U2GUIDE TERMS & CONDITIONS
Last update: March 5th, 2018
PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, A CLAUSE THAT GOVERNS THE JURISDICTION AND VENUE OF DISPUTES, AND OBLIGATIONS TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS.
IN PARTICULAR, GUIDES SHOULD UNDERSTAND THE LAWS AND REGULATIONS APPLICABLE IN THEIR RESPECTIVE COUNTRIES OR LOCALITIES. AS THERE MAY BE RESTRICTIONS ON THEIR ABILITY TO PROVIDE TRAVEL SERVICES OR REQUIREMENTS TO OBTAIN CERTAIN RIGHTS, PERMITS OR LICENSES PRIOR TO PROVIDING SUCH SERVICES. IN MANY CONTRIES OR LOCALITIES, GUIDES MUST REGISTER, GET A PERMIT, OR OBTAIN A LICENSE BEFORE LISTING A TRAVEL SERVICE OR ACCEPTING TRAVELERS. LOCAL GOVERNMENTS VARY GREATLY IN HOW THEY ENFORCE THESE LAWS AND REGULATIONS. PENALTIES MAY INCLUDE FINES OR OTHER PENALTIES. GUIDES SHOULD REVIEW LOCAL LAWS BEFORE LISTING A TRAVEL SERVICE ON U2GUIDE.
If you are using the Site, you are contracting with U2GUIDE SAS. (U2GUIDE SAS and U2GUIDE are each hereinafter referred to as "U2GUIDE", "we", "us", or "our").
THE SITE, APPLICATION AND SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH GUIDES (DEFINED BELOW) MAY CREATE LISTINGS (DEFINED BELOW) FOR TRAVEL SERVICES (DEFINED BELOW) AND TRAVELERS (DEFINED BELOW) MAY LEARN ABOUT AND BOOK TRAVEL SERVICES DIRECTLY WITH THE GUIDES. YOU UNDERSTAND AND AGREE THAT U2GUIDE IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN TRAVELERS AND GUIDES, NOR IS U2GUIDE A TRAVEL AGENCY. U2GUIDE HAS NO CONTROL OVER THE CONDUCT OF TRAVELERS, GUIDES AND OTHER USERS OF THE SITE, APPLICATION AND SERVICES OR ANY TRAVEL SERVICE, AND DISCLAIMS ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
“Collective Content” means Members Content and U2GUIDE Content.
“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials.
“Guide” or "Insider Guide" means a Member who creates a Listing via the Site, Application and Services.
“Listing” means a TRAVEL SERVICE that is listed by a Guide as available for purchase and booking via the Site, Application, and Services.
“Member” means a person who completes U2GUIDE’s account registration process, including but not limited to NGOs, Guides and Travelers, as described under “Account Registration” below.
“Member Content” means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Site, Application or Services.
“NGO” means a Member who creates a profile on behalf of a not-for-profit organization, philanthropic association, a non-governemental organisation, charity foundation, any organization or any individual which performs Cultural, Environmental or Humanitarian actions worldwide, for a philanthropic purpose.
“Tax” or “Taxes” means any tax that Travel Services providers may be required by law to collect and remit to governmental agencies, and other similar municipal, state, federal and national indirect or other withholding and personal or corporate income taxes.
“Traveler” or « Nomade traveler » means a Member who requests from a Guide a booking of a TRAVEL SERVICE via the Site, Application or Services, or a Member who uses a TRAVEL SERVICE and is not the Guide for such TRAVEL SERVICE.
“Travel agent” or « Professional traveler » means a Professional organization which has partnered with U2GUIDE and who requests from a Guide a booking of a TRAVEL SERVICE via the Site, Application or Services. A travel agent mainly requests a booking on behalf of its own client(s).
“U2GUIDE Content” means all Content that U2GUIDE makes available through the Site, Application, or Services, including any Content licensed from a third party, but excluding Member Content.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE, APPLICATION OR SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE, VIA THE APPLICATION OR THROUGH THE SERVICES, OR BY PARTICIPATING IN THE SPONSORING PROGRAM, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE AND APPLICATION. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, APPLICATION, SERVICES, OR COLLECTIVE CONTENT OR TO PARTICIPATE IN THE SPONSORING PROGRAM.
