1. Our Terms.
These Terms of Service ("Terms") are a binding legal agreement between you and YouPick that govern your right to use the mobile application and other offerings from YouPick (collectively, the "YouPick Platform"). When used in these Terms, "YouPick," "we," "us," or "our" refers to the YouPick LLC, a Delaware limited liability company.
YouPick offers a platform that enables users ("Users") to publish, offer, search for, and book services. Users who offer "Services" are "Vendors," and Users who search for, book, or use services are "Customers." You must register an account to access and use the YouPick Platform and must keep your account information accurate. As the provider of the YouPick Platform, YouPick does not own, control, offer or manage any services. YouPick is not a real estate broker, travel agency, or insurer.
We maintain other terms and policies that supplement these Terms like our Privacy Policy, which describes our collection and use of personal data.
If you are a Vendor, you are responsible for understanding and complying with all laws, rules, regulations and contracts with third parties that apply to your Services.
2. Searching and Booking on YouPick.
2.1 Searching. Customers can search for Services for different items. Search results are based on their relevance to your search and other criteria. Relevance considers factors like price, item, availability, Vendor requirements, and more.
2.2 Booking. When Customers schedule Services, Customers are agreeing to pay all charges for the Services including the Vendor's fees, YouPick service fees, taxes, shipping, insurance, and any other items identified during checkout. When you receive the booking confirmation, a contract for Services (a "Vendor Contract") is formed. In addition to these Terms, you may be subject to, and responsible for complying with, all terms of the Vendor Contract, including without limitation, the cancellation policy, and any other rules, standards, policies, or requirements identified during checkout that apply to the Vendor Contract. It is your responsibility to read and understand these rules, standards, policies, and requirements prior to booking the Services. Be aware that some Vendors work with subcontractors or as part of a team to provide their Services.
3. Cancellations, Refunds, and Booking Modifications.
3.1 Cancellations and Refunds. In general, if you cancel a Vendor Contract, the amount refunded to you is determined by the Vendor. If the Vendor cancels, we will work with you to ensure you receive a partial or full refund. However, refunds are not guaranteed.
3.2 Booking Modifications. Customers and Vendors are responsible for any booking modifications they agree to make via the YouPick Platform ("Booking Modifications"), and agree to pay any additional amounts, fees, or taxes associated with any Booking Modification.
4. Responsibilities and Assumption of Risk.
4.1 Responsibilities. Users are responsible and liable for their own acts and omissions and are also responsible for the acts and omissions of any third-party Users invite to join, provide, or offer access to Services.
4.2 Assumption of Risk. You acknowledge that many activities carry inherent risks and agree that, to the maximum extent permitted by applicable law, you assume the entire risk arising out of your access to and use of the YouPick Platform and any Content (as defined in Section 5), including use of any Service, or any other interaction you have with other Users whether in person or online. For example, Services may carry risk of bodily injury, disability, death, or damage to personal property, and each User freely and willfully assumes those risks by choosing to participate in those Services.
5. Content.
5.1 Content; General. Parts of the YouPick Platform enable you to provide feedback, text, photos, audio, video, information, and other content (collectively, "Content"). By providing Content, in whatever form and through whatever means, you grant YouPick a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to copy, modify, prepare derivative works of, distribute, publish and otherwise exploit, that Content, without limitation. If Content includes personal information, our Privacy Policy describes how we use that personal information. You are solely responsible for all Content that you provide and warrant that you either own it or are authorized to grant YouPick the rights described in these Terms. You are responsible and liable if any of your Content violates or infringes the intellectual property or privacy rights of any third party. Content must not be discriminatory, obscene, harassing, deceptive, violent, or illegal. You agree that YouPick may make available services or automated tools to translate Content and that your Content may be translated using such services or tools. YouPick does not guarantee the accuracy or quality of translations and Users are responsible for confirming the accuracy of such translations.
