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Last Revised: May 6, 2025 

The following terms and conditions (the “Terms of Service” or “Agreement”) constitute an agreement between you, whether as a casual visitor or a registered user (“User”, “you” or “your”) and BaseLocal, LLC and its affiliates, successors, and assigns (“BaseLocal”, “us”, “our” or “we”) regarding your use of the BaseLocal Site and/or Services (all as defined below). BaseLocal is the owner and operator of the www.baselocal.com website, and any associated subdomains (collectively, the “Site”), BaseLocal newsletters, social media platforms, email notifications, or any related applications provided by us (collectively, the “Services”), and all content and features contained in the foregoing. Users may subscribe to our newsletters by providing their email address on an opt-in basis, and we do not resell subscriber data.

BY ACCESSING THE SITE OR UTILIZING ANY OF THE SERVICES AND/OR REGISTERING WITH US, YOU SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, INCLUDING OUR PRIVACY POLICY AT https://www.baselocal.com/privacy-policy, WHICH IS INCORPORATED HEREIN BY REFERENCE.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

Modifications to the Terms of Service

BaseLocal, in its sole and absolute discretion, may make changes or modifications to the Site or to this Agreement (including any policies or agreements which are incorporated by reference herein) at any time and without prior notice to you, and such changes or modifications shall be effective immediately upon posting to this Site. You acknowledge and agree that (i) BaseLocal may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. In addition, BaseLocal may occasionally notify you of upcoming changes or modifications to this Agreement by email. We therefore recommend that you keep your account information, including, but not limited to, your email address, current.

You agree that BaseLocal will not be liable to you or any third party for any modification or discontinuation of the Site or any part thereof.

Eligibility

This Site and the Services are available only to Users who can form legally binding contracts under applicable law. By using this Site or the Services, you represent and warrant that you are at least eighteen (18) years of age and legally competent.

If you are visiting this Site from a country other than the country in which our servers are located, your communications with us may result in the transfer of information (including your registration or Personal information, as described in our Privacy Policy) across international boundaries. By visiting this Site and communicating electronically with us, you consent to such transfers.

License

Subject to these Terms of Service, BaseLocal grants you a non-transferable, non-sublicensable, non-exclusive, revocable, limited license to use and access the Site solely for your own personal, noncommercial use.

Certain Restrictions

The rights granted to you in these Terms of Service are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or the Services, whether in whole or in part, or any content displayed on the Site or the Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Site or the Services; (c) you shall not access the Site or the Services in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site or the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site or the Services shall be subject to these Terms of Service. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) or the Services must be retained on all copies thereof.

Acceptable Use Policy

The BaseLocal community, like any community, functions best when its Users follow a few simple rules. By accessing and/or using the Site or any Services, you agree to comply with these community guidelines (the “Community Guidelines”) and that: Your use of the Site and the Services will comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations; you will not impersonate another User or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; you will not use this Site or the Services in a manner (as determined by BaseLocal in its sole and absolute discretion) that is illegal, infringing, defamatory, harassing, or abusive, that violates the privacy or publicity rights of another User or any other third party, or that is otherwise objectionable; you will not use this Site or the Services for hate speech, hate crimes, or violence; you will not use this Site or the Services to send spam or other unsolicited bulk email, for computer or network hacking or cracking, or to transmit any viruses, worms, bugs, Trojan horses, malware, or other code, files, or programs designed to, or capable of, disrupting, damaging, or limiting the functionality or security of the Site or the Services; you will not copy or distribute in any medium any part of the Site or the Services, except where expressly authorized by BaseLocal; you will not use this Site or the Services, including any of BaseLocal’s related technologies, for any commercial use without BaseLocal’s express prior written consent; and you will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure.

No Support or Maintenance

You acknowledge and agree that BaseLocal will have no obligation to provide you with any support or maintenance in connection with the Site.

Intellectual Property

The content on this Site and the Services, including without limitation the text (such as the articles found in our newsletters), software, scripts, source code, API, graphics, photos, sounds, music, videos, and interactive features and the trademarks, service marks, and logos contained therein (“BaseLocal Content”), are owned by or licensed to BaseLocal in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. BaseLocal Content is provided to you “as is”, “as available”, and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of BaseLocal. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. BaseLocal reserves all rights not expressly granted in and to BaseLocal Content, this Site, and the Services, and this Agreement does not transfer ownership of any of these rights.

If you violate any part of this Agreement, your permission to access and/or use BaseLocal Content and the Site or the Services automatically terminates, and you must immediately destroy any copies you have made of BaseLocal Content.

The trademarks, service marks, and logos of BaseLocal used and displayed on the Site and the Services are registered and unregistered trademarks or service marks of BaseLocal. Other BaseLocal product and service names located on the Site or the Services may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with BaseLocal trademarks, the “Trademarks”). Nothing on the Site or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of BaseLocal Trademarks inures to our benefit.

The Site and the Services have been specially designed to present BaseLocal Content in a unique format and appearance. We are concerned about the integrity of BaseLocal Content when it is viewed in a setting created by a third party that includes advertising or other materials that we have not authorized to be displayed with our content. Elements of the Site and the Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. Neither you nor any third party shall make use of BaseLocal Content in any manner that constitutes an infringement of our rights, including copyright, or that has not been authorized by us.

