These Terms of Service (“Terms”) govern your access to and use of the myDirectory service, including the resident-directory application, websites, and related services (collectively, the “Service”), operated by TwoBros Digital LLC, a Maryland limited liability company (“myDirectory,” “we,” “us,” or “our”). By creating an account, submitting a request, subscribing to a plan, or otherwise using the Service, you (“you,” the “Customer,” or the “User”) agree to these Terms on behalf of yourself and the community, association, or organization you represent. If you do not agree, do not use the Service.
“Protected Parties” means myDirectory and TwoBros Digital LLC, together with its owner(s), officers, members, managers, employees, contractors, and developer(s), and its hosting, infrastructure, payment, email, and other third-party service provider(s). “Your Content” means the resident, member, unit, contact, bulletin-board, photographic, and other information that you or your community submit to or store on the Service. “Platform IP” means the Service and the software and source code that powers it, its design and “look and feel,” its user interface, graphics, and layouts, and the text, templates, and other material created by or for myDirectory, together with all copyrights, trademarks, trade secrets, and other intellectual-property rights in them. Platform IP does not include Your Content.
The Service is offered as a subscription to hosted, software-as-a-service functionality that myDirectory operates and makes available to you over the internet, together with a limited license to use it. The Service and its software are licensed, not sold, and are not leased, rented, or otherwise transferred to you. You receive only the limited right to access and use the Service during your subscription term, and no title to, or ownership of, the Service or the Platform IP passes to you.
Subject to these Terms and your payment of any applicable fees, myDirectory grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service for the internal purpose of operating the resident directory and bulletin board of the single community you represent, during your subscription term. This license ends automatically when your subscription or these Terms end. Except for this limited license, myDirectory and its licensors reserve all rights.
As between you and myDirectory, myDirectory (TwoBros Digital LLC) owns and retains all right, title, and interest in and to the Platform IP, including the software and source code, the design and “look and feel,” the user interface, graphics and layouts, and the text, templates, and other material created by or for myDirectory, together with all copyrights, trademarks, trade secrets, and other intellectual-property rights in them. Nothing in these Terms transfers any ownership of the Platform IP to you.
You will not, and will not permit anyone else to: copy, modify, translate, distribute, sell, resell, sublicense, rent, lease, lend, or make the Service or Platform IP available to any third party; reverse engineer, decompile, or disassemble the software, or attempt to derive its source code; create derivative works from the Service or Platform IP; or remove, obscure, or alter any proprietary or copyright notice — except only to the limited extent this restriction is prohibited by applicable law. “myDirectory,” the myDirectory logo, and related names and marks are trademarks of TwoBros Digital LLC and may not be used without our prior written permission. Any feedback or suggestions you provide are given voluntarily, and myDirectory may use them without restriction or any obligation to you.
You and the individuals who contribute it own Your Content. As between you and myDirectory, myDirectory claims no ownership of the names, contact information, bulletin-board posts, photographs, or other information that you, your community, or its residents place on the Service. You grant myDirectory only a limited, non-exclusive license to host, store, copy, transmit, display, back up, and process Your Content as necessary to provide, secure, support, and improve the Service for your community and as directed by you. myDirectory does not sell Your Content and does not use it for advertising. You are responsible for Your Content and for having all rights and consents necessary to submit it, as described in Section 11. Our handling of personal information is further described in the Privacy Policy provided within the Service.
The Service is provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. myDirectory does not warrant that the Service will be uninterrupted, error-free, secure, or free from loss.
myDirectory takes the protection of Your Content seriously and uses multiple layers of security, which currently include encryption of personal information at rest, an isolated database and encryption key for each community, access controls, passwordless sign-in options, and access logging. However, no method of electronic storage or transmission is completely secure, and no system can be guaranteed to be immune from unauthorized access, intrusion, or compromise. The online world carries inherent and evolving risks.
You acknowledge and accept this risk, and you agree that your use of the Service is at your own risk. Although it is highly unlikely, in the event that Your Content is ever accessed, acquired, disclosed, altered, or destroyed without authorization: (a) to the maximum extent permitted by law, the Protected Parties shall have no liability to you for such event; (b) you release the Protected Parties from all claims arising out of it; and (c) you agree to indemnify, defend, and hold harmless the Protected Parties from any third-party claims, demands, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of or relating to such unauthorized access to or use of Your Content, except to the extent finally determined to result from the Protected Parties’ gross negligence or willful misconduct.
myDirectory performs backups on a regular basis and takes commercially reasonable steps to keep Your Content available. Nevertheless, no backup or availability arrangement can be absolute, and there is no such thing as a complete guarantee. Catastrophic events, hardware or software failure, third-party outages, or other circumstances beyond our reasonable control could result in the temporary unavailability or the permanent loss of Your Content. You acknowledge and assume this risk, and you agree that, to the maximum extent permitted by law, the Protected Parties shall not be liable for any loss of, corruption of, or inability to access Your Content. You are encouraged to retain your own independent copies of important information.
