In addition to all of the other important rules set forth in this Agreement, Company asks that You please respect each other user of the Website and/or the Application, so You can help to make this Website and/or Application an inspiring and enjoyable experience for everyone.
- Purpose.The purpose of this Agreement is to set forth the terms and conditions under which, among other things, Company will license to You use of certain of Company’s technology, software and/or services so You can make use of the Website and/or Application for purposes of (a) gaining access to various travel-related content, (b) engaging in communications with other users of the Website and/or Application (including, by way of example, via blogs, message boards and one-on-one e-mail), (c) participating in certain “blogs” or other online discussion fora, and/or (d) accessing various other features and/or tools related to the foregoing. References to “Website” shall mean the website currently located at www.sheswanderful.com and references to “Application” shall mean any mobile application made available by Company either in the iTunes Store, within the Google Play store or any other similar store where mobile applications can be purchased and/or downloaded. Company’s services (the “Services”) are described within various pages of the Website and/or Application. You should review these pages to gain a better understanding of the Services and the goals behind the Website and/or Application. Access to the Website and/or Application for the purposes described above is sometimes reference to herein as the “Purpose”.
You are advised that certain areas of the Website and the Application (and Your use of certain aspects of the Services) may have different terms and conditions, or may require You to agree to and accept additional terms and conditions. If there is a conflict between this Agreement and any such terms and conditions posted in a specific area of the Website, the Application or any Service, the latter terms and conditions will take precedence with respect to Your use of or access to that area or portion of the Website, the Application or Service, as applicable.
Company does not directly provide any products or services other than making the Website and Application available. Company does not endorse or recommend the products or services of any particular company or individual. Company is not Your agent. Company’s services are administrative only. Company shall not be liable in any way for the condition of any product, the performance of any service or any other action taken by any third party. While the Services offered by Company includes an online platform (namely, the Homesharing Network described below in this Agreement) that connects members seeking to book short-term accommodations with members who are willing to make their accommodations available to other members, as described below in this Agreement), You agree and acknowledge that Company is not a travel agent, travel planner or travel guide service, and does not make any representations or warranties regarding travel engagements You may undertake as a result of or otherwise related to the Website, the Application or any content or communications contained therein. Company cannot and does not guaranty that any country or location about which You may learn through the Website or Application is safe or will at all times be safe during any travels to such country or location. Company does not have any control over any itinerary, and is not responsible for any cancelled or changed flights, cancelled or changed hotel reservations, cancelled or modified travel plans or opportunities and/or any other issues, damages, liabilities or injuries that may arise in connection with Your use of the Website, the Application, the Services or any other services described herein and/or any travel planned or facilitated, in whole or in part, by use of any of the foregoing. You agree that Company shall not be liable for any damages or costs of any type arising out of or in any way connected with any relationship initiated or any information learned at the Website or via the Application. Users of the Website and/or Application are solely responsible for independently verifying the background, reputation, mission statement and credit-worthiness of those parties with whom they enter into, or with whom they prospectively will enter into, a transaction or engagement.
Further to the preceding paragraph, in the event of any controversy or dispute regarding any transaction or engagement conducted through use of the Services, the Website or the Application (a “Dispute”), You hereby release Company, its affiliates and subsidiaries, and their respective directors, managers, officers, employees, agents, equity holders, co-branders, partners, successors and assigns (the “Released Parties”), and each of the foregoing, from any and all manner of action, claim or cause of action or suit, at law or in equity, and from any and all losses, damages, costs or expenses, including without limitation court costs and attorneys’ fees, which You may have against the Released Parties, or any of them, known or unknown, disclosed or undisclosed, which arise out of or relate in any way to a Dispute. If You are a California resident, You hereby waive Your rights under Section 1542 of the California Civil Code, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
Company expressly reserves the right to discontinue, suspend or terminate the offering of one or all of its Services, the Website, and/or the Application, at any time.
