Terms of Use

Terms of Service

Notice

Please read this agreement carefully before using www.where.com or WHERE® mobile services (collectively, “WHERE”). By accessing, browsing and/or using WHERE, you acknowledge that you have read, understood, and agree to be bound, by the terms and conditions of use described herein, and all terms, policies, guidelines and conditions incorporated by reference, including any future modifications to this terms of service agreement. If you do not agree to all the terms and conditions of use in this terms of service agreement, please do not use WHERE.

WHERE, Inc. (“WHERE”) reserves the right to change or modify any of the terms and conditions contained in this Terms of Service Agreement or any policies or guidelines governing the use of WHERE at any time and in its sole discretion. You agree that such changes and modifications may be made solely by posting the revised Terms of Service Agreement or other policies or guidelines on www.where.com and indicating at the top thereof the date it was last updated. You expressly agree to such form of notification of changes and modifications and waive any right to receive individual notice of such changes or modifications. Any changes or modification will be effective immediately upon posting of the revisions on www.where.com. Your continued use of WHERE following the posting of any changes or modifications will constitute your acceptance of such changes or modifications. Therefore, you should review this Terms of Service Agreement and any applicable policies or guidelines whenever you access WHERE in order to determine if such terms, policies or guidelines have changed, and to understand the terms and conditions and the policies and guidelines that apply to your use of WHERE.

Access to WHERE
Subject to this Terms of Service Agreement, WHERE is offered by WHERE, Inc. solely for your own use, and not for the use or benefit of any third party. WHERE, Inc. may change, suspend or discontinue WHERE at any time, including the availability of any feature, database, or content. WHERE, Inc. may also impose limits on certain features and services or restrict your access to parts or all of WHERE without notice or liability. By using WHERE you agree to be served relevant, location-specific special offers. Users will be permitted to opt-out of these special offers.

You certify to WHERE, Inc. that if you are an individual (i.e., not a corporate entity) you are at least 14 years of age. If you are at least 14 years of age but under the age of 18, then you agree to review these terms and conditions with your parent or guardian to make sure that both you and your parent or guardian understand and agree to this Terms of Service Agreement and you agree to have your parent or guardian review and accept this Terms of Service Agreement on your behalf through the WHERE registration process. The parent or guardian entering this Terms of Service Agreement for the benefit of a child who is at least 14 agrees to and accepts full responsibility for that child’s use of WHERE including all financial charges and legal liability that the minor user may incur. Please remember that WHERE is designed to appeal to a broad audience. Accordingly, the parent or legal guardian is responsible for determining whether any of the WHERE is appropriate for your child.

Any registration by, use of or access to WHERE by anyone under 14 is unauthorized, unlicensed and in violation of these terms.
You certify that you are legally permitted to access and use WHERE. This Terms of Service Agreement is void where prohibited by law, and the right to use WHERE is revoked in such jurisdictions. WHERE, Inc. makes no claim that WHERE may be lawfully viewed or that content may be downloaded outside of the United States. Access to content on WHERE may not be legal by certain persons or in certain countries. If you access WHERE from outside the United States, you do so at your own risk and you are responsible for compliance with the laws of your jurisdiction.

WHERE, Inc. will use reasonable efforts to ensure that WHERE is available twenty-four hours a day, seven days a week. However, there will be occasions when WHERE will be interrupted for maintenance, upgrades and emergency repairs or due to failure of telecommunications links and equipment. Every reasonable step will be taken by WHERE, Inc. to minimize such disruption where it is within WHERE, Inc.’s reasonable control. You agree that WHERE, Inc. will not be liable in any event to you or any other party for any suspension, modification, discontinuance or lack of availability of WHERE.

You shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to use WHERE including, without limitation, modems, hardware, software, and long distance or local telephone service.

WHERE Content
All materials displayed on WHERE other than content posted by you, including, but not limited to text, graphics, design, visual interfaces, logos, tools, compilation, computer code, products, software, services, photographs, images, illustrations, audio, video, animations (collectively, “Content”) are the property of WHERE, Inc. and/or third parties and are protected by United States and international copyright laws, trade dress and trademark laws, international laws and conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All trademarks, service marks, and trade names are proprietary to WHERE, Inc. and/or third parties. You shall abide by all copyright notices, information, and restrictions contained in any content accessed through WHERE is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other copyright laws. You may not copy, modify, publish, transmit, upload, participate in the transfer or sale of, reproduce (except as provided in this Section), create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content, software, materials, in whole or in part.

