Terms of Service

These terms and conditions (the "Terms") govern your access to and use of Online Shout, LLC websites and mobile applications that link to or reference these Terms ("Site"). By accessing or using the Site or Mobile App, you are agreeing to these Terms and concluding a legally binding contract with Online ShoutOut, LLC., a Texas Limited Liability Corporation headquartered in Houston, Texas ("ShoutOut!"). Do not access or use the Site or Mobile App if you are unwilling or unable to be bound by the Terms.

1. DEFINITIONS

  1. "Consumers" refer to you, as a end-user of the Site and mobile app. A "user" is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. "We," "us," and "our" refer to ShoutOut!.

  2. “Venue” refer to bars, nightclubs and lounges that utilize ShoutOut! or www.ShoutOutMyCity.com to post pictures, update promotions, send push notifications to consumers and other “Venue content”.

  3. “Venue Content" means text, images, photos, audio, video, location data, and all other forms of data or communication. "Venue Content" means Content that is submitted or transmitted to, through, or in connection with the Site or mobile app, such as ratings, reviews, promotions, invitations, check-ins, messages, and information that is publicly displayed on a “Venue” profile.

2. CHANGES TO THE TERMS OF SERVICE

We may update the Terms from time to time. You understand and agree that your access to or use of the Site and/or Mobile App is governed by the Terms effective at the time of registration to the ShoutOut! Mobile App.

If changes are made to these Terms, we will notify you by push notification or by posting a notice on the Site and Mobile App prior to the effective date of the changes. We will also indicate the date that revisions were last made. Any such changes will be effective upon our posting of new Terms. You understand and agree that your continued access to the Site or use of the ShoutOut! Mobile App after the effective date of changes to the Terms indicates your acceptance of the modifications.

USE OF SITE & MOBILE APP

  1. Eligibility

    To use the Site or Mobile App you must be 21 years or older and have the legal authority to enter into these Terms. Any misrepresentation waives any liability against ShoutOut, LLC as we are working in good faith.

  2. Permission of Use

    We grant you permission to use the Site subject to these Terms. Your use of the Site or Mobile App is at your own risk as you may be exposed to Venue Content that you may consider offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.

  3. Site & Mobile App Availability

    The Site and/or Mobile App may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.

  4. Mobile App Consumer Profiles

    You must create a Consumer profile and provide certain information about yourself in order to use some of the features that are offered through the Site and Mobile App. You are also responsible for all activities that occur in connection with your profile. You agree to notify us immediately of any unauthorized use of your profile and/or account if you utilize the purchase features on the Mobile App. We reserve the right to close your account at any time for any or no reason.

  5. Your profile information is for your personal, non-commercial use only. In creating it, we ask that you provide complete and accurate information about yourself for age verification and to keep accurate demographic information. You may not impersonate someone else, create or use a profile for anyone other than yourself, provide an email address other than your own.. Please read our Privacy Policy for more information.

  6. Communications from ShoutOut! and Venues

    
By creating an account, you agree to receive certain communications in connection with the Mobil App. For example, you might receive invitations, friend requests and/or push notifications from Us or Venues you’ve added as Favorite on your profile. You can opt-out of push notifications by simply removing the Venue in question from your profile.

3.SITE & MOBILE APP CONTENT

Venues imply ownership, or have the necessary permissions to use and authorize the use of Venue Content as described herein. Venues may not imply that Venue Content is in any way sponsored or endorsed by ShoutOut! other than review.
Doing so may expose Venue(s) to liability if, for example, Venue Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.

As such, you hereby irrevocably grant us world-wide, perpetual, non-exclusive, royalty-free, assignable and transferable rights to use Venue Content for any purpose. Please note that Venue(s) also irrevocably grant Consumers of the Site and/or Mobile App as well as any Other Media the right to access Venue Content in connection with their use of the Site, Mobile App and any Other Media. Finally, you irrevocably waive, and cause to be waived, against Online ShoutOut, LLC and its users any claims and assertions of moral rights or attribution with respect to Venue Content. By "use" we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of Venue Content.

  1. Venue Content

    Venue’s alone are responsible for their Content excluding the review. Venues assume all risks associated with Venue Content, including its quality, accuracy, or reliability, or any disclosures.

