This terms of use agreement (hereinafter referred to as the "Agreement") sets forth the contractual agreement between YPOGS.com (referred to herein collectively as "we," "us," "our," "YPOGS," "YPOGS.com," "Web Site," "Website") and you (referred to herein collectively as "user," "registered user," "you," "your," "customer") who agrees to the terms of this agreement by clicking the "I Agree" button on the Account Registration form. The term "Registered Users" includes all individuals or entities who have registered through the YPOGS.com Web Site.

1. Background
YPOGS.com provides a Yellow Page Online Graphical Search tool. Any company (business entity) or organization can register an account with YPOGS.com to add their company information, including company name, address, phone number, web site, industry/sector, among others, to our search database. Any user visits YPOGS.com can perform a graphical search to find any company or organization of his/her interest.
Advertisers can register and pay to advertise on our site.

2. Protection of Copyrights and Trademarks
The content on the YPOGS.com website, except advertisers’ advertisements, including without limitation, the text, software, scripts, graphics, photos, interactive features and the like ("Website Content") and the trademarks, service marks and logos contained therein, are owned by or licensed to YPOGS, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. You may not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any of the Website Content in any way for any public or commercial purpose without prior written consent of YPOGS or the rights holder. You may not use the Website Content on any other website or in a networked computer environment for any purpose except your own personal viewing.

3. User Account & Website Access
A.  In order to add your company/organization/business entity information to our search database, you will have to register a user account. You may never use other user’s account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify YPOGS immediately of any breach of security or unauthorized use of your account. Although YPOGS will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of YPOGS or others due to such unauthorized use.
B.  You agree not to use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., to access the YPOGS.com website with the exception of public search engines whom YPOGS grants permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. YPOGS reserves the right to revoke these exceptions either generally or in specific cases.
C.  You may not use any device, software or routine, including but not limited to any viruses, trojan horses, worms, time bombs, cancelbots or denial-of-service attacks, to damage or interfere with the proper working of the Web Site or any transaction being conducted on our site, or to surreptitiously intercept or expropriate any system, data or personal information from the Web Site. You may not take any action that imposes an unreasonable or disproportionately large load on our infrastructure, including but not limited to "spam" or other such unsolicited mass emailing techniques.

4. Mandatory Communications
YPOGS.com uses a registered member’s email address for administrative purposes relating to our service (such as notification of new account creation, notification of forgotten password, notification of change of password or email address, payment processing notification, or other customer services).

5. Logo and Image Submissions
A.  YPOGS.com provides an online platform for graphical yellow page search. In registering an account or advertising on our site, a member may upload logo(s) or image(s) that relate to his/her company/organization/business entity. Any such logo or image is open to all visitors, including both registered and non-registered users.
B.  In connection with your logo or image submissions, you affirm and/or warrant that: (i) You own or have the necessary licenses, rights, consents, and permissions to use and authorize YPOGS.com to publicly display such logo(s) and image(s); (ii) You retain all of your ownership rights in your logo(s) and image(s).
C.  In connection with your logo or image submissions, you further agree that you will not: (i) submit logo(s) or image(s) that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit the logo(s) or image(s) to YPOGS.com; (ii) submit and/or publish falsehoods or misrepresentations that could damage YPOGS or any third party; (iii) submit logo(s) or image(s) that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) impersonate another person.
YPOGS does not endorse any logo or image submissions or any opinion, recommendation, or advice expressed therein, and YPOGS expressly disclaims any and all liability in connection with such submissions. YPOGS does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and we will remove all content and submissions if properly notified that such content or submissions infringes on another's intellectual property rights. YPOGS reserves the right to remove content and submissions without prior notice. We also reserve the right to terminate a user's access to our Website, if the user is determined to be an infringer. YPOGS also reserves the right to decide whether content or a submission is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material.
D.  You understand that when using the YPOGS Website, you will be exposed to some types of logo or image submissions, and that YPOGS is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such submissions. You further understand and acknowledge that you may be exposed to submissions that are 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 YPOGS with respect thereto, and agree to indemnify and hold YPOGS, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site.

