Terms of Use

Welcome to LocalToledo. These Terms of Use ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and LocalToledo ("LocalToledo," "we," "us," or "our"), governing your access to and use of the LocalToledo platform, including our website, mobile application, and all associated services (collectively, the "Platform").

By creating an account, accessing, browsing, or using the Platform in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must immediately discontinue all use of the Platform.

Your continued use of the Platform following any modifications to these Terms constitutes acceptance of the updated Terms.

The Platform is intended for users who are at least 13 years of age. If you are under the age of 18, you may only use the Platform with the consent and supervision of a parent or legal guardian who agrees to be bound by these Terms on your behalf.

By accessing the Platform, you represent and warrant that:

• You are at least 13 years of age;
• You have the legal authority and capacity to enter into these Terms;
• You are not prohibited from using the Platform under the laws of any applicable jurisdiction;
• All information you provide to us is accurate, current, and complete.

We reserve the right to refuse access to the Platform to any person at any time for any reason, including but not limited to a violation of these Terms.

LocalToledo is a community-driven discovery platform serving the Toledo, Ohio metropolitan area. The Platform connects residents with local businesses, deals, events, promotions, and community updates.

Our services include, but are not limited to:

• A searchable directory of local businesses, restaurants, shops, and service providers;
• Discovery of local deals, offers, promotional campaigns, and limited-time discounts;
• An events calendar featuring Toledo-area activities, gatherings, and community programming;
• A local news and community updates feed (“Local Buzz”);
• Business listing and promotional tools for business owners;
• Paid subscription plans and promotional add-ons for enhanced business visibility;
• Deal claiming, redemption, and digital wallet functionality for end users.

We reserve the right to modify, suspend, or discontinue any aspect of the Platform at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of services.

To access certain features of the Platform, you must create an account. When registering, you agree to provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

You agree to:

• Notify us immediately of any unauthorized use of your account or any other breach of security;
• Ensure that you log out of your account at the end of each session when accessing the Platform from a shared device;
• Not share your account credentials with any third party;
• Not create multiple accounts for the same individual or entity without prior written consent from LocalToledo.

Business owners who register on the Platform as a business representative warrant that they are authorized to act on behalf of the business entity for which they are creating or managing a listing. LocalToledo is not responsible for unauthorized account access resulting from your failure to maintain the security of your credentials.

LocalToledo allows business owners to create, manage, and publish business listings, deals, promotional offers, and event announcements on the Platform. By submitting a listing or promotion, you represent and warrant that:

• You are the lawful owner of, or are duly authorized to represent, the business;
• All information submitted is accurate, truthful, and not misleading;
• Your listings, offers, or promotions comply with all applicable federal, state, and local laws, including consumer protection and advertising regulations;
• You have the right to offer any discount, deal, or promotional reward described in your listing;
• Any deal or promotional offer can be fulfilled as described.

LocalToledo reserves the right to review, approve, reject, modify, or remove any listing, deal, or promotion at its sole discretion, including content deemed inaccurate, inappropriate, misleading, or in violation of these Terms or applicable law. Submission of content does not guarantee publication.

Business listings marked as "claimable" may be assigned to or claimed by their verified owners through a verification process. Until claimed and verified, such listings are managed by LocalToledo and may contain information sourced from publicly available data.

LocalToledo offers paid subscription plans and à la carte promotional add-ons for businesses seeking enhanced visibility and engagement on the Platform. These services may include:

• Tiered subscription plans (e.g., Free, Growth, Pro, Sponsor) providing varying levels of platform features and exposure;
• Featured Placement credits, allowing businesses to appear prominently within discovery feeds;
• Boost packages providing a temporary increase in algorithmic visibility;
• Spotlight Placements, which may include homepage, category, or curated feed featuring;
• Push Drop campaigns, delivering promotional notifications to opted-in users;
• Giveaway and event promotion add-ons.

All paid services are subject to these Terms and any additional terms or policies presented at the time of purchase. LocalToledo does not guarantee specific placement positions, impression counts, redemption volumes, or business outcomes resulting from the use of any paid service.

Promotional add-ons requiring administrative approval (such as Push Drop campaigns) will not be activated until reviewed and approved by LocalToledo staff. Approval is not guaranteed and LocalToledo may reject any campaign at its discretion without obligation to refund unless expressly stated otherwise.

All paid subscription plans are billed on a recurring basis (monthly or annually, as selected) and will automatically renew at the end of each billing period unless cancelled by you prior to the renewal date.

