Terms & Conditions


VenueWant Terms & Conditions

THE VENUEWANT TERMS AND CONDITIONS ARE COMPRISED OF OUR TERMS OF USE, USER AGREEMENT, AND ANY PROMOTIONAL TERMS AND CONDITIONS.

Table of Contents.

1. PRIVACY
2. ELIGIBILITY; ACCOUNT AND PROFILE INFORMATION
3. OWNERSHIP
4. LICENSE
5. THIRD-PARTY PRODUCTS AND SERVICES
6. USER CONTENT
7. PERMITTED AND PROHIBITED USES OF THE APPLICATIONS
8. COPYRIGHT POLICY
(a) Infringer Policy
(b) Copyright Complaints
9. FEEDBACK
10. TRADEMARKS
11. APP STORE
12. REPRESENTATIONS AND WARRANTIES
13. TERMINATION
14. MODIFICATIONS TO THE APPLICATIONS
15. DISCLAIMERS
16. LIMITATION OF LIABILITY
17. INDEMNIFICATION
18. DISPUTE RESOLUTION
19. VENUE; GOVERNING LAW
20. MISCELLANEOUS

VenueWant User Agreement

1. DEFINITION
2. OTHER APPLICABLE TERMS AND POLICIES
3. DESCRIPTION OF THE SERVICES
4. VENUES
(a) Adding and Managing Venues
(b) Booking and Confirming Venues
(c) Licensing Venues
(d) Required Insurance
(e) VenueWant Concierge Services; Concierge Services Fee
5. PROCESSING PAYMENTS
6. TAXES
(a) Taxes on Transactions Concerning Hosts and Guests.
(b) Taxes on Transactions with VenueWant
7. INTERACTIONS BETWEEN HOSTS AND GUESTS, AND GUESTS AND THIRD-PARTY VENDORS
(a) Cancellations and Refunds
(i) Cancellations by Guests
(ii) Cancellations by Hosts
(iii) Cancellations by VenueWant
(iv) VenueWant Concierge Services
(v) Booking Rescheduling
(vi) General
(b) Security Deposits
(c) Overtime
(d) Damages
(e) Inappropriate Conduct
(f) Dispute
(g) Disclaimer and Release of Liability
8. USE OF THE SERVICES
9. INTELLECTUAL PROPERTY RIGHTS
(a) The Services
(b) User Information and Content
(c) Use of Name; Press Releases
10. DISCLAIMERS
11. LIMITATION OF LIABILITY
12. INDEMNIFICATION
13. DISPUTE RESOLUTION
14. VENUE; GOVERNING LAW
15. TERMINATION
16. MISCELLANEOUS

VenueWant Terms Of Use

Last updated: February 17, 2015

PLEASE READ THESE APPLICATIONS TERMS OF USE CAREFULLY. BY ACCESSING OR USING THE APPLICATIONS (AS THAT TERM IS DEFINED BELOW) YOU AGREE TO BE BOUND BY THESE APPLICATIONS TERMS OF USE. IF YOU DO NOT AGREE TO ALL OF THESE APPLICATIONS TERMS OF USE, YOU ARE PROHIBITED FROM ACCESSING OR USING THE APPLICATIONS. CAPITALIZED TERMS NOT DEFINED HEREIN SHALL BE DEFINED AS PROVIDED IN OUR USER AGREEEMNT.

These Applications Terms of Use (these “Terms”) apply between you and VenueWant, Inc. (“VenueWant,” “we,” or “us”) in connection with your access to and use of our web-based and/or mobile applications (the “Application”). These Terms do not change the terms or conditions of any other written agreement you may have with us for products, services, or otherwise. If you are using the Applications on behalf of an entity, you represent and warrant that you are authorized to accept these Terms on the entity’s behalf and that the entity agrees to be responsible to VenueWant if you or they violate these Terms.

We reserve the right to change these Terms at any time at our discretion, except as expressly set forth in these Terms. If we make changes to these Terms, we will provide notice of the changes, such as by sending you an email, by providing notice through the Applications, or by updating the “Last updated” date at the top of these Terms. Your continued use of the Applications after we provide notice of the changes will confirm that you accept the changed Terms. We encourage you to review these Terms regularly to ensure that you understand the terms and conditions that apply to your use of the Applications. If you do not agree to the changed Terms, you must stop using the Applications.

Questions or comments about these Terms may be directed to VenueWant at help@VenueWant.com

1. PRIVACY

Please refer to the VenueWant privacy policy at https://venuewant.com/terms/home/privacy for information about how VenueWant collects, uses, and discloses information about you.

2. ELIGIBILITY; ACCOUNT AND PROFILE INFORMATION

You must be at least 18 years of age and a United States resident to access and/or use the Applications. To access certain areas and features within the Applications, you must register an account and create a profile. During the account registration process, you may be required to agree to additional terms of service governing certain features of the Applications. All information that you provide in connection with your account and profile must be accurate, truthful, current, and complete. You will maintain the security of your account, including the password used to access the account, and will promptly notify us if you discover or otherwise suspect any security breaches related to your account. By registering for an account, you accept all risks of unauthorized access to the account. We reserve the right to deny registration of any account at our discretion and to terminate your access to all or any part of the Applications if you at any time provide inaccurate, false, or misleading information in connection with your account or profile.

3. OWNERSHIP

All information, materials and content in the Applications, including text, graphics, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces, source and object code, format, queries, algorithms, and other content (collectively, the “Materials”), is owned by VenueWant or is used with permission. The Materials are protected in all forms, media, and technologies now known or hereinafter developed. Unless otherwise indicated, the Applications (including any Materials therein) contain the valuable proprietary content of VenueWant and our licensors and are protected by copyright and other intellectual property laws and treaties. You will not use the Applications (including any Materials therein) except in its intended manner in accordance these Terms. VenueWant reserves all rights not expressly granted in these Terms, and no licenses or rights are granted by VenueWant to you under these Terms, whether by implication, estoppel or otherwise.

4. LICENSE

Subject to the terms, conditions and limitations set forth in these Terms, VenueWant grants you a non-exclusive, non-transferable, revocable license to use the Applications (including any Materials therein) on any mobile device that you own or lawfully control, solely for purposes for which the Applications are provided. The terms of the license will also govern any upgrades provided by VenueWant that replace or supplement the original Applications, unless the upgrade is accompanied by a separate license, in which case the terms of that license will govern. Except as expressly permitted in writing by us, you will not do, and will not authorize or permit any third party to do, any of the following in connection with the Applications: (a) distribute or make the Applications available over a network where it could be used by multiple devices at the same time; (b) rent, lease, lend, sell, redistribute, or sublicense the Applications; (c) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Applications, any updates, or any part thereof (except as and only to the extent any of the foregoing restrictions are prohibited by applicable law); (d) knowingly take any action that would cause the Applications to be placed in the public domain; or (e) remove, alter or obscure any copyright, trademark, or other proprietary rights notice on or in the Applications. If you violate any of the foregoing restrictions, your right to use of the Applications will immediately cease, and you will have infringed the copyright and other rights of VenueWant, which may subject you to prosecution and damages.