You acknowledge and agree that if you use WHERE to contribute content, you grant WHERE, Inc. and its affiliates a perpetual, irrevocable, worldwide, non-exclusive, royalty-free right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and publicly display your content (in whole or in part) and/or to incorporate such your content in other works in any form, media, or technology now known or later developed. You also grant each user of WHERE the right to access, display, view, store and reproduce such your content for personal use. You represent and warrant to WHERE, Inc. that you have the right to grant the licenses stated above.

You represent, warrant and agree that you will not contribute, post, upload to, transmit, distribute, store, create or otherwise publish, any content that (a) infringes, violates or otherwise interferes with any patent, copyright or trademark of another party, (b) reveals any trade secret, unless you own the trade secret or have the owner’s permission to post it, (c) infringes any intellectual property right of another or on the privacy or publicity rights of another, (d) is unlawful, libelous, defamatory, obscene, pornographic, abusive, indecent, threatening, harassing, hateful, invasive of privacy or publicity rights, inflammatory, fraudulent, offensive or otherwise violates any law or right of any third party, (e) contains a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information, including corrupted data or other harmful, disruptive or destructive files, (f) private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers, (g) impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, (h) is unsolicited promotions, political campaigning, advertising or solicitations, (i) 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, or restricts or inhibits any other person from using WHERE or which may expose WHERE, Inc. or its users to any harm or liability of any type, or (j) remains posted after you have been notified that such content violates any of sections (a) to (i) of this sentence. WHERE, Inc. reserves the right to remove any content from WHERE at any time for any reason, suspend or terminate your right to use WHERE or pursue any other remedy or relief available to WHERE, Inc. under equity or law, for any reason (including, but not limited to, receipt of claims or allegations from third parties or authorities relating to such content or if WHERE, Inc. is concerned that you may have breached the immediately preceding sentence).
You understand that when using WHERE you will be exposed to content from a variety of sources, and that WHERE, Inc. is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such content. You further understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against WHERE, Inc. with respect thereto.

User Conduct
You are responsible for all of your activity in connection with using WHERE. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to use WHERE. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any WHERE user.
Use of WHERE to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that are deemed threatening or obscene, or engage in any kind of illegal activity is expressly prohibited. Under no circumstances will you use WHERE to (a) send unsolicited e-mails, bulk mail, spam or other materials to users of www.where.com or any other individual, (b) harass, threaten, stalk, solicit, spam, impersonate, intimidate or abuse any person or party, including other users of WHERE (c) create a false identity or to impersonate another person, or (d) post any false, inaccurate or incomplete material or delete or revise any material that was not posted by you, and for commercial purpose or for any illegal, unlawful, inappropriate or unauthorized purpose or activity. You agree not to collect or store any location or other personal information about any WHERE users that you obtain from WHERE.

Warranty Disclaimer
The services, content, website and any software are provided on an “as is” basis, with all faults, defects and errors, and without warranties of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement. WHERE, Inc. makes no representations or warranties of any kind with respect to the website, the services, and the software, including any representation or warranty that the use of the website, services, or the software will (a) be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data, (b) meet your requirements or expectations, or (c) be free from bugs, viruses, errors or other harmful components, or that defects will be corrected.
To the fullest extent allowed by law, WHERE, Inc. disclaims any liability or responsibility for the accuracy, reliability, availability, completeness, legality or operability of the material or services provided on WHERE.

WHERE provides personal, location-based services for individual use only and should not be used or relied on as an emergency locator system, used while driving or operating vehicles, or used in connection with any hazardous environments requiring fail-safe performance, or any other application in which the failure or inaccuracy of that application or WHERE could lead directly to death, personal injury, or severe physical or property damage. WHERE is not suited or intended for family finding purposes, fleet tracking, or any other type of business or enterprise use.

Third Party Content and Websites
WHERE, Inc. permits third parties to post content to WHERE and may provide users access to third party content and websites (“Third Party Content”) through hypertext or other computer links. Third Party Content is not within the supervision or control of WHERE, Inc. Unless explicitly otherwise provided, WHERE, Inc. does not make any representation or warranty whatsoever about any third party website, nor endorse the products or services offered on such third party website. WHERE, Inc. undertakes no responsibility to update or review any Third Party Content. WHERE, Inc. disclaims: (a) all responsibility and liability for content on third party websites and (b) any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against WHERE, Inc. with respect to Third Party Content. Users use those links and Third Party Content contained therein at their own risk.