If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
I. TERMS OF SERVICE
The Site, Application and Services can be used to facilitate the listing and booking of Travel Services (“Travel Services”). Such Travel Services are included in Listings on the Site, Application and Services by Guides. You may view Listings as an unregistered visitor to the Site, Application and Services; however, if you wish to book a Service or create a Listing, you must first register to create an U2GUIDE Account (defined below).
As stated above, U2GUIDE makes available an online platform or marketplace with related technology for Travelers, Travel agents and Guides to meet online and arrange for bookings of Travel Services directly with each other. U2GUIDE is not a owner, reseller, provider nor operator of Travel Services. Unless explicitly specified otherwise in the U2GUIDE platform, U2GUIDE’s responsibilities are limited to: (i) facilitating the availability of the Site, Application and Services and (ii) serving as the limited payment collection agent of each Guide for the purpose of accepting payments from Travelers on behalf of the Guide.
PLEASE NOTE THAT, AS STATED ABOVE, THE SITE, APPLICATION AND SERVICES ARE INTENDED TO BE USED TO FACILITATE GUIDES, TRAVEL AGENTS AND TRAVELERS CONNECTING AND BOOKING TRAVEL SERVICES DIRECTLY WITH EACH OTHER. U2GUIDE CANNOT AND DOES NOT CONTROL THE CONTENT CONTAINED IN ANY LISTINGS AND THE CONDITION, LEGALITY OR SUITABILITY OF ANY TRAVEL SERVICES. U2GUIDE IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL LISTINGS AND TRAVEL SERVICES. ACCORDINGLY, ANY BOOKINGS WILL BE MADE AT THE TRAVELER’S OWN RISK OR AT THE TRAVEL AGENT’S OWN RISK.
1. Account Registration
In order to access certain features of the Site and Application, and to book a Travel Service or create a Listing, you must create an account (“U2GUIDE Account”) and become a Member. Registration is restricted to actionable persons. In the case of registration of a company or a legal body, the person conducting the registration must have proper authorization to act in the name of the company or legal body, respectively.
We will create your U2GUIDE Account and your U2GUIDE Account profile page for your use of the Site and Application based upon the personal information you provide to us: You need to register with your official name. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. The registration of more than one user account for the same natural or legal person is not allowed. The user account is not transferable. You are responsible for safeguarding your password.
U2GUIDE reserves the right to suspend or terminate your U2GUIDE Account and your access to the Site, Application and Services if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete.
2. Travel Service Listings
As a Member, you may create Listings. To create a Listing, you will be asked a variety of questions about the Travel Service to be listed. After a validation process, listings will be made publicly available via the Site, Application and Services. As a Guide, you understand that U2GUIDE can decide, in its sole discretion and without providing explanation, that it is necessary or desirable to to not validate your listing and thus to not make it publicly available. If your listing is validated and made publicly available, other Members will be able to book your Travel Service via the Site, Application and Services based upon the information provided in your Listing.
You acknowledge and agree that you are responsible for any and all Listings you post. Accordingly,:
- You are required to provide accurate information and keep it up to date.
- You represent and warrant that any Listing you post (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) be in compliance with all applicable laws & tax requirements that may apply to any Travel Service included in a Listing you post, and (b) not conflict with the rights of third parties.
If you are a Guide, you understand and agree that U2GUIDE does not act as an insurer or as your contracting agent. If a Traveler or a Travel agent requests a booking of your Travel Service and uses your Travel Service, any agreement you enter into with such Traveler or such a Travel agent is between you and the Traveler or the Travel agent and U2GUIDE is not a party thereto. Notwithstanding the foregoing, U2GUIDE serves as the limited authorized payment collection agent of the Guide for the purpose of accepting, on behalf of the Guide, payments from Travelers or a Travel agent of such amounts stipulated by the Guide (including Taxes).
