Effective date: Nov 29, 2022
1.2. Locals.org, Inc. or any of our affiliated entities (referred to here as “Locals”, “we”, “us”, “our”) permit you to use the Locals Services as described in these Terms.
1.3. The Locals Services offers the ability to connect people who would like to host experiences or events through our Locals Services (“Activity”, which term includes “Paid Activity” as defined below, as the same may be referred to in the Locals Services as “experiences”, “events” or other similar terms), with those who would like to attend Activities. The Activities are designed for individuals to try new activities and meet new people in their area. In these Terms, anyone who uses the Locals Services is considered a “User” and may also be referred to as either: (a) a “Creator”, as may be referred to in the Locals Services as “host” or other similar terms, where User creates and hosts an Activity on our Locals Services; or (b) an “Participant” (as may be referred to in the Locals Services as “attendee”) when User participates in or attends an Activity.
1.4. Please note, although we provide the Locals Services so that individuals may connect and enjoy Activities, we are not responsible for the Activities themselves, or any consequences of hosting or attending an Activity arranged through the Locals Service. For more details, please see section 16 (Our liability to you) and 17 (Your liability to us).
1.5. Where we provide any services to you under these Terms, we will always do so with reasonable skill and care.
1.6. You should note the following rules which apply to these terms and conditions:
1.6.1. the headings do not affect the interpretation of any provisions;
1.6.2. where we use the singular of a word, this also includes the plural (or vice versa); and
1.6.3. if we use terms such as “including”, “include”, “in particular”, “for example” or any similar expression, we do this for illustrative purposes only and this does not limit the scope or meaning of the overall provision (i.e. where we use such words, we are providing examples only and the examples are not exhaustive).
2. Application of Terms
2.1. These Terms, together with any other documents which we tell you are part of them (collectively these “Terms”), set out the terms on which Locals Services are provided to Users.
2.5. In addition to these Terms, you agree to comply with our Community Guides when using Locals Services, which are part of, incorporated into, these Terms. Our Community Guides can be found here.
2.6. The ways in which you can use our Locals Services may also be subject to the rules and policies of the AppStore or Google Play (“Mobile Platforms”). In the event of any inconsistency or conflict between these Terms and the Mobile Platforms’ terms and conditions, the Mobile Platforms’ terms and conditions will prevail in respect of that inconsistency or conflict.
3. Changes to these Terms
3.1. We may make changes to these Terms at any time, including, for example only, in order to: (a) comply with any changes to the law or regulations that apply; (b) to reflect any technical changes, such as to respond to security breaches; or (c) deal with changes to Users’ needs and changes to our business. You should check these Terms each time you access the Locals Services to ensure you understand the terms that apply at that time.
3.2. Provided you have registered an account with us, we will try to notify you of any changes to these Terms by email or a pop-up notice when you next access your account.
3.3. If you do not agree to any changes to these Terms that we may make, do not use the Locals Services. In addition, you may close your account by contacting us.
3.4. We may update and change our Website and our App from time to time, to reflect changes to needs of our Users and business. We will try to give you notice of any major changes.
4. Creating an Account
4.2. We reserve the right to deny or remove any Username or screen name selected by you for any reason at any time, including if we suspect any breach of these Terms, in which case you will need to select a new username and/or screen name in order to keep using the Locals Service.
4.3. All information provided by you when creating an account must be accurate and complete. If your account information changes at any time, you must update it as soon as possible.
4.4. You must treat all account information as confidential, and you must not share it with anyone else. Only you can use your account and you are responsible for keeping your password secret. If you know or suspect that anyone other than you knows your password, you must promptly notify us, please email us.
4.5. We have the right to disable any User identification code or password (which includes access to your account), whether chosen by you or allocated by us, at any time, in our sole discretion and with immediate effect, including (but not limited to) if in our reasonable opinion you have failed to comply with any of these Terms. We will notify you in the Locals Services if this occurs.
4.6. By creating an account, you also confirm that:
4.6.1. if you are a Creator, you will provide Activities in accordance with all applicable laws and guidelines, including applicable health and safety requirements and equal protection laws;
4.6.2. if you are an Participant at an Activity, you will comply with all applicable laws and guidelines, including applicable health and safety requirements, while attending that Activity;
4.6.3. you are not currently restricted in any way or pursuant to any applicable laws from offering, hosting, or attending an Activity; and
4.6.4. you will comply with the Community Guidelines at all times.
4.7. After creation and verification of your account through the Locals Services, you will be permitted to create an Activity through the Locals Services and offer your Activity directly to other Users via the Locals Services. Once you have created an account, you can:
4.7.1. request to participate in Activities as an Participant (a “Request”); and
offer Activities as a Creator.
5. Accessing the Locals Services
5.1. You are not permitted to access or use the Locals Services unless you are at least 18 years old. By using our Locals Service, you confirm that you are at least 18 years old.