- License. Company hereby grants You a non-transferable, non-exclusive, revocable, limited license to access and use the Website and the Application as made available from time to time via mobile application during the Term (as defined below) solely for the Purpose. Company may, from time to time, update or modify the Website and/or Application, release new versions of the Website and/or Application or create new modules related thereto, each of which may, at Company’s discretion, be included within the license described above. You shall not be permitted to sublicense or transfer any of Your rights hereunder including, without limitation, access to the Application or password-protected portions of the Website.
- Certain Restrictions. You shall not directly or indirectly copy or reproduce all or any part of the Application or the Website, whether electronically, mechanically or otherwise, in any form including, but not limited to, the copying of presentation, style or organization. You shall use the Application and Website solely for its intended purposes and shall not use the Application or Website for the benefit of any third party except as specifically contemplated under this Agreement. You shall not use the Application or Website to post, transmit, convey, submit, distribute, store or destroy any content, photographs, videos, descriptions, drawings, content, audio materials, text, messages or other information (collectively, “Posted Information”): (a) in violation of any Applicable Law; (b) in a manner that will infringe the intellectual property rights of others; (c) that is defamatory, obscene or trade libelous; (d) that contains any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (e) that is false, misleading or inaccurate in any way; (f) that is inappropriate or pornographic in any way; or (g) in violation of the any acceptable use policy or other policy posted at the Website or within the Application from time to time. You shall not violate or attempt to violate the security of the Application or the Website. You shall not reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from the Application or Website, including, without limitation, any of the software comprising or in any way making up a part of the Application or Website. You shall defend and indemnify Company, at Your sole cost and expense, from and against any claims, damages, liabilities and/or expenses arising out of Your breach of any of Your obligations or representations set forth in this Section 3.
- Account Registration; Certain Responsibilities and Acknowledgments. In order to use and access certain features of the Website and/or the Application, You must register to create an account and to become a member. When You create an account, You may be asked to supply certain information, such as Your name, email address, user name, password and credit card or other payment information. You shall be solely responsible for: (a) all activities and actions under Your account, including, without limitation, all Posted Information You post at the Website and/or input into the Application; (b) ensuring that all Posted Information is appropriate in tone and is accurate; (c) complying with all Applicable Laws; (d) maintaining all passwords and access codes to the Application and/or Website, and refraining from sharing or otherwise permitting third parties to use any such passwords and/or access codes to access the Application and/or Website; and (e) immediately notifying Company of any unauthorized use of either Your password or membership account, or any other breach of the security of the Website or the Application of which You have knowledge. You acknowledge that once a message, content or any Posted Information is submitted or posted to the Website or the Application, You may not be able to withdraw or delete it, and You acknowledge that it may be used (or misused), published or re-published by third parties on the Website or the Application or elsewhere.
- Company Rights. Company shall be entitled, at its sole discretion, to: (a) remove or cancel any Posted Information that Company deems to be offensive, illegal, inaccurate, contrary to any agreement or contract or inappropriate in any way, and Company shall not be liable to You or any other party on account of any such decision; (b) review all Posted Information to ensure that it complies with all Applicable Laws; or (c) suspend, restrict and/or terminate, without notice of any kind, Your access to the Application or Your Company Website account for any reason. Notwithstanding the foregoing, Company shall not be required to review or monitor any Posted Information entered into the Application or otherwise posted by You at the Website, and You shall be solely responsible for the veracity and accuracy of all such Posted Information.
- Fees. Fees charged for the various products and/or services offered at the Website or through the Application, if any, are set forth in various locations throughout the Website, within the Application or in a separate document (including, without limitation, fees payable in connection with “Pro” or other membership levels available from time to time). In consideration for providing the Services, You agree to pay all such fees which are due and owing on account of the selections You have made at the Website, within the Application or through any Company representative (collectively, the “Fee”). Fees are payable as set forth in the applicable portion of the Website or Application, and You hereby agree to pay all costs and expenses incurred by Company (including attorneys’ fees) in collecting past due Fees. In addition, past due Fees shall accrue interest at the lesser of 1.5% per month or the maximum rate allowed by law. By checking the “I Accept” box at the end of this Agreement (or elsewhere on the Website, if applicable), downloading the Application or otherwise using any Services, You hereby agree to pay all Fees due and owing to Company (and, if applicable, authorize Company to charge the credit card You have on file with Company for all Fees due and owing hereunder). All fees described herein (including, without limitation, the Fees) are non-refundable once paid.