By providing a payment method, you authorize LocalToledo to charge you for the applicable subscription fees on a recurring basis. You are responsible for ensuring your payment information is current and accurate. Failure to maintain a valid payment method may result in suspension or downgrade of your account.

You may cancel your subscription at any time through your account settings or by contacting us directly. Cancellation takes effect at the end of the current billing period. You will retain access to paid features until the end of the period for which you have been charged. We do not prorate refunds for partial billing periods unless required by law.

Founding Partner pricing, where applicable, is locked to a specific rate and will continue at that rate for as long as the subscription remains active and in good standing. Cancellation of a Founding Partner subscription forfeits the locked pricing; reinstatement will be subject to then-current pricing.

Except as expressly stated below or as required by applicable law, all fees paid to LocalToledo are non-refundable.

• Subscription fees that have already been charged for an active billing period are non-refundable upon cancellation;
• One-time add-ons and promotional purchases (including Boosts, Featured Credits, and Spotlight Placements) are non-refundable once the service has been activated or delivered;
• Push Drop campaign fees are non-refundable once a campaign has been submitted for review, except in the event that LocalToledo rejects your campaign prior to delivery, in which case a full refund will be issued to your original payment method;
• If LocalToledo discontinues a specific paid service that you have purchased and the service period has not yet concluded, we will issue a pro-rated refund for the unused portion at our discretion.

To request a refund consideration, please contact us at the address provided in Section 23. Refund determinations are made at LocalToledo's sole discretion unless otherwise required by law.

The Platform allows users to claim deals and promotional offers made available by participating local businesses. By claiming a deal, you acknowledge and agree that:

• Deal claims are subject to availability; LocalToledo cannot guarantee that a claimed deal will be available at the time of redemption;
• Deals are offered solely by the participating business and not by LocalToledo; the business is solely responsible for honoring the terms of any offer;
• Deal redemption is subject to the terms, conditions, and validity period set by the participating business;
• LocalToledo does not act as a party to any transaction between you and a business and is not responsible for any failure by a business to honor a claimed deal;
• Some deals may require you to complete a challenge, trivia, spin-wheel, scratch-off, or similar interactive mechanic prior to unlocking the reward;
• Claimed deals that are not redeemed within their stated validity period will expire and are non-transferable.

If you experience a problem redeeming a deal, we encourage you to contact the business directly. You may also notify us through the Platform so we can review the business's compliance with our policies.

The Platform may allow you to submit, post, or share content, including but not limited to business reviews, event listings, community posts, comments, photos, and promotional materials ("User Content"). By submitting User Content, you grant LocalToledo a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, display, and adapt your User Content in connection with the operation and promotion of the Platform.

You represent and warrant that:

• You own or have the necessary rights to the User Content you submit;
• Your User Content does not infringe the intellectual property, privacy, or other rights of any third party;
• Your User Content is truthful, accurate, and not misleading;
• Your User Content complies with these Terms and all applicable laws.

LocalToledo does not endorse any User Content and expressly disclaims all liability in connection with User Content. We reserve the right to remove any User Content at any time and for any reason, including content that violates these Terms, is reported by other users, or is otherwise deemed inappropriate at our sole discretion.

You agree that you will not use the Platform to:

• Post false, misleading, deceptive, or defamatory content about any business, individual, or organization;
• Scrape, crawl, or otherwise systematically extract data from the Platform without our express written consent;
• Interfere with or disrupt the integrity or performance of the Platform or its infrastructure;
• Attempt to gain unauthorized access to any portion of the Platform, including other users' accounts;
• Use the Platform for any unlawful purpose or in violation of any applicable law or regulation;
• Engage in any form of commercial solicitation not expressly authorized by LocalToledo;
• Submit spam, unsolicited communications, or artificially inflate review counts or deal engagement metrics;
• Impersonate any person, business, or entity, or misrepresent your affiliation with any person or organization;
• Use the Platform to distribute malware, viruses, or other harmful code;
• Circumvent, disable, or otherwise interfere with security features of the Platform.

Violation of this section may result in immediate account suspension or termination and may expose you to legal liability. LocalToledo reserves the right to report any suspected unlawful activity to law enforcement authorities.

All content, features, and functionality of the Platform — including but not limited to text, graphics, logos, icons, images, audio clips, data compilations, software, and the overall look and feel of the Platform — are the exclusive property of LocalToledo or its licensors and are protected by applicable intellectual property laws, including copyright, trademark, and trade dress law.

The "LocalToledo" name, logo, and associated marks are trademarks of LocalToledo. You may not use any LocalToledo trademark, logo, or branding without our prior written consent.