5. THIRD-PARTY PRODUCTS AND SERVICES

VenueWant may provide information about third-party products or services and include links to third-party products and services through the Applications. We do not control, endorse, or adopt any third-party information on the Applications and make no representation or warranties of any kind regarding third-party information on the Applications, including representation or warranties as to its accuracy or completeness. Your business dealings or correspondence with, or participation in promotions of, these third parties (and any terms, conditions, warranties, or representations associated with those dealings, correspondence, or promotions) are solely between you and the third parties. We are not responsible for, and will not be liable for, any loss or damage of any sort incurred as the result of any such dealings, correspondence, or promotions, or any third-party information on the Applications.

6. USER CONTENT

The Applications may include interactive areas or services (“Interactive Areas”), such as forums, chat rooms, message boards, online hosting, storage services, or other areas or services, in which you or other user may create, post, or store any content, messages, materials, data, information, text, music, sound, photos, video, graphics, Applications, code, or other items or materials (“User Content”). User Content posted on Interactive Areas is publicly viewable to others. As a provider of Interactive Areas, VenueWant is not liable for any statements, representations, or User Content provided by you through Interactive Areas. Although we have no obligation to screen, edit, or monitor any User Content, we reserve the right, and have the discretion, to remove, screen, or edit any User Content posted or stored on the Applications at any time and for any reason without notice. You are solely responsible for your User Content and for your use of Interactive Areas, which you use at your own risk. By using Interactive Areas, you will not (and will not allow or authorize any third party to) post, upload to, transmit, distribute, store, create, solicit, disclose, or otherwise publish through the Applications any of the following:
• User Content that is disrespectful towards others, unlawful, libelous, defamatory, invasive of privacy or publicity rights, abusive, or otherwise objectionable to us, in our sole and absolute discretion;
• User Content that would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party, or otherwise create liability or violate any local, state, national, or international law;
• User Content that may infringe the patent, trademark, trade secret, copyright, intellectual, privacy, or proprietary right of any party;
• Private information of any third party individuals, including addresses, phone numbers, Social Security numbers, and payment card information;
• Viruses, corrupted data or other harmful, disruptive, or destructive files; or
• User Content that, in our judgment, is objectionable, restricts or inhibits any other person from using or enjoying the Application, or may expose VenueWant or Users to harm or liability of any type.
You are solely responsible for creating backup copies of and replacing any User Content you post or store in Interactive Areas at your sole cost and expense. By submitting or posting User Content, you hereby grant to VenueWant a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display the User Content in any medium and in any forum, including but not limited to third-party websites, for our marketing and promotional purposes, along with your name, company name, location, and any other information you submit with the User Content. The use of your or any other User’s name, likeness, voice, or identity in connection with the Applications or VenueWant’s products and services does not imply any endorsement thereof unless explicitly stated otherwise.

7. PERMITTED USE OF THE APPLICATION

You are solely responsible for your conduct in connection with the Applications. You will not violate any applicable state, federal, and local laws, rules, and regulations, including, without limitation: zoning laws or restrictions; neighborhood or condominium covenants, conditions and restrictions (aka CC&R's); state and federal tax regulations; privacy and data security laws; the U.S. Patriot Act; the CAN-SPAM Act and similar laws; payment, credit, stored value, money services business, e-money and similar laws; and OFAC compliance and similar requirements (“Applicable Laws”), contract, intellectual property, or other third-party right, or commit a tort in connection with the Applications. In addition, you will not do, and will not allow or authorize any third party to do, any of the following:
• Use the Applications in any manner that could interfere with, disrupt, negatively affect, or inhibit our other users from fully enjoying the Applications or that could damage, disable, overburden, or impair the functioning of the Applications in any manner;
• Impersonate or post on behalf of any person or entity, or otherwise misrepresent your affiliation with a person or entity;
• Cheat or use unauthorized exploits in connection with your use of the Applications;
• Stalk, intimidate, threaten, or otherwise harass or cause discomfort to our other users;
• Send, distribute, or post spam or unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
• Harvest or otherwise collect information about our other users, including email addresses, without their permission;
• Use the Applications for any illegal or unauthorized purpose, or engage in, encourage, or promote any illegal activity or other activity that violates these Terms; or
• Circumvent or attempt to circumvent any filtering, copy protection mechanisms, security measures, or other features we may adopt to protect VenueWant, the Applications, our users, or third parties.
• Referencing or disclosing any personal, business or other contact information through the Applications including but not limited to any email address, website, phone number, or instant messaging ID are considered each a "Prohibited Communication"). Any such Prohibited Communication prevents VenueWant from ensuring a successful Booking or providing support surrounding disputes in relation to a Booking. VenueWant disclaims any and all liability, whether direct, indirect, consequential, special, or otherwise, arising from, related to, or in connection with, any Prohibited Communication. Any single Prohibited Communication shall be grounds for all parties involved being permanently banned from using the Applications.
USE OF THE APPLICATIONS THAT IS INCONSISTENT WITH YOUR OBLIGATIONS UNDER THESE TERMS SHALL RESULT IN IMMEDIATE SUSPENSION OR TERMINATION OF YOUR ACCOUNT AND MAY ALSO RESULT IN LEGAL ACTION.

Your use of the Applications is at your own risk. VenueWant is not responsible or liable for the conduct of, or your interactions with, any other users (whether online or offline) or for any associated loss, damage, injury, or harm.

8. COPYRIGHT POLICY

(a) Infringer Policy.

In accordance with the Digital Millennium Copyright Act and other applicable law, VenueWant has adopted a policy of terminating at our sole discretion and without liability to account for such termination, account holders who are deemed to have infringed and/or may have infringed the copyright of any third party. We also may, at our sole discretion and without liability for the exercise of such discretion, limit access to the Applications and/or terminate the accounts of any users who infringe and/or may have infringed any intellectual property rights of any third party.

(b) Copyright Complaints.

If you believe that anything within the Applications that infringes upon any copyright that you own or control, you may file a notification with VenueWant at legal@VenueWant.com.

Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. If you knowingly misrepresent in your notification that the material or activity is infringing, you may be liable for any damages, including costs and attorneys’ fees, incurred by VenueWant and/or the alleged infringer as the result of VenueWant relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.

9. FEEDBACK

You can submit questions, comments, feedback, suggestions, ideas, plans, notes, drawings, original or creative materials, or other information about any part of the Applications, Materials, or VenueWant’s products or services (collectively, “Feedback”). Feedback, whether posted through the Applications or provided to us by email or otherwise, is not confidential and will become our sole property. We will own exclusive rights, including all intellectual property rights, and will be entitled to the unrestricted use and dissemination of Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

10. TRADEMARKS

“VenueWant’s name, VenueWant’s logos and any other VenueWant product or service name or slogan (collectively, “VenueWant Marks”) are trademarks of VenueWant and may not be copied, imitated or used, in whole or in part, without the prior written permission of VenueWant or the applicable trademark holder. The look and feel of the Applications and our webhosting platform, including all custom graphics, button icons, and scripts are the service marks, trademarks, or trade dress of VenueWant and may not be copied, imitated, or used (in whole or in part) without our prior written permission. All other trademarks, registered trademarks, product names, company names, and logos mentioned in the VenueWant Marks (“Third-Party Trademarks”) are the property of their respective owners, and any use of Third-Party Trademarks will inure to the benefit of the applicable trademark owner. The use of Third-Party Trademarks is intended to denote interoperability and does not constitute either an affiliation by VenueWant with such company or an endorsement or approval by such company of VenueWant or our products or services.

