PLEASE CAREFULLY REVIEW THESE TERMS AND CONDITIONS OF USE BEFORE USING THIS SITE.
Welcome to iStopOver for Office Rentals, www.istopover.com/office (the “Site”). The Site is operated by
Brightspark 3.0 Inc., a Canadian corporation and/or our subsidiaries
(hereafter referred to as “iStopOver” “we,” “us,” or “our”).
We provide our Site as a venue to business users, to facilitate
and introduce users to each other for the purpose of arranging office
or space rental stays with one another (our Site and the foregoing services
referred to herein collectively as our "Service"). Our Service
is offered to you conditioned upon your acceptance without modification
of all of the terms, conditions, and notices set forth below (collectively,
the “Agreement”). By accessing or using this Site in any manner,
you agree to be bound by this Agreement. If you do not accept all of
these terms and conditions, you may not use this Site or the Services.
We reserve the right at any time, at our sole discretion, to change
or otherwise modify the Agreement. If the Agreement is changed or modified,
we will post on our Site a notice that revisions to the Agreement have
been made or we may notify you via email or other means. You shall be
responsible for reviewing and becoming familiar with any such modifications.
Use of the Site by you following such notification constitutes your
acceptance of the terms and conditions of this Agreement as modified.
1. PURPOSE OF OUR SITE AND SERVICES.
Our Site and Service is provided to you solely as a venue to introduce
users to each other for the purpose of arranging office or space rental
stays with one another. We only facilitate the introduction between
host and guest and are not involved in the actual rental transactions
between users. As a result, the conduct of our users, the truth or accuracy
of the information that users post on the Site (including rental-stay
listings or any property or guest book review) and the quality, safety
or legality of the rental-stay space advertised, are solely the responsibility
of the users.
2. USE OF THE WEBSITE AND SERVICES.
As a condition of your use of this Site and our Services, you represent
and warrant that (i) you are at least 18 years of age, (ii) you possess
the legal authority to create a binding legal obligation, (iii) you
will use this Site and our Services in accordance with this Agreement,
and the Host Agreement and/or Guest Agreement respectively, which will
be made available to you through the booking process, as applicable,
(iv) you will only use this Site and our Services to make legitimate
reservations for you or for another person for whom you are legally
authorized to act, (v) all information supplied by you on this Site
is true, accurate, current and complete, and (vi) you will safeguard
your password and/or account information and will supervise and be completely
responsible for any use of your password and/or account by anyone other
than you. We retain the right at our sole discretion to deny access
to anyone to this Site and our Services, at any time and for any reason,
including, but not limited to, for violation of this Agreement. We may,
in our discretion and without liability to you, with or without prior
notice and at any time, modify or discontinue, temporarily or permanently,
any portion of our Services.
3. YOUR CONDUCT ON THIS SITE. You are
solely responsible for your interactions with other users of our Services.
We will not be responsible for any damage or harm resulting from your
interactions with other users of our Services. We reserve the right,
but have no obligation, to monitor interactions and/or disputes between
you and other users of our Services and to take any other action in
good faith to restrict access to or the availability of any material
that we or another user of our Services may consider obscene, lewd,
lascivious, filthy, violent, harassing or otherwise objectionable.
4. RELEASE. By using the Site or Services,
you agree that any legal remedy or liability that you seek to obtain
for actions or omissions of other users will be limited to a claim against
the particular user or users who caused you harm. You agree not to attempt
to impose liability on, or seek any legal remedy from iStopOver or any
of its affiliates or their respective shareholders, officers, directors,
employees or agents. You hereby agree to release iStopOver and its affiliates
and each of their respective directors, officers, shareholders, employees
and agents from any and all manner of claims, demands, damages (actual,
consequential, nominal, punitive, or otherwise), liabilities, obligations,
legal fees, costs, disbursements, equitable relief, and any other legal,
equitable, and administrative remedy, of every kind and nature, whether
known or unknown, suspected or unsuspected, disclosed or undisclosed,
past, present, or future, arising out of or in any way connected with
your use of the Services or the communication or interaction with other
users on the Site or your experience as a guest or host in connection
with this Site. 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.”