5.2 Content License. Content made available through the YouPick Platform may be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge that all intellectual property rights for that Content are the exclusive property of YouPick and/or its licensors and agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any Content accessed through the YouPick Platform except to the extent you are the legal owner of that Content or as expressly permitted in these Terms. Subject to your compliance with these Terms, YouPick grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the YouPick mobile application on your personal device(s); and (ii) access and view the Content made available on or through the YouPick Platform and accessible to you, solely for your personal and non-commercial use.
6. Fees.
YouPick may charge fees (and applicable taxes) to Vendors and/or Customers for the right to use the YouPick Platform. Except as otherwise provided on the YouPick Platform, service fees are non-refundable. YouPick reserves the right to change the service fees at any time, and will provide Users notice of any fee changes before they become effective. Fee changes will not affect bookings made prior to the effective date of the fee change. If you disagree with a fee change you may terminate this agreement at any time pursuant to Section 8.2.
7. YouPick Platform Rules.
7.1 Rules. You must follow these rules and must not help or induce others to break or circumvent these rules.
- Act with integrity and treat others with respect:
- Do not lie, misrepresent something or someone, or pretend to be someone else.
- Be polite and respectful when you communicate or interact with others.
- Do not discriminate against or harass others.
- Do not scrape, hack, reverse engineer, compromise or impair the YouPick Platform:
- Do not use bots, crawlers, scrapers, or other automated means to access or collect data or other content from or otherwise interact with the YouPick Platform.
- Do not hack, avoid, remove, impair, or otherwise attempt to circumvent any security or technological measure used to protect the YouPick Platform or Content.
- Do not decipher, decompile, disassemble, or reverse engineer any of the software or hardware used to provide the YouPick Platform.
- Do not take any action that could damage or adversely affect the performance or proper functioning of the YouPick Platform.
- Only use the YouPick Platform as authorized by these Terms or another agreement with us:
- You may only use another User's personal information as necessary to facilitate a transaction using the YouPick Platform as authorized by these Terms.
- Do not use the YouPick Platform, our messaging tools, or Users' personal information to send commercial messages without the recipient's express consent.
- You may use Content made available through the YouPick Platform solely as necessary to enable your use of the YouPick Platform as a Customer or Vendor.
- Do not use Content unless you have permission from the Content owner or the use is authorized by us in these Terms or another agreement you have with us.
- Do not request, make, or accept a booking or any payment outside of the YouPick Platform to avoid paying fees, taxes or for any other reason.
- Do not require or encourage Customers to open an account, leave a review, complete a survey, or otherwise interact, with a third party website, application or service before, during or after a Vendor Contract, unless authorized by YouPick.
- Do not engage in any practices that are intended to manipulate our search algorithm.
- Do not book Services unless you are actually using the Services.
- Do not use, copy, display, mirror or frame the YouPick Platform, any Content, any YouPick branding, or any page layout or design without our consent.
- Honor your legal obligations:
- Understand and follow the laws that apply to you, including privacy, data protection, and export laws.
- If you provide us with someone else's personal information, you: (i) must do so in compliance with applicable law, (ii) must be authorized to do so, and (iii) authorize us to process that information under our Privacy Policy.
- Do not organize or facilitate unauthorized parties or events. You are responsible and liable for any party or event during your Vendor Contract that violates our rules for parties and events.
- Do not use the name, logo, branding, or trademarks of YouPick or others without permission.
- Do not use or register any domain name, social media handle, trade name, trademark, branding, logo, or other source identifier that may be confused with YouPick branding.
- Do not offer Services that violate the laws or agreements that apply to you.
- Do not offer or solicit prostitution or participate in or facilitate human trafficking.
7.2 Reporting Violations. If you believe that a User or Content poses an imminent risk of harm to a person or property, you should immediately contact local authorities before contacting YouPick. In addition, if you believe that a User or Content has violated our Terms, you should report your concerns to YouPick. If you reported an issue to local authorities, YouPick may request a copy of that report. Except as required by law, you agree that we are not obligated to take action in response to any report.