  2. Right to Use Venue Content

    We may use Venue Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms ("Other Media").

  3. Detailed Venue Profiles

    All detailed profiles are supplied to Venue(s) that pay a yearly fee. Basic profiles only contain a name, an address and possibly a phone number. Basic profiles are free therefore are not included or subject to advance search capabilities except zip code, area and sub category search based on an educated guess.

  4. Advertising Online ShoutOut, LLC and its licensees may publicly display advertisements and other information adjacent to or included Venue Content. Venue(s) are not entitled to any compensation for such advertisements. The mode and extent of such advertising are subject to change without specific notice to you.

4.GUIDELINES AND POLICIES

Content Guidelines You represent that you have read and understand our content guidelines

  1. Privacy

    Both Consumers and Venues represent that each have read and understood our Privacy Policy. Note that we may disclose information about you to third parties if we have a good faith belief that such a disclosure is reasonably necessary to
    (i) take action regarding suspected illegal activities;
    (ii) enforce or apply our Terms and Privacy Policy;
    (iii) comply with legal process or other government inquiry, such as a search warrant, subpoena, statute, judicial proceeding, or other legal process served on us; or
    (iv) protect our rights, reputation, and property, or that of our users, affiliates, or the public. If you use the Site outside of the United States, you consent to having your personal data transferred to and processed in the United States.

  2. Copyright And Trademark Disputes


    Please see our Infringement Policy for information about copyright and trademark disputes.

  3. Venue Events

    Please see our Event Terms and Conditions for information about events listed on or linked to on the Site. Venue(s) represent that it has read and understood them.

5.THIRD PARTIES

The Site or Mobile App may not include links to other websites, applications or any Third Party sites nor do we control or endorse any Third Party Sites. Consumers and Venues agree that we are not responsible for the availability or contents of such Third Party Sites.

6.INDEMNITY

Consumers and Venues agree to indemnify, defend, and hold Online ShoutOut, LLC, its subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them (collectively, the "ShoutOut! Entities") harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party arising out of or relating to (i) your access to or use of the Site,
(ii) your violation of the Terms,
(iii) any products or services purchased or obtained by you in connection with the Site, or
(iv) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity.
Online ShoutOut, LLC reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Online ShoutOut, LLC. Online ShoutOut, LLC will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

7.DISCLAIMERS AND LIMITATIONS OF LIABILITY

  1. Please read this section carefully since it limits the liability of the online “ShoutOut! Entities” to you. Each of the subsections below only applies up to the maximum extent permitted under applicable law. Nothing herein is intended to limit any rights you may have which may not be lawfully limited. If you are unsure about this or any other section of these terms, please consult with legal professional prior to accessing or using the site. By accessing or using the site, you represent that you have read, understood, and agree to these terms, including this section. You are giving up substantial legal rights by agreeing to these terms.

  2. The Site and Mobile App is made available to you on an "as is", "with all faults" and "as available" basis, with the express understanding that the ShoutOut! Entities may not monitor, control, or vet user content. as such, your use of the Site or Mobile App is at your own discretion and risk. The ShoutOut! Entities make no claims or promises about the quality, accuracy, or reliability of the Site or Mobile App, its safety or security, or the Site or Mobile App content. Accordingly, the ShoutOut! Entities are not liable to you for any loss or damage that might arise, for example, from the site's inoperability, unavailability or security vulnerabilities or from your reliance on the quality, accuracy, or reliability of the business listings, ratings, review, Venue Content, order, and display), or metrics found on, used on, or made available through the Site or Mobile App.

  3. The ShoutOut! Entities make no claims or promises with respect to any third party, such as the businesses or advertisers listed on the Site, Mobile App or to their Consumers. Accordingly, the ShoutOut! Entities are not liable to you for any loss or damage that might arise from their actions or omissions, including, for example, if another user or business misuses Venue Content, identity or personal information, or if Consumers have a negative experience with one of the businesses or advertisers listed or featured on the Site or Mobile App. Consumer purchases and use of products or services offered by third parties through the Site or Mobile App is at your own discretion and risk.

