Last Updated: December 20, 2010.

Welcome to the Localloop Website (the “Website”). These terms apply to your use of the Websites located at Localloop.com, LocalloopBusiness.com, LocalloopChallenge.com and Localloop's applications and interfaces for mobile devices (collectively, the "Website "). By accessing, browsing, crawling, scraping or in any way using the Website, you agree to these terms, our privacy policy, and all other guidelines or policies referenced herein (collectively, the "Terms of Service").

This Website is offered to you conditioned upon your acceptance without modification of any/all the terms, conditions, and notices set forth below (collectively, the “Agreement”). By accessing or using this Website in any manner, you agree to be bound by the Agreement. Please read the Agreement carefully. If you do not accept all of these terms and conditions, please do not use this Website. Be sure to return to this page periodically to review the most current version of the Agreement.

PLEASE READ THE TERMS OF SERVICE CAREFULLY. YOUR USE OF THE WEBSITE CONSTITUTES YOUR ACCEPTANCE OF THE TERMS OF SERVICE. DO NOT USE THE WEBSITE IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THE TERMS OF SERVICE.

1.   Definitions.
a. A "user" is someone who accesses, browses, crawls, scrapes, or in any way uses the Website. The terms "you" and "your" refer to you, as a user of the Website. The terms "we", "us", "our", "and Localloop" refer to Localloop, LLC,  a Washington Limited Liability Corporation.

b. "Content" means ratings, reviews, text, images, photos, audio, video, and all other forms of data or communication. "Your Content" means Content that you submit or transmit to or through the Website, such as ratings, reviews, compliments, invitations, and information that you display as part of your account profile. "Localloop Content" means Content that we create and make available on the Website. "Third Party Content" means Content that is made available on the Website by parties other than Localloop or its users, such as data providers who license data to Localloop for use on the Website. "Website Content" means all of the Content that is made available on the Website, including Your Content, Third Party Content, and Localloop Content.

2.  Eligibility
You must be at least 13 years old and a resident of the United States. All others are prohibited from using the Website. If you use the Website on behalf of a company, entity, or organization, you must be an authorized representative with the authority to bind it to the Terms of Service (which authority you hereby exercise).

3.  Changes to the Terms of Service
We may modify the Terms of Service from time to time. When changes are made, we will notify you by making the revised version available on this webpage and will indicate at the top of this page the date that revisions were last made. You should revisit these Terms of Service on a regular basis as revised versions will be binding on you. Any such modification will be effective upon our posting of new Terms of Service. Your continued use of the Website after any posted modification to the Terms of Service indicates your acceptance of the modification.

4.  User Accounts
As a condition of your use of this Website, you warrant that (i) all information supplied by you on this Website is true, accurate, current and complete, (ii) if you have a Localloop account, you will safeguard your account information and will supervise and be completely responsible for any use of your account by anyone other than you and (iii) you are 18 years of age or older in order to register for an account and contribute to our Website. Localloop does not knowingly collect the information of anyone under the age of 13. We retain the right at our sole discretion to deny access to anyone to this Website and the services we offer, at any time and for any reason, including, but not limited to, for violation of this Agreement.

To use some of the features on the Website, you may be required to create an account and provide information about yourself to us. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason. There are two types of accounts:

c. A "Personal Account" is an account for your personal, non-commercial use only. In creating a Personal Account, we require that you provide complete and accurate information about yourself to bolster your credibility as a contributor and to ensure no anonymous reviews are posted to the Website. You may not impersonate someone else (e.g., adopt the identity of a celebrity or your next-door neighbor), provide an email address other than your own, or create multiple Personal Accounts.

d. A "Business Account" is an account to be used solely for the purpose of representing your business on the Website. In creating or updating a Business Account, you must be an authorized representative of the business in question, and you must provide complete and accurate information about yourself and the business you represent, including a photo of yourself and company logo to be displayed in connection with your Business Account. You may not provide an email address that is not your own or create multiple Business Accounts for the same business.

5. Restrictions of Use
The content and information on this Website  (including, but not limited to, ratings, reviews, messages, data, information, text, music, sound, photos, graphics, video, maps, icons, software, code or other material), as well as the infrastructure used to provide such content and information, is proprietary to us. You agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through this Website.