5.2. Access to our Locals Services is permitted on a temporary basis. We may suspend, withdraw, discontinue, restrict availability of all or any part of our Locals Services for business, security and operational reasons or change all or any part of the Locals Services without notice. In no event shall Locals be liable to you due to any unavailability of Locals Services for any reason.
5.3. You are responsible for making all arrangements necessary for you to have access to the Locals Services.
5.4. You are also responsible for ensuring that all persons who access the Locals Services through your internet connection and/or devices are aware of these Terms, and that they comply with them.
6. Participation in Activity
6.1. Request. When User have made a Request, Creator will review all Requests for the applicable Activity and will select which of Users who have made a Request will be entitled to participate in the Activity (“Participant”). The Creator shall have full discretion over the selection of Participants including the overall number of accepted Participants. We do not guarantee that you will be selected for any given Activity.
6.2. Verifications. We, or Creator, may require additional verifications or other information from the User prior to selecting the User to participate in the Activity. If any information User provides is incomplete or inaccurate, User may not be able to participate in the Activity.
6.3. When hosting or attending an Activity, the Creator and/or Participant must act with respect towards other Users. In particular, the Creator and/or Participant must not:
6.3.1. do anything that is not permitted under applicable local, national, or international law or regulation;
6.3.2. act in any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect;
6.3.3. harm or attempt to harm any User, or any other adult, child, or animal, in any way; or
6.3.4. bully, insult, intimidate or humiliate any User or other person.
6.4. We reserve the right to limit, change or cancel any Activity where we have a reason for doing so, at our sole and absolute discretion, even after the User has submitted a Request or been accepted by the Creator to participate in an Activity. If this happens, we will do our best to notify User in advance via the Locals Services if it is possible for us to do so. If we cannot notify the User in advance, we will provide a written explanation for the limitation, modification, or cancellation within a reasonable time thereafter.
7.1. Free Activity. Each Activity that Creator hosts for free without monetizing by selling a registration to Activity through Locals Services is referred to herein as a “Free Activity”. Creator may create a Free Activity, in this case User is not required to make any purchase, payment, donation, or other financial contribution to be able to submit a Request or join the Activity. No payment of any kind shall be taken as part of making a Request. Any Donation payments are voluntary. Creator is also not permitted to request any incentive of any kind in return for providing an Activity. In the case of Free Activity a Creator may, in its discretion, request that Participants contribute the cost of their own participation in the Activity (e.g., ticket price, food and drink) if applicable, but any such contribution must be arranged between the Creator and Participants. We do not and cannot facilitate any payment between Users in respect of Free Activities. We expressly disclaim any responsibility or liability for payments and fees exchanged between Creators and Users in respect of Free Activities. Users should use common sense in deciding whether to make a payment to any Creator in respect of Free Activities and assume all risk in exchanging money or making payments to a Creator.
7.2. Paid Activity Service. If the Creator is eligible to do so, the Creator may create, promote and host an Activity and monetize sales from registrations to that Activity (“Paid Activity Service''). Each Activity that the Creator chooses to monetize by selling a registration through the Locals Services is referred to as a “Paid Activity”. Terms and provisions application to Paid Activities are set forth in the Payment and Fees section below.
7.2.1. Creator will collect all direct payments through the applicable Payment Processor. Locals accepts no (and disclaims all) obligation or liability with respect to such collection or the performance or nonperformance of such Payment Processor. Direct payments are selectively available and may not be available to all Creators. Only Creator duly registered and authorised by Locals and Payment Processor may revenue Direct Payments.
7.2.2. Creator should avoid changing or cancelling a confirmed Paid Activity whenever possible. If a change or cancellation is necessary, Creator must do so with timely notice to the Participant. Cancellations should be rare, unless for weather, safety, or force majeure reasons.
7.2.3. Creator agrees to notify Participants of Paid Activity cancellation as soon as reasonably possible and prior to the Paid Activity start time.
7.2.4. Creator will be the main contact for Participants with Paid Activity requests and complaints, including refund requests (“Claims”), and Creator will instruct the Participants not to contact Locals with Claims.
8. Creator's Additional Responsibility
8.1. The Creator is responsible for providing all equipment, including supplies, vehicles, venues, and other materials ("Equipment") necessary to host an Activity. The Creator is solely responsible for ensuring that the Equipment used in an Activity is in good working order and conforms to all laws pertaining to safety, equipment, inspection, and operational capability. Except as otherwise required by law, the Creator assumes all risk of damage or loss to Equipment. Locals expressly disclaims any liability whatsoever arising out of the use or failure of Equipment at an Activity, and the Creator agrees to hold Locals harmless from the same.
8.2. When creating an Activity, the Creator must, where applicable, fully educate and inform Participant about:
8.2.1. any risks inherent or incidental to the Activity;
8.2.2. any requirements for participation, such as the minimum age, related skills, or level of fitness; and
8.2.3. anything else they may need to know to safely participate in the Activity (including dress codes, equipment, special certifications, or licenses, etc.).
