Sidewalk Terms of Service
Last modified: November 16, 2016
These Terms of Service ("Terms") govern your access to and use of the services, websites, and applications offered by Sidewalk (the "Service"). Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. By accessing or using the Service you agree to be bound by these Terms. We can change these Terms at any time. If a change is material, we'll let you know before they take effect.
Use of the Service
If you want to use certain features of the Services, you will have to create an account with us (an "Account") in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. You can create an Account if you have (a) a pre-existing Google account; (b) a pre-existing account with Facebook, (c) a pre-existing account with Twitter, (d) choose to create a new account with Sidewalk, or (e) such other pre-existing third-party accounts as we may choose to support in the future (notification of which will be provided by allowing selection of such pre-existing accounts on the relevant account-creation screen). We will create your Account by extracting from your Google, Facebook, Twitter, or other pre-existing third-party account certain personal information (such as your email address) that your privacy settings on the applicable account permit us to access.
It's important that you provide us with accurate, complete, and up-to-date information for your Account, and you agree to update such information as needed, to keep it accurate, complete, and up-to-date. If you don't, we might have to suspend or terminate your Account. You agree that you won't disclose your Account password to anyone and you'll notify us immediately of any unauthorized use of your Account. You're responsible for all activities that occur under your Account, whether or not you know about them.
We may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to users generally; or create usage limits for the Service.
You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password. We encourage you to use "strong" passwords (that use a combination of upper and lower case letters, numbers and symbols) with your account. Sidewalk will not be liable for any loss or damage arising from your failure to comply with this instruction.
You acknowledge that, if you use a mobile device, you are aware that your carrier's normal rates and fees, such as data charges and text messaging, will still apply.
Content means any information, text, graphics, or other materials uploaded, downloaded or appearing on the Service. You retain ownership of all Content you submit, post, display, or otherwise make available on the Service.
Your License to Sidewalk
By submitting, posting or displaying Content on or through the Service or through Social Networking Sites, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, translate, analyze, display, distribute, commercialize and, prepare derivative works of such Content in any and all media or distribution methods (now known or later developed).
You agree that this license includes the right for other users of the Service to modify your Content, and for Sidewalk to make your Content available to others for the publication, distribution, syndication, or broadcast of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by Sidewalk or others may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Service.
We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.
Additionally, by uploading content to the site, you warrant, represent and agree that you have the right to grant Sidewalk the license described above. You also represent, warrant and agree that you have not and will not contribute any Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to you or you have the owner's permission to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or right of any third party, (e) creates an impression that you know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting your affiliation with a person or entity; (f) contains other people's private or personally identifiable information without their express authorization and permission, and/or (g) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. Sidewalk reserves the right in its discretion to remove any Content from the Site, suspend or terminate your account at any time, or pursue any other remedy or relief available under equity or law.
Sidewalk's Licenses to You
Subject to these Terms, Sidewalk gives you a worldwide, royalty-free, non-assignable and non-exclusive license to use any of the Content on Sidewalk solely for personal, non-commercial use provided that you (a) attribute Sidewalk by name in readable text and with a human and machine-followable link (an HTML <a> anchor tag) linking back to the page displaying the original source of the content on sidewalk.guide on every page that contains Sidewalk content, (b) upon request, either by Sidewalk or a user, remove the user's name from Content which the user has subsequently made anonymous; (c) upon request, either by Sidewalk or by a user who contributed to the Content, make a reasonable effort to update a particular piece of Content to the latest version on sidewalk.guide; and (d) upon request, either by Sidewalk or by a user who contributed to the Content, make a reasonable attempt to delete Content that has been deleted or marked as not for reproduction on sidewalk.guide.
Use, reproduction, modification, distribution or storage of any Content for other than personal, non-commercial use is expressly prohibited without prior written permission from Sidewalk, or from the copyright holder identified in such Content's copyright notice, as applicable. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial (whether or not for profit) use or in any way that violates any third party right.
You may only use the attribution required by this Section in the manner set out above. In exercising these rights, you may not implicitly or explicitly assert or imply any connection with, sponsorship or endorsement by Sidewalk, or any Sidewalk user of you or your use of the work, without the separate, express prior written permission of Sidewalk or the Sidewalk user.
If you operate a search engine or robot, or you republish a significant fraction of all Sidewalk Content (as we may determine in our reasonable discretion), you must additionally follow these rules:
- You must use a descriptive user agent header.
- You must follow robots.txt at all times.
- You must make it clear how to contact you, either in your user agent string, or on your website if you have one.
Subject to these Terms, Sidewalk gives you a personal, worldwide, royalty-free, revocable, non-assignable and non-exclusive license to use the Service as it is provided to you by Sidewalk.
Your Content will be viewable by other users of the Service and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms.
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Service. Any use of or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, safety or reliability of any Content or communications posted via the Service or endorse any opinions expressed via the Service. You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate. Under no circumstances will Sidewalk be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss, damage or injury of any kind incurred as a result of the use of any Content made available via the Service or broadcast elsewhere.