With respect to personal information contained in Your Content, your community is the party that decides what information is collected and why (the “controller”), and myDirectory acts as a “processor” that stores and processes that information on your behalf and under your instructions, solely to provide the Service. Each party will comply with the data-protection and privacy laws that apply to it. You are responsible for providing any required notices to, and obtaining any required consents from, the individuals whose information you place on the Service. myDirectory will not use personal information in Your Content except to provide, secure, and support the Service, or as required by law.
To the maximum extent permitted by law, in no event will the Protected Parties be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, data, goodwill, or business, arising out of or relating to the Service, even if advised of the possibility of such damages. The Protected Parties’ total aggregate liability for any and all claims relating to the Service will not exceed the greater of (a) the total fees you paid to myDirectory for the Service in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).
You agree to indemnify, defend, and hold harmless the Protected Parties from and against any claims, demands, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Your Content or your collection, use, or sharing of it; (b) your use of the Service; (c) your violation of these Terms or of any law or the rights of any third party; and (d) any claim brought by a resident, member, owner, tenant, or other individual whose information you placed on the Service.
This section applies when and if you subscribe to a paid plan. myDirectory may offer a free plan and free trial periods; the terms of any trial will be stated at sign-up.
Payment card processing is handled by our payment processor, Stripe; myDirectory does not store your full card number. By providing a payment method and subscribing to a paid plan, you authorize myDirectory and Stripe to charge that payment method the then-current subscription fee for the plan and billing term you select (for example, monthly or annual), and to automatically charge the applicable renewal fee at the beginning of each successive term, on a recurring basis, until you cancel. You authorize these recurring charges for the initial term and for each renewal term.
Subscription fees are billed in advance and, except where required by law, are non-refundable, including for partial periods. You may cancel your subscription at any time; cancellation takes effect at the end of the then-current billing term, after which the subscription will not renew. Prices may change on renewal with prior notice. If you believe a charge is incorrect, please contact us at admin@mydirectory.app before disputing the charge with your card issuer, and we will work in good faith to resolve it.
We may suspend or terminate access for non-payment, violation of these Terms, or to protect the Service or others. You may stop using the Service at any time. On termination, the license granted in Section 2 ends and you must stop using the Service and the Platform IP. Provisions that by their nature should survive termination — including Sections 3, 4, 6, 7, 9, 10, 12, and 16 — will survive.
We may update these Terms from time to time. Material changes will be posted here with an updated effective date, and your continued use of the Service after changes take effect constitutes acceptance.
These Terms are governed by the laws of the State of Maryland, without regard to its conflict-of-laws rules. Subject to the arbitration agreement in Section 16, the exclusive venue for any dispute that proceeds in court will be the state or federal courts located in [County], Maryland, and you consent to their jurisdiction.
Please read this section carefully. Unless you opt out as described below, it requires disputes to be resolved by individual arbitration and waives your right to a jury trial and to participate in a class action.
Informal resolution first. Before starting an arbitration, you agree to first try to resolve the dispute informally by sending a written description of it to admin@mydirectory.app and allowing at least thirty (30) days for the parties to reach a resolution. Completing this step is a condition to starting arbitration.
Agreement to arbitrate. If the dispute is not resolved, you and myDirectory agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a “Dispute”) will be resolved by final and binding arbitration on an individual basis, rather than in court, except as stated in “Exceptions” below. This agreement to arbitrate is governed by the Federal Arbitration Act.
Administrator, rules & location. The arbitration will be administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules (and, where applicable, its Consumer Arbitration Rules), as modified by these Terms; the rules are available at www.adr.org. The arbitration will be conducted by a single arbitrator. The seat of the arbitration will be in Maryland, and hearings may be held by telephone or video where the arbitrator permits. Judgment on the arbitrator’s award may be entered in any court of competent jurisdiction.
Class-action & jury-trial waiver. All claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of representative or class proceeding. You and myDirectory each waive any right to a jury trial and to participate in a class or representative action. If this class-action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will be severed and may proceed in court.
Exceptions. Nothing in this section prevents either party from (a) bringing an individual claim in small-claims court if it qualifies, or (b) seeking injunctive or other equitable relief in court to protect its intellectual property or confidential information (see Sections 3 and 4).
Your right to opt out. You may opt out of this arbitration and class-waiver agreement by emailing admin@mydirectory.app within thirty (30) days of first accepting these Terms and stating your name, your community, and that you opt out of arbitration. Opting out will not affect any other part of these Terms.
This Section 16 survives termination of these Terms.
Questions about these Terms: admin@mydirectory.app.