8.3. The Creator is responsible for:
8.3.1. understanding and complying with all laws, rules and regulations that may apply to the Activities;
8.3.2. obtaining any required licenses, permits, or registrations prior to providing the Activity; and
8.3.3. ensuring that creating and/or hosting of an Activity will not breach any agreement the Creator may have with any third party.
8.4. To the extent required by law, or when required by us directly, the Creator must obtain insurance in amounts sufficient to cover the Activity. Locals reserves the right to require proof of insurance for any Activity, and the Creator agrees to cooperate with Locals to verify such insurance coverage. We may refuse to allow the Creator to create or publish an Activity within the Locals Services in the absence of such insurance. All insurance shall cover the Creator, the members of his team or organization, and/or the Activity with the coverage and in the amounts determined by us in our sole discretion for any and all activities that take place on the Activity. We may also require that the Creator name us as an additional insured on any insurance policy in our sole discretion.
9. Fees and Payments
9.1. Other than Paid Activities, using Locals Services is free.
9.2. Paid Activity.
9.2.1. Participants in a Paid Activity will make a one-time direct payment to the Creator to participate in the Paid Activity (“Direct Payment”), via a third-party payment processor (“Payment Processor”). The Creator will collect all Direct Payments through the applicable Payment Processor. Locals may receive as fee a portion of Participant`s payment for Paid Activity. Payment processors may Charge a fee for facilitating the transaction, which may be deducted from your payment. Creation of Paid Activities by Creator is regulated by Paid Activity Creator Terms.
9.2.2. Direct payments are selectively available and may not be available to all Creators. Only Creators duly registered and authorised by Locals and the Payment Processor may collect Direct Payments.
9.2.3. Participant payments will be held by the Payment Processor until such time as the Participant has been accepted into the Paid Activity. Once selected to participate in the Paid Activity, Participant will have the opportunity to approve or cancel the payment. If the Participant approves, the money will be released to the Creator. If Participant is not selected for the Paid Activity or Participant declines the payment once selected, the money will be returned directly to Participant by the Payment Processor.
9.2.4. Locals accepts no (and disclaims all) obligation or liability with respect to such collection or the performance or non-performance of such Payment Processor. To the fullest extent permitted by law, Locals assumes no liability for Paid Activities or Direct Payments and Creator shall indemnify, defend, and hold Locals harmless from the same. You agree that we may, at our sole discretion and without further notice, determine and change the availability of certain payment solutions, from time to time without any liability to you.
9.2.5. Creator agrees to notify Participants of a Paid Activity cancellation as soon as reasonably possible and prior to the Paid Activity start time.
9.2.6. All Direct Payments are final and non-refundable, unless required by law. Participants should contact the Creator directly in respect of any request for chargebacks or refunds.
9.2.7. Creator will remain fully responsible for chargeback costs and refunds. Creator will bear sole responsibility for meeting its refund obligations under this Terms and the Creator’s refund policy.
9.2.8. Locals does not directly process payments and does not access or store Participant`s credit card information in any form. When making a payment, the Participant will enter credit card details into a form supplied directly by the Payment Processor that will be processing the payment. Locals shall not be responsible for or liable for the collection, handling or processing of any payment(s), including for any delays which may occur or any failure of reception. You are advised to read and be familiar with the data handling policies of the Payment Processor for terms and provisions that apply to their collection, storage, handling and processing of your personal data. Your decision to provide payment information to a Payment Processor is done so at your sole and absolute risk.
10. Donation Terms
10.1. You do not have to make any donation or other financial contribution to use the Locals Services, submit a Request or attend an Activity, and any donation you provide will not affect your chance of being selected to participate in an Activity.
10.2. You may choose to provide a voluntary monetary donation to support one or more of the causes or charities (a “Charity”) selected by a Creator of an Activity (the “Relevant Cause”) when submitting a Request (a “Donation”). No money will be taken until you have been selected to participate in an Activity, at which point you will have the opportunity to approve or cancel your Donation before you have been selected for the Activity. You will be able to participate in the Activity regardless of whether or not you approve the Donation.
10.3. Donations are not refundable once the payment has been authorised and accepted. We can not make a refund, because once you've made a Donation, it's automatically transferred directly to the Charity which helps to create a real impact. Locals can not request the Charity to pay the donation back.
10.3.1. make the Service or any Locals Content available in any form, in whole or in part, to any other person without prior written consent from us;
10.3.2. make commercial use of the Service or any Locals Content;
10.3.3. remove, hide, or change any copyright, patent, trade mark or other proprietary rights notices affixed to the Service or any Locals Content;
10.3.4. copy the Service or any Locals Content, except as part of the normal use of the Service or where it is necessary (and permitted by law) for the purpose of back-up or operational security;
10.3.5. translate, merge, adapt, vary, alter, or modify, the whole or any part of the Service, nor permit the Service or any part of it to be combined with, or become incorporated in, any other programs, except as necessary to use the Service as permitted in these Terms; or
10.3.6. disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Service nor attempt to do any such things, nor otherwise attempt to derive the source code from or create derivative works based on the Service, or integrate the Service with other computer systems or programs,
except to the extent that such actions cannot be prohibited by applicable law.