You are responsible for your use of the Service, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third party partners. You understand that your Content may be republished and if you do not have the right to submit Content for such use, it may subject you to liability. Sidewalk will not be responsible or liable for any use of your Content by Sidewalk in accordance with these Terms.
We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Service and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of Sidewalk, its users and the public.
When users delete their authored Content, it will be removed from the Service. However, you understand that any removed User Submissions may persist in backup copies for a reasonable period of time (but following removal will not be shared with others) or may remain with users who have previously accessed or downloaded your User Submissions.
As a User, you may choose to provide a Gratuity after consuming Content. This is a done on a voluntary basis and in an amount of your choosing.
- Service Fee. Sidewalk may assess a per-Gratuity "Service Fee" to offset Sidewalk's expenses, including but not limited to those related to promoting trust and safety on the Sidewalk platform as well as other operational costs of running the Sidewalk Platform. Such expenses are dynamic and may or may not exceed Sidewalk's Service Fee collections in certain markets. Excess Service Fee collections, if any, will be deemed general revenue.
- Facilitation of Payments. All Charges are facilitated through a third-party payment processing service (e.g., Apple Payments, Google Play). Sidewalk may replace its third-party payment processing services without notice to you. Charges shall only be made through the Sidewalk Platform. Cash payments are prohibited.
- No Refunds. Charges are assessed immediately following completion of the ride to your authorized payment method. All Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Sidewalk Platform, any disruption to the Sidewalk Platform or Services, or any other reason whatsoever.
- Promotions. Sidewalk, at its sole discretion, may make available promotions with different features to any of our Users or prospective Users. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Sidewalk.
- Credit Card Authorization. Upon addition of a new payment method, Sidewalk may seek authorization of your selected payment method to verify your payment method and protect against unauthorized behavior. The authorization is not a charge, however, it may reduce your available credit by the authorization amount until your bank's next processing cycle. Should the amount of our authorization exceed the total funds on deposit in your account, you may be subject to overdraft of NSF charges by the bank issuing your debit or check card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank.
As a Content Creator, you will receive applicable Gratuity Fees (net of Sidewalk's Service Fee, as discussed below). Sidewalk will process all payments due to you through its third party payments processor. You acknowledge and agree that such amounts shall not include any interest and will be net of any amounts that we are required to withhold by law.
- Facilitation of Payouts. All Charges are facilitated through a third-party payment processing service (e.g., Stripe, Inc., Braintree, a division of PayPal, Inc.). Sidewalk may replace its third-party payment processing services without notice to you. Pay outs shall only be made through the Sidewalk Platform. Cash payments are strictly prohibited.
- Investments. Sidewalk can choose to put Gratuity Fees into low-risk investment vehicles between the time of receiving and paying out fees. You acknowledge and agree that payouts shall not include any interest or potential investment gains or loses. Excess investment gains, if any, will be deemed general revenue.
- Fraud Prevention. Sidewalk reserves the right to withhold all or a portion of Gratuities if it believes that you have attempted to defraud or abuse Sidewalk or Sidewalk's payment systems.
- Promotions. Sidewalk, at its sole discretion, may make available promotions with different features to any of our Content Creators or prospective Content Creators. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Sidewalk.
You agree not to, and will not assist, encourage, or enable others to, do any of the following while accessing or using the Service:
- Use the Service for any unlawful purposes or for promotion of illegal activities;
- Upload or post any Content (as defined above) in violation of the provisions contained in the "Your License to Sidewalk" section of these terms;
- Violate any third party's rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
- Threaten, stalk, harm, or harass others, or promote bigotry or discrimination;
- Promote a business or other commercial venture or event, or otherwise use the Site for commercial purposes, except in connection with a Business Account and as expressly permitted by Sidewalk;
- Send bulk emails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Site's search results or any third party website;
- Solicit personal information from minors;
- Submit or transmit pornography; or
- Violate any applicable law.
You also agree not to, and will not assist, encourage, or enable others to:
- Violate the Terms;
- Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Site or Site Content (other than Your Content), except as expressly authorized by Sidewalk;
- Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Site or any Site Content;
- Reverse engineer any portion of the Site;
- Probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
- Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the Site or on any materials printed or copied from the Site;
- Record, process, or mine information about other users;
- Access, retrieve or index any portion of the Site for purposes of constructing or populating a searchable database of business reviews;
- Reformat or frame any portion of the Site;
- Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on Sidewalk's technology infrastructure or otherwise make excessive traffic demands of the Site;
- Attempt to gain unauthorized access to the Site, user accounts, computer systems or networks connected to the Site through hacking, password mining or any other means;
- Use the Site or any Site Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, "Viruses");
- Use any device, software or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;
- Use the Site to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site or Site Content; or
- Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Site, features that prevent or restrict the use or copying of Site Content, or features that enforce limitations on the use of the Site.
The restrictions above only apply to the extent permissible under applicable law. Nevertheless, you agree not to act contrary to them (even if permissible under applicable law) without providing 30 days' prior written notice to us at email@example.com, together with any information that we may reasonably require to give us an opportunity to provide alternative remedies or otherwise accommodate you at our sole discretion.