- Term and Termination. This Agreement shall continue in full force until the earlier to occur of (a) either party providing written or electronic notice of termination to the other party (at which point You shall no longer be entitled to access non-public portions of the Website or use the Application), or (b) Company electing, in its sole and absolute discretion, to terminate Your access to the Application or Website, with or without notice (the “Term”). Upon termination of this Agreement for any reason, You shall no longer be entitled to access or use the Application or any other non-public portions of the Website. In addition to the foregoing, in the event that Company determines, in its sole and absolute discretion, that You have breached this Agreement, threatened to breach this Agreement, committed any fraud or deception, breached any Company policy in effect from time to time or otherwise failed to perform to the standards required by Company, Company shall be entitled, at its discretion and in addition to any other remedies it may have hereunder and/or at law, to terminate, cancel or suspend Your access to the Application or to any non-public portion of the Website, terminate any membership You may have purchased and/or eliminate Your access to submit Posted Information within the Website or Application, in each of the foregoing cases at any time and for any period of time. Company shall not be responsible for the return of any Posted Information of any kind to You upon any termination of this Agreement or suspension of Your access to the Application or Website, including without limitation any information input into the Application or Website by You. Sections 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15 of this Agreement shall survive any termination of this Agreement.
- Intellectual Property.
(a) General Ownership. All trademarks, patents, copyrights and other intellectual property rights owned by either party on the date hereof shall continue to be owned solely by such party, and except as set forth herein, nothing in this Agreement shall be deemed to confer any rights to any such intellectual property on the other party. For purposes of clarity: (i) as between You and Company, You shall be deemed to be the sole owner of all Posted Information entered into the Application or otherwise posted by You, and You represent and warrant that You own all copyright in the Posted Information, or if You are not the owner, that You have permission to use the Posted Information and that You have the right to display and reproduce the Posted Information; and (ii) Company is the sole owner of the name “GoGirl” and “Wanderful”, as well as the Website, the Application, and all source code, object code, software, content, copyrights, trademarks, patents and other intellectual property related thereto or included therein. All suggestions, recommendations, bug-fixes, error-fixes or other communications from You to Company regarding the Application or the Website shall, upon submission to Company, be owned solely and exclusively by Company. In addition, Company shall be entitled to post feedback at the Website and within the Application (and/or allow others to do so), both positive and negative, regarding any user. You acknowledge and agree that the applicable supplier(s) of any third party software, music, sound, photo, image, video and/or content included within the Website and/or Application shall own all worldwide rights, title and interest in and to such third party software, music, sound, photo, image, video and/or content (and any intellectual property rights therein), subject to such suppliers’ license of such materials to Company.
(b) Use of Posted Information. In exchange for Your use of the Website and/or the Application, You hereby grant to Company an unlimited, perpetual, irrevocable, fully-paid, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, reproduce, modify, publish, edit, translate, distribute, archive, commercially exploit, repurpose, perform and display any and all Posted Information You post to the Website, submit to Company or post through the Application, alone or as part of other works in any form, media or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees. You also irrevocably grant the users of the Application and/or the Website the right to access and review Your Posted Information in connection with their use of the Application and/or Website. Finally, You irrevocably waive, and cause to be waived, against Company and its users any claims and assertions of moral rights or attribution with respect to Your Posted Information. Company shall be entitled to display advertising and/or any other content at locations of its choosing within the Website and/or Application, including without limitation adjacent to Your Posted Information.
