1. About the Services and YP Sites

1.1

The YP Sites and Search Results. The YP Sites and the Services allow users to, among other things, search for, find and compare businesses, as well as products and services offered by those businesses. The YP Sites may display paid business listings, advertisements or other sponsored information. When sponsored information is commingled with general, unpaid search results, the sponsored results shall be identified in such a way as to permit consumer users to distinguish between these two categories of information. Sponsored listings or other advertisements may also be given priority in display over unpaid listings.

1.2

Eligibility. To use the YP Sites/Services, you must be, and represent and warrant that you are, of legal age (18 years and over) and of legal competence to enter into a binding agreement, and are not otherwise prohibited from using or receiving the YP Sites/Services in accordance with this TOU. By using the YP Sites/Services on behalf of any third party or business entity you are representing to us that you are an authorized representative of that third party or business entity and that your use of the YP Sites/Services constitutes their acceptance of this TOU.

1.3

Additional Terms. Thryv, Inc. provides a wide variety of services to both consumers and business users, including those that are paid advertisers. Some services and/or paid advertising are subject to additional or separate terms, which are listed below and/or presented to you when you use or contract for such services. If there is a conflict between this TOU and the additional or separate terms for a particular service, the additional or separate terms will control for that service and the provisions of this TOU will govern for your use of or access to our YP Sites/Services outside the context of the separate service. You may not use any of those services unless you agree to the applicable additional or separate terms. Links to certain additional or separate terms follow:

• If you advertise through Thryv, Inc., then you may be subject to our Advertiser General Terms and Conditions or other comparable terms and, as applicable, the Advertiser Product and Services Terms or other comparable terms;
• If you download or use any of our mobile applications, you are subject to our End User License Agreement for that Application, in addition to any permissions granted by you when you downloaded or used the app or via your mobile device settings;
• If you create an account on any of our YP Sites, you are subject to our Registered User Terms;
• Registered Users who submit Content to our YP Sites, including Reviews, Ratings, Comments, Feedback, Photos or other content, are subject to our User-Provided Content Terms;
• In connection with our provision of the YP Sites/Services, we are obligated by law and/or by contract to provide various legal notices and third-party attributions, which are available on our Legal Notices page, and which are incorporated by reference into this TOU (and the End User License Agreement, where applicable).

1.4

Nature of Services. In relation to the YP Sites, Thryv, Inc. provides sites and services that are, unless otherwise expressly stated, advertising sites and services. The YP Sites display advertising on behalf of businesses and we rely upon those businesses for the accuracy, completeness and honesty of that advertising. Under no circumstances does Thryv, Inc. endorse and/or have any other undisclosed connection with the businesses that advertise with us.

1.5

Changes to Terms. We may periodically modify and supplement these TOU, with or without notice to you. You are responsible for regularly checking these TOU for revisions, which will apply to your access on or after their listed Effective Date.

2. Using the YP Sites/Services

2.1

Grant of Rights/Restrictions on Use of Data. Subject to your compliance with the terms and conditions of this TOU, we grant you a limited, non-exclusive right to use the YP Sites/Services, and any content and materials made available to you in connection with your use of the YP Sites/Services, only for your individual, non-commercial, informational purposes and for such other purposes (and subject to such further limitations) as may be provided in this TOU (including any additional terms applicable to a particular Service) or any instructions for use that we may provide from time to time (such as API Terms, where available). Data Mining/Scraping and Framing Prohibited. You may not use bots, scrapers, crawlers, spiders, or any similar methods, processes, or tools to "data mine" or otherwise gather or extract data from the YP Sites, and you may not frame or proxy the YP Sites or utilize any other techniques to re-display the YP Sites (or any content on the YP Sites) without Thryv, Inc.’s prior express consent, which consent, if given, may be withdrawn by us at any time, with or without notice, in our sole discretion.

2.2

Termination. You may stop using the YP Sites/Services at any time, except to the extent you agree otherwise in the use of particular Services offered on a subscription or similar basis. We may terminate your access to the Services in whole or in part if we reasonably believe you have breached this TOU, or any other related terms, guidelines or policies. Following termination, you will not be permitted to use the YP Sites/Services. If your access to the YP Sites/Services is terminated, we may exercise whatever means it deems necessary to prevent unauthorized access to the YP Sites/Services, including, but not limited to, technological barriers, IP mapping, and direct contact with your Internet service provider. This TOU will survive indefinitely unless and until we choose to terminate it, regardless of whether any account you open is terminated by you or us or whether or not you continue to use or continue to have the right to use the YP Sites/Services.