6. Privacy and Confidentiality
A.  Your use of the Website and the services provided therein is governed by the terms of this Agreement and the YPOGS.com Privacy Policy, which is incorporated in its entirety by reference into this Agreement. The Privacy Policy is posted on the website and may be updated or revised from time to time. If at any time you are not in compliance with the Privacy Policy, we have the right to terminate your rights of use and access to the Website and to terminate this Agreement. We may be required by law to disclose information to government authorities, law enforcement agencies or third parties, upon subpoena, and you authorize us to disclose information as we believe, in our sole discretion, is necessary or appropriate.
B.  Any login identification and password, and any authorization codes or similar verification identifiers should be maintained by you as confidential and should not be disclosed to third parties. It is your responsibility to change your password and/or registered email address, if it becomes necessary, through "My Profile" section after logging in.

7. Warranties
A.  WHILE YPOGS MAKES REASONABLE EFFORTS TO PROVIDE ITS SERVICES WITHOUT ERRORS OR INACCURACIES ON OUR WEBSITE, WE MAKE NO REPRESENTATIONS AS TO THE ACCURACY, COMPLETENESS, ERROR FREE NATURE OF SERVICES/MATERIAL ON THE WEBSITE, OR TIMELINESS OF THOSE MATERIALS/SERVICES, AND YOU SHOULD NOT RELY UPON IT.
B.  THE SERVICES PROVIDED BY YPOGS ARE "AS IS," "WHERE IS."  YPOGS DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE FOR THE SERVICES TO BE PROVIDED BY YPOGS UNDER THIS AGREEMENT.
C.  IN ADDITION, YPOGS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND AS TO THE RELIABILITY, IDENTITY, OR QUALITY OF ANY USER OR THIRD PARTY YOU MAY ENCOUNTER ON OUR WEBSITE, NOR DOES YPOGS MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY OF ANY POSTINGS MADE ON THE WEBSITE BY ANY USER. 
D.  EACH PARTY REPRESENTS AND WARRANTS THAT IT HAS THE RIGHT AND/OR FULL CORPORATE POWER AND AUTHORITY TO ENTER INTO THIS AGREEMENT.

8. Limitation of Liability
YOU AGREE TO USE THIS WEBSITE, ANY OR ALL OF OUR SERVICES PROVIDED ON IT, OR LINKS FROM OUR WEBSITE AT YOUR OWN RISK.  YPOGS.COM IS NOT RESPONSIBLE OR LIABLE FOR ANY LOSS WHATSOEVER THAT YOU MAY INCUR BY USING OUR SERVICES OR ANY MATERIAL FROM OUR WEBSITE. UNDER NO CIRCUMSTANCES, SHALL YPOGS.COM OR ANYONE ELSE INVOLVED IN ADMINISTERING, DISTRIBUTING OR PROVIDING YPOGS.COM SERVICES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES OR LOST PROFITS OR DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE YPOGS.COM SERVICES, MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, FAILURE OF PERFORMANCE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO YPOGS.COM RECORDS, PROGRAMS OR SERVICES, OR LOSSES OR DAMAGES INCURRED BY YOU FROM VISITING THIRD PARTY WEBSITES THAT YOU ACCESS THROUGH OUR WEBSITE, EVEN IF YPOGS.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES. 

9. Indemnity
You agree that you shall indemnify, defend and hold harmless YPOGS.com and its officers, directors, employees, agents, owners and shareholders from and against any costs, expenses (including, among other expenses, reasonable attorneys' fees and expenses), losses, damages (specifically including, but not limited to, incidental, consequential, exemplary, special, indirect or punitive damages), suits, claims or liabilities incurred and arising from or relating to your use of YPOGS services.

10. Changes and Updates to Terms of Use
This Terms of Use may be revised periodically and this will be reflected by the "effective date" below. Please revisit this page to stay aware of any changes. Your continued use of the YPOGS.com Website constitutes your agreement to this Terms of Use and any future revisions.services.

Date Last Modified:
This Terms of Use was last modified January 15, 2008.