Additionally, you agree not to:
 
a. use the Website to threaten, stalk, defraud, incite, harass, or advocate the harassment of another person, or otherwise interfere with another user's use of the Website ;

b. use the Website to submit or transmit spam, chain letters, contests, junk email, pyramid schemes, surveys, or other mass messaging, whether commercial in nature or not;

c. use the Website for promotional or commercial purposes, except as expressly allowed in writing by Localloop;

d. use the Website in a manner that may create a conflict of interest, such as trading reviews with other business owners or writing or soliciting shill reviews;

e. use the Website for keyword spamming or to otherwise attempt to manipulate natural search results;

f. use the Website to promote bigotry or discrimination against protected classes;

g. use the Website to violate any third-party right, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;

h. use the Website to submit or transmit pornography or illegal content;

i. use the Website to solicit personal information from minors or to harm or threaten to cause harm to minors;

j. use the Website in violation of the Terms of Service or any applicable law;

k. modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Website or Website Content (other than Your Content), except as expressly authorized by Localloop;

l. reverse engineer any portion of the Website, except as may be permitted under the law;

m. remove or modify any copyright, trademark or other proprietary rights notice on the Website or on any materials printed or copied off of the Website;

n. record, process, or mine information about other users;

o. use any robot, spider, Website search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index the Website  or any Website Content;

p. access, retrieve or index the Website to for purposes of constructing or populating a searchable database of business reviews;

q. "frame", "mirror" or otherwise incorporate any part of this Website into any other Website without our prior written authorization.;

r. attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by Localloop in connection with the Website or the services

s. take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on Localloop's technology infrastructure;

t. attempt to gain unauthorized access to the Website, user accounts, computer systems or networks connected to the Website through hacking, password mining or any other means; use the Website or any Website Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, "Viruses"); use any device, software or routine that interferes with the proper working of the Website, or otherwise attempt to interfere with the proper working of the Website; make excessive traffic demands; use the Website to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Website or Website Content; remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Website , features that prevent or restrict the use or copying of Website Content, or features that enforce limitations on the use of the Website.

6.  Privacy Policy
Localloop believes in protecting your privacy. Please review our current Privacy Policy which also governs your use of Localloop and will better help you understand our practices.

7.  Reviews, Comments and use of Interactive Areas
We appreciate hearing from you. Please be aware the Website may contain discussion forums, bulletin boards, rating and review services or other forums in which you or third parties may post reviews of consumer experiences or other content, messages, materials or other items on the Website ("Interactive Areas"). If Localloop provides such Interactive Areas, you are solely responsible for your use of such Interactive Areas and use them at your own risk.

a. Permission to Use Your Content
We may use Your Content in a number of different ways, including displaying it on the Website , reformatting it, incorporating it into other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own Websites and media platforms ("Other Media"). As such, you irrevocably grant us permission to use Your Content for any purpose. You also irrevocably grant the Website's users and the users of any Other Media the right to access Your Content in connection with their use of the Website and any Other Media. Finally, you irrevocably waive, and cause to be waived, any claims and assertions of moral rights or attribution with respect to Your Content.

b. Responsibility for Your Content
You alone are responsible for Your Content. You assume all risks associated with Your Content, including anyone's reliance on its accuracy, completeness or usefulness, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use, and authorize the use of, Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by Localloop.  You may expose yourself to liability if, for example, Your Content violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is false, intentionally misleading, or defamatory; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation. This includes the following:

1. Any message, data, information, text, music, sound, photos, graphics, code or any other material ("Content") that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;

2. Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission (SEC) or any rules of a securities exchange such as the New York Stock Exchange (NYSE), the American Stock Exchange or the NASDAQ;
 
3. Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

4. Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, including Localloop;

5. Unsolicited promotions, political campaigning, advertising, contests, raffles, or solicitations;

6. Private information of any third party, including, without limitation, surname (family name) addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;

7. Viruses, corrupted data or other harmful, disruptive or destructive files;

8. Content that is unrelated to the topic of the Interactive Area(s) in which such Content is posted; or

9. Content or links to content that, in the sole judgment of Localloop, (a) violates the previous subsections herein, (b) is objectionable, (c) which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Website , or (d) which may expose Localloop or its affiliates or its users to any harm or liability of any type.

c. Use of Content
Localloop takes no responsibility and assumes no liability for any Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is Localloop liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. As a provider of interactive services, Localloop is not liable for any statements, representations or Content provided by its users in any public forum, personal home page or other Interactive Area. Although Localloop has no obligation to screen, edit or monitor any of the Content posted to or distributed through any Interactive Area, Localloop reserves the right, and has absolute discretion, to remove, screen or edit without notice any Content posted or stored on the Website at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any Content you post or store on the Website at your sole cost and expense.