If you are a Guide, U2GUIDE makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm for booking for your Travel Service. You acknowledge and agree that, as a Guide, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who uses or are otherwise present during the use of your Travel Service at your request or invitation, excluding the Traveler (and the individuals the Traveler invites to the Travel service, if applicable) and excluding the Travel agent (and the individuals the Travel agent includes to the Travel service, if applicable)
3. No Endorsement
U2GUIDE does not endorse any Member or any Travel Service. Members are required by these Terms to provide accurate information, and although U2GUIDE may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any Member or the Member’s identity or background.
If you are a Guide and if you state being a professional while editing your profile on the plateforme, you have to provide to U2GUIDE by email (email@example.com) all necessary evidences such as licenses, governmental authorizations, corporate certifications or any relevant documentation to attest it. If you are a Guide and if you state being a professional while you could not attest it with due and formal evidences to local authority or to any member, you acknowledge and agree that you’re solely responsible for any damage or harm resulting from such a situation.
A Member being « premium », « verified », « professional » or “connected” (or similar language) only indicate that the Member has completed a relevant verification process, and does not represent anything else.
Any references in the Site, Application or Services to a Member being « premium », « verified », « professional » or “connected” (or similar language) only indicate that the Member has completed a relevant verification process, and does not represent anything else.
Any references in the Site, Application or Services to an activity being « premium » or « verified » (or similar language) only indicate that the activity has completed a relevant verification process, and does not represent anything else.
U2GUIDE is not responsible for any damage or harm resulting from Members interactions with other Members.
By using the Site, Application or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from U2GUIDE with respect to such actions or omissions.
4. Service Fees
In consideration for the use of U2GUIDE’s online marketplace and platform, U2GUIDE charges the Service Fees. Where applicable, Taxes (such as VAT in Europe) may also be charged in respect of the Guide Fees and Traveler Fees. U2GUIDE deducts the Guide Fees from the Journey Fees before remitting the balance to the Guide as described in these Terms. Traveler Fees are, as noted below, included in the Total Fees.
Please note that U2GUIDE may impose or deduct foreign currency processing costs on or from any remittances by U2GUIDE in currencies other than Euros and USD.
More information about our Guide Service Fees & our Traveler Service Fees.
Except as otherwise provided herein, Service Fees are non-refundable.
5. Bookings and Financial Terms
- “Journey Fees” means the amounts that are due and payable by a Traveler or a Travel agent in exchange for a Travel Service delivered by the Guide. The Guide alone, and not U2GUIDE, determines these amounts. The Guide may in his or her sole discretion decide to include in these amounts (i) any fee permitted on the U2GUIDE platform, or (ii) Taxes that the Guide determines that he or she has to collect.
- “Traveler Fees” means the fee that U2GUIDE charges a Traveler or a Travel agent for the use of its online platform, which is calculated as a percentage of the applicable Journey Fees. The Traveler Fees will be displayed to the Traveler when the Traveler is asked whether to validate and pay a booking request to a Guide.
- “Guide Fees” means the fee that U2GUIDE charges a Guide for the use of its online platform, which is calculated as a percentage of the applicable Journey Fees. The Guide Fees will be displayed to the Guide when the Guide is asked whether to confirm or reject a booking request from a prospective Traveler.
- “Service Fees” means collectively the Traveler Fees and the Guide Fees.
- “Total Fees” means collectively the Journey Fees and the Traveler Fees (plus any Taxes in respect of Traveler Fees, such as VAT in Europe).
Bookings and Financial Terms for Guides
If you are a Guide and a booking is requested for your Service via the Site, Application and Services, you will be required to either propose a quotation or reject the booking request. To send a quotation means you are available to perform your Travel Service for the schedule mentioned in the quotation. When you submit your quotation, the Traveler has 72 hours to accept your quotation and pay the booking.