- Confidentiality; Non-Solicitation. You agree to treat as confidential all confidential information of Company, not to use such confidential information for any purpose other than to the limited extent necessary to use the Application, the Website and/or the Services, and not to disclose such confidential information to any third party except as may be reasonably required pursuant to this Agreement and subject to confidentiality obligations at least as protective as those set forth herein. Without limiting the generality of the foregoing, You shall use at least the same degree of care which You use to prevent the disclosure of Your own confidential information of like importance to prevent the disclosure of confidential information disclosed by Company,provided, however, that in no event shall such degree of care be less than reasonable in light of general industry practice. In addition, during the Term and for a period of one year thereafter, You shall refrain from directly or indirectly soliciting, enticing, persuading or inducing any individual who is then, or has been within the 1-year period prior to the applicable date, an employee or contractor of Company to terminate their employment or other service relationship with Company or to become employed by or enter into contractual relations with any other individual or entity.
(a) No Warranties. Except as explicitly set forth herein, neither Company, its affiliates, subsidiaries nor any of any such party’s equity holders, directors, managers, officers, employees, agents, suppliers, licensors nor the like, makes any warranties of any kind, either expressed or implied, including, without limitation, (i) warranties of merchantability or fitness for a particular purpose, (ii) that the Website or the Application will be error-free, (iii) as to a minimum level of uptime for the Application or the Website, (iv) as to the condition, utility or potential uses of any product or service listed at the Website and/or within the Application, (v) as to the accuracy or timeliness of any information posted within the Website or Application, (vi) regarding any travel or other recommendation or plans available through the Website or Application, or (vii) as to the results that may be obtained by You by entering into this Agreement and/or using the Application or Website. You agree and acknowledge that the Application and Website are licensed and/or provided hereunder on an “as is” basis, and if You choose to use the Website, the Application or any Services (including, without limitation, the Homesharing Network) You do so at Your sole risk. In addition, You hereby agree and acknowledge that: (A) Company shall not be responsible for any actions taken by any other party using the Application or Website or for reviewing any of Your Posted Information; (B) Company does not recommend or endorse any third parties hereunder, and makes no representations or warranties whatsoever regarding any such third party; (C) Company is not responsible for any other party’s compliance with Applicable Laws (including, without limitation, any licensing requirements); (D) Company’s services are administrative in nature and Company is not responsible for verifying the accuracy or veracity of any Posted Information; (E) Company shall not, under any set of circumstances, be responsible or liable for any content, text, photographs and/or other Posted Information, including any Posted Information which may violate Applicable Law and/or a third party’s intellectual property rights; (F) You are solely responsible for taking all precautions necessary to maintain the safety of Your person and/or belonging both during and after travel, and (G) the Application and/or Website may not function properly or as intended at times.
(b) Unavailability of Website or Application. You are responsible, at Your sole cost and expense, for providing all equipment necessary to access the Internet, the Website and/or the Application, and for taking Your own precautions to ensure that the process You employ for accessing the Website and/or the Application does not expose You to the risk of viruses, malicious computer code or other forms of interference which may damage Your computer system(s) or other electronic device(s). Company does not accept responsibility for any interference or damage to any computer system that arise in connection with Your use of the Website or the Application or any website linked to either. While it is Company’s objective to make the Website and Application accessible at all times, the Website and/or Application may be unavailable from time to time for any reason including, without limitation, routine maintenance. In addition, various portions of the Website or Application may operate slowly from time to time. You understand and acknowledge that due to circumstances both within and outside of the control of Company, access to the Website and/or the Application may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, Company shall not be liable in any way for any delay in responding to an inquiry or question forwarded by You or for the effects any delay or unavailability may have on You. YOU AGREE THAT COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH INTERRUPTION, SUSPENSION OR TERMINATION OF THE WEBSITE AND/OR APPLICATION AND THAT YOU SHALL PUT IN PLACE CONTINGENCY PLANS TO ACCOUNT FOR SUCH PERIODIC INTERRUPTIONS OR SUSPENSIONS OF THE WEBSITE AND/OR APPLICATION.
- Limitation on Liability; Indemnification. COMPANY SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNATIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE APPLICATION OR WEBSITE, OR FOR ANY INFORMATION, PRODUCTS OR SERVICES OBTAINED THROUGH YOUR USE OF THE APPLICATION OR THE WEBSITE, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. IN ANY EVENT, COMPANY’S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $50.