If it is determined that you retain moral rights (including rights of attribution or integrity) in the Content, you hereby declare that (a) you do not require that any personally identifying information be used in connection with the Content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the Content by Localloop or its licensees, successors and assigns; (c) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the Content; and (d) you forever release Localloop, and its licensees, successors and assigns, from any claims that you could otherwise assert against Localloop by virtue of any such moral rights.

Any use of the Interactive Areas or other portions of the Website in violation of the foregoing violates these Website Terms and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Website. In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect Localloop's systems and customers, or to ensure the integrity and operation of Localloop's business and systems, Localloop may access and disclose any information it considers necessary or appropriate, including, without limitation, user profile information (i.e. name, email address, etc.), IP addressing and traffic information, usage history, and posted Content. Localloop's right to disclose any such information shall take precedence over any terms of Localloop's Privacy Policy.

We may remove or reinstate User Content from time to time at our sole discretion. For example, we may remove a review if we believe it violates or compromises our content. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.

Localloop and its licensees may display advertisements and other information adjacent to or included with Your Content on the Website and Other Media. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.

8. User Ratings and Reviews
If you rate a Localloop Certified Business and, in addition, provide comments, your comments along with your first name and last initial will be displayed on the website. Your act of posting a comment grants Localloop a non—exclusive, royalty free license to use, reproduce, modify, publish, and/or distribute your comment. You acknowledge that:

a. your comments are subject to applicable state and federal laws, including libel and defamation,
b. if you knowingly post false or misleading statements about a business or person, you may be subject to legal action from that person or business, and
c. you will be solely responsible for such actions or damages. Localloop will not be responsible for any such actions or damages.

Localloop reserves the right to:
 
a. verify comments before publication,
b. not display false, defamatory or libelous comments (or remove such comments if they have been displayed), or
c. take such other action as may be necessary to protect Localloop from loss relating to your comments.

In order to protect Localloop in the event of legal process, and to demonstrate that ratings, reviews and comments have in fact been made, all ratings, reviews and comments will be stored along with the identity of the party making the rating, review or comment. However, such identifying material will not be disclosed without permission unless deemed necessary to comply with applicable laws, regulations, governmental demands or other legal process. In the event of any legal action seeking the identity of any person making comments, a commercially reasonable effort will be made to contact the commenting party prior to any disclosure to give that party a chance to object to disclosure of any identifying information.

Localloop reserves the right to request that a Registered Consumer User submit proof of a transaction prior to the awarding of any benefit, including free dispute resolution, rewards and points, and failure to submit such proof may result in the denial of any or all Localloop benefits related to the transaction.

Registered User Benefits

Free Dispute Resolution
Eligible Localloop Users may contact Localloop to attempt to resolve problems arising out of a "qualified transaction" anytime within three (3) months after the transaction date. A "qualified transaction" is a transaction by a Localloop User with a Localloop Certified Business Provider. An "Eligible Localloop User" is a consumer who has (i) registered with Localloop prior to the transaction for which mediation is being sought and (ii) has submitted a rating to Localloop regarding the qualified transaction he or she wishes to have mediated within ninety (90) days of the qualified transaction. If the Eligible Localloop User's efforts to resolve the problem with the Localloop Certified Provider have been unsuccessful, the Eligible Localloop User may make a dispute resolution request via Localloop's online dispute resolution request form or mail to such address as Localloop may specify for such purposes. Localloop will acknowledge its receipt of the request within three (3) business days after receipt of the information necessary to begin the resolution process. A Localloop Customer Service Manager will assign a 3rd-Party Dispute Resolution Manager to review the case and make a recommendation to resolve the issue.

Localloop takes a neutral approach and relies on professional 3rd-Party Dispute Resolution Managers to resolve disputes between Certified Businesses and Registered Users. If the Dispute Resolution Manager finds on behalf of the Certified Business or Registered User, we accept the decision as being fair and final. We believe that Mandatory Dispute Resolution is fair and equitable, protecting the rights and responsibilities of both parties in the dispute.