Copyright Infringement

BaseLocal respects the intellectual property of others and asks that users of our Site and Services do the same. In connection with our Site and Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination of access to users of our online Site and Services who infringe intellectual property rights of others, including copyrights. If you believe that one of our users is, through the use of our Site and Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:

     

      • Your physical or electronic signature;

      • Identification of the copyrighted work(s) that you claim to have been infringed;

      • Identification of the material on our Site or Services that you claim is infringing and that you request us to remove;

      • Sufficient information to permit us to locate such material;

      • Your address, telephone number, and email address;

      • A statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and

      • A statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

    Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs, and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

    Designated Copyright Agent:
    BaseLocal Copyright Agent
    Email: copyright@baselocal.com
    Address: 220 W. Congress Street Floor 2 #1041, Detroit, MI 48226

    Links to Third-Party Websites & Ads

    This Site and the Services may contain links to third-party websites that are not owned or controlled by BaseLocal. These links are provided solely as a convenience to you and do not constitute an endorsement by BaseLocal of the content on such websites nor of the business practices of those operating those websites, nor is BaseLocal affiliated with or endorsed by those websites or the persons or companies who operate them. BaseLocal has no control over and assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, BaseLocal does not censor or edit the content of any third-party websites. By using this Site or the Services, you expressly release BaseLocal from any and all liability arising from your use of any third-party website. Accordingly, BaseLocal encourages you to be aware when you leave this Site or the Services and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.

    You hereby release and forever discharge BaseLocal (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present, and future dispute, claim, controversy, demand, right, obligation, liability, action, and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Site or Services (including any interactions with, or act or omission of, other Site users or any Third-Party Websites & Ads).

    Indemnity

    To the maximum extent permitted by law, you agree to indemnify and hold harmless BaseLocal, its affiliates, and their directors, officers, managers, employees, shareholders, agents, and licensors, from and against all claims, demands, disputes, losses, expenses, damages, and costs, including reasonable attorneys’ fees, arising out of or in relation to these Terms of Service, the Site, or the Services. BaseLocal reserves the right to assume the exclusive defense of any claim for which we are entitled to indemnification under this Section. In such event, you shall provide us with such cooperation as is reasonably requested by us.

    Disclaimer of Warranties and Limitation of Liability

    Your access to and use of the Site and the Services is at your sole risk. If you are dissatisfied with any of the materials contained on the Site, the Services, or with any of these Terms of Service, your sole and exclusive remedy is to discontinue accessing and using the Site and/or Services.

    THE SITE, THE SERVICES, AND ALL BASELOCAL CONTENT ARE AVAILABLE “AS IS.” BASELOCAL DOES NOT WARRANT THAT THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, AND INACCURACIES IN THE NEWS, INFORMATION, OR OTHER MATERIALS AVAILABLE THROUGH THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT. WE DO NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THOSE OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SITE, THE SERVICES, ANY BASELOCAL CONTENT, OR ANY INFORMATION OR GOODS THAT ARE AVAILABLE OR ADVERTISED OR SOLD THROUGH THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT. WE DO NOT PROVIDE OR AUTHORIZE THE PROVISION OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL ADVICE THROUGH THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT, AND SO WE DISCLAIM ANY RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL INFORMATION THAT IS CONTAINED WITHIN THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT; RATHER THAN RELYING ON THIS INFORMATION, YOU SHOULD SEEK ADVICE FROM A QUALIFIED PROFESSIONAL. WE DO NOT MAKE ANY REPRESENTATIONS REGARDING, NOR DO WE ENDORSE THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, OR OTHER MATERIAL OR DATABASE DISPLAYED, UPLOADED, OR DISTRIBUTED ON OR THROUGH THE SITE, THE SERVICES, OR AVAILABLE THROUGH LINKS IN THE FOREGOING. WE RESERVE THE RIGHT TO CORRECT ANY ERRORS OR OMISSIONS IN THE SITE AND THE SERVICES. WE DO NOT GUARANTEE OR WARRANT THAT THE SITE, THE SERVICES, OR MATERIALS THAT MAY BE DOWNLOADED FROM THE FOREGOING DO NOT CONTAIN VIRUSES, WORMS, “TROJAN HORSES,” MALWARE, OR OTHER DESTRUCTIVE MATERIALS. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO SUCH FEATURES. IF YOU RELY ON THE SITE, THE SERVICES, OR THE FOREGOING, YOU DO SO SOLELY AT YOUR OWN RISK.

    BASELOCAL, its affiliates, and their directors, officers, managers, employees, shareholders, agents, and licensors are not liable for incidental, indirect, consequential, special, punitive, or exemplary damages of any kind, including lost revenues or profits, loss of business, or loss of data, in any way related to THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT, or for any claim, loss, or injury based on errors, omissions, interruptions, or other inaccuracies in THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT. Any claim against us shall be limited to the amount you paid, if any, for use of THE SITE, THE SERVICES, OR ANY BASELOCAL CONTENT.