You agree to defend, indemnify and hold harmless Company and its offices, directors, employees and agents from and against any claims, liabilities, damages, losses and expenses, including, without limitation, reasonable attorneys’ fees and court costs, arising out of or in any way connected with (a) You access to or use of the Website, the Application, the Services or Your violation of this Agreement, (b) Your (i) interaction with any member or user of the Website, the Application or any Service, (ii) any injury, loss or damage relating to Your booking or use of any accommodation in connection with Your use of the Homesharing Network.
- Force Majeure. Company shall not be liable to You for failure or delay in performing any obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control.
- General Terms. The following terms and conditions govern general use of the Website and, in certain instances, the Application:
(a) You agree to abide by all restrictions displayed on the Website and/or within the Application, as and when they are updated from time to time, including, without limitation, the rules in this Section 13. Company reserves the right to remove any content You post to the Website or within the Application, block the sending of any inquiry or other content Company deems inappropriate in its sole discretion, and may terminate all access to the Website and/or Application at any time in its sole discretion for any or no reason. While Company reserves the right to monitor all postings and/or content posted at the Website and/or within the Application, it has no obligation to do so.
(i) Permitted Uses. You may use the Website and/or the Application only in good faith for the purposes described herein. You may download and print out portions of the content from the Website and/or the Application for non-commercial purposes provided that You follow the rules in this Agreement and all Applicable Laws. You may not use the Website or Application to promote another business or commercial venture unless separately agreed to in writing with Company.
(ii) Distribution. Except as expressly permitted under other provisions of this Agreement, You may not modify, reproduce, duplicate, copy, photocopy, print, republish, display, translate, transmit, distribute, sell, resell, rent, lease, loan, exploit, reduce to any electronic medium or machine-readable form, or otherwise make available in any form or by any means all or any portion of the Website and/or the Application, the content or any information or materials retrieved from either of them, including, without limitation, graphics and logos, in whole or in part, for any purpose.
(iii) Derivative Works. You may not create compilations or derivative works of the Website or the Application, the Website or Application content or any other materials from the Website or Application.
(v) Infringement. You may not use the Website, Application, the Website and/or Application content or any other materials from the Website or Application in any manner that may infringe upon any copyright or other intellectual property right, proprietary right, or other property right of Company or any third party.
(vi) Information Distribution. You may not use the Website and/or Application or any communications service, chat room, message board, blog, forum, newsgroup, or other interactive service that may be available to You on or through the Website or Application to transmit, upload, post, distribute or facilitate distribution of, or otherwise make available any information or content, including text, communications, software, images, videos, sounds, data or other information, that:
(A) is false or intentionally misleading;
(B) contains explicit or graphic descriptions or accounts of sexual acts, including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals;
(C) includes any inside information and/or proprietary or confidential information learned or disclosed under nondisclosure agreements;
(D) You are restricted from using under any Applicable Law;
(E) infringes upon the intellectual property rights of any third party; or
(F) contains software viruses, Trojan horses, worms, time bombs, cancelbots or any other computer code, files or programs that are designed or intended to disrupt, damage, or limit the functions of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any other party.
(vii) Other Prohibited Uses. You may not use the Website or Application for any purpose that:
(A) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, or otherwise violates Company’s rules or policies;
(B) victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law;
(C) invades any person’s or entity’s privacy or other rights;
(D) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
(E) misidentifies You or impersonates any person or entity, including, without limitation, any employee or representative of Company, or falsely states, implies, or otherwise misrepresents Your affiliation with a person or entity by, for example, pretending to be someone other than You or pretending to represent a company or organization that You are not affiliated with or authorized to represent, or attempting to gain unauthorized access to the Website or the Application; or
(F) could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.
(viii) Others’ Personal Information. You may not knowingly solicit or collect personal information from a child 18 years old or younger without appropriate prior verifiable parental consent.
(ix) Harm to Minors. You may not take any action on the Website or within the Application or use the Website and/or Application content to harm minors in any way.