9.  Copyright Dispute Policy
We have has adopted the following policies and procedures toward copyright infringement in accordance with Title 17, United States Code, Section 512(c), which is part of the Digital Millennium Copyright Act ("DMCA"). The address of Localloop's Designated Agent to Receive Notification of Claimed Infringement ("Designated Agent") is provided at the bottom of this section. It is Localloop's policy to (i) respond to notices of alleged copyright infringement that comply with the DMCA; and (ii) terminate the accounts of those determined by Localloop to be "repeat infringers".

a. Procedure for Reporting Copyright Infringements. If you are a copyright owner or agent thereof, and believe that your copyright is being infringed in connection with the Website, please send a written notification to the Designated Agent detailing the alleged infringement. Your written notification must include:

1. Identification of the copyrighted work that you claim has been infringed;

2. Identification of the Content on the Website  that allegedly infringes upon the copyrighted work at issue, and information reasonably sufficient to permit Localloop to locate such Content;

3. A statement by you that you have a good faith belief that the use of the Content identified in your notice in the manner complained of is not authorized by the copyright owner, its agent, or the law;

4. A statement by you that you attest, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and

5. Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

b. Procedure to Supply a Counter-Notice to the Designated Agent. If you believe that Content has been mistakenly removed from the Website  pursuant to this DMCA policy, you may send a written counter-notice to the Designated Agent including the following:

1. Identification of the Content that was removed, and the location on the Website  where it would have been found prior to its removal;

2. A statement under penalty of perjury that you have a good faith belief that the Content was removed as a result of a mistake or misidentification;

3. A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is located outside the United States, for any judicial district in which Localloop is located, and that you will accept service of process from the person who provided notification under 512(c)(1)(C) or an agent of such person; and

4. Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

c. Address for Designated Agent. Please contact the Designated Agent at the following address:

Jason Gaylord
Localloop, LLC
330 112th Ave NE, Suite 301
Bellevue, WA 98004
Phone: 425.967.5342

The Designated Agent should only be contacted in connection with the issues raised in this Section. All other inquiries directed to the Designated Agent will not be responded to; instead, such inquiries should be made through the procedures referenced in Sections 15 or 22 below.

10. Website  Availability
We reserve the right to modify, update, or discontinue the Website at our sole discretion, at any time, for any or no reason, and without notice or liability.

11.  Unauthorized Access
We reserve the right to exercise whatever lawful means we deem necessary to prevent unauthorized access to or use of the Website, including, but not limited to, technological barriers, IP mapping, and contacting your Internet Service Provider (ISP) regarding such unauthorized use.

12.  Investigations
We are under no obligation to monitor the Website or Website Content. However, we reserve the right to investigate possible violations of the Terms of Service, block users from the Website, and refer matters to law enforcement authorities for further investigation. We may disclose information to third parties, including Your Content, in accordance with the privacy policy posted here.

13.  Feedback
Dissatisfaction. If you are dissatisfied with the Website, please provide feedback through our contacts page (click here). Your only other remedy with respect to any dissatisfaction with (i) the Website, (ii) the Terms of Service, (iii) any policy or practice of Localloop in operating the Website, or (iv) any content or information transmitted through the Website, is to terminate the Terms of Service and your account.

Suggestions and Improvements. By sending us any ideas, suggestions, documents or proposals ("Feedback"), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, publish, distribute and sublicense the Feedback.

14.  Termination
We may terminate or suspend your account or ability to use the Website, in whole or in part, at our sole discretion, for any or no reason, and without notice or liability of any kind. For example, we may terminate or suspend your account or ability to use the Website if you breach the Terms of Service or are suspected of involvement in illegal activity. Any such termination or suspension could prevent you from accessing your account, the Website, Your Content, Website Content, or any other related information.

You may terminate the Terms of Service at any time by closing your account, discontinuing your use of any and all parts of the Website, and providing Localloop with a notice of termination (click to cancel membership) under the heading "Close my account". If you close your account, we will use commercially reasonable efforts to stop displaying your account profile on the Website , but may continue to display Your Content where it implicates other users (e.g., compliments that you have sent to other users and comments that you have posted to Localloop).

15.  Ownership
We own the Localloop Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, aggregate user review ratings and reviews, and all other elements and components of the Website excluding User Content and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world (the "IP Rights") associated with the Localloop Content and the Website, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Localloop Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Website and the Localloop Content are retained by us.