10.4. All Donations are distributed to the Charity of the Creator’s choice. Locals may receive, as costs, expenses and fees, a portion of the funds raised through each solicitation campaign. Payment Processors may charge a fee for facilitating the transaction, which may be deducted from your Donation. Except for the foregoing fees, the remaining money you donate to a Charity though the services will be distributed to that Charity.
10.5. The processing of Donations will be subject to the terms, conditions, and privacy policies of the Payment Processor. We are not responsible for errors by the Payment Processor. By choosing to make a Donation, you agree to pay the Charity, through the Payment Processor, all Donation amounts you specify in accordance with the applicable payment terms, and you authorise the Payment Processor to charge your chosen payment method (your “Payment Method”). You agree that all Donations accepted by you shall be paid through the Payment Method and are final. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method.
11. Using and uploading the Content
11.1. The following are types of content you will encounter through your use of the Locals Service:
11.1.1. “Locals Content” means any content published or made available by us through the Locals Services (as well as any emails and our notifications). Additional terms concerned User Content are addressed in the section below (User Content Standards); and
11.1.2. “User Content” means content provided by other Users of the Locals Service, including details of Activities and feedback or comments provided by Participants through the Locals Service.
11.2. Locals Content and User Content are together known as the “Content”. You are permitted to use the Content as part of your use of the Locals Services in accordance with these Terms.
11.3. Locals is the owner and/or legal licensee of all intellectual property rights in the Locals Content and the Locals Services. You have no intellectual property rights in, or to, the Locals Content and the Locals Services other than the right to use them in accordance with these Terms. We may update our Locals Services and the Locals Content from time to time. If you choose not to install such updates or if you opt out of automatic updates, you may not be able to continue using the Locals Services.
11.4. All User Content on the Locals Services is owned by the relevant User or their respective licensors and may be protected by copyright laws around the world, which include the author’s right to be identified as the author. Nothing in these Terms is intended to affect such rights.
11.5. Locals, the Locals logo and all other Locals product or service marks are trademarks of Locals and considered Locals Content. All intellectual property, other trademarks, logos, images, product, and company names displayed or referred to on the Locals Services are the property of their respective owners. Nothing grants you any license or right to use, alter or remove or copy such material. Your misuse of the trademarks displayed on the Locals Services is strictly prohibited. Locals will enforce its trademark rights to the fullest extent of the law, including the seeking of criminal prosecution.
12. User Content
12.1. You (or your licensor if applicable) own any User Content that you upload to the Locals Services.
12.2. When you upload any User Content, you must ensure that you have all necessary rights to post the User Content, and that you own, or have all necessary permissions from the owner of, the User Content. By uploading such User Content, you affirm that you have such rights.
12.3. You acknowledge and agree that User Content may be published and viewed by other Users, and we do not guarantee any confidentiality with respect to any User Content you upload. You shall be solely responsible for your own User Content and the consequences of posting or publishing it.
12.4. When posting any User Content, you must comply with the content standards set out in the section below (Content Standards).
12.5. You must act in good faith when uploading any User Content and we rely on you complying with the Content Standards in their spirit as well as to the letter. Content Standards apply to each part of any User Content as well as to its whole.
12.6. By submitting User Content to the Locals Services, you grant us a licence to (and to allow others acting on our behalf to) access, view, use, reproduce, adapt, modify, distribute, sell, stream, broadcast, prepare derivative works of, publicly display, publicly perform, advertise and otherwise exploit the User Content in connection with the Locals Services and our business, including without limitation for providing, promoting and redistributing part or all of the Locals Services (and derivative works thereof) in any and all media formats and through any and all media channels. This licence gives us rights worldwide which do not expire and which are irrevocable, and which do not require us to make any payment to you. We may transfer or sub-licence this licence to others.
12.7. You further grant us and our affiliates, agents, services providers, partners and other connected third parties a royalty-free license to use your name, nickname, Username, image, voice, silhouette, likeness, any photograph/video of you, statements, endorsement and appearance and any other part of your personality to identify you as the source of any of your User Content.
12.8. We welcome any feedback from you about the Content, the Locals Services or otherwise, including how they can be improved. All feedback you provide is considered to be User Content and as such, you agree to grant us a licence to use your feedback as set out above.
12.9. We do not actively monitor User Content or User Content; however, we reserve the right to remove any material we deem to be in violation of these Terms or the Content Standards, and/or suspend or terminate your account at any time in the event we consider you and/or any User Content you upload has breached these Terms, including the Content Standards.
13. Content Standards
13.1. User Content must:
13.1.1. be accurate (where it states facts) or genuinely held (where it states opinions), and be kept up to date at all times;
13.1.2. not be defamatory, offensive, bullying, hateful, deceptive, threatening, abusive or in contempt of court;
13.1.3. not promote sexually explicit material, violence, discrimination or any illegal activity;
13.1.4. not infringe any intellectual property rights (including copyright, database rights or trademarks) of any other person;
13.1.5. not breach any legal duty owed to a third party, such as a contractual duty or a duty to maintain confidentiality;
13.1.6. not contain any advertising or promote any services or web links to other sites; and
13.1.7. comply with all applicable law.