7.3 Copyright Notifications. If you believe that Content on the YouPick Platform infringes copyrights, please notify us.
8. Termination, Suspension, and other Measures.
8.1 Term. The agreement between you and YouPick reflected by these Terms is effective when you access the YouPick Platform (for example to create an account) and remains in effect until either you or we terminate the agreement in accordance with these Terms.
8.2 Termination. You may terminate this agreement at any time by sending us an email or by deleting your account. YouPick may terminate this agreement and your account for any reason by giving you 30 days notice via email or using any other contact information you have provided for your account. YouPick may also terminate this agreement immediately and without notice and stop providing access to the YouPick Platform if you breach these Terms, you violate applicable laws, or we reasonably believe termination is necessary to protect YouPick, its Users, or third parties. If your account has been inactive for more than two years, we may terminate your account without prior notice.
8.3 User Violations. If (i) you breach these Terms, or (ii) you violate applicable laws, regulations, or third-party rights, or (iii) YouPick believes it is reasonably necessary to protect YouPick, its Users, or third parties; YouPick may, with or without prior notice:
- suspend or limit your access to or use of the YouPick Platform and/or your account;
- suspend or remove your Content;
- cancel pending or confirmed bookings; or
- suspend or revoke any special status associated with your account.
For minor violations or where otherwise appropriate as YouPick determines in its sole discretion, you will be given notice of any intended measure by YouPick and an opportunity to resolve the issue. You may appeal actions taken by us under this Section by contacting customer service. If a Vendor Contract is cancelled under this Section, the amount paid to the Vendor will be reduced by the amount we refund or otherwise provide to the Customer, and by any other costs we incur as a result of the cancellation.
8.4 Legal Mandates. YouPick may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body, including the measures described above in Section 8.3.
8.5 Effect of Termination. If you are a Vendor and terminate your YouPick account, any confirmed booking(s) will be automatically cancelled and your Customers must and will receive a full refund. If you terminate your account as a Customer, any confirmed booking(s) will be automatically cancelled and, if a Vendor has started performing Services, any refund will depend upon the terms of the Vendor cancellation policy. When this agreement has been terminated, you are not entitled to a restoration of your account or any of your Content. If your access to or use of the YouPick Platform has been limited, or your YouPick account has been suspended, or this agreement has been terminated by us, you may not register a new account or access or use the YouPick Platform through an account of another User.
8.6 Survival. Parts of these Terms that by their nature survive termination, will survive termination of this agreement, including Sections 2 through 18.
9. Modification.
YouPick may modify these Terms at any time. When we make material changes to these Terms, we will post the revised Terms on the YouPick Platform and update the "Last Updated" date at the top of these Terms. We will also provide you with notice of any material changes by email at least 30 days before the date they become effective. If you disagree with the revised Terms, you may terminate this agreement immediately as provided in these Terms. If you do not terminate your agreement before the date the revised Terms become effective, your continued access to or use of the YouPick Platform will constitute acceptance of the revised Terms.
10. Resolving Complaints and Damage Claims.
If a User provides valid evidence that you damaged the complaining User's real or personal property, or real or personal property the complaining User is responsible for, including consequential damages, ("Damage Claim"), the complaining User can notify YouPick. You will be notified of the Damage Claim and given an opportunity to respond. If you agree to pay, or if the Damage Claim is escalated to YouPick and YouPick determines in its sole discretion that the Damage Claim is valid and you are responsible for the Damage Claim, YouPick can collect the amount of the Damage Claim from you or your insurance company, if applicable. You agree that YouPick may seek to recover from you under any insurance policies you maintain and that YouPick may also pursue against you any remedies it may have available under applicable law, including referral of the matter to a collections agency, and/or pursuit of available causes of action and/or claims against you. You agree to cooperate in good faith, provide any information YouPick requests, execute documents, and take further reasonable action, in connection with Damage Claims, User complaints, claims under insurance policies, or other claims related to your provision or use of Services.