16.  Warranties, Disclaimers, and Limitations of Liability
a. THE WEBSITE AND ALL WEBSITE  CONTENT IS MADE AVAILABLE TO YOU ON AN "AS IS" BASIS. LOCALLOOP MAKES NO WARRANTIES, REPRESENTATIONS, OR CONDITIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO (1) THE OPERATION AND FUNCTIONALITY OF THE WEBSITE, (2) THE ACCURACY, INTEGRITY, COMPLETENESS, QUALITY, LEGALITY, USEFULNESS, SAFETY, AND IP RIGHTS OF ANY OF THE WEBSITE CONTENT, INCLUDING BUT NOT LIMITED TO THE ACCURACY OF BUSINESS RATINGS AND REVIEWS AND BUSINESS INFORMATION LISTED ON THE WEBSITE , AND (3) THE PRODUCTS AND SERVICES ASSOCIATED WITH THE WEBSITE OR WEBSITE CONTENT, INCLUDING BUT NOT LIMITED TO THE PRODUCTS AND SERVICES SOLD BY BUSINESSES LISTED ON THE WEBSITE. LOCALLOOP FURTHER DISCLAIMS ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, THAT YOU OBTAIN FROM LOCALLOOP OR THE WEBSITE SHALL CREATE ANY WARRANTY, REPRESENTATION, OR CONDITION NOT EXPRESSLY STATED HEREIN.

b. LOCALLOOP DISCLAIMS ALL LIABILITY FOR ANY (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (B) LOSS OF PROFITS, (C) BUSINESS INTERRUPTION, (D) LOSS OF OR DAMAGE TO REPUTATION OF LOCALLOOP OR ANY THIRD PARTY, OR (E) LOSS OF INFORMATION OR DATA.

c. LOCALLOOP FURTHER DISCLAIMS ALL LIABILITY FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR USE OF THE WEBSITE AND WEBSITE CONTENT. YOUR USE OF THE WEBSITE AND WEBSITE CONTENT IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING LOSS OR DAMAGE, INCLUDING BUT NOT LIMITED TO ANY LOSS OF DATA OR DAMAGE TO YOUR COMPUTER FROM VIRUSES THAT MAY BE DOWNLOADED TO YOUR COMPUTER IN THE COURSE OF USING THE WEBSITE.

d. LOCALLOOP ALSO DISCLAIMS ALL LIABILITY FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR COMMUNICATIONS OR DEALINGS WITH ANY OF THE BUSINESSES, ADVERTISERS, OR USERS ON THE WEBSITE. YOUR COMMUNICATIONS OR DEALINGS WITH SUCH BUSINESSES, ADVERTISERS, AND USERS ARE SOLELY BETWEEN YOU AND THEM, THOUGH LOCALLOOP RESERVES THE RIGHT TO MONITOR DISPUTES BETWEEN YOU AND THEM.

e. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU RESIDE IN SUCH A JURISDICTION, THE ABOVE LIMITATIONS SHALL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.

f. LOCALLOOP'S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSES WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION (WHETHER SUCH LIABILITY ARISES DUE TO NEGLIGENCE, BREACH OF CONTRACT, MISREPRESENTATION OR FOR ANY OTHER REASON), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (I) THE AMOUNT PAID, IF ANY, BY YOU TO LOCALLOOP IN CONNECTION WITH THE WEBSITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (II) US$100.00.

17.  Indemnity
You agree to indemnify and hold Localloop, its parents, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party due to or arising out of (i) your access to or use of the Website, (ii) your violation of the Terms of Service, or (iii) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Localloop reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Localloop. Localloop will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

18. Third Parties
This Website may contain hyperlinks to Websites operated by parties other than Localloop. Such hyperlinks are provided for your reference only. We do not control such Websites and are not responsible for their contents or the privacy or other practices of such Websites. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from this Website or other Websites) is free of such items as viruses, worms, trojan horses, defects and other items of a destructive nature. Our inclusion of hyperlinks to such Websites does not imply any endorsement of the material on such Website s or any association with their operators. In some cases you may be asked by a third party Website to link your profile on Localloop to a profile on another third party Website. Choosing to do so is purely optional, and the decision to allow this information to be linked can be disabled (with the third party Website) at any time.

The Website may include links to other Websites (each, a "Third Party Website"). We do not control or endorse any Third Party Website, and you agree that we are not responsible for the availability or contents of such Third Party Websites. Some of the Website 's mapping features are powered by Mapquest Inc., the use of which is also governed by the terms of use located at (link to Mapquest Terms of Use) (or such other URL as may be updated by Mapquest Inc.)