Nothing in these Terms grants you any right, title, or interest in the Platform or its content other than a limited, non-exclusive, non-transferable license to access and use the Platform for its intended personal or business purposes in accordance with these Terms. You may not reproduce, distribute, modify, create derivative works from, publicly display, or exploit any portion of the Platform without our express prior written consent.

The Platform provides access to information about third-party businesses and may contain links to third-party websites, services, or resources. These third-party businesses and linked sites are independent entities, and LocalToledo has no control over their content, products, services, or practices.

LocalToledo does not endorse, warrant, or make any representations regarding the quality, accuracy, reliability, or legality of any third-party business, product, service, or content accessible through the Platform. Any dealings you have with third-party businesses discovered through the Platform are solely between you and that business. LocalToledo is not a party to, and assumes no responsibility for, any transactions, communications, or disputes between you and any third-party business.

We encourage you to exercise due diligence when engaging with businesses found on the Platform and to review the terms and privacy policies of any third-party services you access.

LocalToledo provides the Platform as a discovery and promotional tool and makes no guarantee regarding specific business outcomes, customer traffic, deal redemptions, revenue generation, or return on investment for any business listing or promotional service purchased through the Platform.

Algorithm-driven features such as Momentum Score, trending rankings, and boosted visibility are based on engagement signals and are subject to change at any time. LocalToledo does not guarantee any specific placement, ranking, or level of visibility for any business listing or advertisement.

User engagement with deals, events, and business listings depends on many factors outside of LocalToledo's control, and we make no representation that your business will receive any minimum level of inquiries, clicks, saves, claims, or visits as a result of using the Platform.

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF DEALING.

LOCALTOLEDO DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH THE PLATFORM, INCLUDING BUSINESS LISTINGS, DEAL INFORMATION, OR USER-SUBMITTED CONTENT.

Some jurisdictions do not allow the exclusion of certain warranties; accordingly, some of the above exclusions may not apply to you.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LOCALTOLEDO AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF LOCALTOLEDO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL LOCALTOLEDO'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO LOCALTOLEDO IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

The limitations of liability in this section reflect a reasonable allocation of risk between the parties and are a fundamental element of the basis of the bargain between LocalToledo and you.

You agree to defend, indemnify, and hold harmless LocalToledo and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Platform in violation of these Terms;
• Any User Content you submit, post, or transmit through the Platform;
• Any business listing, deal, or promotion you create or manage on the Platform;
• Your violation of any applicable law, regulation, or the rights of any third party;
• Any transaction or interaction between you and another user or third-party business facilitated through the Platform.

LocalToledo reserves the right to suspend or terminate your account and access to the Platform at any time, with or without cause, and with or without notice, including for violation of these Terms, fraudulent or abusive behavior, or conduct that LocalToledo determines, in its sole discretion, to be harmful to the Platform, its users, or third parties.

You may terminate your account at any time by contacting us or using the account deletion option within your account settings, subject to any obligations arising from active subscriptions or paid services. Upon termination, your right to use the Platform immediately ceases. Provisions of these Terms that by their nature should survive termination — including intellectual property rights, disclaimers, indemnification, and limitations of liability — shall survive.

Your privacy is important to us. Our Privacy Policy describes how we collect, use, disclose, and protect the information you provide when using the Platform. By using the Platform, you consent to the collection and use of your information in accordance with our Privacy Policy, which is incorporated into these Terms by reference.

For users who opt in to location services or push notifications, such permissions are used solely to enhance the personalization and relevance of your LocalToledo experience. You may withdraw these permissions at any time through your device or account settings.

LocalToledo reserves the right to modify these Terms at any time at its sole discretion. When we make material changes, we will update the "Last Updated" date at the top of this page and may notify you through the Platform, via email, or through other communication channels.

Your continued use of the Platform after such modifications are posted constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must discontinue your use of the Platform. We encourage you to review these Terms periodically to stay informed of any updates.

These Terms shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of law provisions. You agree that any dispute arising out of or related to these Terms or your use of the Platform shall be subject to the exclusive jurisdiction of the state and federal courts located in Lucas County, Ohio, and you hereby consent to personal jurisdiction in such courts.

Before initiating any formal legal proceeding, you agree to first contact LocalToledo and provide written notice of your dispute, allowing us thirty (30) days to attempt to resolve the matter informally.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST LOCALTOLEDO. ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Any claim or cause of action arising out of or related to your use of the Platform or these Terms must be filed within one (1) year after such claim or cause of action arose, or it shall be forever barred.

If you have any questions, concerns, or complaints regarding these Terms of Use, or if you need to notify us of a potential violation, please contact us at: