Terms of Use

The ToledoMenu.com web site (the "Site") is operated by Magnate Interactive of Toledo, Ohio. By accessing and using the Site, You accept and agree to these terms and conditions. Magnate Interactive reserves the right to modify or revise these Terms of Use or other applicable policies at any time in its sole discretion. Modifications to these Terms of Use shall become automatically effective upon posting to the Site. Continued use of the Site after posting of modifications shall constitute your acceptance of the modified Terms of Use. In the event that you do not agree to the Terms of Use at any time, You should not continue to access or use the Site.

Magnate Interactive grants you a non-exclusive right and license to access and use the Site for the purpose of conducting research to identify potential restaurants of personal interest. This license does not permit You to collect or re-use or repurpose any menu listings or restaurant information, descriptions or prices other than as expressly authorized herein; to make any derivative use of the Site or its contents; or conduct any data mining activity, whether automatically with robots or spiders or manually using data gathering and extraction techniques. The Site or its contents, in whole or in part, may not be reproduced, duplicated, copied, sold, utilized or otherwise exploited for any unauthorized commercial purpose without the express written consent of Magnate Interactive.

Unauthorized use under these Terms of Use shall cause the immediate and automatic termination of any license you may have previously had, and may subject You to civil and/or criminal prosecution. You may not use any ToledoMenu.com, Magnate Interactive, subsidiary, affiliate, partner or other logo, graphic or trademark contained on the Site without the advance written consent of Magnate Interactive or appropriate third party.

Magnate Interactive makes no representation or warranty that You will have continuous, uninterrupted or secure access to the Site.

Content

Magnate Interactive makes no representation or warranty that the restaurant descriptions, identification, contact information, menu listings, price information, availability, hours of operation, delivery options and terms, or any other information provided on the Site, regardless of its source, is accurate, complete, reliable, current or error-free. Site content is provided for personal information and research purposes only, and does not constitute an endorsement by Magnate Interactive of the suitability of any restaurant, seller, service or product, whatever the respective source of information. Magnate Interactive disclaims all liability for any inaccuracy, error or incompleteness in the Site content, whether arising from the original content or Magnate Interactives incorporation of such data into the Site.

Magnate Interactive and its affiliates, including ToledoMenu.com, may have relationships with some of the merchants or third parties which are part of the Site content. Magnate Interactive reserves the right to determine placement of Site content and may provide preferential placement to merchants or third parties with which it has a business relationship. Magnate Interactive may also receive transaction, promotional or other fees from merchants or third parties in connection with the activity conducted on the Site or relating to services provided by Magnate Interactive or its affiliates.

Magnate Interactive may provide links from the Site to services provided by Magnate Interactive or its affiliates, or to third-party businesses. These links are provided as a convenience to You, and do not constitute an endorsement by Magnate Interactive of the content of such third-party sites nor of the business practices of such third-party businesses. Magnate Interactive does not examine or evaluate, or warrant or accept responsibility for, the products, services, offerings or business practices of any third party business. Magnate Interactive has no control over the quality, safety or legality of any product or service sold by third parties identified on the Site.

Content Submission

By contributing or submitting any content to the Site, You warrant that you are the owner of the intellectual property rights thereto or have the appropriate license or sublicense rights from the owner, and you grant Magnate Interactive a worldwide, perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such materials and/or incorporate such materials into any form, medium or technology, and you also grant to Magnate Interactive the right to sublicense any and all of the foregoing rights to third parties, in all cases without compensation to you. In contributing or submitting any content to the Site, You agree not to provide any misleading information as to the origin of any content that You submit. You agree to indemnify Magnate Interactive (and third parties) for liabilities arising from the content You submit as set forth below.

Disclaimer of Warranties and Limitation of Liability

THE SITE IS PROVIDED BY Magnate Interactive ON AN "AS IS" AND ON AN "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, Magnate Interactive MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT, GRAPHICS, LINKS, MATERIALS, PRODUCTS, OR SERVICES INCLUDED ON THE SITE, OR THEIR ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS. IN ADDITION, THIRD PARTIES PROVIDE SOME OF THE MATERIAL ON THE SITE; TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Magnate Interactive SHALL NOT BE RESPONSIBLE FOR ANY SUCH THIRD PARTY MATERIAL. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE OR ANY TRANSACTION RESULTING THEREOF IS SOLELY AT YOUR OWN RISK. Magnate Interactive DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE SITE OR THE SERVICES. OPERATION OF THE SITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF Magnate Interactive'S CONTROL.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, Magnate Interactive DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY OR THIRD PARTY RIGHTS REGARDING THE SITE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, Magnate Interactive MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES REVIEWED ON THE SITE OR BOUGHT AND/OR SOLD USING THE SITE, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED BY THEM, OR THAT THE SITE, ITS SERVERS, OR E-MAIL SENT FROM Magnate Interactive ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Magnate Interactive WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, OR ANY DAMAGES RELATED TO LOSS OF BUSINESS OR BUSINESS OPPORTUNITIES.

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. IF YOU ARE DISSATISFIED WITH ANY OF THE CONTENTS OF THE SITE, OR DO NOT AGREE WITH THESE TERMS AND CONDITIONS OR ANY OTHER POLICIES OF THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE YOUR USE OF THE SITE.

Indemnity

To the maximum extent permitted by applicable law, You agree to defend, indemnify and hold Magnate Interactive, its subsidiaries, affiliates and their respective officers, directors, employees and agents free and harmless from and against any claims, actions and demands, including, without limitation, any legal and accounting fees resulting from Your use of the Site and/or your breach of the Terms of Use resulting from any and all content you submit to the Site. Magnate Interactive shall provide notice to you of any such claim, suit or proceeding.

Governing Law and Exclusive Jurisdiction

These Terms of Use are governed by and construed in accordance with the laws of the State of Ohio, without regard to principles of conflicts or choice of law. In addition, the application of the United Nations Convention on Contracts for the International Sale of Goods, including any amendments thereto, is expressly excluded hereby. You hereby agree with and consent that exclusive jurisdiction and appropriate venue for all disputes arising out of or related to these Terms of Use or Your use of the Site shall be in the state and federal courts located in Lucas County, Ohio.

General

If any provision of these Terms of Use and Operation is held to be invalid, void or unenforceable for any reason, such provision shall be struck and the remaining provisions shall remain enforceable to the fullest extent of the law. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The failure of Magnate Interactive to act with respect to a breach by you or others does not waive Magnate Interactives right to act with respect to subsequent or similar breaches. You agree that these Terms of Use and Operation and all agreements and notices incorporated herein may be automatically assigned by Magnate Interactive, in its sole discretion, to a third party. You may not assign your obligations to any other entity.