11. APP STORE

The availability of the Applications, other than our web-based Applications, is dependent on the third party from which you received the Applications (the“App Store” ), such as the Apple App Store. These Terms apply between you and VenueWant and not with the App Store. VenueWant, not the App Store, is solely responsible for the Applications, the content of the Applications, any maintenance, support services, and warranty for the Applications, and addressing any claims relating to the Applications (including claims related to product liability, legal compliance, or intellectual property infringement). You will pay all fees charged by the App Store in connection with the Applications (if any). You will comply with, and your license to use the Applications is conditioned upon your compliance with, all applicable third party terms of agreement when using the Applications. In the event of a conflict between the provisions of these Terms and the provisions of any applicable third party terms of agreement, the provisions of these Terms will control.

12. REPRESENTATIONS AND WARRANTIES

You represent and warrant the following: (a) you have not been previously suspended from using the Applications or had an account terminated by us; (b) you do not have more than one account with us; (c) you have full power and authority to enter fulfill your obligations and grant any rights granted under these Terms without violating any other agreement to which you are a party; (d) you will comply with all applicable laws, regulations, rules, orders and other requirements, now or hereafter in effect, of any applicable governmental authority and all of the terms and conditions of these Terms when using the Applications; (e) you are a US citizen and/or a US incorporated company and are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; (f) you are not listed on any U.S. Government list of prohibited or restricted parties; (g) you own and control all of the rights to the User Content that you post, or you otherwise have all necessary rights to post, distribute, and reproduce such User Content to Interactive Areas; and (h) all such User Content is accurate, non-confidential, and not misleading or harmful in any manner.

13. TERMINATION

VenueWant may suspend or terminate your rights with respect to the Applications for any reason, without notice, and at VenueWant’s sole discretion and without having to give a reason and without liability for such suspension and/or termination. Suspension or termination may include restricting access to and use of the Applications. If your rights with respect to the Applications are suspended or terminated, you agree to make no further use of the Applications during suspension or after termination. VenueWant reserves the right, but does not undertake any duty, to take appropriate legal action including the pursuit of civil, criminal, or injunctive redress against you for continuing to use the Applications during suspension or after termination, and you agree that VenueWant may recover reasonable attorney’s fees and court costs from you for such actions. Even while your right to use and access to the Applications is suspended and after it is terminated, these Terms will remain enforceable against you.

14. MODIFICATIONS TO THE APPLICATION

VenueWant reserves the right in its sole discretion to review, improve, modify, or discontinue, temporarily or permanently, the Applications and any features, information, materials, or content on the Applications with or without notice to you. VenueWant will not be liable to you or any third party for any modification or unavailability or discontinuance of the Applications or any portion thereof.

15. DISCLAIMERS

EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY VenueWant, the VenueWant MARKS, third-party trademarks, THE APPLICATIONS, AND THE MATERIALS ARE PROVIDED “AS IS,” WITHOUT WARRANTY OR CONDITION OF ANY KIND. VenueWant HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, WITH REGARD ANY VenueWant MARKS, third-party trademarks, THE APPLICATIONS, AND THE MATERIALS, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY VenueWant, VenueWant DOES NOT REPRESENT OR WARRANT THAT THE APPLICATIONS OR ANY CONTENT CONTAINED THEREIN IS ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. IT IS YOUR RESPONSIBILITY TO USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. The Applications may be subject to limitations, delays, and other problems inherent in the use of the Internet, wireless networks, and electronic communications, and we are not responsible for any delays, delivery failures, or other damages resulting from such problems. YOU HEREBY AGREE THAT YOU HAVE RELIED ON NO WARRANTIES.

16. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT will VenueWant and our independent contractors, suppliers, and consultants, the app store, and our and their respective directors, officers, employees, and agents (COLLECTIVELY, THE “VenueWant PARTIES”) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY OTHER DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF USE, DATA, OR PROFITS), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR RELATED TO THESE TERMS, VenueWant MARKS, third-party trademarks, THE APPLICATIONS, AND THE MATERIALS, OR ANY RELATED PRODUCTS OR SERVICES, EVEN IF ANY OF THE VenueWant PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE TOTAL, AGGREGATE LIABILITY OF THE VenueWant PARTIES ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNT (IF ANY) YOU PAID TO ACCESS OR USE THE APPLICATIONS; MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PART OF THE APPLICATIONS, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE APPLICATIONS.

17. INDEMNIFICATION

You will defend, indemnify, and hold harmless the VenueWant Parties from and against any third-party claims, damages of any kind, costs, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or related to any of the following: (a) your use of the Applications, the Materials, or Third-Party Trademarks; (b) your conduct in connection with the Applications, the Materials, or Third-Party Trademarks; (c) any User Content or Feedback you provide; (d) your violation of these Terms; or (e) your violation of the rights of another.

18. DISPUTE RESOLUTION

PLEASE READ THE FOLLOWING PROVISIONS CAREFULLY BECAUSE IT REQUIRES YOU AND VenueWant TO ARBITRATE DISPUTES AND LIMITS THE MANNER IN WHICH BOTH PARTIES CAN SEEK RELIEF.

You and VenueWant agree to arbitrate any dispute, claim, or controversy arising from or related to these Terms or the Applications, except that neither you nor VenueWant is required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU AND VenueWant FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and VenueWant agree as follows: (a) you will each notify each other of any dispute within 30 days of when it arises and attempt informal resolution before any demand for arbitration; (b) any arbitration will occur in Boca Raton, Florida, U.S.A.; and (c) arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS (or its successor). The language of all proceedings and filings will be English. Except as expressly provided herein, the arbitrator has the authority to grant any remedy that would otherwise be available in court. The arbitrator will render a written opinion including findings of fact and law, and the award and determination of the arbitrator will be binding upon the parties and will not be subject to appeal. Judgment may be entered upon the award of the arbitrator in any court of competent jurisdiction. The parties will equally share the expenses of the arbitration parties unless the arbitrator determines to apportion fees and expenses differently. To the fullest extent permitted by applicable law, Whether the dispute is heard in arbitration or in court, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE APPLICATIONS, AND NEITHER you NOR VenueWant will commence against the other a class action, class ARBITRATION, or other representative action or proceeding. You can choose to reject this agreement to arbitrate (“opt out”) by sending VenueWant a written opt-out notice (the “Opt-Out Notice”) to optout@VenueWant.com within 30 days after the date you accept these Terms for the first time. The Opt-Out Notice must state that you do not agree to this agreement to arbitrate and must include your name, address, phone number, and email address. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt-out of this agreement to arbitrate. If you opt-out of this agreement to arbitrate, all other parts of these Terms will continue to apply.

