This is an agreement between you, as
the guest of a rental-stay listed on iStopOver for Office Rentals, www.istopover.com/office (hereinafter, the “Site”), and the operator
of this Site, Brightspark 3.0 Inc., a Canadian corporation and/or its
subsidiaries (hereafter referred to as “iStopOver” “we,” “us,”
or “our”) (the “Agreement”). We provide a venue to you and other
users in order to introduce Site users to each other for the purpose
of arranging stays with one another (the “Service”). This Agreement
supplements the Site Terms of Use and provides additional terms and
conditions which you must accept before you can register as a Guest
and communicate with any potential host user on the Site. By clicking
the "I Accept" check box below, you acknowledge that you have
read this Agreement, and that you understand and agree to be bound by
this Agreement. If you do not agree to be bound by this Agreement, click
on the "Cancel" button and you will have no right to enter
into a transaction for rental of a listed rental-stay with a user
of this Site. If this Agreement is changed or modified, we will post
on our Site a notice that revisions to this Agreement have been made
or we may notify you via email or other means. Your continued use of
this Site after any such changes or after explicitly accepting the new
Agreement upon logging into the site shall constitute your consent to
such changes.
1. Use of the Site and Services You
represent and warrant that (i) you are at least 18 years of age, (ii)
you will use this Site and our Services in accordance with this Agreement
and the Site Terms of Use, (iii) 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, and (iv) all information
supplied by you on this Site is true, accurate, current and complete.
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.
2. No Identity Confirmation. We make
no attempt to confirm any hosts’ purported identity, nor do we endorse
persons who use our Services, whether as guests or hosts. We do not
make any attempt to investigate or perform searches or background checks
on any individuals using our Services. You are solely responsible for
communicating directly with your host(s) regarding your rental-stay.
3. YOUR CONDUCT ON THIS SITE
3.1 Your Interactions with Users. 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.
3.2 Release. By using the Site or Service,
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 in connection with this
Site.
3.3 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) violate any local, provincial,
state, provincial, federal or other law or regulation, or any order
of a court;
(b) 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;
(c) "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;
(d) make any speculative, false, or
fraudulent reservation or any reservation in anticipation of demand;
(e) impersonate any person or entity,
or falsify or otherwise misrepresent yourself or your affiliation with
any person or entity;
(f) use the Site to find a host and
then complete the transaction offline in order to circumvent your obligation
to pay for the Service;
(g) 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.
4. No Obligation to Post Content. We
have no obligation to post any content from you or anyone else. In addition,
we may, in our sole and unfettered discretion, edit, remove or delete
any content that you post or submit.
5. PAYMENT
5.1 Fees.
Upon confirmation by you and the host of a booking of a listed rental-stay
on our Site (the “Rental-stay ”), you will be charged the rental
price agreed to between you and the host (the “Rental-stay Fee”)
which will include our then-current service fee (“Service Fee”)
as listed on the “Post A Listing” creation page of the Site. The
Site will provide you with the ability to submit and confirm the terms
agreed to between you and your host in respect of the Rental-stay
including the final agreed upon Rental-stay Fee, the numbers of
days of your stay and any other details provided regarding the Rental-stay
.
5.2 Manner of Payment.
Upon notification to us through the Site by you and your host of a confirmed
booking, you will be required to provide your credit card information
or pay through Paypal and will be charged some or all of the Rental-stay
Fee at that time which we will hold until the end of your stay or until
after 20 days of your stay. Fees will be taken every 20 days as applicable.
Upon confirmation of your booking and payment of the Rental-stay Fee,
we will provide you with a reservation code to present to your host
upon arrival at the Rental-stay . It is in your sole discretion whether
to provide the host with the reservation code and we have no liability
to you or your host if you choose not to provide the code or not to
stay at the Rental-stay. We will release the Rental-stay Fee less our
Service Fee to the host monthly following communication by the host
to us of your reservation code.
5.3 Cancellation and Refunds.
Your host may have a hold-back deposit / cancellation policy within
the terms of your booking which will be adhered to by us within the
payment process. You agree to pay any cancellation or change fees that
you incur as agreed to between you and the host of the Rental-stay .