5. SITE RULES AND REGULATIONS. In connection
with your use of our Services, you must act responsibly and exercise
good judgment. Without limiting the foregoing, you will not:
(a) modify, copy, distribute, transmit,
display, perform, reproduce, publish, license, create derivative works
from, transfer, or sell any information, software, products or services
obtained from the Services;
(b) post, upload, publish, display, transmit, share, store or otherwise make or attempt to make publicly available in any website, email, blog, forum, medium or other communication of any kind, any private or personally identifiable information of any other user of this Site, including, without limitation, names, addresses, phone numbers, email addresses, driver's license numbers, or bank account or credit card numbers without the express permission of iStopOver according to is policies,
(c) violate any local, provincial,
state, provincial, federal or other law or regulation, or any order
of a court;
(d) infringe the rights of any person
or entity, including without limitation, their intellectual property,
privacy, publicity or contractual rights, including but not limited
to subleasing a rental-stay without the rights to do so;
(e) interfere with or damage our Services,
including, without limitation, through the use of viruses, cancel bots,
Trojan horses, harmful code, flood pings, denial-of-service attacks,
packet or IP spoofing, forged routing or electronic mail address information
or similar methods or technology;
(f) Use any robot, spider, other automatic
device, or manual process to monitor, copy, or keep a database copy
of the content or any portion of the Site;
(g) Reverse engineer any part of this
Site;
(h) use our Services to transmit, distribute,
post or submit any information concerning any other person or entity,
including without limitation, photographs of others without their permission,
personal contact information or credit, debit, calling card or account
numbers;
(i) use our Services in connection
with the distribution of unsolicited commercial email ("spam")
or advertisements unrelated to the rental of a business space;
(j) "stalk" or harass any
other user of our Services or collect or store any information about
any other user other than for purposes of transacting as an iStopOver
guest and host with one another;
(k) use automated scripts to collect
information or otherwise interact with the Service or the Site;
(l) use the Site to find a host or
guest and then complete the transaction offline in order to circumvent
your obligation to pay for the Service; or
(m) advocate, encourage, or assist
any third party in doing any of the foregoing.
The foregoing is merely a list of examples
of prohibited conduct. We reserve the right to cancel a user account
or take other appropriate actions in its sole discretion in response
to any inappropriate conduct, or for no reason at all.
6. ADDITIONAL TERMS AND CONDITIONS.
Additional terms and conditions will apply when you register as a user
of this Site, and during the process of booking or listing your rental-stay
, as applicable. Please ensure that you read these separate terms and
conditions carefully.
7. MINORS MAY NOT USE SERVICES. You
must be at least 18 years old to register to use the Services. By registering
to use our Services, you represent that you are over 18. This Site is
not intended for use by minors.
8. PRIVACY. Our Privacy Policy is available
on the Site here and is hereby incorporated by reference. You agree
to abide by all the terms set forth in the Privacy Policy.
9. USER NAME AND PASSWORD. You will
select a username and password as part of the registration process.
You are solely responsible for the confidentiality and use of your username
and password. You must: (a) log off from your account at the end of
each session on our Site; and (b) notify us immediately of any unauthorized
use of your username and password or any other breach of security.
10. DATA TRANSMITTAL. Each user acknowledges
and agrees that, regardless of such user's physical location, we may
store and process any data transmitted to the Site from such user at
locations both within and outside the United States.
11. YOUR CONTENT. By submitting any
content which shall include without limitation any rental-stay
listings, business space listings, photographs, rental-stay reviews,
questions, comments, suggestions, ideas or the like contained in any
submissions (collectively, “Submissions”) to our Site, you hereby
grant us a perpetual, worldwide, non-exclusive, royalty-free license
to use, reproduce, display, perform, adapt, modify, sell, distribute,
have distributed and promote your Submissions in any form, in all media
now known or hereinafter created for the purpose of providing the Services.