  4. The ShoutOut! Entities expressly disclaim all warranties, whether express or implied, including warranties as to the products or services offered by businesses listed on the Site or Mobile App, and implied warranties of merchantability, fitness for a particular purpose, and non-infringement. No oral or written information or advice provided to you by a representative of one of the ShoutOut! Entities shall create a representation or warranty.

  5. Your sole and exclusive right and remedy in case of dissatisfaction with the site, related services, or any other grievance shall be your termination and discontinuation of access to, or use of the site.

  6. The ShoutOut! Entities' maximum aggregate liability to you for losses or damages that you suffer in connection with the site or these terms is limited to the greater of (i) the amount paid, if any, by you to the ShoutOut! Entities in connection with the site in the 12 months prior to the action giving rise to liability, or
    (ii) $1,189.00.

  7. The ShoutOut! Entities disclaim liability for any (i) indirect, special, incidental, punitive, exemplary, reliance, or consequential damages,
    (ii) loss of profits,
    (iii) business interruption,
    (iv) reputational harm, or
    (v) loss of information or data.

  8. Venues participating in the On the List Program all have different dress code requirements and policies, therefore every venue has the right to turn down any Consumer that has already paid the reservation fee. Not adhering to Venue specific dress code and/or other policies WILL NOT be grounds for reservation fee refunds. Only those circumstances that fall under venue or ShoutOut! errors qualify for refunds. Please see our Refund Policy.

  9. Consumers must verify and adhere to each Venue specific dress code and policies.

8.CHOICE OF LAW AND VENUE

Texas law will govern these Terms, as well as any claim, cause of action or dispute that might arise between you and Online ShoutOut, LLC (a "Claim"), without regard to conflict of law provisions. For any claim brought by either party, you agree to submit and consent to the personal and exclusive jurisdiction in, and the exclusive venue of, the State and Federal courts located within Houston, Texas.

9.TERMINATION

  1. You may terminate the Terms at any time by closing your account, discontinuing your use of the Site or Mobile App, and providing Online ShoutOut, LLC with a notice of termination via email. Please review our Privacy Policy for information about what we do with your Venue and Consumer profiles when terminated.

  2. We may close your profile, suspend your ability to use certain portions of the Site and Mobile App, and/or ban you altogether from the Site and/or Mobile App for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your profile, the Site, Mobile App, Venue Content, Site and/or Mobile App Content, or any other related information.

  3. In the event of any termination of these Terms, whether by you or us, Sections 1, 3, 5 - 9 will continue in full force and effect, including our right to use Venue Content as detailed in Section 3.

10.DISCLAIMERS AND LIMITATIONS OF LIABILITY

Please read this section carefully since it limits the liability of the online ShoutOut! Entities to you. Each of the subsections below only applies up to the maximum extent permitted under applicable law. Nothing herein is intended to limit any rights you may have which may not be lawfully limited. If you are unsure about this or any other section of these terms, please consult with legal professional prior to accessing or using the site. By accessing or using the site, you represent that you have read, understood, and agree to these terms, including this section. You are giving up substantial legal rights by agreeing to these terms.

  1. The Site and Mobile App is made available to you on an "as is", "with all faults" and "as available" basis, with the express understanding that the ShoutOut! Entities may not monitor, control, or vet user content. as such, your use of the Site or Mobile App is at your own discretion and risk. The ShoutOut! Entities make no claims or promises about the quality, accuracy, or reliability of the Site or Mobile App, its safety or security, or the Site or Mobile App content. Accordingly, the ShoutOut! Entities are not liable to you for any loss or damage that might arise, for example, from the site's inoperability, unavailability or security vulnerabilities or from your reliance on the quality, accuracy, or reliability of the business listings, ratings, review, Venue Content, order, and display), or metrics found on, used on, or made available through the Site or Mobile App.

  2. The ShoutOut! Entities make no claims or promises with respect to any third party, such as the businesses or advertisers listed on the Site, Mobile App or to their Consumers. Accordingly, the ShoutOut! Entities are not liable to you for any loss or damage that might arise from their actions or omissions, including, for example, if another user or business misuses Venue Content, identity or personal information, or if Consumers have a negative experience with one of the businesses or advertisers listed or featured on the Site or Mobile App. Consumer purchases and use of products or services offered by third parties through the Site or Mobile App is at your own discretion and risk.