2.3

Intellectual Property Rights.

1. Unauthorized Use of Content. Using the Services or accessing the YP Sites does not give you ownership of or any rights to any materials or content that may be provided to you in connection with your use of the YP Sites/Services, all of which is owned by Thryv, Inc., its licensors, or other entities, and is protected by copyright and other intellectual property rights. Except as expressly set forth in this TOU, you may not use, display, perform, copy, reproduce, represent, adapt, create derivative works from, distribute, transmit, sublicense or otherwise circulate by any means whatsoever any materials or content made available to you in connection with your use of the YP Sites/Services, without express permission from the owner or Thryv, Inc. (as applicable).
2. Unauthorized Use of Marks. Using the YP Sites/Services does not give you any rights to use any of our trademarks, service marks, trade dress, trade names, or the like ("Thryv Marks") or third-party marks, used in connection with the YP Sites/Services, without express permission from the owner. Although Thryv, Inc. protects and defends its rights in its intellectual property, it may not be aware of unauthorized use of Thryv Marks by a third party; accordingly, do not rely upon any third party's use of any Thryv Marks in determining whether a third party is affiliated with Thryv, Inc., as such use may be unauthorized.

2.4

Prohibited Conduct. You may use the YP Sites/Services any materials or content made available to you in connection with your use of the YP Sites/Services only as expressly permitted by this TOU and only in a manner that does not interfere with Thryv, Inc.'s right or ability to provide the YP Sites/Services or any third party's right or ability to use or enjoy the YP Sites/Services. Without limitation, you may not:

1. Infringe, violate, or transgress any right of any party;
2. Attempt to bypass, disrupt or interfere with the security, provision or use of the YP Sites/Services;
3. Impersonate another person or entity, misrepresent your affiliation with a person or entity (including YP), or use a false identity;
4. Attempt to obtain unauthorized access to the YP Sites/Services;
5. Engage, directly or indirectly, in any type of unsolicited communication;
6. Collect, manually or through an automatic process, information about other users without their express consent or other information relating to the YP Sites/Services;
7. Submit false or misleading information to Thryv, Inc.;
8. Violate any law, rule, or regulation;
9. Use any Thryv Marks, domain names, or confusingly similar domains or other portion of the YP Sites/Services (including in connection with meta tags or other "hidden text") in advertising, promotions, or for other commercial purposes;
10. Use the YP.com or YELLOWPAGES.com domain name or any domain name that is confusingly similar to this or another Thryv domain name as a pseudonymous return e-mail address for any communications that you transmit from another location or through another service;
11. Link to or "frame" any YP Site (including deep linking to a specific portion of any YP Site) or overlay content on the Services or use or display the search results from the YP Sites/Services for your own or a third party's commercial benefit;
12. Conduct script searches or use search results of the YP Sites/Services in a manner that results in the automated display of any material or other information on a third party website;
13. Use the YP Sites/Services to compile information about a product or service for use in connection with a listing for a competitive product or service;
14. Take any action that may undermine the ratings or review or similar process(es) within the YP Sites/Services; or
15. Assist any third party in engaging in any activity prohibited by this TOU. Thryv, Inc. reserves the right, but not the obligation, to monitor the YP Sites/Services for the purpose of determining that your usage is in compliance with this TOU.

2.5

Changes. Thryv, Inc. may change or discontinue any of the YP Sites/Services at any time without notice or liability to you or any third party.

3. Privacy Policy

You agree that we may collect, use, and share your provided or collected information in accordance with Thryv, Inc.’s Privacy Policy.

4. Content and Feedback

4.1

Your Content. Some of the YP Sites/Services allow you to submit or generate content. If you submit or generate content, you must comply with the YP Sites' User-Provided Content Guidelines. To the extent you have any intellectual property rights in such content, you will retain those rights subject to the grant of license in this Section. By uploading, posting or otherwise submitting content in connection with your use of the YP Sites/Services, you grant Thryv, Inc. (and its affiliates, distributors, and other contractors it may designate in its discretion) a non-exclusive, worldwide, perpetual, royalty-free, non-terminable, transferable, license, with the right to sublicense through multiple tiers, to use, distribute, reproduce, create derivative works of, publicly perform, publicly display and transmit such content for any purpose without any compensation, attribution, or other obligation to you. You agree not to submit content unless you have the right to grant this license for such content.