You represent and warrant that you have sufficient rights to grant us
this license. You acknowledge and agree that Submissions are non-confidential
and non-proprietary. We take no responsibility and assume no liability
for any Submissions posted or submitted by you. We have no obligation
to post your comments; we reserve the right in our absolute discretion
to determine which comments are published on the Site. If you do not
agree to these terms and conditions, please do not provide us with any
Submissions. You are fully responsible for the content of your Submissions.
You are prohibited from posting or transmitting to or from this Site:
(i) any unlawful, discriminatory, threatening, libelous, defamatory,
obscene, pornographic, or other material or content that would violate
rights of publicity and/or privacy or that would violate any law; (ii)
any commercial material or content (including, but not limited to, solicitation
of funds, advertising, or marketing of any good or services); and (iii)
any material or content that infringes, misappropriates or violates
any copyright, trademark, patent right or other proprietary right of
any third party. You shall be solely liable for any damages resulting
from any violation of the foregoing restrictions, or any other harm
resulting from your posting of content to this Website. You acknowledge
that we may exercise our rights (e.g. use, publish, delete) to any content
you submit without notice to you.
12. THIRD PARTY CONTENT. In using our
Services, you may be exposed to content and information from other users
or third parties ("Third-Party Content"), either at our Site
or through links to third-party websites. We do not control, and shall
have no responsibility for, Third-Party Content, including material
that may be unlawful, misleading, incomplete, erroneous, offensive,
indecent or otherwise objectionable. You must evaluate the veracity
of, and bear all risks associated with your exposure to, Third-Party
Content, including without limitation, profiles of other users of our
Services.
13. FEES AND PAYMENT. We do not charge
users to access, browse or research rental-stay listings on the Site.
If there is a cost to post rental-stays on the Site, you will be explicitly
notified of such cost.
In connection with each guest’s stay at a listed rental-stay (“Rental-stay”),
the host of the Rental-stay will pay iStopOver its then-current service
fee (“Service Fee”) as listed on the first page of the booking wizard
and based on the rental price agreed to between the guest and the host
for the Rental-stay (“Rental-stay Fee”). The Rental-stay Fee will
include our Service Fee.
The guest will be charged up to twenty days cost of the Rental-stay
Fee upon notification to us by the host and guest of a confirmed booking
upon which time the guest will be provided with a Reservation Code.
We will hold the Rental-stay Fee as a convenience to users. Payments
to hosts will be made monthly, and guests will be charged every twenty
days for the next twenty days if applicable. All payments to hosts
will be paid less our Service Fee. Additional terms relating to payment,
cancellations, reconciliations and refunds are set out in the Host Agreement
and Guest Agreement respectively.
14. PROPRIETARY RIGHTS. Any material or information on our Site (with the exception of Third-Party Content), including without limitation all text, data, design, source code, photos and images (“Our Content”) is protected by rights of publicity, copyright, trademark, trade secret, and other proprietary rights and intellectual property laws as applicable. Except as expressly authorized by us, you may not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such material. “iStopOver,” and “www.istopover.com,” are trademarks of Brightspark 3.0 Inc. protected by federal and local laws; you agree not to use such marks for any purpose, including but not limited to as metatags on other websites, in written materials or otherwise.
You may not modify, participate in
the sale or transfer of, or create derivative works based on any of
Our Content, in whole or in part. The use of Our Content on any other
website, including by linking or framing, or in any networked computer
environment for any purpose, is prohibited without our prior written
approval. You also may not, without our express written permission,
"mirror" any material contained on this Site on any other
server. Any unauthorized use of any Content on this Site may violate
copyright laws, trademark laws, the laws of privacy and publicity, and
communications statutes and regulations.
15. TERMINATION. We may, in our discretion
and without liability to you, with or without cause, with or without
prior notice and at any time: (a) terminate your access to our Services,
(b) deactivate or delete any of your accounts and all related information
and files in such accounts and (c) bar your access to any of such files
or Services. Upon termination we will promptly pay you any hosting fees
held in escrow and due to you, less our Services Fee.