19.VENUE; GOVERNING LAW

The state and federal courts located in Palm Beach County, Florida, U.S.A. will have exclusive jurisdiction over any suit in connection with the Services or this Agreement that is not subject to arbitration, and you and VenueWant hereby irrevocably and unconditionally permission and submit to the exclusive jurisdiction of such courts. This Agreement and your use of the Services will be governed by and construed in accordance with the laws of the State of Florida, without resort to its conflict of law provisions.

20. MISCELLANEOUS

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. VenueWant may freely transfer or assign all or part of these Terms without restriction and at our discretion. Enforcement of these Terms is solely at VenueWant’s discretion, and failure to enforce any part of these terms in some instances does not constitute a waiver of our right to enforce the same or other part of these Terms in other instances. As used in this Agreement, “including” means “including (without limitation).” The section headings of this Agreement are for reference purposes only and will not affect the meaning or interpretation of this Agreement. If any provision of this Agreement is or becomes unlawful, void, or otherwise unenforceable (including the warranty disclaimers and liability limitations set forth above), then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remaining provisions of this Agreement will continue in full force and effect. This Agreement is enforceable only by and between you and VenueWant; except as otherwise expressly set forth herein, there will be no third party beneficiaries to this Agreement.

The failure of VenueWant to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of VenueWant. Except as expressly set forth in is Agreement, the exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of This Agreement will remain in full force and effect.

VenueWant User Agreement

Last updated: February 17, 2016

PLEASE READ THIS USER AGREEMENT CAREFULLY. BY ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS USER AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS USER AGREEMENT, YOU ARE PROHIBITED FROM ACCESSING OR USING THE SERVICES. CAPITALIZED TERMS NOT DEFINED HEREIN SHALL BE DEFINED AS PROVIDED IN OUR TERMS OF USE.

This User Agreement (this “Agreement”) is between you and VenueWant, Inc. (“VenueWant,” “we,” or “us”) and applies to your access to, use of, and participation in VenueWant’s products and services including but not limited to any content we generate for a User, as we make such products, services and content available through our web-based and mobile applications including but not limited to the VenueWant Concierge Services (the “Applications”) and/or our webhosting platform and/or by any other means (collectively our “Services”). If you are using the Services on behalf of an entity, you represent and warrant that you are authorized to accept the terms and conditions of this Agreement on the entity’s behalf and that the entity agrees to accept all of the terms and conditions of this Agreement.

We reserve the right to change this Agreement at any time at our discretion, except as expressly set forth in this Agreement. If we make changes to this Agreement, we will provide notice of the changes such as by sending you an email, by providing notice through the Services, or by updating the “Last updated” date at the top of this Agreement. Your continued use of the Services after we provide notice of the changes will confirm that you accept the changes. We encourage you to review this Agreement regularly to ensure that you understand the terms and conditions that apply to your use of the Services. If you do not agree to the changes, you are prohibited from using the Services.

Questions or comments about this Agreement may be directed to VenueWant at help@VenueWant.com.

1. DEFINITIONS

Whenever used in this Agreement, the following capitalized terms have the following specified meanings:

Applicable Law” means any applicable state, federal, and local laws, rules, and regulations, including, without limitation: zoning laws or restrictions; neighborhood or condominium covenants, conditions and restrictions (aka CC&R's); state and federal tax regulations; privacy and data security laws; the U.S. Patriot Act; the CAN-SPAM Act and similar laws; payment, credit, stored value, money services business, e-money and similar laws; and OFAC compliance and similar requirements.

Booking” means the agreement between a Guest and a Host concerning the license of a Venue. May also be referred to as a reservation.

Booking Request” means a User, intending to user Services as a Guest, initiates permission to confirm a Booking.

"VenueWant Concierge Services" has the meaning set forth in Section 4(e) below.

Guest” means a User who buys a license of a Venue from a Host.

Host” means a User who posts or lists Venue s and sells licenses of Venue s to Guests.

Intellectual Property Rights” means any patent, copyright, trademark, service mark, trade name, trade secret, know-how, or other intellectual property right.

Interactive Areas” means any discussion forums, blogs, private messages, emails, or other interactive features of the Services.

License Charge” means the total billing charge to a Guest by a Host for the licensing of a Venue using the Services inclusive of the Service Fee and all applicable Taxes.

Payout” means the License Charge received by a Host for the licensing of a Venue using the Services after deduction of the Service Fee.

VenueWant Parties” means VenueWant its affiliates and subsidiaries, and their officers, directors, employees and agents, and our independent contractors, suppliers, and consultants, and our and their respective directors, officers, employees, and agents.

Premium Services” means premium services subject to additional charges, which VenueWant may introduce from time to time.

Processing Fee” means the charge which VenueWant charges to a Guest for processing the Transaction Amount, currently set at 5% of the License Charge.

Service Fee” means the charge which VenueWant charges to a Host for providing the Services in connection with licensing of a Venue to a Guest, currently set at 15% of the License Charge.

Venue” means an area or Venue posted or listed via the Services by a Host as being available for a Guest to use at the listed times and prices and subject to any listed terms and conditions.

Venue Details” means the details of a Venue as posted or listed by the Host using the Applications, including any special terms and conditions applicable to the sale of a license to use that Venue ;

Tax” means any sales tax, value added tax, harmonized sales tax, goods and services tax, or other similar tax imposed, directly or indirectly, by a municipal, state, or federal taxing authority, and includes withholding and personal or corporate income tax.

Transaction Amount” means the total billing charged to a Guest upon successful reservation of a Venue . This includes the License Charge, the Processing Fee and the cost for any VenueWant Concierge Services including any applicable fees.

User” means any registered or unregistered user of the Services, including a Host or a Guest.

User Content” means any text, music, sound, photos, images, video, graphics, code and other items or materials that any User creates, posts, transmits, or stores in Interactive Areas, or which is otherwise generated by a User in connection with the User’s use of the Services.

Additional capitalized terms have the Additional capitalized terms have the meaning ascribed to them in the provisions of this Agreement.

2. OTHER APPLICABLE TERMS AND POLICIES

This Agreement does not change the terms or conditions of any other written agreement you may have with us for products, services, or otherwise. Your use of the Applications is governed by the Applications Terms of Use, which is located at https://venuewant.com/terms/home/terms or at www.VenueWant.com and incorporated herein by reference. In the event of any conflict between the provisions of this Agreement and the provisions of the Applications Terms of Use, provisions of this Agreement will control. Please refer to the VenueWant privacy policy at https://venuewant.com/terms/home/privacy or at www.VenueWant.com for information about how VenueWant collects, uses, and discloses information about Users.