4.2

Feedback. If you submit ideas, suggestions or anything else about the YP Sites/Services (such as ways to improve the YP Sites/Services) to us, you agree that we can use or publish that feedback for any reason, without payment or other compensation to you, forever and throughout the world. You agree not to submit any feedback to us in which you do not wish to grant such rights.

4.3

Third Party Content. The YP Sites may provide access to third-party content, such as user-provided reviews, other content submitted by users of the YP Sites/Services, content obtained from non-user third parties, and links to third-party websites. Thryv, Inc. does not, unless otherwise provided: (i) undertake any obligation to review, screen, or investigate materials or other information submitted or otherwise provided by third parties (including other users) in connection with the YP Sites/Services; (ii) undertake any obligation to review, screen, or investigate third parties who provide links to their websites (or the websites of other third parties) or the content of any such websites; or (iii) endorse any positions, ideas, ideologies, concepts, or opinions contained in such third-party content. Thryv, Inc. is not responsible for any third party materials or other information, including whether the information is accurate or suitable or available for your use, for the performance or operation of any third party website, for any products or services advertised or sold by any third party (including on or through a third party's website), or for any other action or inaction by any third party. Your use of any such third party websites will be subject to those terms to which you and the third party agree. Thryv, Inc. will have the right to delete or modify any third-party content in its sole discretion. You assume all risks arising out of or resulting from your transaction of business over the Internet, and you agree that Thryv, Inc. is not responsible or liable for any loss or damage resulting from your use of third-party content, websites, or services.

4.4

Objectionable Content. If you become aware of any objectionable third-party content, you may contact our Customer Service department to report it. We will address such requests if and to the extent we deem appropriate, in our sole discretion.

4.5

Third-Party Intellectual Property Policy (including DMCA). Thryv, Inc. respects the rights of others. If you believe any content published on or available through the YP Sites/Services infringes your rights, you must submit a complaint per our Third-Party Intellectual Property Policy.

5. DISCLAIMERS, EXCLUSIONS, LIMITATIONS, AND INDEMNITY

5.1

DISCLAIMER OF WARRANTIES. THE YP SITES AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THRYV, INC. DOES NOT REPRESENT OR WARRANT THAT THE YP SITES OR SERVICES, THEIR USE, ANY INFORMATION PROVIDED IN CONNECTION THEREWITH: WILL BE UNINTERRUPTED OR SECURE; WILL BE FREE OF DEFECTS, DELAYS, INACCURACIES OR ERRORS; WILL MEET YOUR REQUIREMENTS; OR WILL OPERATE IN THE CONFIGURATION OR WITH HARDWARE OR SOFTWARE YOU USE. THRYV, INC. MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THIS TOU, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT. THRYV, INC. MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY THIRD PARTY MATERIALS, INFORMATION, GOODS, OR SERVICES, WHETHER RECEIVED OR ACCESSED VIA ANY LINKS PROVIDED BY OR IN CONNECTION WITH THE SERVICES OR OTHERWISE, AND MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY GOODS OR SERVICES WHICH MAY BE PURCHASED OR OBTAINED FROM US OR ANY THIRD PARTY AS A RESULT OF USING THE SERVICES.

5.2

EXCLUSION OF DAMAGES. THRYV, INC. WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE SERVICES OR THE YP SITES, REGARDLESS OF THE CAUSE OF ACTION ON WHICH THEY ARE BASED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING, INCLUDING WITHOUT LIMITATION, THE COST OF ANY GOODS OR SERVICES WHICH MAY BE PURCHASED OR OBTAINED AS A RESULT OF USING THE SERVICES.

5.3

LIMITATION OF LIABILITY. IN NO EVENT WILL THE AGGREGATE LIABILITY OF THRYV, INC. ARISING FROM, RELATING TO, OR IN CONNECTION WITH THIS TOU OR THE SERVICES EXCEED THE GREATER OF:

1. AMOUNTS THAT YOU PAID THRYV, INC. FOR YOUR USE OF THE SERVICES;
2. $50; OR
3. WITH RESPECT TO SERVICES SUBJECT TO ADDITIONAL TERMS, THE AGGREGATE LIABILITY AMOUNT SPECIFIED IN SUCH ADDITIONAL TERMS.

5.4

STATE LAW RIGHTS. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. AS SUCH, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS APPLY, EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

5.5

Indemnity. You agree to indemnify, defend and hold Thryv, Inc. and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers and shareholders ("Indemnified Parties") harmless from any damage, loss, cost or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third party claim, demand or action ("Claim") brought or asserted against any of the Indemnified Parties: (i) alleging facts or circumstances that would constitute a breach by you of any provision of this TOU or (ii) arising from, related to, or connected with your use of the YP Sites/Services. If you are obligated to provide indemnification pursuant to this provision, you may not settle compromise or in any other manner dispose of any Claim against the Indemnified Parties without the written consent of the Indemnified Parties.

