1. Use of Service. In order to be eligible to participate in the Program, your business must operate in the local community associated with the Staples Small Business Directory you’ve selected to be listed in. You may not participate in the Program, if your business is a competitor of Staples the Office Superstore, LLC (“Staples”) or its affiliates; such determination will be at Staples sole discretion. To participate in the Program and use the Services, you must register your business on staplesconnect.com (the “Site”), and such registration must be approved by Staples. Once approved by Staples, at its sole discretion, your business information and content, including texts, images, photos, and other forms of data or communication, (“Business Content”) will be published in the Staples Small Business Directory and may be featured in Staples marketing communications.
  2. Updates and Termination. Staples hereby reserves the right to update, modify, discontinue or terminate the Program at any time at Staples’s sole discretion. Additionally, Staples may suspend, restrict or terminate your participation in the Program and/or use of the Services, if you breach or fail to comply with any of the Staples Connect Terms and Conditions and/or these Small Business Program T&Cs. Staples may periodically modify and supplement these Small Business Program T&Cs, with or without notice to you. You are responsible for regularly checking these Small Business Program T&Cs for revisions, which will apply to your participation in the Program and use of the Services on or after their effective date. In the event these Small Business Program T&Cs are terminated, the representations and warranties, indemnities and limitations of liabilities set forth in these Small Business Program T&Cs will survive termination.
  3. Responsibility for Your Content/Information. You are responsible for the Business Content you provide to Staples through the registration process or otherwise in connection with the Program, and if published in Staples’s Small Business Directory, you must contact Staples directly to have it modified or removed. You assume any risk associated with the Business Content you provide, including another user’s reliance on its accuracy or reliability. It’s your sole responsibility to update any and all information provided to Staples and published on the Staples Small Business Directory including, without limitation, your business’s description and profile information. The Business Content shall not contain any personal home addresses.
  4. Our Right to Use Your Content. Staples may use your Business Content including, without limitation, publicly displaying it, reproducing it, modifying it, incorporating it into other works including advertisements or other Staples related communications, and distributing it. You hereby irrevocably grant Staples a royalty-free, perpetual, non-exclusive, world-wide right and license to use your Business Content for any purposes, and you hereby represent and warrant to Staples that you have all the rights, licenses, authorizations necessary to grant such license, thereby irrevocably granting the users of the Site and any third party publicly accessing the Site, right to access your Business Content in connection with their use of the Site. Staples may remove your Business Content from the Staples Small Business Directory at any time in Staples’s sole discretion.
  5. Representations and Warranties. You represent and warrant to Staples that:
    1. all information provided to Staples by you is true, complete and accurate in all respects;
    2. you have the authority to act on behalf of your business and bind your business to these Small Business Program T&Cs;
    3. you are authorized by your business, for which you are providing the Business Content on behalf of, to submit the Business Content to Staples for the purposes of including such information on the Staples Small Business Directory and as otherwise contemplated herein;
    4. the Business Content shall not include unlawful, harmful, offensive, threatening, abusive, harassing, invasive of privacy or publicity rights, defamatory, libelous, vulgar, obscene, pornographic, indecent, lewd, suggestive, profane, hateful, or racially, ethnically or otherwise objectively inappropriate material of any kind;
    5. you will not impersonate another person or entity, misrepresent your affiliation with a person or entity, or use a false identity;
    6. your business complies with all applicable laws and regulations, and does not offer, advertise, sell, or lease illegal products and/or services; and
    7. you will not violate any third party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, privacy right, right of publicity, or any other intellectual property or proprietary right.
  6. Third-Party Products/Services. Staples is not responsible for the products or services of any unaffiliated third party that may be referenced on the Site, and you access and use such products or services at your own risk. In no event shall any reference to a third party or third party product or service be construed as an approval or endorsement by Staples of that third party or any of their products or services.
  7. Privacy Policy. By using Staples’s website and services, you hereby consent to the terms and conditions of Staples’s Privacy Policy.         
  8. Disclaimer of Warranties. The Program and the Services are provided on an “as is” and “as available” basis. Staples makes no representations or warranties of any kind, express or implied, as to (1) the operation of the Program or the performance of the Services; (2) any third party materials, information, goods, or services, whether received or accessed via links provided by or in connection with the Services or otherwise; OR (3)  whether the Program or Services, their use, any information provided in connection therewith will be uninterrupted or secure, or will be free of defects, delays, inaccuracies or errors, including, but not limited to, warranties of fitness for a particular purpose, merchantability or non-infringement. 
  9. Limitation of Liabilities. Staples is not responsible or liable for any special, incidental, consequential, punitive or other indirect damages arising out of, relating to or connected with your participation in the Program or use of the services, regardless of the cause of action on which they are based, even if advised of the possibility of such damages occurring.
  10. Indemnity. By participating in the Program and using the Services, you agree to indemnify Staples, its officers, directors, employees, agents, successors, subsidiaries, agents, distributors, and affiliates from any claims, damages, losses, liabilities and causes of action arising out of or relating to: (i) your breach or alleged breach of these Small Business Program T&Cs (including, without limitation, claims made by third parties for infringement of intellectual property rights); (ii) your participation in the Program and your use of the Services; or (iii) your business’s products or services, or the marketing or provision thereof to end users. You agree to cooperate as fully as reasonably required in the defense of any claim. Staples reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
  11. Jurisdiction and disputes. These Small Business Program T&Cs will be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, as it is applied to agreements entered into and performed therein. Any action brought to enforce these Small Business Program T&Cs or matters related to the Program or the Services will be brought in either the State or Federal Courts of the Commonwealth of Massachusetts; provided, however, that notwithstanding anything contained in these Small Business Program T&Cs to the contrary, Staples shall have the right to institute judicial proceedings against you or anyone acting by, through or under you, in order to enforce Staples’ rights hereunder through reformation of contract, specific performance, injunction or similar equitable relief. Any claim or cause of action you have under these Small Business Program T&Cs or your participation in the Program or use of the Services: (i) must be commenced within one year after the claim  or cause of action arises, or such claim or cause of action will be barred; and (ii) must be brought individually, and not consolidated as part of a group or class action complaint. If any provision of these Small Business Program T&Cs are deemed void, unlawful or otherwise unenforceable for any reason, that provision will be severed from these Small Business Program T&Cs and the remaining provision of these Small Business Program T&Cs will remain in force.
  12. Inconsistency. In the event there is any conflict between these Small Business Program T&Cs and the Staples Connect Terms and Conditions, these Small Business Program T&Cs shall govern.