CityMaps Merchant Terms and Conditions

Welcome to CityMaps.  The following Terms and Conditions apply when you as a Merchant claim a location on the map found on www.citymaps.com. Please review the following terms carefully.  By claiming your location on the Site, you signify your agreement to these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not access or use the Site.

These Terms and Conditions include a release by you of all claims for damage against us that may arise out of your use of this Site. By using this site, you agree to this release. Please review carefully.

FOR MERCHANTS: CLAIMING YOUR LOCATION ON CITYMAPS

CityMaps offers visitors a one-stop destination to access useful and hyper-local information about neighborhood places, such as location, reviews, and direct links to real time announcements or promotions from the merchant, reservations and ticketing systems, nearby parking, etc.

As a registered Merchant, you have the option to claim and manage your business profile on our Site. A Merchant can claim its location in two ways:

1. First, you can find your business on the map, click through to your business’s profile page, and click the “Claim your Store” button.  You will be taken to the Claim Your Store page on which you can authorize authorize CityMaps to call your business phone to provide a verification code. Once you enter that verification code online, you will have claimed your location and confirmed your agreement to these terms and conditions.
2. Second, you can send an email to newaccount@citymaps.com and request to claim a verified location.

Once claimed, as the Merchant, you will have responsibility for certain content that is displayed with respect to your location.

1. You can control  the contents of your profile (“Merchant Content”) as follows:

1. the address listed
2. telephone & fax number
3. website URL
4. hours of operation
5. parking availability
6. a list of the credit cards you accept
7. company overview
8. company description
9. company mission statement
10. products and services being offered
11. facebook URL
12. twitter handle
13. pictures and videos of or about your business

1. You can post short notices directly onto the map with current offers such as sales or discounts.

RULES FOR MERCHANT CONDUCT AND USE OF THE SERVICE

You understand and agree that CityMaps does not and cannot offer Merchants the functionality of modifying or suppressing the data about your business we license and display from partners such as CitySearch.   You will have to contact such third party data suppliers directly to correct or modify the information we receive about your business.

You are solely responsible for the Merchant Content that you upload, publish, display, link to or otherwise make available (hereinafter, “post”) on the Service, and you agree that we are only acting as a passive conduit for the online distribution and publication of your Merchant Content.

Your permission to use CityMaps is conditioned upon the Use Restrictions, the Posting and Conduct Restrictions and the Deal Restrictions.

USE RESTRICTIONS. You agree that you will not under any circumstances:

1. offer to sell any goods or services on terms or in a manner that is prohibited by law from being offered or advertised;
2. post any content that violates or infringes in any way upon the rights of others;
3. post any material that is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law;
4. post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive;
5. use the service for any unlawful purpose or for the promotion of illegal activities;
6. attempt to, or harass, abuse or harm another person or group;
7. use another user’s or merchant’s CityMaps account without permission;
8. provide false or inaccurate information about your business on CityMaps;
9. interfere or attempt to interfere with the proper functioning of CityMaps’ Service;
10. make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
11. bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to scrape, spider, or crawl the Service or harvest or manipulate data;
12. or publish or link to malicious content intended to damage or disrupt another user’s or merchant’s browser or computer.

POSTING AND CONDUCT RESTRICTIONS. The following rules pertain to Merchant Content, defined as any communications, images, sounds, and all the material, data, and information that you upload or transmit through the CityMaps Service, or that other Merchants upload or transmit.  By transmitting and submitting any Merchant Content while using our Service, you agree, represent and warrant as follows:

1. You will comply with these Terms and Conditions;
2. You will provide accurate Merchant Content, including address, phone number, hours of operation, etc.;
3. You are solely responsible for your Merchant Content submissions, including posted comments and merchant information;
4. You will not publish or link to malicious content intended to damage or disrupt another user’s browser or computer;
5. You will not post information that is false or inaccurate;
6. You represent that you own or have the necessary licenses, rights, permissions, and consents to use and authorize CityMaps to use any and all Content submitted by you to CityMaps in accordance with the licenses granted in this Agreement;
7. You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content to CityMaps; and
8. You hereby affirm we have the right to determine whether any of your Content submissions are appropriate and comply with these Terms of Service, remove any and/or all of your submissions, and terminate your account with or without prior notice.

DEAL RESTRICTIONS:  The following rules pertain to any Deals posted by Merchants and offered through citymaps.com. By “Deal” we mean any promotional offers, discounts, or vouchers offered for use at your location. By offering any deals through our Service, you agree, represent and warrant as follows:

1. Deals will comply with all laws and regulations governing the sale or advertisement of goods or services of the nature and type you provide, in the jurisdictions where you are located and such goods or services are offered by you for sale;
2. Deals may not include products that are subject in your jurisdiction to minimum selling price or other restrictions that are inconsistent with offering the Deal on CityMaps.com.
3. If a deal includes a price, discount, or ‘free’ offer, the deal must clearly state what action or set of actions is required to qualify for the offer.