We may make available one or more APIs for interacting with the Service. Your use of any Sidewalk API is subject to these terms and the Sidewalk API Rules, which will be posted before we make these APIs available (as part of these Terms).
All right, title, and interest in and to the Service (excluding Content provided by users) are and will remain the exclusive property of Sidewalk and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Except as expressly provided herein, nothing in the Terms gives you a right to use the Sidewalk name or any of the Sidewalk trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding the Service is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.
The Service may include advertisements, which may be targeted to the Content or information on the Service, queries made through the Service, or other information. The types and extent of advertising by Sidewalk on the Service are subject to change. In consideration for Sidewalk granting you access to and use of the Service, you agree that Sidewalk and its third party providers and partners may place such advertising on the Service or in connection with the display of Content or information from the Service whether submitted by you or others.
Sidewalk respects the intellectual property rights of others and expects users of the Service to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us.
If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information in accordance with the Digital Millennium Copyright Act:
- (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;
- (ii) identification of the copyrighted work claimed to have been infringed;
- (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- (iv) your contact information, including your address, telephone number, and an email address;
- (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent for notice of alleged copyright infringement or other legal notices regarding Content appearing on the Service is:
Sidewalk Guides, Inc.
Attn: Copyright Agent
1100 Sacramento St, Suite 702
San Francisco, CA 94108
Please note that in addition to being forwarded to the person who provided the allegedly illegal content, we may send a copy of your notice (with your personal information removed) to Lumen Database (www.lumendatabase.org) for publication and/or annotation. You can see an example of such a publication at https://www.lumendatabase.org/notices/45482. A link to your published notice will be displayed on Sidewalk in place of the removed content.
We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, Sidewalk will also terminate a user's account if the user is determined to be a repeat infringer.
The Service may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Sidewalk of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Additional Terms for App Store Apps
If you accessed or downloaded the App from the Apple Store, then you agree to use the App only: (a) on an Apple-branded product or device that runs iOS (Apple's proprietary operating system software); and (b) as permitted by the "Usage Rules" set forth in the Apple Store Terms of Service.
If you accessed or downloaded the App from any app store or distribution platform (like the Apple Store, Google Play, or Amazon Appstore) (each, an "App Provider"), then you acknowledge and agree that:
- These Terms are concluded between you and Sidewalk, and not with App Provider, and that, as between us and the App Provider, Sidewalk is solely responsible for the App.
- App Provider has no obligation to furnish any maintenance and support services with respect to the App.
- In the event of any failure of the App to conform to any applicable warranty, you may notify App Provider, and App Provider will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure of an App to conform to any warranty will be the sole responsibility of Sidewalk.
- App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third-party claim that the App or your possession and use of the App infringes that third party's intellectual property rights, Sidewalk will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required by these Terms.
- App Provider and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the App, and that, upon your acceptance of the terms and conditions of these Terms, App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App against you as a third-party beneficiary thereof.
- You must also comply with all applicable third-party terms of service when using the App.
- You agree to comply with all U.S. and foreign export laws and regulations to ensure that neither the App nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the App, you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Your access to and use of the Service or any Content is at your own risk. You understand and agree that the Service is provided to you on an "AS IS" and "AS AVAILABLE" basis. Without limiting the foregoing, Sidewalk AND ITS PARTNERS DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security or reliability of the Service or any content thereon. Sidewalk will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Service, or any Content. You also agree that Sidewalk has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Service. We make no warranty that the Service will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from Sidewalk or through the Service, will create any warranty not expressly made herein.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SIDEWALK AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICE; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT Sidewalk HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
If anyone brings a claim against us related to your actions or Content on the Service, or actions or Content by or from someone using your account, you will indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim.
These Terms and any action related thereto will be governed by the laws of the State of California without regard to or application of its conflict of law provisions or your state or country of residence. Unless submitted to arbitration as set forth in the following paragraph, all claims, legal proceedings or litigation arising in connection with the Service will be brought solely in San Francisco County, California, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
For any claim (excluding claims for injunctive or other equitable relief) under these Terms where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute through binding non-appearance-based arbitration. The party electing such arbitration shall initiate the arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, as selected by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
These Terms are the entire and exclusive agreement between Sidewalk and you regarding the Service (excluding any services for which you have a separate agreement with Sidewalk that is explicitly in addition or in place of these Terms), and these Terms supersede and replace any prior agreements between Sidewalk and you regarding the Service.
The failure of Sidewalk to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.
We may revise these Terms from time to time. The most current version will always be on this page (or such other page as the Service may indicate). If the revision, in our sole discretion, is material we will notify you via posting to our website or e-mail to the email associated with your account. By continuing to access or use the Service after those revisions become effective, you agree to be bound by the revised Terms.
The Service is operated and provided by Sidewalk Guides, Inc., 1100 Sacramento Street, Suite 702, San Francisco, CA 94108. If you have questions about these Terms, please contact us at firstname.lastname@example.org.