(x) Solicitation. You may not use the Website or Application or any Website or Application content in a manner that violates any state or federal law regulating commercial e-mail, facsimile transmissions or telephone solicitations.
(b) The Website, the Application and the Website and Application content contains and/or provides access to content provided by third parties, including, without limitation, information, dialogue, opinions, stories, advice, recommendations, statistical data, text, software, music, routines, sound, photographs, graphics, video, messages, and other materials, whether publicly or privately posted to or e-mailed or otherwise transmitted through the Website or Application (“Third Party Content”) that may include content You find to be offensive, indecent or objectionable. The third party from whom any such Third Party Content originates is solely responsible for it and Company assumes no responsibility to verify, has no control or influence over, makes no representations regarding, and does not guarantee the accuracy, integrity or quality of any Third Party Content. Accordingly, Company has no liability of any kind to You or any other person relating to any Third Party Content, including, without limitation, mistake, misstatement of law, omission, falsehood, defamation, obscenity, pornography, profanity, opinion, representation and any other content contained in the Third Party Content or for any loss or damage of any kind incurred as a result of the use of any Third Party Content. Statements of opinion and commentary in Third Party Content are those of the third party and, unless Company expressly states in writing to the contrary, Company neither endorses nor adopts as its belief any such statements. Company provides information in articles Company posts or links to through the Website only for educational and general informational purposes and not as professional advice. Company has made no attempt to verify any information contained in any such articles, posts or links.
(c) As a convenience to You and other Website visitors and/or users of the Application, the Website and/or the Application may contain links to websites that are owned and operated by third parties that are not affiliated with Company. When You use these links, You will leave the Website and Company will have no ability to protect Your interests. You visit linked websites at Your own risk and it is Your responsibility to take any protective measures to guard against viruses and other destructive elements. Company is not responsible for and, unless it expressly states otherwise in writing, makes no warranty or representation regarding and does not endorse any linked website or any service, product or information provided on or through any linked website. Company reserves the right to terminate or add any such linked website at any time.
If You believe that Your intellectual property or work has been copied in a way that constitutes copyright infringement, or that Your intellectual property rights have been otherwise violated, please provide Company’s Agent for Notice with the following information in English (Your “Notice”):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that You claim has been infringed;
- a description of where the material that You claim is infringing is located on the Website or within the Application;
- Your address, telephone number, and email address;
- a statement by You that You have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
- a statement by You, made under penalty of perjury, that the above information in Your Notice is accurate and that You are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
In some circumstances, in order to notify the individual or entity who or which provided the allegedly infringing content to which Company has disabled access, Company may forward a copy of a valid Notice including name and email address to such individual or entity. Company’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
9 Cornwall St. #3
Boston, MA 02130
- Miscellaneous. Each party shall pay its own costs and expenses in connection with this Agreement and its activities hereunder. The rights and obligations of the parties under this Agreement shall be governed by the laws of the State of Illinois, without reference to conflict of law principles, and all disputes arising hereunder or in connection with this Agreement, the Website and/or the Application shall be resolved in the appropriate Federal or state court located solely and exclusively in Cook County, Illinois. You hereby consent to exclusive jurisdiction in Illinois, and agree not to raise any defense offorum non conviens or any similar defense. The relationship between the parties under this Agreement is that of independent contractors and neither shall be, nor represent itself to be, the joint venture, franchiser, franchisee, partner, agent, employee or representative of the other party for any purpose whatsoever. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns, but shall not be assignable by You without Company’s prior written consent. If any provision of this Agreement is held to be unenforceable or invalid for any reason, or if any governmental agency rules that any portion of this Agreement is illegal or contrary to public policy, the remaining provisions, to the extent feasible, will continue in full force and effect with such unenforceable or invalid provision to be changed and interpreted to best accomplish its original intent and objectives.
Non-Liability Agreement in Connection with the Wanderful Homesharing Network
The following provisions of this Agreement shall apply to the extent that You use the Wanderful Homesharing Network, as described in the Website and/or the Application, and shall apply to You whether and to the extent that You are either a “Hostess” or a “Guest” (as defined below), and all other terms and conditions of this Agreement shall apply to Your utilization of Wanderful’s Homesharing Network.
