Terms of Service
The terms and conditions described herein (the “Terms of Service”) constitute a legal agreement between you and Vellka LLC (“Vellka”). The Terms of Service govern access to and use of Vellka LLC’s websites, products, services, and content thereon (collectively, the “Vellka Site”). IF THE TERMS OF SERVICE ARE NOT ACCEPTED BY YOU IN FULL, OR IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THE TERMS OF SERVICE, YOU MUST IMMEDIATELY CEASE ALL ACCESS AND USE OF THE VELLKA SITE.
These Terms of Service are effective as of October 1, 2010.
Definitions.
“Content” – Any and all text, images, photos, audio, video, and all other forms of data or communication contained on the Vellka Site.
“Feedback” – Any and all ideas, suggestions, documents, or proposals submitted to Vellka for purposes of improving the Vellka Site.
“Third-Party Content” – Content made available on the Vellka Site by parties other than Vellka or its Users, including but not limited to data submitted by advertisers.
“User” – Anyone who accesses, browses, or in anyway uses the Vellka Site. As used in the Terms of Service, the terms “you” and “your” refer to you as a User of the Vellka Site.
“User Account” – Account created by a user for use in accessing certain features of the Vellka Site.
“User Content” – Content that is submitted or transmitted by a User for purposes of public display on the Vellka Site.
“Vellka” – As used in the Terms of Service, Vellka shall refer to Vellka LLC, a limited liability company organized under the laws of North Carolina, as well as to Vellka LLC’s current or future parents, subsidiaries, affiliates, suppliers, licensors, partners, and the officers, directors, employees, agents, and representatives of each.
“Vellka Content” – Content created and made available on the Vellka Site by Vellka or its representatives.
General.
By accessing and using the Vellka Site, you acknowledge that you have read and understand the Terms of Service and you accept and agree to be bound by the terms and conditions of the Terms of Service.
The Terms of Service may be updated by Vellka from time to time without notice. You can review the most current version of the Terms of Service at any time HERE. You should revisit the Terms of Service on a regular basis as revised versions are binding on you. Vellka may provide you with notices, including those regarding changes to the Terms of Service by email, regular mail, or postings on the Vellka Site.
You understand and agree that your continued access to or use of the Vellka Site after any modification to the Terms of Service indicates your acceptance of the modification.
Vellka may offer other services that are governed by additional or different Terms of Service. For instance, businesses may set up an account for a listing on the Vellka Site that is governed by a separate agreement.
Subject to the terms and conditions of these Terms of Service, Vellka hereby grants to you a limited, revocable, non-transferable and non-exclusive license to access and use the Vellka Site by displaying it on your internet browser. The license granted in this paragraph does not extent to any commercial use or use on behalf of any Third-Party, except as explicitly permitted by Vellka in advance. Any breach of these Terms of Service shall result in Vellka’s immediate revocation of the license granted in this paragraph without specific notice to you.
Eligibility.
You represent, warrant, and covenant that you (a) are of legal age and are under no impairment or infirmity which would render you incompetent to form a binding contract; (b) have full and complete authority to enter into and consummate the Terms of Service and access and use the Vellka Site without breaching any agreement made with any other person or entity, violating any rights of any other person or entity, or violating any laws of the United States or other applicable jurisdiction; (c) will only use the Vellka Site in a lawful manner; (d) have not been suspended by Vellka or removed from the Vellka Site; (e) are not a direct competitor of Vellka; and (f) will not have more than one Vellka account at any given time, unless authorized by Vellka.
Translations.
Vellka may translate the Terms of Service into languages other than English for your convenience. However, the English version governs your relationship with Vellka and any inconsistencies in the translations will be resolved in favor of the English version.
Vellka Site Material.
The Vellka Site may contain Content that you find offensive, indecent, inaccurate, or otherwise objectionable. Vellka does not endorse such Content and cannot vouch for the accuracy of Content on the Vellka Site. Consequently, you access and use the Vellka Site at your own risk.
Vellka may display advertisements and other information adjacent to or included with your Content on the Vellka Site. You are not entitled to any compensation for such advertisements. The manner, mode, and extent of displaying such advertisements are subject to change without specific notice.