3. DESCRIPTION OF THE SERVICES

The Services provide a platform whereby a Host may post details of a Venue, Hosts and Guests may communicate with each other regarding the Venue, and a Guest may book the Venue and any VenueWant Concierge Services, and buy a license of the Venue for an agreed upon period (the Booking), at an agreed upon price, and subject to any other agreed upon terms set out in the Venue Details and Booking Request. VenueWant does not (a) own, operate, provide, license, lease, rent, sell, resell, manage, or otherwise control any Venue; (b) perform any background checks of Hosts or Guests; or (c) conduct any inspections of Venue(s). VenueWant does not endorse any Guest(s), any Host(s) or any Venue(s). Rather, VenueWant’s sole responsibility is to make available a neutral communication and payment platform, subject to the terms of this Agreement, through which Hosts can notify details of Venue s and sell licenses of such Venue s to Guests, and Guests can buy licenses of Venue s from Hosts.

4. VENUE(S)

(a) Adding and Managing Venue(s).

As a Host, you may add Venue s through the Services and describe Venue s you would like to make available for Guests to use, as set out in the relevant Venue Details for each Venue. At a minimum, the Venue Details for a Venue must include the following: location, size, and availability of the Venue ; all applicable charges inclusive of any Taxes; permitted and prohibited uses of the Venue and any restrictions resulting from Applicable Laws including but not limited to zoning laws or restrictions and neighborhood or condominium covenants, conditions and restrictions; rules concerning utility use; limitations on personal property allowed in a Venue by a Guest; requirements of Guests to have any necessary insurance (e.g workers comp, general liability, etc.); the disposition of any personal property left in any Venue by a Guest; and any additional special rules, terms or conditions with which a Guest must comply. You may not use the Services to make any Venue available for rent, lease, sale, residential use or lodging purposes, or for criminal or illegal activities. By adding a Venue , you represent and warrant the following: (i) all information provided in connection with the Venue Details is accurate, truthful, current, and complete; (ii) the applicable Venue is fully insured for the purposes set out in the Venue Details, and has been and will continue at all applicable times to be properly maintained and free of all safety hazards; (iii) your addition of the Venue Details and any licensing of the Venue to a Guest do not and will not violate any agreements you have with third parties, any Applicable Laws, or any other third party rights; (iv) you are, and will continue at all times while using the Services to be, compliant with all Applicable Laws, Tax requirements, and any other rules, regulations, and agreements that may apply to the Venue included in the Venue Details (including applicable insurance policies); and (v) you have the full right to license the Venue to a Guest for the purposes described in the Venue Details. Hosts may edit the details of or remove their Venue (s) in the Applications at any time prior to a Host confirming the Booking of Venue. VenueWant reserves the right, but does not have the obligation, to remove details of a Venue at its sole discretion, at any time and for any reason and without needing to give a reason.

(b) Booking and Confirming Venues.

As a Guest, you may issue a Booking Request for a Venue through the Services by providing the desired Booking date, start and end time, number of attendees using the Venue, a detailed explanation of the activity/activities that will take place during the Booking, and by also submitting your payment information provided by a credit card or a debit card. By reserving a Venue using the Service, you represent and warrant the following: (i) any payment information you supply is true and complete; (ii) charges incurred by you will be honored by payment card company; (iii) that you will pay the stated price for the Venue , even if you are unable to use the Venue during the time reserved; (iv) that you will not make any alteration in, or permit any alteration to be made to, any Venue ; and (v) you are, and will continue at all times while using the Services to be, compliant with all Applicable Laws, Tax requirements, and any other rules, regulations, and agreements that may apply to the Venue included in the Venue Details (including applicable insurance policies) and that you agree to any terms and conditions set out in the Venue Details. As a Host, you will confirm any reserved Venue s within 48 hours of the Booking Request or the Booking will be automatically declined. The Host may not change any terms set forth in the Venue Details after approving a Booking Request from the Guest that has reserved a Venue on the basis of the previously advised Venue Details, including any prices or payment terms. After the Host has confirmed a Booking, then the Guest will be charged the Transaction Amount by VenueWant. The Transaction Amount will include the following elements: (a) the License Charge; (b) the Processing Fee; and (c) the cost of any approved VenueWant Concierge Services including any applicable fees, which Concierge Services may but need not be charged in the same transaction from the Booking of the Venue. VenueWant reserves the right to terminate a Host for any two or more failures to timely confirm a reservation. VenueWant reserves the right to terminate a Guest for any chargeback or declined payment authorization.

Unless otherwise stated in the Venue Details, the start and end time of each Booking is inclusive of all setup time as well as teardown or cleanup time.

(c) Licensing Venue(s).

Once a reserved Venue has been confirmed by the Host, a binding contract will have been entered into by and between the Host and the Guest for the sale of a license of the relevant Venue by the Host to the Guest as-is and where- is, subject to this Agreement and the terms set out in the Venue Details.

(d) Required Insurance.

As a Guest, once you reserve a Venue you are required to have adequate insurance in place to cover any people or property associated with the Venue for the activities that you will conduct there including but not limited to any VenueWant Concierge Services. As a Host, you are required to have adequate insurance in place to cover any people or property associated with the use of the Venue by the Guest.

(e) VenueWant Concierge Services; Concierge Services Fee.

Guests may use the VenueWant Concierge Services, when and if available, by contacting our Concierge Team at the time of the Booking. VenueWant Concierge Services is an optional service where we assist Guests in reserving ancillary goods and services outside the scope of the Booking directly from third party vendors. Examples of ancillary goods and services are catering, cleanup and security. VenueWant works closely with third party vendors to ensure competitive pricing. When ancillary services are provided through the Concierge Team, a non-refundable “Concierge Services Fee” will be applied, totaling 15% of the subtotal amount of all ancillary goods and services secured in relation to the VenueWant Booking. Some restrictions and additional terms may apply to our Concierge Services, please contact our Concierge Team for more information.

5. PROCESSING PAYMENTS

When you buy a License from a Host using VenueWant and/or any additional Services such as VenueWant Concierge Services, VenueWant will process your payment information using a third-party service provider, “PayPal” as its third party provider for payment services (e.g. card acceptance, merchant settlement and related services). By licensing Venue from a Host or purchasing Services using VenueWant, you agree and acknowledge that we are bound by PayPal’s terms and conditions (available at: https://www.PayPal.com/us/webapps/mpp/ua/useragreement-full), along with its privacy policy (available at https://www.PayPal.com/us/webapps/mpp/ua/privacy-full), and that you also agree to the bound by PayPal’s terms and conditions and privacy policy to the extent applicable. You also hereby consent and authorize VenueWant to delegate the authorizations and to share the information you provide to VenueWant with our third-party service provider(s), to the extent required to provide payment services to you. VenueWant may also be contacted directly for payments support by email at support@VenueWant.com After the Host has confirmed a reservation, PayPal will process the Transaction Amount and the Guest credit card or debit card will then be charged. VenueWant will process the Payout to the Host and/or third party vendor providing any VenueWant Concierge Services within 7 business days from the start of the reservation, unless the Guest has notified VenueWant of a dispute pursuant to section 7(f) with respect to the Venue at support@VenueWant.com within 3 calendar days of the alleged disputed incident, detailing the circumstances of such disputed incident and providing all documentation to support the dispute. VenueWant will suspend the Payout to the Host and/or third-party vendor and independently contact the parties to investigate the dispute. If warranted, VenueWant will mediate the dispute and make all reasonable efforts to resolve the matter quickly and amicably. Failing amicable resolution between the parties as a result of the aforementioned mediation by VenueWant, VenueWant will make its best reasonable determination as to the merits of the dispute and withhold part or all of the Payout or release the Payout to the Host and/or third party vendor. VenueWant will in all circumstances deduct and retain out of the License Charge the Service Fee and if applicable the Concierge Services Fee, prior to paying the Payout to the Host and/or third party vendor.