    Limitation of Liability in Certain States

    CERTAIN STATE LAWS IN THE UNITED STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN SUCH STATES, OUR LIABILITY AND THAT OF OUR THIRD-PARTY CONTENT PROVIDERS AND OUR AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

    Binding Arbitration

    All disputes arising out of or related in any way whatsoever to this Agreement, including the scope, the construction, or application of this Agreement, shall be resolved by binding arbitration governed by the Federal Arbitration Act and in accordance with the commercial arbitration rules of the American Arbitration Association (“AAA”) then in force. NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH DISPUTE IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. The arbitration hearings and all meetings pursuant to this section shall be held in Wayne County, in the State of Michigan. If the parties cannot agree upon a single arbitrator within twenty (20) calendar days after demand by either of them, each party shall select one arbitrator knowledgeable about Internet commerce in Michigan, and notify the other of its selection, and such two arbitrators shall select a third from a list of arbitrators (with knowledge of the Internet industry) qualified by the AAA in Michigan. If this procedure for selecting arbitrators fails, then a neutral arbitrator based in Michigan with knowledge of Internet commerce in Michigan shall be selected by the AAA to resolve the dispute. The arbitrator(s) shall conduct a hearing within sixty (60) days after their selection. A majority of the arbitrators (if there is more than one pursuant to this clause) shall determine the decision/award, which shall be rendered within ten (10) days after the completion of the hearing. The decision of the arbitrator(s) shall be final and binding upon the parties both as to law and to fact, and shall not be appealable to any court in any jurisdiction. The parties shall share the expenses of the arbitrators equally. Nothing in any indemnification provision hereunder shall be construed as having any bearing on the award of attorneys’ fees or arbitrators’ fees under this section. With respect to the foregoing, you hereby waive all defenses of lack of personal jurisdiction and forum non conveniens and waive the right to trial by jury in any such dispute.

    Class Action Waiver

    You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons or group of persons. You agree that any controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party, unless agreed to by BaseLocal in its sole discretion.

    Ecommerce Advertising

    BaseLocal reserves the right to edit, classify, reject, or cancel any portion or all advertising as determined in the publisher’s sole discretion. Any advertising language that does not comply with Federal, State, or local laws, including, without limitation, those regarding the prohibition of discrimination in employment, housing, and public accommodation, will be rejected.

    Ecommerce Refund Policy

    Due to the nature of placing advertising in BaseLocal newsletters, we do not offer refunds on advertising fees. Once an advertisement is published, it will immediately gain exposure to our subscribers; however, no guarantees are made as to the success of the advertisement. We adhere to the following policy with respect to requests for refunds of advertising fees:

       

        • We will not provide a refund, for any reason, once the advertisement has been published.

        • Advertisements cancelled prior to publishing will be refunded in full.

        • No prorated refunds will be made for any advertisement cancelled following the first day of publication.

        • Advertising should be checked for errors by the advertiser on the first day of publication.

        • No typographical mistakes by the advertiser will be considered for adjustment, and no credit is made for errors that do not materially affect the value of the advertisement.

        • Credit for BaseLocal’s intentional or unintentional decision not to publish an advertisement will be allowed. BaseLocal may elect not to publish content at its sole discretion.

        • Approved refunds for credit card transactions will be made as credits to the credit card account used in the initial transaction.

      Miscellaneous

      Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, and assigns. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan without regard to conflict of laws principles. The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. This section and the sections entitled Intellectual Property, Indemnity, Disclaimer of Warranties and Limitation of Liability, Binding Arbitration, and Class Action Waiver shall survive the termination of this Agreement. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If an arbitrator, arbitration panel, or court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law. No waiver of any provision of this Agreement shall be effective unless in writing and signed by an authorized representative of BaseLocal. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement contains the entire agreement of the parties concerning the subject matter, and supersedes all existing agreements and all other oral, written, or other communication between the parties concerning its subject matter.

      Electronic Communications

      The communications between you and BaseLocal use electronic means, whether you use the Site, Services, or send us emails, or whether BaseLocal posts notices on the Site, Services, or communicates with you via email. For contractual purposes, you (a) consent to receive communications from BaseLocal in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that BaseLocal provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in a hardcopy writing.

      Entire Terms of Service; Assignment

      These Terms of Service constitute the entire agreement between you and us regarding the use of the Site and Services. BaseLocal’s failure to exercise or enforce any right or provision of these Terms of Service shall not operate as a waiver of such right or provision. These Terms of Service, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without BaseLocal’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. BaseLocal may freely assign these Terms of Service. The terms and conditions set forth in these Terms of Service shall be binding upon assignees.

      Copyright/Trademark Information

      Copyright © 2025 BaseLocal, LLC. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Site or Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

      Contact Information

      If you have any questions about this Agreement, please contact us via email at hello@baselocal.com or regular mail at the following address:

      BaseLocal, LLC
      Attn: Legal
      220 W. Congress Street Floor 2 #1041
      Detroit, MI 48226
      (313) 513-5121

      Copyright © 2025 BaseLocal, LLC. All Rights Reserved.