- The Homesharing Network is intended solely for use by persons who are at least 18 years old. Any access to or use of the Homesharing Network by anyone under the age of 18 is expressly prohibited. By accessing or using the Homesharing Network, You represent and warrant that You are at least 18 years old.
- In providing access to the Homesharing Network to You via the Website and/or the Application, Company, or its representative(s), provides an administrative platform to You and Company’s other members that is intended to promote connections between (a) those who have either or both of housing in the form of extra bedrooms or couches and/or a willingness to accompany visitors to various activities (each, a “Hostess”), and (b) those who are in need of short-term accommodations and/or seek the advice and participation of local residents for sightseeing and local activities (“Guests”). YOU ACKNOWLEDGE AND AGREE THAT COMPANY’S RESPONSIBILITIES AND OBLIGATIONS WITH RESPECT TO THE HOMESHARING NETWORK ARE LIMITED TO FACILITATING THE AVAILABILITY OF THE WEBSITE, THE APPLICATION AND THE HOMESHARING NETWORK, AND THAT COMPANY IS AND WILL NOT BE A PARTY TO ANY AGREEMENT ENTERED INTO BETWEEN A HOSTESS AND A GUEST, AND COMPANY HAS NO CONTROL OVER THE CONDUCT OF ANY HOSTESS, GUEST OR OTHER USER OR OCCUPANT OF ANY ACCOMMODATIONS, AND COMPANY DISCLAIMS ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW. ACCORDINGLY, ANY BOOKINGS FOR ACCOMMODATIONS VIA THE HOMESHARING NETWORK WILL BE MADE OR ACCEPTED AT YOUR OWN RISK. If You choose to become a Hostess and to post a listing on the Homesharing Network, You acknowledge and agree that Your relationship with Company is limited to being a user and an independent third-party contractor, and not an employee, agent, joint venture or partner of Company for any reason, and You agree not to do anything to create a false impression that You are endorsed by, partnering with, or acting on behalf of or for the benefit of Company. Company reserves the right, at any time and without prior notice, to remove or disable access to any listing on the Homesharing Network for any reason.
- Company is dependent on information provided by Hostesses, Guests and other third parties, and makes no warranty, express or implied, as to the accuracy or completeness of the information provided. Company reserves the right to run background and credit checks through a third party on potential Guests and/or Hostesses as part of Company’s service (including, subject to applicable regulations, criminal background and credit checks) and may use this information to propose Guests to Hostesses, however, Company does not have the obligation to run any such checks, and all decisions ultimately reside with the Hostess and Guest, including without limitation decisions as to the appropriateness of entering into any lodging agreement or other arrangement with another Guest or Hostess. You agree and authorize Company to use Your personal information, such as Your full name and date of birth, to obtain and review such background and credit checks. Connecting a Guest with a Hostess, and/or any involvement in arranging a meeting between any parties, does not constitute a recommendation or endorsement of any kind by Company and should not be construed in any way to suggest that Company has determined that a Guest or Hostess is safe, law abiding, financially stable or otherwise a reasonable match with any other party. Notwithstanding the foregoing, Company does wish to disclose that Company may receive a commission or other fee based on any payment made by a Guest to a Hostess in connection with their use of the Homesharing Network. Hostesses must take full personal responsibility for asking questions and/or requesting documentation until they are satisfied that they know enough about the proposed Guest to feel comfortable sharing a home with him/her and/or accompanying him/her to activities. Conversely, each Guest is solely responsible for performing all due diligence in respect of a potential Hostess to determine whether or not to enter into a co-habitation arrangement with such Hostess and/or allow such Hostess to accompany such Guest to activities.
- Company provides only the services explicitly stated in this Agreement and does not screen for the medical fitness of Guests or Hostesses. By requesting the services of Company, parties who have, or are seeking housing, are responsible for being medically fit to enter into a rental or similar arrangement and ensuring that any third parties with whom they may enter into any such arrangement are also medically fit.