13.2. You must not modify any copy of any of the Content or any other information or materials taken from the Locals Services that you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
13.3. You must not use any of the Content for commercial purposes, unless you tell us first that you want to do this and we (or in the case of User Content, the applicable User) agree to give you a separate licence to do so to cover this use.
13.4. If you print off, copy, or download any part of the Locals Services or the Content other than as permitted under these Terms, your right to use the Locals Services and/or any of the Content (or any account you have with us) will stop immediately and you must, at our option, either return or destroy any copies of the materials you have made.
13.5. Except as set out in these Terms, nothing on the Locals Services should be taken as us granting (whether implied or otherwise) any licence or right in or to our intellectual property rights without our express written permission.
14. Use of the Locals Services
14.1. In return for your agreeing to comply with these Terms, we grant you a licence to retrieve and display content from the Locals Services on a device and store the Locals Services in electronic form incidentally in the normal course of use on your browser or mobile device. This licence is not exclusive to you (we have the right to grant a licence to others too) and we have the right to remove the licence at any time. The licence is personal to you, and you cannot transfer it to someone else. You may only use the Locals Services on a device which is owned by you, or if the device is owned by someone else, where you have their permission to use the Locals Services.
14.2. You may use the Locals Services only for lawful purposes. You may not use the Locals Services:
14.2.1. in any way that breaches any applicable local, national or international law or regulation;
14.2.2. in any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect;
14.2.3. for the purpose of harming or attempting to harm any adult, child or animal in any way;
14.2.4. to bully, insult, intimidate or humiliate any person;
14.2.5. to send, knowingly receive, upload, download, use or re-use any material which does not comply with our Content Standards;
14.2.6. to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam);
14.2.7. to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware;
14.2.8. To attempt to gain unauthorised access to any part of the Locals Services, the server on which our Locals Services is stored, or any device, server, computer, or database connected to the Locals Services;
14.2.9. To attack our Locals Services via a denial-of-service attack or a distributed denial-of-service attack.
14.3. You also agree that you will not:
14.3.1. make the Locals Services or any Locals Content available in any form, in whole or in part, to any other person without prior written consent from us;
14.3.2. make commercial use of the Locals Services or any Locals Content;
14.3.3. remove, hide, or change any copyright, patent, trademark or other proprietary rights notices affixed to the Locals Services or any Locals Content;
14.3.4. copy the Locals Services or any Locals Content, except as part of the normal use of the Locals Services or where it is necessary (and permitted by law) for the purpose of back-up or operational security;
14.3.5. translate, merge, adapt, vary, alter, or modify, the whole or any part of the Locals Service, nor permit the Locals Services or any part of it to be combined with, or become incorporated in, any other programs, except as necessary to use the Locals Services as permitted in these Terms; or
14.3.6. disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Locals Services nor attempt to do any such things, nor otherwise attempt to derive the source code from or create derivative works based on the Locals Service, or integrate the Locals Services with other computer systems or programs, except to the extent that such actions cannot be prohibited by applicable law.
14.4. You must comply with all applicable technology control or export laws and regulations that apply to the technology used or supported by the Locals Services that you use.
15. Right to terminate
15.1. If you do not comply with our Terms or if we are investigating any suspected non-compliance or misconduct by you, we may take such action that we think is appropriate or necessary, including suspending or ending your access to the whole or any parts of the Locals Services with immediate effect and permanently. If your non-compliance is curable, we will give you a reasonable opportunity to do so. You may contact us about your suspension or ending your access to Locals Services.
15.2. We retain the right to investigate any non-compliance with these Terms and any misconduct, we shall be entitled to take any action that we deem appropriate or necessary during or in response to such investigation.
15.3. You may stop using the Locals Services at any time.
15.5. Our Locals Services are made available free of charge. We may stop providing the Locals Services (or parts of it) to you or add or create new limits to our Locals Services (or parts of it) at any time.
15.6.1. you must stop all activities authorised by these Terms, including your use of the Locals Services (and any Content);
15.6.2. you must delete or remove the Locals Services from all mobile devices in your possession and immediately destroy all copies of the Locals Services which you have and confirm to us that you have done this; and
15.6.3. we shall be entitled to remotely remove access to the Locals Services from your devices and cease providing you with access to the Locals Services.
16. Our Liability to You
16.1. Locals assumes no liability of any kind whatsoever for any outcome of any interaction (online or offline) resulting from the Activities (including the cancellation of an Activity), Content or Locals Services (including any resulting health issues, physical or mental harm, accident, or injury that you may suffer). You are advised to exercise good judgement and caution when acting on the information available through the Locals Services.