Restrictions on Use. You represent and warrant that you will not engage in the following behavior or assist others in doing so:
upload, post, email, transmit, or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;
use the Vellka Site to promote bigotry or discrimination against protected classes;
use the Vellka Site to threaten, stalk, defraud, incite, harass, or advocate the harassment of another person, or otherwise interfere with another User's use of the Vellka Site;
use the Vellka Site to solicit personal information from minors or to harm or threaten to cause harm to minors in any way;
impersonate any person or entity, including, but not limited to, a Vellka employee or representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
collect or store personal data about other Users;
forge headers or otherwise manipulate identifiers in order to disguise the origin of User Content;
access, retrieve, or index the Vellka Site for purposes of constructing or populating a searchable database, including but not limited to a searchable database of business listings or business reviews, except as expressly authorized by Vellka;
upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, contests, surveys, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of mass messaging solicitation;
use the Vellka Site for promotional or commercial purposes, except as expressly allowed in writing by Vellka;
use the Vellka Site in a manner that may create a conflict of interest, such as trading reviews with other business owners or writing or soliciting shill reviews;
use the Vellka Site for keyword spamming or to otherwise attempt to manipulate natural search results;
upload, post, email, transmit, or otherwise make available any Content that violates any patent, trademark, trade secret, copyright, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right of any party;
upload, post, email, transmit, or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
upload, post, email, transmit, or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
use the Vellka Site in violation of the Terms of Service or any applicable law;
modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Vellka Site or its Content (other than your User Content), except as expressly authorized by Vellka;
reverse engineer any portion of the Vellka Site;
remove or modify any patent, trademark, copyright, or other proprietary rights notice on the Vellka Site or on any materials printed or reproduced from the Vellka Site; or
use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index the Vellka Site or its Content, except as expressly authorized by Vellka.
User Content.
You represent that you own, or have the necessary permissions to use, and authorize the use of, your User Content as described herein.
User content is not in any way sponsored or endorsed by Vellka. Consequently, you may not post any User Content that states or implies such a sponsorship or endorsement.
Vellka may use User Content in a number of different ways, including displaying it on the Vellka Site, 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"). As such, you hereby irrevocably grant to Vellka permission to use your User Content for any purpose, and you grant to Vellka a transferable, sublicenceable, irrevocable, perpetual, worldwide, royalty-free, non-exclusive right and license to commercially and publicly use, copyright, display, publish, perform, reproduce, copy, distribute, transmit, alter, make derivatives of, transfer, license, market, sell, and otherwise exploit your User Content. You also irrevocably grant the Users of the Vellka Site and the users of any Other Media the right to access your User Content in connection with their use of the Vellka Site and any Other Media. Finally, you unconditionally waive any and all moral rights and non-assignable rights relating to your User Content, including regarding attribution or identification of authorship, integrity, reversion, approval, consent, restriction or limitation on use or subsequent modifications, operation, maintenance, alteration, disassembly, distortion, mutilation, removal, or destruction, including any claims or liability relating to the foregoing.
You are solely responsible for and assume all risks associated with any Content that you contribute or is contributed under your User Account to the Vellka Site. As part of this responsibility, you assume all risks associated with any third-party’s reliance on your submitted Content’s accuracy completeness, or usefulness. Further, you assume all risks associated with Content that you submit which may make you personally identifiable to third-parties.
You may expose yourself to liability if your submitted User Content or Content submitted under your User Account (1) violates any third-party right, including any patent, trademark, trade secret, copyright, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (2) contains material that is false, intentionally misleading, or defamatory; (3) contains material that is unlawful, including illegal hate speech or pornography; (4) exploits or otherwise harms minors; or (5) violates or advocates the violation of any law or regulation.
For information about how Vellka handles trademark and copyright disputes, please see our INFRINGEMENT POLICY, which is fully incorporated herein by reference.
Vellka may remove or reinstate User Content from time to time at Vellka’s sole discretion. Vellka is under no obligation to retain your User Content or to provide you with copies of your User Content.
Vellka does not guarantee User confidentiality with respect to User Content.
Vellka Content.
All Vellka Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, computer code, products, software and aggregate user review ratings, is the sole property of Vellka.
Vellka also owns or has rights to use the patent, trademark, trade secret, copyright, and other intellectual property or proprietary rights throughout the world associated with the Vellka Content and the Vellka Site. These rights are protected by applicable intellectual and proprietary laws. Consequently, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display, or in any way exploit any of the Vellka Content except as expressly authorized by Vellka.