11. YouPick's Role.
We offer you the right to use a platform that enables Users to offer, search for, and book Services. While we work hard to ensure our Users have great experiences using the YouPick Platform, we do not and cannot control the conduct of Users. You acknowledge that YouPick has the right, but does not have any obligation, to monitor the use of the YouPick Platform and verify information provided by our Users. For example, we may review, disable access to, remove, or edit Content to: (i) operate, secure and improve the YouPick Platform (including for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Users' compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) address Content that we determine is harmful or objectionable; (v) take actions set out in these Terms; and (vi) maintain and enforce any quality or eligibility criteria, including by removing listings that don't meet quality and eligibility criteria. Users acknowledge and agree that YouPick administers its policies at its sole discretion. Users agree to cooperate with and assist YouPick in good faith, and to provide YouPick with such information, and take such actions as may be reasonably requested by YouPick with respect to any investigation undertaken by YouPick regarding the use or abuse of the YouPick Platform. YouPick is not acting as an agent for any User.
12. User Accounts.
You must register an account to access and use the YouPick Platform. Registration is only permitted for legal entities, partnerships and natural persons who are 18 years or older. You represent and warrant that you are not a person or entity barred from using the YouPick Platform under the laws of the United States, your place of residence, or any other applicable jurisdiction. You must provide accurate, current, and complete information during registration and keep your account information up-to-date. You may not register more than one account or transfer your account to someone else. You are responsible for maintaining the confidentiality and security of your account credentials and may not disclose your credentials to any third party. You are responsible and liable for activities conducted through your account and must immediately notify YouPick if you suspect that your credentials have been lost, stolen, or your account is otherwise compromised. If and as permitted by applicable law, we may, but have no obligation to (i) ask you to provide identification or other information, (ii) undertake checks designed to help verify your identity or background, (iii) screen you against third-party databases or other sources and request reports from service providers, and (iv) obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents.
13. Disclaimer of Warranties.
We provide the YouPick Platform and all Content "as is" without warranty of any kind and we disclaim all warranties, whether express or implied. For example: (i) we do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any Customer, Vendor, Service, listing or third party; (ii) we do not warrant the performance or non-interruption of the YouPick Platform; and (iii) we do not warrant that verification, identity or background checks conducted on listings or Users (if any) will identify past misconduct or prevent future misconduct. Any references to a User or listing being "verified" (or similar language) indicate only that the User or listing or YouPick has completed a relevant verification or identification process and nothing else. The disclaimers in these Terms apply to the maximum extent permitted by law. If you have statutory rights or warranties we cannot disclaim, the duration of any such statutorily required rights or warranties, will be limited to the maximum extent permitted by law.
14. Limitations on Liability.
Neither YouPick (including its affiliates and personnel) nor any other party involved in creating, producing, or delivering the YouPick Platform or any Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) the use of or inability to use the YouPick Platform or any Content, (iii) any communications, interactions or meetings you may have with someone you interact or meet with through, or as a result of, your use of the YouPick Platform, or (iv) publishing or booking of a listing, including the provision or use of Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not YouPick has been informed of the possibility of such damage, even if a limited remedy set out in these Terms is found to have failed of its essential purpose.
In no event will YouPick's aggregate liability for any claim or dispute arising out of or in connection with these Terms, your interaction with any Users, or your use of or inability to use the YouPick Platform, any Content, or any Service, exceed: (a) to Customers, the amount you paid as a Customer for the Services you booked immediately preceding (i.e. your last order) the event giving rise to the liability, (b) to Vendors, the amount paid to you as a Vendor for Services rendered immediately preceding (i.e. your last order) the event giving rise to the liability, or (c) to anyone else, one U.S. dollar ($1.00).
These limitations of liability and damages are fundamental elements of the agreement between you and YouPick. If applicable law does not allow the limitations of liability set out in these Terms, the above limitations may not apply to you.
15. Indemnification.
To the maximum extent permitted by applicable law, you agree to release, defend (at YouPick's option), indemnify, and hold YouPick (including YouPick's employees, members, managers, directors, officers, representatives, agents, affiliates, and their personnel) harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with: (i) your breach of these Terms (including any supplemental or additional terms that apply to a product or feature); (ii) your improper use of the YouPick Platform; (iii) your interaction or participation with any User including use of any Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, participation or use, (iv) your failure, or our failure at your direction, to accurately report, collect or remit taxes, or (v) your breach of any laws, regulations or third party rights such as intellectual property or privacy rights.