6. Disputes

6.1

Governing Law/Venue/Waiver of Jury Trial/Waiver of Class Action. You agree that this TOU and any dispute arising in connection with your use or our provision of the YP Sites/Services will be governed by and construed in accordance with, Texas law without reference to the laws relating to conflicts of laws. Exclusive venue and jurisdiction for all claims and disputes that are not subject to Informal Dispute Resolution pursuant to Section 6.3, shall be in the state and federal courts located in Tarrant County, Texas, and you hereby consent and submit to the exclusive jurisdiction and venue of those courts and waive any defenses or objections based on the jurisdiction, venue, or convenience of these exclusive venues. In any legal proceeding relating to this TOU or your use or our provision of the YP Sites/Service, the parties agree to waive any right they may have to participate in any class, group, or representative proceeding and to waive any right they may have to a trial by jury.

6.2

Informal Resolution and Small Claims Court. If you have any dispute with us or any related third party, arising out of, relating to, or connected with the YP Sites/Services, you agree to contact our Customer Service department; provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account); and give us 30 days within which to resolve the dispute to your satisfaction. Any dispute may, at the option of the claiming party, be resolved in small claims court in Dallas, Texas, provided that all claims by all parties in the dispute fall within the jurisdiction of the small claims court, but must first be submitted to the informal resolution process set forth in this Section 6.2.

6.3

Exceptions to Applicability of Section 6 Terms. The terms of this Section 6 will apply to all disputes that may arise out of, are connected with or relate to this TOU or the YP Sites/Services, subject only to the following exceptions: (a) if we reasonably believe that you have in any manner acted or failed to act in any manner that may cause irreparable or costly harm to the YP Sites/Service, Thryv, Inc. or any third party or third-party property, then we may immediately seek injunctive or other appropriate relief in any court of competent jurisdiction regardless of any timing or other proscribed process steps set forth in a separate provision of this Section 6; and (b) to the extent certain services provided by Thryv, Inc. are subject to different dispute resolution provisions, which are provided for in the terms applicable to such services. Furthermore, in no event will the terms of this Section 6 limit our ability to investigate complaints or reported violations of this TOU or to take any action we deem necessary and appropriate to mitigate actions against Thryv, Inc., including reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties.

6.4

Limitation of Actions. Regardless of any statute or law to the contrary, any claim or cause of action you may have arising out of, relating to, or connected with your use of the YP Sites/Services, must be filed within one calendar year after such claim or cause of action arises, or forever be barred.

7. Force Majeure

Thryv, Inc. will not be liable for failing to perform under this TOU because of any event beyond its reasonable control.

8. General

This TOU (which includes all documents referenced above) supersedes all prior and contemporaneous agreements and understandings between you and Thryv, Inc. or its predecessors in interest or former entity names relating to the YP Sites/Services. You may not transfer your rights or obligations under this TOU without the prior written consent of Thryv, Inc. Thryv, Inc. may freely do so, in whole or in part. This TOU will be binding upon the successors and permitted assigns of you and Thryv, Inc. This TOU does not create any third party beneficiary rights. This TOU will be interpreted as if equally drafted by us and you. A party's failure or delay in exercising any right, power or privilege under this TOU will not waive its rights to exercise such right, power, or privilege in the future, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise of such right, power, or privilege, or the exercise of any other right, power, or privilege under this TOU. You and Thryv, Inc. are independent contractors, and no agency, partnership, joint venture, employee-employer relationship is intended or created by this TOU or your use of the YP Sites or Services. The invalidity or unenforceability of any provision of this TOU will not affect the validity or enforceability of any other provision of this TOU, all of which will remain in full force and effect. The terms "includes" or "including" mean "includes, but is not limited to" and "including, but not limited to" respectively.

9. Contacts

By providing your email address, you agree that we may send emails to you related to the YP Sites/Services. If you do not wish to receive general marketing emails, you can opt out by following the instructions in the message. Thryv, Inc. may send any legal notices to you via email, notification by a message to your account or regular mail. To give legal notice to Thryv, Inc., please send written communication to:

Thryv, Inc.
Attn: Legal Department
2200 West Airfield Drive
P.O. Box 619810
DFW Airport, TX 75261-9810

For other contact, please go here: https://corporate.thryv.com/contact-us/