- The final decision on living arrangements and/or activities will be mutually made by the Guests and Hostesses without input from Company. There is no expressed or implied guarantee by Company of the suitability of the match for either party. Company is not a real estate broker, travel agent or insurer (though Company does recommend that all Hostesses obtain appropriate insurance for their accommodations, and that they review any insurance policy that they may have for their accommodations carefully to make sure that such insurance policy will cover the actions or inactions of or relating to Guests and any individuals that Guests may invite to the accommodation, if applicable, while at Hostesses’ accommodation), is not a party to any transaction consummated through the Company service, and has no control over the conduct or actions of any Hostess or Guest. Company, notwithstanding any recommendations, guidelines, form leases and/or agreements it may provide or otherwise make available to Guests and/or Hostesses from time to time, does not provide legal, tax or accounting advice of any kind, and Guests and Hostesses are encouraged to seek the advice of experienced legal counsel, tax advisors and other professionals in connection with evaluating any Guest or Hostess, conducting interviews, reviewing and/or negotiating agreements and/or entering into any rental arrangement or other transaction with any such party.
- Each Hostess, Guest and any other party that may use Company’s services from time to time covenants and agrees that in no event shall Company or its staff, equity holders, managers, officers or members, either individually or as a group, be responsible or liable in any way to any party to a rental arrangement or other business relationship for any liability resulting from room rental activities, other activities or any other liabilities, damages, injuries, claims, expenses or other claims arising out of any business arrangement resulting from Company’s services or platform (including, without limitation, last minute cancellations, any failure to pay rent or other fees, damage caused to home or other property, injuries caused to residents within a home, failure to maintain a home or various rooms within a home and/or any other action taken or omitted to be taken by any Hostess, Guest or other third party). Each Hostess and Guest shall defend and indemnify Company and its staff, equity holders, managers, officers, advisors, agents and members from and against any claims, allegations or lawsuits against any such party involving or arising out of the foregoing.
- Company, together with its equity holders, managers, officers, volunteers, advisors, agents and employees, shall be held harmless from any and all suits, claims, loss, liability or damage arising out of, or resulting from, Company’s services and/or any transactions or business arrangements resulting from Company’s services (including, without limitation, any errors made by Company in obtaining, reviewing or assessing any background or other information regarding any Guest or Hostess).
- Hostesses and Guests are solely responsible for reviewing all Applicable Laws, including those related to the withholding and payment of all applicable taxes, prior to entering into any home rental or similar arrangement. Each Hostess and Guest agrees and acknowledges that the Applicable Laws which may govern or otherwise apply to home rental or similar arrangements vary from state to state, city to city, county to county and township to township. By way of example, (a) in certain locations Hostesses may need to be licensed or registered to enter into short-term rental arrangements, and (b) certain municipalities or regions may have laws which place restrictions on short term paid rental arrangements within a home, and in certain cases various types of short-term rental arrangements may be prohibited altogether. Company makes no representations or warranties regarding any such laws, rules, regulations or ordinances, as it is incumbent on each Guest and Hostess to review the Applicable Laws in the jurisdiction in which they plan to lease or provide short-term accommodations to ensure that he or she remains in compliance with all such Applicable Laws at all times.
- Acceptance of this Agreement, and in particular, this Non-Liability Agreement, is a condition for each Guest, Hostess and/or other party to use any software platform or services made available by Company or its affiliates in connection with the Homesharing Network, and use of any such service shall be deemed to constitute acceptance of the terms and conditions set forth herein. This Non-Liability Agreement shall constitute a binding agreement on each Hostess, Guest and other user of Company’s platform or services in connection with the Homesharing Network, and is also binding on all heirs, representatives, assigns or anyone else claiming through or on behalf of any Hostess or Guest. This Non-Liability Agreement may be modified or updated from time to time, and any such modification or update shall be deemed to be effective upon posting online or otherwise notifying users of any such change, unless a longer period is required by Applicable Law.