16. United States Governing Law and Venue.
If you reside or have your place of establishment in the United States, these Terms will be interpreted in accordance with the laws of the State of Delaware and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the arbitration agreement in Section 17 must be brought in state or federal court in New York, New York, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in New York, New York.
17. Dispute Resolution and Arbitration Agreement.
17.1 Application. This Arbitration Agreement applies to you if your country of residence or establishment is the United States. If your country of residence or establishment is not the United States, and you nevertheless attempt to bring any legal claim against YouPick in the United States, this Arbitration Agreement will apply for determination of the threshold issue of whether this Section 17 applies to you, and all other threshold determinations, including residency, arbitrability, venue, and applicable law.
17.2 Overview of Dispute Resolution Process. YouPick is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom this Section 17 applies: (1) an informal negotiation directly with YouPick's customer service team (described in paragraph 17.3, below), and if necessary (2) a binding arbitration administered by the American Arbitration Association ("AAA"). You and YouPick each retain the right to seek relief in small claims court as an alternative to arbitration.
17.3 Mandatory Pre-Arbitration Dispute Resolution and Notification. At least 30 days prior to initiating an arbitration, you and YouPick each agree to notify the other party of the dispute in writing and attempt in good faith to negotiate an informal resolution. You must send your notice of dispute to YouPick by emailing it to YouPick's agent for service: ablaier@brownandblaier.com. YouPick will send its notice of dispute to the email address associated with your YouPick account. A notice of dispute must include: the party's name and preferred contact information, a brief description of the dispute, and the relief sought. If the parties are unable to resolve the dispute within the 30-day period, only then may either party commence arbitration by filing a written Demand for Arbitration (available at www.adr.org) with the AAA and providing a copy to the other party as specified in the AAA Rules (available at www.adr.org).
17.4 Agreement to Arbitrate. You and YouPick mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or any use of the YouPick Platform, Services, or any Content (collectively, "Disputes") will be settled by binding individual arbitration (the "Arbitration Agreement"). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and YouPick agree that the arbitrator will decide that issue.
17.5 Exceptions to Arbitration Agreement. You and YouPick each agree that the following causes of action and/or claims for relief are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction (as defined by Section 16): (i) any claim or cause of action seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack); or (ii) a request for the remedy of public injunctive relief. You and YouPick agree that the remedy of public injunctive relief will proceed after the arbitration of all arbitrable claims, remedies, or causes of action, and will be stayed pending the outcome of the arbitration pursuant to section 3 of the Federal Arbitration Act.
17.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and the Federal Arbitration Act governs all substantive and procedural interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the "AAA Rules") then in effect, except as modified here. The AAA Rules are available at www.adr.org. In order to initiate arbitration, a completed written demand (available at www.adr.org) must be filed with the AAA and provided to the other party, as specified in the AAA rules.
17.7 Modification to AAA Rules - Arbitration Hearing/Location. In order to make the arbitration most convenient to you, YouPick agrees that any required arbitration hearing may be conducted, at your option: (a) in New York, New York; (b) via phone or video conference; or (c) if all parties agree, by solely the submission of documents to the arbitrator.
17.8 Modification of AAA Rules - Attorney's Fees and Costs. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules and, where appropriate, limited by the AAA Consumer Rules. If such costs are determined by the arbitrator to be excessive, YouPick will pay all arbitration fees and expenses. Either party may make a request that the arbitrator award attorneys' fees and costs upon proving that the other party has asserted a claim, cross-claim or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, as allowed by applicable law and the AAA Rules.
17.9 Arbitrator's Decision. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award any relief allowed by law or the AAA Rules, but declaratory or injunctive relief may be awarded only on an individual basis and only to the extent necessary to provide relief warranted by the claimant's individual claim.