16.2. Although we use our reasonable efforts to update the Locals Content and the Locals Services as much as we can to make it more relevant and interesting to Users, we do not actively monitor the User Content and are under no obligation to update any Content. Therefore, we make no representations, warranties, or guarantees (whether express or implied), that the Content or the Locals Services are accurate, complete, and up-to-date, or to the suitability of the Locals Services or the Content for you.
16.3. Please note, although we provide the Locals Services so that individuals may connect and enjoy Activities, we are not responsible for the Activities themselves, or any consequences of hosting or attending an Activity arranged through the Locals Service.
16.4. We do not assume any liability for any outcome of any interaction (online or offline) resulting from the Content or Locals Services (including any resulting health issues, physical or mental harm, accident, or injury that you may suffer). You are advised to exercise good judgement and caution when acting on the information available through the Locals Service. We also do not assume any liability arising from the cancellation of an Activity.
16.5. We do not guarantee that our Locals Service, or any content on it, will always be available or be uninterrupted.
16.6. To the fullest extent permitted by law we make no warranties as to our Locals Services or content. You agree that our Locals Services and the Content are provided “as is” and without warranties of any kind either express or implied. To the fullest extent permissible pursuant to applicable law, we disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Locals Services or the Content will be functional, uninterrupted, correct, complete, appropriate, or error-free, that defects will be corrected, or that any part of Locals Services or the Content is free of viruses or other harmful components. We do not warrant or make any representations regarding the use or the results of the use of our Locals Services or the Content or their correctness, accuracy, timeliness, reliability or otherwise
16.7. You are responsible for the information you share with other Users when you disclose information on the Locals Service. We are not responsible for the conduct of any User of the Locals Services. You agree to use caution in all interactions with other Users, particularly if you decide to communicate outside of the Locals Services or participate in an activity as a Participant.
16.8. Please be aware that we do not conduct criminal background or similar checks on any Users or otherwise inquire into the background of the Users (in each case including Creators or Participants). You are solely responsible for all of your communications and interactions with other Users, and you should ensure you take appropriate precautions when communicating with other Users or attending or hosting activities. We make no commitments, and assume no liability, in connection with the conduct of the Users, on or off the Locals Service. We do not assume any liability for any outcome of any interaction (online or offline) resulting from the content or Locals Services (including any resulting health issues, physical or mental harm, accident, or injury that you may suffer). You are advised to exercise good judgement and caution when acting on the information available through Locals Service.
16.9. To the fullest extent permitted by law we do not assume liability for accidents, delays, injuries, harm, loss, damage, death, lost profits, personal or business interruptions, misapplication of information, physical or mental disease, condition, or issue, or otherwise, due to any act or default of anyone (including Creators or other Users) or any business, whether owners, staff, agents, joint venture partners, contractors, vendors, affiliates or otherwise, affiliated with us. We do not assume liability for any owners, staff, agents, joint venture partners, contractors, vendors, affiliates or otherwise who are engaged with the Locals Services or the Content, or in any way or in any location. Locals assumes no liability whatsoever on any theory of recovery related to Activities.
16.10. You specifically acknowledge and agree that we are not liable for any defamatory, offensive, or illegal conduct of any Users, including you.
16.11. We are also not responsible to you if our provision of the Locals Services is delayed by an event or cause outside our control.
16.13. If digital content that we have supplied is defective and damages any device or digital content belonging to you, and this is caused by our failure to use reasonable care and skill, we will either repair the damage to your device or pay you reasonable compensation. However, we will not be liable for any damage that you could have avoided by following our advice to apply an update offered to you free of charge or for any damage that was caused by you failing to correctly follow any of our instructions or to have in place any minimum system requirements that we advise you of.
16.14. To the fullest extent permitted by law, we do not assume liability for any owners, staff, agents, joint venture partners, contractors, vendors, affiliates or otherwise who are engaged with the Locals Services or its content, or in any way or in any location in connection with any Activity, the Locals Services and/or the Content.
16.15. We do not exclude or limit in any way our liability to you where it would be unlawful for us to do so. Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you. Except as set forth in the preceding sentence, our total liability to you arising under or in connection with these Terms shall be limited to one hundred pounds sterling (£100).
16.16. TO THE FULLEST EXTENT PERMITTED BY LAW IN NO EVENT WILL WE BE LIABLE TO ANY PARTY FOR ANY TYPE OF DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EQUITABLE OR CONSEQUENTIAL DAMAGES FOR ANY USE OF OR RELIANCE ON THE LOCALS SERVICES OR CONTENT, OR ON THOSE AFFILIATED WITH US IN ANY WAY, AND YOU HEREBY RELEASE US FROM ANY AND ALL CLAIMS; INCLUDING, WITHOUT LIMITATION, THOSE RELATED TO LOST PROFITS, PERSONAL OR BUSINESS INTERRUPTIONS, PERSONAL INJURIES, ACCIDENTS, MISAPPLICATION OF INFORMATION, OR ANY OTHER LOSS, PHYSICAL OR MENTAL DISEASE, CONDITION OR ISSUE, OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR DIFFICULTIES.