Except as expressly and unambiguously provided herein, Vellka does not grant you any express or implied rights, and all rights in and to the Vellka Site and the Vellka Content are retained by Vellka.
VELLKA is a proprietary service mark of Vellka LLC.
Third-Party Content.
The Vellka Site may include links to other websites. Vellka does not control or endorse any such websites and is not responsible for the availability of or content on such websites.
Online Ordering.
Businesses that create an account with Vellka may choose to enable online ordering. You must have a User Account in order to place orders with such businesses.
At the current time, Vellka’s online ordering service acts as an intermediary that (1) provides Users with a description and price list for the business’ goods and/or services, (2) relays orders placed by Users to the appropriate business, and (3) provides online order status updates. Online order status updates are provided as a convenience to Users, and Vellka cannot and does not guarantee the accuracy, availability, or timeliness of such updates.
Vellka may provide you with email status alerts related to your online orders. Email status alerts are provided as a convenience to Users, and Vellka cannot and does not guarantee the accuracy, availability, or timeliness of such alerts. While Vellka does not charge for providing email status alerts, you may incur charges for such alerts from your email and/or internet service provider based on the rates and policies for such usage.
When an online order is placed, the relevant business will be provided with the following information: (1) the details of your order, (2) the quoted price, (3) your full name, (4) your contact phone number, and (5) your physical address.
You are financially responsible for payment once an online order is placed. You may request to cancel or amend an order either by using the 'Cancel Order' option if available in the Vellka Site or by directly contacting the relevant business. However, such requests can only be granted within the time constraints and the good will of the participating businesses.
Vellka does not have the authority to negotiate and does not negotiate prices or price changes for participating businesses.
At the current time, Vellka does not handle payment or payment processing for orders placed through the Vellka Site. Payment for online orders must be made directly from the User to the appropriate business (either at the place of the business or upon delivery if the business offers a delivery option). In the future, Vellka may chose to handle payment processing for online orders, at which time the provisions of these Terms of Service would be updated to reflect the conditions of payment.
Vellka is not responsible for any dispute between a User that has placed an online order and the relevant business. Vellka serves only as an intermediary to facilitate transactions between Users and businesses.
You must make a good faith effort to place only genuine online orders. Businesses that receive frivolous orders may report such orders to Vellka. In turn, Vellka may take action against you, including but not limited to canceling your User Account.
Businesses, in their sole discretion, may cancel an order placed online. If a business cancels an online order, it must either use the 'Cancel Order' option if available in the Vellka Site or directly contact the User that placed the order in order to inform him or her of the cancellation.
Online ordering is a free service provided to any User with a User Account and is provided on an “as is” and “as available” basis. Vellka may, in its sole discretion, choose to amend the conditions of or discontinue its online ordering services.
Vellka reserves the right to refuse online ordering services to anyone for any reason.
Accounts, Termination, and Survival.
You must create a User Account and provide information about yourself in order to use some of the features of the Vellka Site. User Accounts are for personal, non-commercial use only. You may not impersonate someone else, create an account for anyone other than yourself, provide any false information or create multiple User Accounts without express permission from Vellka. You will be responsible for all activities that occur with your User Account.
User Accounts will require a User selected password. You will be responsible for the maintenance and confidentiality of your password. You agree to notify Vellka immediately of any unauthorized use of your User Account.
Vellka reserves the right to close your account at any time for any or no reason and without notice, and Vellka may terminate the Terms of Service. You may terminate the Terms of Service at any time by closing your User Account, discontinuing your use of any and all parts of the Vellka Site. If you close your account, Vellka may continue to display your User Content and retains all rights herein to the User Content. Termination of the Terms of Service will not preclude Vellka from exercising any other rights or remedies for breach of the Terms of Service.
Businesses will be permitted to create accounts for the purpose of representation on the Vellka Site which are governed by a separate agreement.
All sections or provisions of the Terms of Service regarding payment (for unpaid and owed payment obligations), licenses, waivers, releases, representations and warranties, limitations of liability, indemnification, and others which by their nature are intended to survive, shall apply notwithstanding any other sections or provisions of the Terms of Service, and all such sections and provisions shall survive termination, cancellation, or expiration of the Terms of Service.