6. TAXES

(a) Taxes on Transactions Concerning Hosts and Guests.

As a Host or Guest, you are solely responsible for determining your obligations under and your compliance with Applicable Law regarding Taxes in consultation with your tax advisor. VenueWant may not, and does not, offer any Tax-related guidance to Users of the Services. The Host shall be responsible for ensuring that the License Charge is sufficient to cover all applicable Taxes, customs, duties, fees or other amounts assessed or imposed by any governmental authority, which may be imposed on the Host in relation to or arising out of the Payout.

(b) Taxes on Transactions with VenueWant.

Unless otherwise specified, the Service Fee, the Processing Fee and any charges for Premium Services, are exclusive of Taxes, customs, duties, fees or other amounts assessed or imposed by any governmental authority (other than Taxes imposed on VenueWant’s net income). You will pay or reimburse VenueWant for all such Taxes, customs, duties, fees or other amounts attributable to you immediately upon demand or provide certificates or other evidence of exemption.

7. INTERACTIONS BETWEEN HOSTS AND GUESTS, AND GUESTS AND THIRD-PARTY VENDORS

(a) Cancellations and Refunds.

• (I) CANCELLATIONS BY GUESTS.

As a Guest, you may cancel any reserved Venue before it is confirmed by the Host without further obligation. Once a Booking is confirmed by a Host, the following cancellation and refund rules apply to Guests:

o 1. CANCELLATION 7 DAYS OR FEWER BEFORE LICENSE PERIOD.

Any Booking cancelled by a Guest seven (7) calendar days, or fewer, prior to the start of the license period is non-refundable and the Guest will be charged the entire License Charge in addition to the Processing Fee.

o 2. CANCELLATION BETWEEN 8 AND 29 DAYS PRIOR TO START OF LICENSE PERIOD.

For any Booking cancelled by a Guest between eight (8) and twenty-nine (29) calendar days prior to the start of the license period, the Guest will be charged seventy-five percent (75%) of the License Charge in addition to the entire Processing Fee.

o 3. CANCELLATION BETWEEN 30 AND 89 DAYS PRIOR TO START OF LICENSE PERIOD.

For any Booking cancelled by a Guest between thirty (30) and eighty-nine (89) calendar days prior to the start of the license period, the Guest will be charged fifty percent (50%) of the License Charge in addition the entire Processing Fee.

o 4. CANCELLATION 90 DAYS OR MORE PRIOR TO START OF LICENSE PERIOD.

For any Booking cancelled by a Guest ninety(90) days or more prior to the start of the license period, the Guest will be charged twenty-five percent (25%) of the License Charge in addition to the entire Processing Fee.

In the event a Guest cancels a Booking that, pursuant to this Section 7(a)(i), requires payment in the form of a refund to a Guest or Payout to a Host, VenueWant will keep the entire Transaction Amount until the day on which the cancelled license period was to begin at which time VenueWant will begin to process any applicable payments to the Guest and/or Host in accordance with its normal payment policy.

For all Guest-cancelled Bookings, the Host will be entitled to the License Charges paid to VenueWant as provided in this Section 7(a)(i) less the entire Service Fee payable to VenueWant provided, however, that in the event the Host is able to re-Book the Venue for a license period falling on the same calendar day as that in the cancelled Booking, then the Host shall not receive any of said License Charges paid to VenueWant as provided in this Section 7(a)(i) and shall instead look to the new Booking exclusively for its compensation for the licensing of the Venue .

Failure of a Guest to comply with the cancellation provisions of this Section 7(a) shall result in the Guest forfeiting his or her or its right to any refund and the Guest shall instead be liable for the full Transaction Amount including the License Charge.

• (II) CANCELLATIONS BY HOSTS.

The cancellation of a confirmed Booking by a Host requires intensive logistical support and can impact the high standard of service by which VenueWant’s marketplace operates. As such, in the event of any cancellation of a confirmed Booking by a Host, VenueWant reserves the right to impose penalties on the Host’s account including publishing an automated review indicating a cancelled Booking, and suspending or terminating the Host’s account. A cancellation of a confirmed Booking by a Host must be made with at least 7 calendar days’ notice. Failure to comply with the preceding sentence will result in VenueWant charging the Host the applicable Service Fee and Processing Fee. In addition, if any Host cancels more than one Confirmed Booking, VenueWant may, in its sole discretion, withhold future Payouts to a Host to make up for any losses incurred as a result of Host’s initial cancellation. These losses may include but are not limited to, the additional costs required to complete a new Booking for a Guest that has been displaced by a Host’s cancellation.

• (III) CANCELLATIONS BY VENUEWANT.

The cancellation of a confirmed Booking by a Host requires intensive logistical support and can impact the high standard of service by which VenueWant’s marketplace operates. As such, in the event of any cancellation of a confirmed Booking by a Host, VenueWant reserves the right to impose penalties on the Host’s account including publishing an automated review indicating a cancelled Booking, and suspending or terminating the Host’s account. A cancellation of a confirmed Booking by a Host must be made with at least 7 calendar days’ notice. Failure to comply with the preceding sentence will result in VenueWant charging the Host the applicable Service Fee and Processing Fee. In addition, if any Host cancels more than one Confirmed Booking, VenueWant may, in its sole discretion, withhold future Payouts to a Host to make up for any losses incurred as a result of Host’s initial cancellation. These losses may include but are not limited to, the additional costs required to complete a new Booking for a Guest that has been displaced by a Host’s cancellation.

• (IV) BOOKING RESCHEDULING.

Guests may reschedule a Booking with the same Host and for the same use (a “Rescheduled Booking”) under the following conditions:

o 1. The Rescheduled Booking must be for the same duration as the original Booking.
o 2. The Rescheduled Booking date and time is subject to Host approval. Without such Host approval, the Booking will be cancelled and will be subject to Section 7(a)(i) of this Agreement (”Cancellations by Guests”).
o 3. The start of the License Period of the Rescheduled Booking must be within 90 days of the start of the license period in the original Booking.
o 4. The original Booking can only be rescheduled one time (i.e. no Host-Confirmed Rescheduled Booking may be rescheduled), and any rescheduling of a Rescheduled Booking shall be considered a cancellation by the Guest and will be subject to Section 7(a)(i) of this Agreement (”Cancellations by Guests”).
o 5. All Guests are subject to a Transfer Fee for all Rescheduled Bookings in the amount of 10% of the original Booking License Charge.

• (V) GENERAL.