17. Your Liability to Us
17.1. You shall be responsible for any losses, damages, costs, and expenses which we suffer which are caused by your breach of these Terms.
17.2. To the fullest extent permitted by law, you agree to defend, indemnify and hold harmless Locals, our parent entity, subsidiaries and affiliated companies, and their respective officers, employees, directors, contractors and agents, from and against any and all claims, causes of actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including attorneys’ fees) and all amounts paid in settlement arising out of, connected with, or accruing from (a) your access to and use of the Locals Services and the Content; (b) your violation or breach of these Terms, (c) your violation of any applicable law; (d) your User Content, or (e) your interaction with any other User. We may assume the exclusive defence and control of any matter for which you have agreed to indemnify us, and you agree to assist and cooperate with us in the defence or settlement of any such matters.
17.3. You shall be responsible for any losses, damages, costs, and expenses which we suffer which are caused by your breach of these Terms.
17.4. To the fullest extent permitted by law, you release us, our parent entity and subsidiaries and affiliated companies, and their respective officers, employees, directors, contractors and agents from any and all responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with the following: (i) your use of the Locals Services, including participation and attendance at Activities; (ii) disputes between Users, including those between you and other Users; (iii) disputes related to Paid Activities, Direct Payments or between you and a Payment Processor; (iv) User Content or third party Content; (v) claims relating to the unauthorised access to any data communications or content stored under or relating to your account, including unauthorised use or alteration of such communications or your User Content.
17.5. If you are a California resident you waive California Civil Code Section 1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favour at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
17.6. We may assume the exclusive defence and control of any matter for which you have agreed to indemnify us and you agree to assist and cooperate with us in the defence or settlement of any such matters.
18. Viruses, hacking and other offences
18.1. We do not guarantee that the Locals Services or the Content will be secure or free from bugs or viruses.
18.2. You are responsible for configuring your information devices, technology, computer programs and platform in order to access the Locals Services and the Content. You should use your own virus protection software to protect these.
18.3. You must not misuse the Locals Services by knowingly introducing anything that may cause issues including viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to any part of the Locals Service, the server on which our Locals Services is stored, or any device, server, computer, or database connected to the Service. You must not attack our Locals Services via a denial-of-service attack or a distributed denial-of-service attack.
18.4. Any failure to comply with this provision, could cause you to commit a criminal offence. We may decide to report any such breach to the relevant law enforcement authorities and co-operate with those authorities by disclosing your identity to them. In the event of such failure to comply, your right to use the Locals Services (and the Content) will cease immediately.
19. Operating System / Mobile Device Requirements
19.1. The App requires a mobile device with a minimum of 64.9MB of memory and the iOS operating system version 12.0 or later. You must use a commercially released mobile device that has not been modified and is compatible with the App that you install.
19.2. You are solely responsible for any fees or charges, including internet access and data charges, incurred by you in connection with your use of the Locals Service. We are not responsible for the suitability, functionality, and performance of either your mobile device or your internet or cellular connectivity. You agree you are solely responsible for the maintenance and security of your mobile device, its passwords and any usage or activities that occur in connection with the Locals Service, your account, and your mobile device.
19.3. We recommend that you back up any content and data (including Uploaded Content) used in connection with the Locals Service, to protect yourself in case of problems with the Locals Service.
20. Third Party Links
20.1. Where the Locals Service contains links to other websites and resources provided by third parties, these links are provided for your information only. We have no control over the content of those websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
20.2. The Locals Services may include information and materials uploaded by other Users, including information about Activities provided by Creators. This information and these materials have not been verified or approved by us. The views expressed by other Users (including Creators) on the Locals Services do not represent our views or values.
21. Copyright Notice
c/o Locals.org, Inc.
8 The Green
Dover, DE 19901
Email address: email@example.com
22. Statute of Limitations (APPLICABLE TO U.S. USERS ONLY)
23. Binding arbitration agreement and class waiver disclosure (applicable to U.S. Users only)
23.3. Additional Arbitration Provisions:
23.3.1. Settlement Offers: During the arbitration, the amount of any settlement offer made by you or Us shall not be disclosed to the arbitrator.
23.3.2. Initiating A Claim: The form required to initiate an arbitration can be printed or downloaded from www.adr.org. Alternatively, you may contact the arbitration administrator by calling 1-800-778-7879 or writing to the American Arbitration Association, 120 Broadway, Floor 21, New York, NY 10271.
23.3.3. Fees for Initiating Arbitration: If you are required to pay a filing fee to initiate arbitration, after we receive notice of the initiation of arbitration, We will promptly reimburse you for your payment of the filing fee at the address provided in the Notice, unless your claim is for greater than US$10,000.
23.3.4. Applicable Rules; Administrator: The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (the “AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879 or writing to the American Arbitration Association, 120 Broadway, Floor 21, New York, NY 10271. The arbitrator is bound by the terms of these Terms. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this Arbitration Agreement.