Privacy.
For information regarding how Vellka handles User personal information, please see our PRIVACY POLICY, which is fully incorporated herein by reference.
Vellka Site Availability.
Vellka reserves the right to modify, update, or discontinue the Vellka Site at its sole discretion, at any time, for any or no reason, and without notice or liability.
Unauthorized Access.
Vellka reserves the right to exercise whatever lawful means Vellka deems necessary to prevent unauthorized access to or use of the Vellka Site, including, but not limited to, technological barriers, IP mapping, and contacting your Internet Service Provider regarding such unauthorized use.
Feedback.
If you would like to send Feedback to Vellka, you may do so AT THIS PAGE. By sending Feedback to Vellka, you (1) submit and warrant that your Feedback does not contain information that is subject to a confidentiality agreement or the property of a third party and (2) grant to Vellka a transferable, sublicenceable, irrevocable, perpetual, worldwide, royalty-free, non-exclusive right and license to commercially and publicly use, copyright, display, publish, perform, reproduce, copy, distribute, transmit, alter, make derivatives of, transfer, license, market, sell, and otherwise exploit the Feedback. Vellka is under no obligation of confidentiality, express or implied, with respect to the Feedback.
Warranties, Disclaimers, Limitations of Liability and Indemnification.
Your use of the Vellka Site and its Content is at your own discretion and risk, including downloading, viewing, or otherwise obtaining any Content. You will be solely responsible for any loss or damage resulting from your access or use of the Vellka Site and/or its Content, including but not limited to any damage to your computer or device, loss of data, from viruses, or other harm. The Vellka Site, including all Content, is made available to you on an “as is” and “as available” basis. You acknowledge and agree that Vellka is not responsible for any third party action or inaction that affects your use of the Vellka Site.
Vellka makes no warranties, representations, or conditions of any kind, including as to (1) the functionality of the Vellka Site or its Content, including whether the Vellka Site or its Content will be uninterrupted, timely, secure, or error-free, or whether any errors will be corrected, (2) whether the Vellka Site or its Content will meet your requirements or expectations, (3) the accuracy, reliability, integrity, quality, legality, usefulness, or safety of the Vellka Site, its Content, or results from use of the Vellka Site or its Content, or (4) the products and services associated with the Vellka Site or its Content, including but not limited to the products and services sold by business listed on the Vellka Site.
Vellka specifically disclaims to the extent allowed under applicable law any and all warranties, whether express, statutory, implied, or other, including, but not limited to, any warranties of fitness for a particular purpose, merchantability, merchantable quality, durability, accuracy or quality of informational content, quiet enjoyment, title, noninfringement, validity, exclusivity, condition, quality, durability, sustainability, arising from a course of dealing, a course of performance, or usage of trade, or under any enactment of the Uniform Computer Information Transactions Act, and oral or written representations, proposals or statements made on or prior to the effective date of this agreement. To the extent any such warranty may not be disclaimed, any such warranty is hereby limited to the minimum duration and extent allowed under applicable law.
Information or advice obtained from the Vellka Site shall not create any warranty, representation, condition, or obligation not expressly stated in the Terms of Service.
Vellka disclaims all liability, and you expressly understand and agree that Vellka is not liable, for (1) direct, indirect, special, incidental, punitive, exemplary, reliance, or consequential damages, (2) loss of profits, (3) business interruption, (4) loss of or damage to reputation or goodwill, (5) loss of information or data, or (6) other loss or damage arising out of your use of the Vellka Site or its Content, even if Vellka has been advised of the possibility of such liability or damages. You will be solely responsible for any loss or damage resulting from your use of the Vellka Site and/or its Content, including but not limited to any loss of data or damage to your computer or other device from viruses that may be downloaded to such devices in the course of using the Vellka Site.
Vellka disclaims all liability for any loss or damage arising out of your communications or dealings with any of the businesses, advertisers, or other users on the Vellka Site.
Your sole and exclusive right and remedy in case of dissatisfaction with the Vellka Site or any other complaint or grievance shall be your termination and discontinuation of use of the Vellka Site. Regardless of cause or theory of recovery, whether in contract, tort or otherwise, in no event shall Vellka’s liability under the Terms of Service exceed the amount of paid by you to Vellka in connection with your access and use of the Vellka Site in the twelve (12) months prior to the action giving rise to the claim of liability. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to access or use of the Vellka Site or its Content must be filed within one (1) year after such claim or cause of action arose or be forever barred.