  3. The ShoutOut! Entities expressly disclaim all warranties, whether express or implied, including warranties as to the products or services offered by businesses listed on the Site or Mobile App, and implied warranties of merchantability, fitness for a particular purpose, and non-infringement. No oral or written information or advice provided to you by a representative of one of the ShoutOut! Entities shall create a representation or warranty.

  4. Your sole and exclusive right and remedy in case of dissatisfaction with the site, related services, or any other grievance shall be your termination and discontinuation of access to, or use of the site.

  5. The ShoutOut! Entities' maximum aggregate liability to you for losses or damages that you suffer in connection with the site or these terms is limited to the greater of (i) the amount paid, if any, by you to the ShoutOut! Entities in connection with the site in the 12 months prior to the action giving rise to liability, or
    (ii) $1,189.00.

  6. The ShoutOut! Entities disclaim liability for any (i) indirect, special, incidental, punitive, exemplary, reliance, or consequential damages,
    (ii) loss of profits,
    (iii) business interruption,
    (iv) reputational harm, or
    (v) loss of information or data.

  7. Venues participating in the On the List Program all have different dress code requirements and policies, therefore every venue has the right to turn down any Consumer that has already paid the reservation fee. Not adhering to Venue specific dress code and/or other policies WILL NOT be grounds for reservation fee refunds. Only those circumstances that fall under venue or ShoutOut! errors qualify for refunds. Please see our Refund Policy.

  8. Consumers must verify and adhere to each Venue specific dress code and policies.

11. GENERAL GUIDELINES

ShoutOut allows users to contribute reviews and ratings. While we encourage users to provide honest feedback, however we ask that any complaints or serious issues be addressed via our Issues, Concerns & Complaint Tab on each profile. This allows venue ownership/management to address these issues without hurting the business.

  1. Inappropriate content:

    We will not tolerate harassment, lewdness, hate speech, and other displays of bigotry.

  2. Conflicts of interest:

    Your ratings & reviews should be unbiased and objective. Venues may ask customers to review them after leaving their premises, as well ‘Favorite’ their venue for future specials and upcoming promotions.

  3. Promotional content:

    Only venue owners/management have the authority to post promotional material on subscription based Advance Profiles.

  4. Privacy:

    We frown upon sharing full names and other private information when leaving reviews.

  5. Intellectual property:

    Do not utilize the reviews of other mobile, online or etc.

  6. Demanding refunds:

    Do not utilize the customer review feature to request refunds for a bad experience. We recommend utilizing the Issues, Concerns & Complaint Tab found on each profile.

12. INFRIGEMENT POLICY

The intellectual property rights of others are extremely important to us. If you believe that your copyright or trademark is being infringed on the app, please send us a written notice with the following information:

  1. Identification of the copyrighted or trademarked work that you say has been infringed;

  2. Identification of the possible infringing content, and information sufficient to allow Online Shout Out, LLC to locate it on the app.

  3. A statement by you that you have a good faith belief that the use of the content identified in your notice in the manner complained of is not authorized by the copyright/trademark owner, its agent, or the law;

  4. A statement by you that you attest, under penalty of perjury, that the information in your notice is accurate and that you are the copyright/trademark owner or authorized to act on the owner's behalf; and your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

13. EVENT TERMS & CONDITIONS

Hi! These terms and conditions (the "Event Terms") govern attendance and participation in events listed on the ShoutOut app, including parties, promotions, and contests.

As used throughout these Event Terms, the terms "we", "us", "our", and "ShoutOut" refer to Online Shout Out, LLC. The term " Event" means an event, gathering, promotion, contest, meet-up or the like that is organized or hosted by ShoutOut. "Non-ShoutOut Event" means an event, gathering, promotion, contest, meet-up or the like that is organized by venues or promoters on behalf of venues but that may appear or be listed on the ShoutOut app.

In order to participate or attend a ShoutOut, you must first agree to these Event Terms. If, after reading these Event Terms, you find that you cannot or will not agree to any terms or conditions within it, please do not RSVP to or attend any ShoutOut Event. If you RSVP to any ShoutOut or ShoutOut Event through the ShoutOut app you signal that you have read, understand, and agree to these Event Terms.

