain the following information:
• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• a description of the copyrighted work or other intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located on the Services, with enough detail that we may find it on the Services;
• your address, telephone number, and email address;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property 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 or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Counter-Notice: If you believe that Your Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in Your Content, you may send a written counter-notice containing the following information to the Copyright Agent:
• your physical or electronic signature;
• identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
• your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located in New York, New York and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
• If a counter-notice is received by the Copyright Agent, YOL LLC will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, YOL LLC has adopted a policy of terminating, in appropriate circumstances and at our sole discretion, Users who are deemed to be repeat infringers. We may also at our sole discretion limit access to the Services and/or terminate the memberships of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
In addition to all provisions of Part I of this Agreement (and Part II if you upload, post, e-mail, transmit, or otherwise make Content available through the Services), the provisions of Part III of this Agreement shall also apply to Users that purchase goods or services through the Services.
1.1 Order Process
After YOL LLC receives your order to purchase goods and/or services from the Services, you will receive an email from us confirming receipt of your order. If you do not receive an email from YOL LLC confirming receipt of an order that you placed, please contact us at email@example.com before you attempt to place another order.
1.2 Order Issues.
a. If there is an error in pricing and/or other information about your order (“Description Error”), then YOL LLC will notify you at the email address that you have provided. Once the error has been corrected, YOL LLC will ask you whether or not you would like to re-submit your order to purchase.
b. Although it is unlikely that YOL LLC would refuse to accept an order, YOL LLC reserves the right to deny any order for any reason, including where the following situations arise: (i) insufficient information or errors in billing, payment, and/or shipping information; (ii) orders that cannot be processed due to erroneous information that you have provided, which includes, but is not limited to incorrect credit card or debit card number, expiration date, security value, or other incorrect information regarding payment types; (iii) suspected fraudulent information and/or activities (including with respect to past orders); (iv) unavailability of your order due to discontinuance or otherwise or (v) an order is connected with a previous credit card dispute.
1.3 Restrictions on Resale
All orders of goods or services from the Services are for your personal use only. you hereby agree not to resell or distribute such goods or services for any commercial purposes. YOL LLC will not accept any order that YOL LLC deems, in its sole discretion, to possess characteristics of reselling. YOL LLC reserves the right to cancel any subsequent order from a customer who has been suspected of reselling.
2. Fees and Purchase Terms.
You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. Unless otherwise specified, prices quoted are exclusive of: (a) the costs of shipping or carriage to the agreed place of delivery; and (b) value added tax and any other tax or duty which (where applicable) must be added to the price payable. You agree to pay for taxes, shipping or carriage of the goods or services you order as such costs are specified on the Site when you submit your order. You must provide a valid credit card (Visa, MasterCard, or any other issuer accepted by us) (“Payment Provider”) in connection with your orders. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing your credit card number and associated payment information, you agree (a) to have sufficient funds or credit available upon placement of any order to ensure that the fees and charges will be collectible by YOL LLC and (b) that we are authorized to immediately charge your credit card for all such fees and charges and that no additional notice or consent is required. You agree to immediately notify YOL LLC of any change in your billing address or the credit card used for payment hereunder. YOL LLC reserves the right at any time to change its prices and billing methods with respect to any future purchases, either immediately upon posting on the Services or by e-mail delivery to you.
All fees are non-refundable except as set forth in YOL LLC’s refund policy available at www.experienceyol.com
2.3 Discounts and Promo Codes
We may, in our sole discretion, create discounts and promotional codes that may be redeemed for credit in your Account, or other features or benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Promo Codes may only be used once per person. Only Promo Codes sent to you through official YOL LLC communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use.
To contact us regarding any billing disputes, please email firstname.lastname@example.org.
3. Third Party Payment Services Provider.