Indemnity
You agree to defend, indemnify and hold harmless WHERE, Inc., its licensors, independent contractors, service providers and consultants, and their respective directors, officers, shareholders, employees, members and agents, from and against any claims, demands, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to your conduct in connection with WHERE or any content you post, store or otherwise transmit on or through WHERE or your use of or inability to use WHERE or the WHERE Software, including without limitation, any actual or threatened suit, demand or claim made against WHERE, Inc. and/or its independent contractors, service providers, consultants, and their respective directors, officers, employees, members and agents, arising out of or relating to the content, your conduct, your violation of this Terms of Service Agreement, or your violation of the rights of any third party, or the infringement by you, or any third party using the your account, of any intellectual property or other right of any person or entity.

In no event shall WHERE, Inc., Its licensors, independent contractors, service providers and consultants, and their respective directors, officers, shareholders, employees, members or agents, be liable with respect to WHERE or the WHERE Software for (a) any direct, indirect, incidental, punitive, special, exemplary or consequential damages or liabilities of any kind whatsoever relating to software or this terms of service agreement, whether based on contract, tort (including negligence), strict liability or other theory, even if WHERE, Inc. has been advised of the possibility of such damages; (b) damages for loss of use, profits, data, images, user content or other intangibles; (c) damages for unauthorized use, non-performance, errors or omissions; or (d) damages related to downloading or posting content.

End User License
WHERE, Inc. grants you a non-exclusive, non-transferable license to install and use a copy of the WHERE Software in object code form only, solely for your personal, noncommercial use in connection with WHERE. Any software that updates, supplements or replaces the original WHERE Software is governed by this Terms of Service Agreement unless separate license terms accompany such update, supplement or replacement, in which case such separate terms will govern in the event of a conflict with this Terms of Service Agreement or as otherwise provided in such separate terms.

The preceding states the entirety of your rights with respect to the WHERE Software, and we reserve all rights not expressly granted to you in this Terms of Service Agreement. Without limiting the foregoing, you will not do, or authorize or permit any third party to do, any of the following: (a) license or sell the WHERE Software; (b) distribute the WHERE Software except as expressly authorized by WHERE, Inc.; (b) use the Software for any purpose other than your personal, noncommercial use; (c) reverse engineer, decompile, disassemble or attempt to discover the source code for the WHERE Software; (d) modify, alter or create any derivative works of the WHERE Software; or (e) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the WHERE Software.

Copyright & Trademark
The WHERE Software is the valuable property of WHERE, Inc. and its licensors and is protected by copyright and other intellectual property laws and treaties. WHERE, Inc. and its licensors own all right, title and interest in and to the WHERE Software, including all copyright and other intellectual property rights in the WHERE Software.

WHERE, Inc. has adopted a policy toward copyright infringement with respect WHERE in accordance with the Digital Millennium Copyright Act (DMCA), a copy of which is located at http://lcweb.loc.gov/copyright/legislation/dmca.pdf. It is WHERE, Inc.’s policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act.

Reporting Copyright Infringements. If you believe that content residing or accessible on WHERE infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent:
WHERE, Inc.
60 Canal Street, 2nd Floor
Boston, MA 02114
Attn: Legal Dept
Tel: +1-617-502-3100.

Termination
Either party may terminate at any time by notifying the other party by any means. WHERE, Inc. may also terminate or suspend any and all of WHERE use immediately, without prior notice or liability, if you breach any of the terms or conditions of this Terms of Service Agreement.

All provisions of this Terms of Service Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, termination, governing law, jurisdiction and miscellaneous. Termination of your access to and use of WHERE shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability which you otherwise may have to WHERE, Inc., including without limitation any indemnification obligations contained herein.

Miscellaneous
This Terms of Service Agreement, as modified from time to time, constitutes the entire agreement between you and WHERE, Inc. with respect to the subject matter hereof. This Terms of Service Agreement replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter hereof. 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. WHERE, Inc. shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond WHERE, Inc.’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

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

The headings of sections and paragraphs of this Terms of Service Agreement are for convenience of reference only and are not intended to restrict, affect or be of any weight in the interpretation or construction of the provisions of such sections or paragraphs.
This Terms of Service Agreement is not assignable, transferable or sublicensable by you except with WHERE, Inc.’s prior written consent. WHERE, Inc. may assign this Terms of Service Agreement in whole or in part at any time without your consent.
This Terms of Service Agreement shall be governed by and construed in accordance with the laws of the State of Delaware without regard to the conflict of laws provisions thereof.

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

Any notice to WHERE, Inc.that is required or permitted by this Terms of Service Agreement shall be in writing and shall be deemed effective when delivered in person by nationally recognized overnight courier or mailed by first class, registered or certified mail, postage prepaid, to WHERE, Inc., 60 Canal Street, 2nd Floor, Boston, MA 02114, Attn: Legal Dept.