VenueWant reserves the right to make adjustments to its cancellation and refund policy in accordance with this Agreement.

(b) Security Deposits.

A Host may, at the Host’s discretion, choose to collect a security deposit from a Guest who reserves Venue s as set out in the relevant Venue Details (“Security Deposit”). As a Guest, you are required to pay any Security Deposit required by a Host before you may use the applicable Venue in accordance with the terms of the relevant Venue Details. Such payments will be arranged directly between the Host and the Guest without being processed by VenueWant. As a Host, you must disclose any Security Deposit associated with a Venue in the relevant Venue Details. Except to the extent that the Host has incurred costs as a result of the Guest’s occupation of the Venue to put the Venue back into the condition it was in prior to being licensed to the Guest, or as otherwise set out in the relevant Venue Details, the Host will refund in full the Security Deposit after the Guest’s license to use the Venue has ended.

(c) Overtime.

In the event a Guest occupies a Venue , or causes a Venue to be occupied by anyone or anything in excess of the time specified in the applicable Booking, the Guest will be subject to additional charges as provided in this Section 7(c) ("Overtime Charges").If a Guest has stayed beyond the time of his or her or its Booking, the Host must alert the VenueWant team via email at help@VenueWant.com within three (3) calendar days of the end of the license period and relate the circumstances of the Booking and license period including the name of the Guest, any relevant and then-applicable Venue Details, the date and time of the agreed-upon license period as well as the time by which the Guest overstayed the Booking. Failure by a Host to comply with the preceding sentence will result in the claim for Overtime Charges being forfeited. Overtime Charges shall be applied at time-and-a-half (1.5 times) from a Host's or third-party vendor's hourly rate, pro-rated and billed in half-hour increments for time that falls outside of the agreed upon start and end time. All Overtime Charges shall be subject to the terms and conditions applicable to the other portion(s) of the Booking including all fees and costs. All claims for Overtime Charges shall be treated by us as a dispute pursuant to Section 7(f) of this Agreement, and we will review each such claim independently before collecting any Overtime Charge from a Guest.

(d) Damages.

As a Guest, you are solely responsible for (a) leaving each Venue and any property provided in relation to any VenueWant Concierge Service in the condition it was provided to you; (b) your own acts and omissions, and the acts and omissions of your guests and invitees, with respect to each Venue you license and VenueWant Concierge Service you request; (c) paying the Host and/or third party vendor in full to repair or replace any damage that occurred while you were licensing a Venue and/or receiving any VenueWant Concierge Service. As a Host, you must contact VenueWant within 3 calendar days at help@VenueWant.com in the event of any alleged damages by a Guest and provide evidence (including, without limitation, a walkthrough report and photographs or video or other physical or documentary evidence) of such damages and reasonable estimates to repair or replace such damages. VenueWant will contact the Guest regarding the claimed damages and, as a Guest, you must respond to any such claim within 3 calendar days. In the event a claim is made, VenueWant reserves the right to hold any payments until all disputes are resolved. VenueWant reserves the right, without the obligation, to suspend or terminate any User’s ability to use the Services in the event the User fails to communicate in a timely manner regarding any damage to any Venue or the property of any provider of VenueWant Concierge Services or provides any false or misleading information with respect to such damage. VenueWant has no obligation to any Host to make any deduction from any payment made by a Guest to VenueWant on account of any property damage, injury, or other liability resulting from or caused by the Guest or the Guest’s guests or invitees, or for any other reason.

(e) Inappropriate Conduct.

If you, as a Host, permit a Guest to use a Venue or, as a Guest, make use of a Host’s Venue and thereby become aware that such other User has engaged in inappropriate or illegal behavior (such as committing an act of violence or theft), you must immediately report the User to the appropriate law enforcement authorities. In addition, you must notify VenueWant immediately at help@VenueWant.com. Although VenueWant reserves the right to terminate the accounts of any such User, your notice will not obligate us to take any action beyond that required by law or otherwise cause us to incur any liability to you, any other User, or any third party.

(f) Dispute.

If a dispute arises between a Host and a Guest following the confirmation of a Venue reservation, which dispute the claiming party would like VenueWant to investigate, the claiming party must notify VenueWant at help@VenueWant.com within 3 calendar days of the alleged disputed incident and detail the circumstances of such disputed incident and provide all available documentation including, without limitation, a walkthrough report and photographs or video or other physical or documentary evidence concerning the dispute. Any disputes submitted after the 3-day period will be deemed outside VenueWant’s statute of limitations and no action will be taken. Disputes submitted within 3 calendar days of incident will be reviewed by VenueWant. VenueWant will independently contact the Host and Guest to investigate the dispute. If warranted, VenueWant will mediate the dispute and make best reasonable efforts to resolve the matter quickly and amicably.

(g) Disclaimer and Release of Liability.

All interactions between you and any other are at your sole risk. Your use of the Services and your contact, interaction, or dealings with any third parties arising out of your use of the Services is solely at your own risk. VenueWant is not responsible for, and will not be held liable for, the acts, errors, omissions, representations, warranties, breaches, or negligence of any Host or Guest or third party for any personal injuries, death, property damage, loss, theft, or other damages or expenses resulting therefrom. Because the Services are merely a platform, in the event that you have a dispute with any Users or third party vendors, you release the VenueWant Parties from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “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.”

8. USE OF THE SERVICES

You are solely responsible for your conduct in connection with the Services. You will not do, and will not allow or authorize any third party to do, any of the following: (a) violate any Applicable Laws, contract, intellectual property, or other third-party right, or commit a tort in connection with the Services; (b) collect or store any personally identifiable information about another User except in connection with your use of the Services or as otherwise agreed by the User; (c) add a Venue that you do not own or have permission to license as a workplace; (d) add a Venue for any third party; (e) add a Venue that may not be licensed pursuant to the terms of an agreement with any third party, including but not limited to a lease, sublease, or rental agreement; (f) add a Venue with false or misleading information, including a price that you do not intend to honor; (g) contact a User for any purpose other than communicating regarding a Venue or the User’s use of the Services; (h) recruit or otherwise solicit any User to join third party services, websites, or Applications that compete with the Services or VenueWant, without VenueWant’s explicit prior written consent; (i) impersonate any third party or falsify or misrepresent yourself or your affiliate with any third party; (j) use the Applications or the Services to find a Host or Guest, as applicable, and arrange use of the Venue independent of the VenueWant or otherwise circumvent your obligation to pay VenueWant for our Services; (k) use the Services for any illegal or unauthorized purpose, or engage in, encourage, or promote any illegal activity or other activity that violates this Agreement; (l) store, transport or otherwise possess any hazardous material in any Venue ; (m) use automated scripts to collect information or otherwise interact with the Applications or Services; (n) as a Host, refuse to offer a price equal to or less than that offered outside the Applications for the same Venue and/or amenities.The User is on notice that these prohibitions are in addition to the prohibited conduct set forth in the Applications Terms of Use. Your use of the Services is at your own risk. Except as expressly otherwise set forth in this Agreement, VenueWant is not responsible or liable for the conduct of, or your interactions with, any other Users (whether online or offline) or for any associated loss, damage, injury, or harm. USE OF THE APPLICATIONS THAT IS INCONSISTENT WITH YOUR OBLIGATIONS UNDER THIS AGREEMENT SHALL RESULT IN IMMEDIATE SUSPENSION OR TERMINATION OF YOUR ACCOUNT AND MAY ALSO RESULT IN LEGAL ACTION.