19.  Miscellaneous
If there is any dispute about or involving the Website or Localloop, you agree that any such dispute will be governed by the laws of the State of Washington without regard to its conflict of law provisions. You agree to personal jurisdiction by and venue in the state and federal courts in Whatcom County, Washington.

No agency, partnership, joint venture, or employment is created as a result of the Terms of Service, and you do not have any authority of any kind to bind us in any respect whatsoever.

We may provide you with notices, including those regarding changes to the Terms of Service by email, regular mail or postings on the Website.

Except as otherwise stated in Section 20 above, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.

The Terms of Service contain the entire agreement between you and us regarding the use of the Website, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms of Service.

Any failure on our part to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

If any provision of the Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms of Service shall otherwise remain in full force and effect and enforceable.

The Terms of Service are not assignable, transferable or sublicensable by you except with Localloop's prior written consent, but may be assigned or transferred by us without restriction. Any assignment attempted to be made in violation of the Terms of Service shall be void.

The section titles in the Terms of Service are for convenience only and have no legal or contractual effect.

20.  Software available on this website
Unless otherwise specified, the materials on the Websites are presented solely to provide information regarding and to promote Localloop’s services, Websites, partners and other products available in the United States, its territories, possessions and protectorates. The Localloop Websites are controlled and operated by Localloop from its offices in the state of Washington in the United States. Localloop makes no representation that materials on the Localloop Websites are appropriate or available for use outside the United States. Those who choose to access the Localloop Website from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent that local laws are applicable. Software from the Localloop Websites is further subject to United States export controls. No software from the Localloop Websites may be downloaded or otherwise exported or re-exported (a) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country to which the U.S. has embargoed goods, or (b) to anyone on the U.S. Treasury Department list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By using the Localloop Websites, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Any software that is made available to download from the Localloop Websites ("Software") is the copyrighted work of Localloop, LLC or other third party software as identified. Your use of such Software is governed by the terms of the end user license agreement, if any, which accompanies, or is included with, the Software ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms. For any Software made available for download on this Website not accompanied by a License Agreement, we hereby grant to you, the user, a limited, personal, nontransferable license to use the Software for viewing and otherwise using this Website in accordance with these terms and conditions and for no other purpose.

Please note that all Software, including, without limitation, all HTML, XML, Java,  Javascript, C# code and Active X controls contained on this Website, is owned by Localloop, LLC and/or its affiliates, and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT.

21.  Copyright and Trademark Notices
All contents of this Website are: ©2012 Localloop Global, Inc. All rights reserved. Localloop is not responsible for content on Websites operated by parties other than Localloop. Localloop, the parallel lines logo and all other product or service names or slogans displayed on the Website are registered and/or common law trademarks of Localloop, LLC and/or its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Localloop or the applicable trademark holder. In addition, the look and feel of the Website, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Localloop and may not be copied, imitated or used, in whole or in part, without the prior written permission of Localloop. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Website are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Localloop.

Other logos and product and company names mentioned herein may be the trademarks of their respective owners.
If you are aware of an infringement of either your brand or our brand, please let us know by clicking here.

22.  General
This Website is operated by a U.S. entity and this Agreement is governed by the laws of the State of Washington, USA. You hereby consent to the exclusive jurisdiction and venue of courts in Washington, USA and stipulate to the fairness and convenience of proceedings in such courts for all disputes arising out of or relating to the use of this Website. You agree that all claims you may have against Localloop, LLC arising from or relating to the Website must be heard and resolved in a court of competent subject matter jurisdiction located in the state of Washington. Use of this Website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph.
You agree that no joint venture, agency, partnership, or employment relationship exists between you and the Localloop and/or Affiliates as a result of this Agreement or use of this Website.

Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement limits our right to comply with law enforcement or other governmental or legal requests or requirements relating to your use of this Website or information provided to or gathered by us with respect to such use. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of this Website within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.

If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remaining provisions in the Agreement shall continue in effect.

This Agreement (and any other terms and conditions referenced herein) constitutes the entire agreement between you and Localloop with respect to this Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and Localloop with respect to this Website. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Fictitious names of companies, products, people, characters, and/or data mentioned on this Website are not intended to represent any real individual, company, product, or event. Any rights not expressly granted herein are reserved.

23.  Service Help
For answers to your questions or ways to contact us:

Localloop, LLC
Attn: Jason Gaylord
8301 212TH ST SW, Suite C
Edmonds, WA 98026
support@localloop.com
Phone: 425.967.5342


©2012 Localloop Global, Inc. All rights reserved.