23.3.5. Location of Hearing: Unless you and We agree otherwise, any arbitration hearings will take place in New York, New York. If your claim is for US$10,000 or less, we agree you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US$10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a written decision sufficient to explain the essential findings and conclusions on which the award is based.
23.3.6. Class Waiver: YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and We agree otherwise, the arbitrator may not consolidate the claims of more than one party, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable as applied to any claim asserted by any individual, then the entirety of the arbitration provision set forth herein shall be null and void.
23.3.7. Injunctive Relief Limitation: The arbitrator may award declaratory or injunctive relief only in favour of the individual party seeking relief and only to the extent necessary to provide the relief warranted by that party’s individual claim.
23.3.8. Small Claims Procedure Alternative: Notwithstanding the foregoing binding arbitration procedure, either party may bring an individual action in small claims court (provided the claim otherwise qualifies for such a program) as an alternative to proceeding with arbitration.
23.3.9. Opt-Out Provision. YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST USE, OR ATTEMPT TO USE, THE LOCALS SERVICES BY WRITING TO HTTPS://LOCALS.ORG/CONTACT-US OR TO THE ARBITRATION NOTICE ADDRESS. FOR YOUR OPT-OUT TO BE EFFECTIVE, YOU MUST SUBMIT A SIGNED WRITTEN NOTICE OPTING OUT AND CONTAINING ENOUGH DETAILS ABOUT YOU FOR US TO BE ABLE TO IDENTIFY YOU WITHIN THIRTY (30) DAYS. IF MORE THAN THIRTY (30) DAYS HAVE PASSED, YOU ARE NOT ELIGIBLE TO OPT OUT OF THIS PROVISION AND YOU MUST PURSUE YOUR CLAIM THROUGH BINDING ARBITRATION AS SET FORTH IN THESE TERMS.
23.3.10. YOU ACKNOWLEDGE AND AGREE THAT THE BINDING ARBITRATION AGREEMENT AND THE CLASS ACTION WAIVER, AS WELL AS WARRANTY DISCLAIMERS AND LIABILITY AND REMEDY LIMITATIONS IN THESE TERMS ARE MATERIAL TERMS OF THESE TERMS AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT IN THE DECISION BY US TO PROVIDE THE LOCALS SERVICE.
23.4.1. Assignment. We can assign, transfer, or subcontract any or all of our rights and obligations under these Terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights as set out in these Terms. You may only transfer your rights or your obligations under these Terms to another person if we agree in writing in advance.
23.4.2. Third Party Rights. These Terms are between you and us and are not intended to give third parties any rights to enforce all or any part of these Terms.
23.4.3. Severability. Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
23.4.4. International Use. If you are U.S. User, you represent and warrant that you are in compliance with all laws, restrictions and regulations administered by the Office of Foreign Assets Control (“OFAC”) or any other Governmental Entity imposing economic sanctions and trade embargoes (“Economic Sanctions Laws”) against designated countries (“Embargoed Countries”), entities and persons (collectively, “Embargoed Targets”). You represent and warrant that you are not an Embargoed Target or otherwise subject to any Economic Sanctions Law. You agree to comply with all Economic Sanctions Laws. Without limiting the generality of the foregoing, you agree not to (a) directly or indirectly export, re-export, transship or otherwise deliver any products, services, technology, or information of any portion thereof to an Embargoed Target or (b) broker or otherwise facilitate any transaction in violation of any Economic Sanctions Laws.
23.4.5. Applicable Law and Jurisdiction.
(a) For members residing in the United Kingdom (UK), European Union (EU) or European Economic Area (EEA) or elsewhere where our arbitration agreement is prohibited by law, the laws of England, excluding conflict of laws rules, will apply to any disputes arising out of or relating to this Agreement or the Locals Services. For the avoidance of doubt, the choice of English governing law shall not supersede any mandatory consumer protection legislation in such jurisdictions.
(b) Except for members residing in the UK, EU or EEA who may bring claims in their country of residence in accordance with applicable law and except for claims that may be properly brought in a small claims court of competent jurisdiction, all claims arising out of or relating to this Agreement, to the Locals Services, or to your relationship with Locals that for whatever reason are not submitted to arbitration will be litigated exclusively in the courts of England.
(c) If you are U.S. User, this Agreement, and all claims and causes of action in connection with, arising under or relating to the subject matter of these terms and conditions, in the broadest possible way, including tort claims (the “Claims”), shall be governed by, and construed in accordance with the laws of the State of Delaware without regard to its choice of law principles. To the extent applicable, the parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods. The choice of law designated herein shall apply to all factual and legal issues relating to or arising under the contract and shall survive termination of this Agreement.
(d) If you are a U.S. User, further, except as provided in the paragraph below, you and the Company agree to the jurisdiction of Delaware to resolve any Claims that relate to or arise in connection with the Agreement and that are not subject to mandatory arbitration under Section 23.
23.4.6. No Waiver. If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your non-compliance with any of these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
23.4.7. Contact Us. If you have any questions or concerns regarding these Terms, you may contact us by email.