LIMITATION OF LIABILITY.  CityMaps takes no responsibility and assumes no liability for any Merchant Content that you or any other user or third party posts or sends over the Service. You understand and agree that any loss or damage that occurs as a result of the use of any Merchant Content that you make available or access through your use of CityMaps’ Service is solely your responsibility. CityMaps is not responsible for any public display or misuse of your Merchant Content.  CityMaps does not, and cannot, pre-screen or monitor all Merchant Content (or all User Content).  However, at our discretion, we or technology we employ may monitor and/or record your interactions with the service.

We reserve the right, but are not obligated, to limit or deny a Merchant’s access to the Site or take other appropriate action if a Merchant violates these Terms and Conditions or engages in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful or malicious. Unauthorized use may result in criminal and/or civil prosecution under Federal, State and local law.  If you become aware of misuse of our Service, please contact us at Customer Support.

LICENSE GRANT

By claiming your location and/or posting any Merchant Content on CityMaps, you expressly grant, and you represent and warrant that you have a right to grant, to CityMaps a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such Merchant Content and your trademark, logo, domain name, name, voice, and/or likeness as contained on your location and/or in your Merchant Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with CityMaps’s Services.

INTELLECTUAL PROPERTY

You acknowledge and agree that we retain ownership of all intellectual property rights of any kind related to the Site, including applicable copyrights, trademarks and other proprietary rights. Other product and company names that are mentioned on the Site may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you in this Agreement.

LINKS TO OTHER SITES AND/OR MATERIALS

As part of our service, we provide you with convenient links to third party website(s). These links are provided as a courtesy to our site visitors. CityMaps has no control over linked websites or the promotions, materials, information, goods or services available on these third party websites. CityMaps is not responsible for and does not endorse or warrant any materials, information, goods or services available through any linked websites or any privacy or other practices of such websites. CityMaps may terminate any link at any time.

ACCURACY OF INFORMATION

CityMaps strives to accurately describe the Merchants, as well as link to and provide updated information on the Site. However, CityMaps does not warrant that descriptions of Merchants’ products and services and information on the Site are current, complete or free from error.   If you have claimed a location, you are solely responsible for keeping their information about your business and location up to date and accurate.  Moreover, to the extent that CityMaps displays content licensed from third party sites, such as CitySearch, only those third party content suppliers are responsible for the accuracy or completeness of the content they make available to CityMaps.  You may access CitySearch terms here.

COMMUNICATING WITH CITYMAPS

While we endeavor to respond to communications made through the Site’s e-mail and messaging system, such notice will not constitute legal notice to CityMaps or any of its officers, employees, agents or representatives in any situation where notice to CityMaps is required by contract or any law or regulation.  For formal legal notices, CityMaps requires that you send them to 575 Madison Avenue, Suite 1006, New York NY 10022, WITH ATTENTION: LEGAL NOTICE.

MERCHANT CONSENT TO RECEIVE COMMUNICATIONS IN ELECTRONIC FORM

For contractual purposes, you (a) consent to receive communications from CityMaps in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that CityMaps provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.

DISCLAIMER; LIMITATION OF DAMAGES; RELEASE

THE SITE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, CITYMAPS MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE SITE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT OR OTHER MATERIAL OBTAINED FROM THE SITE.

TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CITYMAPS, ITS AFFILIATES, DIRECTORS, EMPLOYEES OR ITS LICENSORS OR PARTNERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR INFORMATION OR CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE CITYMAPS SERVICES AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH CITYMAPS OR ANY OTHER USER OF THE CITYMAPS SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT CITYMAPS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

If you have a dispute with one or more users or a Merchant featured on our Site, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.  If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

INDEMNITY

You agree to defend, indemnify and hold harmless CityMaps, its parent company, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to reasonable attorney’s fees) arising from: (i) your use of and access to CityMaps; (ii) your violation of any term of these Terms and Conditions; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that any Content submitted by you causes damage to a third party. This defense and indemnification obligation will survive these Terms and Conditions and your use of CityMaps.

MODIFICATION OF TERMS AND CONDITIONS

We can amend these Terms and Conditions at any time and will update these Terms and Conditions in the event of any such amendments. It is your sole responsibility to check the Site from time to time to view any such changes in the Agreement.  If you continue to use the Site, you agree to our revisions to these Terms and Conditions.  However, we will notify you of material chances to the terms by posting a notice on our homepage and/or sending an email to the email address you provided to us upon registration.  For this additional reason, you should keep your contact and profile information current.

ASSIGNMENT

CityMaps may assign or delegate these Terms and Conditions and/or the CityMaps Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms and Conditions or Privacy Policy without CityMaps’ prior written consent, and any unauthorized assignment and delegation by you is ineffective.

APPLICABLE LAWS; VENUE

These Terms and Conditions and your use of the Site are governed by the federal laws of the United States of America and the laws of the State of New York. Any action related to this Site will be filed only in the appropriate state or federal court located within the State of New York.  By using this Site, you signify your consent to the jurisdiction of the state and/or federal courts of the State of New York.

SUGGESTIONS AND FEEDBACK

CityMaps welcomes your feedback and inquiries. If you have any comments or questions, please contact us by sending an email to feedback@citymaps.com.