  1. Qualifications

    You represent that

    1. you are at least 21 years old (or otherwise over the legal drinking age in your jurisdiction),

    2. you have the requisite power and authority to enter into these Event Terms, and

    3. you have read and understood these Event Terms as well as ShoutOut Terms of Service and Content Guidelines.

  2. Photos

    ShoutOut and its sponsors and vendors sometimes take photos and videos at ShoutOut Events, and later use them for promotional purposes. By participating or attending any ShoutOut Event, you agree that you may appear in some of these photos and videos, and you authorize their use in this fashion.

    We don't control Non- ShoutOut Events or the people that organize them. It's possible that organizers or attendees of Non- ShoutOut Events will take photos or shoot videos in which you appear and then post them online (including Facebook or ShoutOut app).

  3. Assumption of Risk / Release of Liability / Indemity

    1. Assumption of Risk. Although we try to create a safe environment at ShoutOut Events, accidents or other bad things happen, even to good people. We ask that you do your part to help limit the possibility that you might get injured at a ShoutOut Event.

      You agree to carefully consider the inherent risks in any activities that you choose to take part in and to take reasonable precautions before you choose to attend or participate at a ShoutOut Event. Please note that some of the other ShoutOut Event guests may be less responsible than you, and may themselves create additional risk to you despite their best intentions.

      To review, you understand that your attendance and participation at ShoutOut Events is voluntary, and you agree to assume responsibility for any resulting injuries to the fullest extent permitted under applicable law.

      By the same token, you agree that ShoutOut is not responsible for any injuries or accidents that you might sustain at Non- ShoutOut Events listed on the ShoutOut app

    2. Release of Liability. You (for yourself, your heirs, personal representatives, or assigns, and anyone else who might make a claim on your behalf) hereby release, waive, discharge and covenant not to sue ShoutOut and its respective parent companies, subsidiaries, affiliates, officers, directors, partners, shareholders, members, agents, employees, vendors, sponsors, and volunteers from any and all claims, demands, causes of action, damages, losses or expenses (including court costs and reasonable attorneys fees) which may arise out of, result from, or relate in any way to your attendance at any ShoutOut or Non- ShoutOut Event, except, of course, for any gross negligence or willful misconduct on our part.

    3. Indemnity. By the same token, you agree to indemnify and hold ShoutOut, its parents, subsidiaries, affiliates, officers, directors, employees, agents and representatives harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party due to, related to, or connected with your attendance or conduct at any Yelp or Non- ShoutOut Event.

  4. Terminations

    While we hope not to, ShoutOut may prohibit your attendance at any ShoutOut Event at any time if you fail to abide by these Event Terms, the Terms of Service, or for any or no reason, without notice or liability of any kind. In the event of any termination, whether by you or us.

  5. Choice of Law & Venue

    Texas law will govern these Event Terms, as well as any claim, cause of action or dispute that might arise between you and ShoutOut (a "Claim"), without regard to conflict of law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN HARRIS COUNTY, TEXAS.

  6. General Terms

    You agree that you will not represent yourself as an employee, representative, or agent of ShoutOut (unless, of course, you are actually employed by ShoutOut, a contractor or official designee, in which case these Event Terms will govern your participation in any ShoutOut Event to the extent such Terms are not inconsistent with ShoutOut's standard employment agreements or policies). We reserve the right to cancel any ShoutOut Event at any time, for any reason, and without liability or prejudice. Any failure on ShoutOut's part to exercise or enforce any right or provision of the Event Terms does not constitute a waiver of such right or provision. If any provision of the Event Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Event Terms shall otherwise remain in full force and effect and enforceable.

  7. Unofficial ShoutOut Events

    Often venues & promoters organize their own events, although ShoutOut representatives sometimes join in the fun, theses are Non- ShoutOut Events and are not sponsored or endorsed by ShoutOut, even when they are promoted on the ShoutOut app. If you organize or promote an event, you agree to

    1. promote it as such, and

    2. not create the impression that it is sponsored or endorsed by ShoutOut. All terms and conditions relating to Non- ShoutOut Events apply equally to these events.