16. DISCLAIMER OF WARRANTIES
IF YOU USE OUR SERVICES, YOU DO SO
AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT ISTOPOVER DOES NOT
CHECK ANY GUEST, HOST, OR OTHER USER’S BACKGROUND OR RECORD. ISTOPOVER
IS A REPUTATION-BASED SYSTEM. PLEASE TAKE ADVANTAGE OF OTHER USER’S
COMMENTS AND THIRD-PARTY REFERRALS ON HOSTS AND GUESTS. USE COMMON SENSE.
BE AWARE AND BE SAFE. OUR SERVICES ARE PROVIDED ON AN "AS IS"
AND "AS AVAILABLE" BASIS AND WITHOUT ANY WARRANTIES OF ANY
KIND. WE EXPRESSLY DISCLAIM, AND YOU WAIVE, ALL WARRANTIES AND CONDITIONS
OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION,
IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT (A)
OUR SERVICES WILL MEET YOUR REQUIREMENTS; (B) OUR SERVICES WILL BE UNINTERRUPTED,
TIMELY, SECURE, OR ERROR-FREE; (C) ANY INFORMATION THAT YOU MAY OBTAIN
THROUGH OUR SERVICES WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF
ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED
BY YOU THROUGH OUR SERVICES WILL MEET YOUR EXPECTATIONS; OR (E) ANY
ERRORS IN ANY DATA OR SOFTWARE WILL BE CORRECTED. IF YOU ACCESS OR TRANSMIT
ANY CONTENT THROUGH THE USE OF OUR SERVICES, YOU DO SO AT YOUR OWN DISCRETION
AND YOUR SOLE RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE
ARISING OUT OF SUCH ACCESS OR TRANSMISSION. NO DATA, INFORMATION OR
ADVICE OBTAINED BY YOU IN ORAL OR WRITTEN FORM FROM US OR THROUGH OR
FROM OUR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN AGREEMENT.
YOU ACKNOWLEDGE THAT ANY TRANSMISSION
TO AND FROM THIS SITE IS NOT CONFIDENTIAL AND YOUR COMMUNICATIONS MAY
BE READ OR INTERCEPTED BY OTHERS. YOU ACKNOWLEDGE THAT BY SUBMITTING
COMMUNICATIONS TO US AND BY POSTING INFORMATION ON THE SITE, NO CONFIDENTIAL,
FIDUCIARY, CONTRACTUALLY IMPLIED OR OTHER RELATIONSHIP IS CREATED BETWEEN
YOU AND US OTHER THAN PURSUANT TO THESE TERMS
17. LIMITS ON LIABILITY
17.1 TO THE MAXIMUM EXTENT PERMITTED
BY LAW, WE SHALL NOT BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT
NOT LIMITED TO, ANY DIRECT, INCIDENTAL, GENERAL, SPECIAL, CONSEQUENTIAL,
EXEMPLARY OR PUNITIVE DAMAGES) EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES, ARISING FROM OR RELATING TO: (A) THE USE OR INABILITY
TO USE OUR SERVICES; (B) HARM OR DAMAGE TO YOUR PROPERTY AS A RESULT
OF USING OUR SERVICES; (C) DISCLOSURE OF, UNAUTHORIZED ACCESS TO OR
ALTERATION OF YOUR CONTENT; (D) ANY DEFAMATORY, OFFENSIVE OR ILLEGAL
CONDUCT OF ANY USER OR ANY HARM TO YOU CAUSED IN WHOLE OR PART BY A
THIRD PARTY, INCLUDING BUT NOT LIMITED TO ANOTHER USER OF THE SERVICES;
(E) STATEMENTS, CONDUCT OR OMISSIONS OF ANY GUEST, HOST, OR OTHER THIRD
PARTIES ON OUR SERVICES; OR (F) YOUR OR ANYONE ELSE'S CONDUCT OR ACTS
IN CONNECTION WITH THE USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION
FROM INTERACTIONS WITH OTHER USERS OF OUR SERVICES OR PERSONS INTRODUCED
TO YOU BY OUR SERVICES, WHETHER ON-LINE OR OFF-LINE. WE SHALL NOT BE
LIABLE FOR ANY FAILURE OR DELAY IN PERFORMING UNDER AGREEMENT DUE TO
CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS
OF NATURE AND POWER, INTERNET, AND EMAIL DISCONTINUITY. IF YOU ARE DISSATISFIED
WITH THE SITE OR SERVICES, YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT,
OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US, ANOTHER USER
OR THE SITE WITH RESPECT TO THESE TERMS OR THE SITE, THEN YOUR SOLE
AND EXCLUSIVE REMEDY AGAUNST US IS TO DISCONTINUE USING THE SITE AND
SERVICES. IN ALL EVENTS, OUR LIABILITY, AND THE LIABILITY OF ANY OF
OUR AFFILIATES TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE ARISING
OUT OF OR IN CONNECTION WITH THE SITE AND SERVICES IS LIMITED TO THE
GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE SIX MONTHS PRIOR
TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100.00 IN THE AGGREGATE.
17.2 THE FOREGOING LIMITATIONS SET
FORTH IN THIS SECTION AND THE DISCLAIMERS SET FORTH IN SECTION 16 APPLY
REGARDLESS OF THE CAUSES OR CIRCUMSTANCES GIVING RISE TO THE LOSS, DAMAGE,
CLAIM OR LIABILITY, EVEN IF SUCH LOSS, DAMAGE, CLAIM OR LIABILITY IS
BASED ON NEGLIGENCE OR OTHER TORTS, STRICT LIABILITY, BREACH OF CONTRACT
INCLUDING, WITHOUT LIMITATION, FUNDAMENTAL BREACH OR BREACH OF A FUNDAMENTAL
TERM, PRODUCT LIABILITY OR INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADE
SECRET, TRADE-MARK OR OTHER INTELLECTUAL PROPERTY RIGHT.
18. INDEMNITY. You shall indemnify
and hold us, our affiliates and respective shareholders, officers, directors,
employees and agents harmless from any third-party claim, demand, action,
damage, loss, cost or expense, including without limitation reasonable
attorneys' fees, arising out or relating to your use of our Services
or alleging facts or circumstances that, if true, could constitute your
breach of any of the terms of this Agreement. We will control any such
defense and related settlement and you will reasonably assist us therewith
at your expense.
19. GOVERNING LAW. This Agreement shall
be interpreted in accordance with the laws of the Province of Ontario
and the laws of Canada applicable therein, without regard to conflict-of-law
principles. You and we agree to submit to the non-exclusive jurisdiction
of a court located in Toronto, Ontario in connection with any dispute
related to the usage of this Site and/or the Services.
20. NO AGENCY. Our relationship is
that of independent contractors, and no agency, partnership, joint venture,
employee-employer or franchiser-franchisee relations is intended or
created by this Agreement or your use of the Site or Service.
21. MISCELLANEOUS . This Agreement
contains the entire agreement, and supersede all prior and contemporaneous
understandings between the parties. Our failure or delay in exercising
any right, power or privilege under Agreement shall not operate as a
waiver thereof. The invalidity or unenforceability of any of Agreement
shall not affect the validity or enforceability of any other the terms
contained herein, all of which shall remain in full force and effect.
We may assign our rights and delegate our obligations under Agreement
in whole or part to a third party. Sections 3, 4, 5, 6, 11, 12, 13,
14, 15, 16, 17, 18, 19, 20 and 21 shall survive any termination or expiration
of this Agreement.
Please contact us by clicking here
with any questions regarding this Agreement.
Your continued use of this Site and registration to use our Services is contingent upon your agreement to be bound by this Agreement.