17.10 Jury Trial Waiver. You and YouPick acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
17.11 No Class Actions or Representative Proceedings. You and YouPick acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative or consolidated proceeding. Unless we agree in writing, the arbitrator may not consolidate more than one party's claims and may not otherwise preside over any form of any class or representative proceeding. If there is a final judicial determination that applicable law precludes enforcement of the waiver contained in this paragraph as to any claim, cause of action or requested remedy, then that claim, cause of action or requested remedy, and only that claim, cause of action or requested remedy, will be severed from this agreement to arbitrate and will be brought in a court of competent jurisdiction. In the event that a claim, cause of action or requested remedy is severed pursuant to this paragraph, then you and we agree that the claims, causes of action or requested remedies that are not subject to arbitration will be stayed until all arbitrable claims, causes of action and requested remedies are resolved by the arbitrator.
17.12 Severability. Except as provided in Section 17.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision will be severed and the remainder of the Arbitration Agreement will be given full force and effect.
17.13 Changes to Agreement to Arbitrate. If YouPick changes this Section 17 after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject that change by sending us written notice (including by email) within 30 days of the date the change is effective. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and YouPick (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and YouPick.
18. Miscellaneous.
18.1 Other Terms Incorporated by Reference. Our other supplemental policies and terms linked to in these Terms apply to your use of the YouPick Platform, are incorporated by reference, and form part of your agreement with YouPick.
18.2 Interpreting these Terms. Except as they may be supplemented by additional terms, conditions, policies, guidelines, standards, and in-product disclosures, these Terms (including those items incorporated by reference) constitute the entire agreement between YouPick and you pertaining to your access to or use of the YouPick Platform and supersede any and all prior oral or written understandings or agreements between YouPick and you. These Terms do not and are not intended to confer any rights or remedies upon anyone other than you and YouPick. If any provision of these Terms is held to be invalid or unenforceable, except as otherwise indicated in Section 17.11 above, such provision will be struck and will not affect the validity and enforceability of the remaining provisions. Where the word "will" is used in these Terms it connotes an obligation with the same meaning as "shall."
18.3 No Waiver. YouPick's failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
18.4 Assignment. You may not assign, transfer or delegate this agreement or your rights and obligations hereunder without YouPick's prior written consent. YouPick may without restriction assign, transfer or delegate this agreement and any rights and obligations hereunder, at its sole discretion, with 30 days' prior notice.
18.5 Notice. Unless specified otherwise, any notices or other communications to Users permitted or required under this agreement, will be provided electronically and given by YouPick via email, YouPick Platform notification, messaging service (including SMS), or any other contact method we enable and you provide.
18.6 Third-Party Services. The YouPick Platform may contain links to third-party websites, applications, services or resources ("Third-Party Services") that are subject to different terms and privacy practices. YouPick is not responsible or liable for any aspect of such Third-Party Services and links to such Third-Party Services are not an endorsement.
18.7 Google Terms. Some areas of the YouPick Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
18.8 Apple Terms. If you access or download our application from the Apple App Store, you agree to Apple's Licensed Application End User License Agreement.
18.9 Intentionally Omitted.
18.10 Intentionally Omitted.
18.11 Force Majeure. YouPick shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, epidemics or disease, damage to telecommunication systems, loss of power or Internet connectivity, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
18.12 Emails and SMS. You will receive administrative communications from us using the email address or other contact information you provide for your YouPick account. Enrollment in additional email subscription programs will not affect the frequency of these administrative emails, though you should expect to receive additional emails specific to the program(s) to which you have subscribed. You may also receive promotional emails from us. No fee is charged for these promotional emails, but third-party data rates could apply. You can control whether you receive promotional emails using the notification preferences in your account settings. Please note that you will not be able to take advantage of certain promotions if you disable certain communication settings or do not have an YouPick account. In the U.S. you consent to receive SMS (text messages) from us.
18.13 Contact Us. If you have any questions about these Terms please email us: Info@youpick.io.