You will, at your cost and sole expense, defend, indemnify, and hold free and harmless Vellka, its officers, directors, shareholders, employees, agents, affiliate corporations, successors, and assigns from all liability, losses, costs, expenses, judgments, and damages (including all reasonable attorneys’ fees, costs, and expenses) incurred by any of them in connection with, as a result of, or from any third party claim, action, or suit arising from (a) your failure to comply with applicable laws and regulations, including violation of any intellectual property or other rights of any third party by you or anyone using your User Account, (b) your violation of the Terms of Service, (c) bodily injury (including death) or damage to property arising from the negligent, fraudulent, or intentional acts or omissions of you, or (d) your access or use of the Vellka Site or its Content. You may not settle any claims giving rise to an indemnification obligation hereunder where such settlement imposes a monetary obligation that is not covered by the indemnification, imposes any material, non-monetary obligation, or that admits any liability on the part of Vellka and which does not include an unconditional release of Vellka without the prior written consent of Vellka. Vellka reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Vellka and you agree to cooperate with Vellka’s defense of these claims.
Miscellaneous.
Nothing in the Terms of Service will create or imply an employment or agency relationship between you and Vellka, nor will the Terms of Service be deemed to constitute a joint venture or partnership between you and Vellka. You do not have any authority of any kind to bind Vellka in any respect whatsoever. This Agreement is solely between you and Vellka and shall not inure to the benefit of third parties.
You may not assign or transfer the Terms of Service or duties or obligations hereunder, in whole or in part, without the prior written consent of Vellka. Vellka may freely assign or transfer the Terms of Service or its duties and rights hereunder, and all terms and conditions of this Agreement will inure to the benefit of and be enforceable by such successors, assigns, subsidiaries, purchasers, or transferees.
These Terms of Service will be solely governed by and construed in accordance with the laws of the State of North Carolina and the United States. Any disputes are exclusively subject to jurisdiction and resolution in the state or federal courts located in Wake County, North Carolina, without regard to conflict of laws under any jurisdiction, and you and Vellka agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts in Wake County, North Carolina in event of any such dispute. You agree that your access and use of the Vellka Site and its Content occurs solely within Wake County, North Carolina, USA, regardless of where your computer, browser, or device is physically located, and that the Vellka Site and its Content are located in, served from, and performed wholly within Wake County, North Carolina, USA.
If any legal proceeding is necessary to enforce the terms or conditions of the Terms of Service, the prevailing party will be entitled to reasonable attorneys’ fees and costs.
If any provision, or portion thereof, of the Terms of Service is unenforceable, prohibited, or invalid under, or contrary to, any applicable statute or rule of law, it will be modified to the least extent necessary to make it enforceable, such unenforceability shall not affect any other provision of the Terms of Service, and the remaining Terms of Service will remain in full force and effect. Further, such invalidity, prohibition, or unenforceability in such jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
Waiver of any breach will not be construed to be a waiver of any other breach. All waivers must be in writing, and signed by the party waiving its rights.
The headings for the sections herein are inserted for convenience of reference and are not intended to be a part of or to affect the meaning or interpretation of the Terms of Service.
The Terms of Service including the documents incorporated herein by reference constitutes the entire agreement between you and Vellka with respect to its subject matter, governs your access and use of the Vellka Site and its Content, and supersedes all prior agreements, proposals, negotiations, representations, or communications relating to the subject matter. You acknowledge that you have not been induced to enter into this Agreement by any representations or promises not specifically stated herein. Neither you nor Vellka shall be considered the drafter of this Agreement, or any provisions of this Agreement, for the purpose of any statute, case law, or rule of interpretation or construction that would or might cause any provision to be construed against the drafter. You also may be subject to additional terms and conditions that may apply when you access, use, or purchase certain other products or services. You agree that the Terms of Service constitutes a set form in writing, whether or not you choose to print the Terms of Service, including the terms and conditions as described herein.
Please contact us with any questions regarding the Terms of Service. Please report any violations of the Terms of Service to our legal department through the Contact Us page.