If the reservation is cancelled by the host before the first date of
your stay at the Rental-stay , upon notification to iStopOver, we will
return the Rental-stay Fee to you in full. If you cancel the reservation
before the first date of your stay at the Rental-stay , we will provide
a refund to you less any non-refundable deposit, if applicable, as per
the cancellation policy set forth in the posting on the Site. We will
adhere to the cancellation policy as set forth in the Rental-stay
listing and have no further responsibility regarding refunds, deposits
or fees which vary from the terms set forth in the listing. If you arrive
at the Rental-stay and you are not satisfied with it for any reason
in your sole discretion, you have no obligation to provide the host
with the reservation code and upon notification to us through the Site,
within seven days of the end of the booking period, we will refund the
Rental-stay Fee to you in full. However, you must have in fact
arrived at the Rental-stay in order to receive a full refund,
and if the host is not present or otherwise available once you arrive,
you are required to leave written evidence of your arrival as we will
not provide a full refund to you if you did not arrive at the Rental-stay
. If you did not arrive at your Rental-stay , upon the host’s notice
to us through the Site, we will refund the Rental-stay Fee to
you minus any non-refundable deposit as per the terms of the listing.
We will have no responsibility or liability to you whatsoever in connection
with any dispute between you and your host regarding the Rental-stay
Fee or otherwise in connection with your stay at the Rental-stay .
5.4 Privacy. Our privacy policy governs
the handling, storage, and use of any information you submit to us,
including credit card billing information. Please see our Privacy Policy
located at which can be accessed via the link provided on the home page
at www.istopover.com for further information on this policy.
6. Your Content. By submitting any
content which shall include without limitation any 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.
7. 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.
8. PROPRIETARY RIGHTS
8.1 Our Intellectual Property. 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.
8.2 Your Use of Our Intellectual Property.
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.
9. 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 Service Fee.
10. 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. 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.
11. LIMITS ON LIABILITY
11.1 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 PAIDTHROUGH THE USE OF THIS SERVICES
IN THE SIX MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND
(B) $100.00 IN THE AGGREGATE.
11.2 TO THE MAXIMUM EXTENT PERMITTED
BY APPLICABLE LAW, IN NO EVENT WILL OUR AGGREGATE LIABILITY TO YOU OR
ANY THIRD PARTY IN ANY MATTER ARISING FROM OR RELATING TO WITH OUR SERVICES
OR AGREEMENT EXCEED THE SUM OF ONE HUNDRED U.S. DOLLARS ($100).
11.3 THE FOREGOING LIMITATIONS SET
FORTH IN THIS SECTION AND THE DISCLAIMERS SET FORTH IN SECTION 10 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.
12. 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.
We do not and cannot review all content
posted to the Site by members, or by other users or travelers who may
have posted on the Site a listing or review or guest book entry for
any particular rental rental-stay , and we are not responsible for any
such materials posted by such members, travelers or other users. All
rental-stay listings on the Site are submitted by the member and
are the responsibility of the member, and we specifically disclaim any
and all liability arising from the alleged accuracy of the listings,
rental-stay reviews, guest book entries, or any alleged breaches
of contract on a member's part. If you are a member, by accepting these
Terms, you agree to indemnify and hold the Site and any of our affiliates
harmless against all costs, expenses and losses arising out of a claim
relating to the content of your listing. You are solely responsible
for keeping your rental-stay information up to date on the Site,
including, but not limited to any and all representations about any
property, its amenities, location, and its availability for a specific
date or range of dates. We do not represent or warrant that any of the
copy, content, property reviews, guest book entries, property location,
suitability, pricing or availability information published on the Site
is accurate or up-to-date even in the case where prospective travelers
have searched for specific special offers, dates, or types of properties.
Members are solely responsible for ensuring the accuracy of any rental-stay
descriptions.
13. 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.
14. 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.
15. 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 1, 2, 3, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14
and 15 shall survive any termination or expiration of this Agreement.
Please contact us at support@istopover.com
with any questions regarding Agreement.
Your continued use of this Site and registration to use our Services is contingent upon your agreement to be bound by this Agreement.