9. INTELLECTUAL PROPERTY RIGHTS

(a) The Services.

As between you and VenueWant, VenueWant owns all right, title, and interest in and to the Services. No license or other right in or to any Intellectual Property Rights in the VenueWant Platform or Services is transferred to you by virtue of this Agreement. You will not infringe, misappropriate, or violate any Intellectual Property Rights of VenueWant.

(b) User Information and Content.

Between VenueWant and you, you own all User Content made available to VenueWant in connection with your use of the Services. You hereby grant to VenueWant a worldwide royalty free license to use such User Content as reasonably required in order to facilitate the provision of the Services.

(c) Use of Name; Press Releases.

You hereby grant to VenueWant a nonexclusive, royalty-free license to reproduce, display, publish and otherwise use your name, trademark or logo, and descriptions of our Services performed for you in any medium and in any forum, including but not limited to third-party websites, for our marketing and promotional purposes and to use your information as otherwise authorized by our Privacy Policy set out athttps://venuewant.com/terms/home/privacy . You may not issue any press release or otherwise communicate directly with the media regarding this Agreement or the Services without VenueWant’s prior written consent.

10. DISCLAIMERS.

EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY BY VENUEWANT IN A WRITING, THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OR CONDITION OF ANY KIND. VenueWant HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, WITH REGARD TO ANY VenueWant MARKS, third-party trademarks, THE SERVICES, AND THE MATERIALS, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. YOU HEREBY AGREE THAT YOU HAVE RELIED ON NO WARRANTIES.

VenueWant reserves the right to modify or discontinue (whether temporarily or permanently) any or all of the Services without prior notice, and hereby disclaims all liability for any such modification, suspension, or discontinuance.

11. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE VenueWant PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY OTHER DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF USE, DATA, OR PROFITS), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR RELATED TO THIS AGREEMENT AND THE SERVICES, EVEN IF ANY OF THE VenueWant PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE TOTAL, AGGREGATE LIABILITY OF THE VenueWant PARTIES ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNT (IF ANY) YOU PAID TO ACCESS OR USE THE SERVICES; MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PART OF THE SERVICES OR WITH ANY TERMS OR CONDITIONS OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE SERVICES.

12. INDEMNIFICATION

You will defend, indemnify, and hold harmless the VenueWant Parties from and against any and all third-party claims, damages of any kind, costs, liabilities, and expenses (including reasonable attorneys’ fees and accounting fees ) arising out of or related to any of the following: (a) your access to, use of, or conduct in connection with the Services; (b) your interaction with any User or provider of VenueWant; (c) your agreement with any Host or Guest or third-party vendor of VenueWant; (d) your addition of any Venue ; (e) your violation of this Agreement; or (g) your violation of the rights of another.

13. DISPUTE RESOLUTION

PLEASE READ THE FOLLOWING PROVISIONS CAREFULLY BECAUSE IT REQUIRES YOU AND VenueWant TO ARBITRATE DISPUTES AND LIMITS THE MANNER IN WHICH BOTH PARTIES CAN SEEK RELIEF.

You and VenueWant agree to arbitrate any dispute, claim, or controversy arising from or related to this Agreement or the Services, except that neither you nor VenueWant is required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU AND VenueWant FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and VenueWant agree as follows: (a) you will each notify each other of any dispute within 30 days of when it arises and attempt informal resolution before any demand for arbitration; (b) any arbitration will occur in Palm Beach County, Florida, U.S.A.; and (c) arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS (or its successor). The language of all proceedings and filings will be English. Except as expressly provided herein, the arbitrator has the authority to grant any remedy that would otherwise be available in court. The arbitrator will render a written opinion including findings of fact and law, and the award and determination of the arbitrator will be binding upon the parties and will not be subject to appeal. Judgment may be entered upon the award of the arbitrator in any court of competent jurisdiction. The parties will equally share the expenses of the arbitration parties unless the arbitrator determines to apportion fees and expenses differently. To the fullest extent permitted by applicable law, Whether the dispute is heard in arbitration or in court, NO ARBITRATION OR CLAIM UNDER THIS AGREEMENT WILL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE APPLICATIONS, AND NEITHER YOU NOR VenueWant will commence against the other a class action, class ARBITRATION, or other representative action or proceeding. You can choose to reject this agreement to arbitrate (“opt out”) by sending VenueWant a written opt-out notice (the “Opt-Out Notice”) to optout@VenueWant.com within 30 days after the date you accept this Agreement for the first time. The Opt-Out Notice must state that you do not agree to this agreement to arbitrate and must include your name, address, phone number, and email address. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt-out of this agreement to arbitrate. If you opt-out of this agreement to arbitrate, all other parts of this Agreement will continue to apply.

14.VENUE; GOVERNING LAW

The state and federal courts located in Palm Beach County, Flroida, U.S.A. will have exclusive jurisdiction over any suit in connection with the Services or this Agreement that is not subject to arbitration, and you and VenueWant hereby irrevocably and unconditionally permission and submit to the exclusive jurisdiction of such courts. This Agreement and your use of the Services will be governed by and construed in accordance with the laws of the State of Florida, without resort to its conflict of law provisions.

15. TERMINATION.

Notwithstanding any of this Agreement, we reserve the right, without notice and at our discretion, to terminate your license to use the Services and to block or prevent your future access to and use of the Services. VenueWant reserves the right, but does not undertake any duty, to take appropriate legal action including the pursuit of civil, criminal, or injunctive redress against you for continuing to use the Services during suspension or after termination, and you agree that VenueWant may recover its reasonable attorney’s fees and court costs from you for such actions. Even while your right to use and access to the Services is suspended and after it is terminated, this Agreement will remain enforceable against you.

16. MISCELLANEOUS

You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. VenueWant may freely transfer or assign all or part of this Agreement without restriction and at our discretion. Enforcement of this Agreement is solely at VenueWant’s discretion, and failure to enforce any part of this Agreement in some instances does not constitute a waiver of our right to enforce the same or other part of this Agreement in other instances. As used in this Agreement, “including” means “including (without limitation).” The section headings of this Agreement are for reference purposes only and will not affect the meaning or interpretation of this Agreement. If any provision of this Agreement is or becomes unlawful, void, or otherwise unenforceable (including the warranty disclaimers and liability limitations set forth above), then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remaining provisions of this Agreement will continue in full force and effect. This Agreement is enforceable only by and between you and VenueWant; except as otherwise expressly set forth herein, there will be no third party beneficiaries to this Agreement. The failure of VenueWant to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of VenueWant. Except as expressly set forth in is Agreement, the exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of This Agreement will remain in full force and effect.