U2GUIDE will collect the Total Fees at the time of booking confirmation (i.e. when the Traveler or the Travel agent does confirm and pay the booking) and will initiate payment of the Journey Fees (less U2GUIDE’s Guide Fees) to the Guide within 24 hours of when the applicable Travel Service due to Traveler is completed (except to the extent that a refund is due to the Traveler). For Travel services longer than 48 hours and higher than 200 euros, the guide may benefit from a payment term 60/40. In the case the Guide select such a payment term (60/40) and thus agrees to pay higher Guide fees, U2GUIDE will initiate payment of 60% of the Journey Fees (less U2GUIDE’s Guide Fees) to the Guide within 48 hours of when the applicable Travel Service due to Traveler or to Travel agent does start (except to the extent that a refund is due to the Traveler) and will initiate payment of 40% of the Journey Fees (less U2GUIDE’s Guide Fees) to the Guide within 24 hours of when the applicable Travel Service due to Traveler or to Travel agent is completed (except to the extent that a refund is due to the Traveler). Please refer to Guide fees policy for further details.
The time it takes for the Guide to receive payouts may depend upon the method for receiving payouts chosen by the Guide. Some methods involve the use of third-party payment processors, who may impose their own additional charges for their use to the Guide, including by deducting their charges from the payout amount.
Appointment of U2GUIDE as Limited Payment Collection Agent for Guide
Each Guide hereby appoints U2GUIDE as the Guide’s limited payment collection agent solely for the purpose of accepting the Journey Fees from Travelers.
Each Guide agrees that payment made by a Traveler through U2GUIDE shall be considered the same as a payment made directly to the Guide, and the Guide will make the Travel Service available to the Traveler in the agreed-upon manner as if the Guide has received the Journey Fees. Each Guide agrees that U2GUIDE may, in accordance with the cancellation policy selected by the Guide and reflected in the relevant Listing, (i) permit the Traveler to cancel the booking and (ii) refund to the Traveler that portion of the Journey Fees specified in the applicable cancellation policy. Each Guide understands that as U2GUIDE accepts payments from Travelers as the Guide’s limited payment collection agent, U2GUIDE’s obligation to pay the Guide is subject to and conditional upon U2GUIDE successfully receiving the payments from Travelers. U2GUIDE does not guarantee payments to Guides for amounts that have not been successfully received from Travelers. In accepting appointment as the limited authorized agent of the Guide, U2GUIDE assumes no liability for any acts or omissions of the Guide.
Bookings and Financial Terms for Travelers
The Guides, not U2GUIDE, are solely responsible for honoring any confirmed bookings and making available any Travel Service reserved through the Site, Application and Services.
If you, as a Traveler or a Travel agent, choose to enter into a transaction with a Guide for the booking of a Travel service, you agree and understand that you will be required to enter into an agreement with the Guide and you agree to accept any terms, conditions, rules and restrictions associated with such Travel Service defined and specified within the guide’s offer as well as within the internal communication (i.e. instant chat) which is performed through the Site, Application and Services. You acknowledge and agree that you, and not U2GUIDE, will be responsible for performing the obligations of any such agreements, that U2GUIDE is not a party to such agreements, and that, with the exception of its payment obligations hereunder, U2GUIDE disclaims all liability arising from or related to any such agreements.
The Total Fees payable will be displayed to a Traveler or a Travel agent onto the quotation sent by a Guide.
Cancellations and Refunds
If, as a Traveler, you cancel your requested booking before the requested booking is confirmed by a Guide, U2GUIDE will cancel any pre-authorization to your credit card and/or refund any nominal amounts charged to your credit card in connection with the requested booking within a commercially reasonable time.
If, as a Traveler or as a Travel agent, you wish to cancel a confirmed booking made via the Site, Application and Services, either prior to or after the beginning of the Travel Service, the cancellation policy will apply to such cancellation. The Traveler Fee is non-refundable regardless of the cancellation policy. In case that the applicable law for the contract between you and the guide grants a right of cancellation in favor of you, you waive that right, to the extent permitted by law.
If, as a Guide, you wish to cancel a confirmed booking made via the Site, Application and Services, either prior to or after the beginning of the Travel Service, the cancellation policy will apply to such cancellation. Additionally, if you cancel a confirmed booking, U2GUIDE may apply penalties or consequences to you or your Listing, including (i) publishing an automated review on your Listing indicating that a reservation was cancelled or (ii) keeping your Listing unavailable or blocked for the dates of the cancelled booking.
In certain circumstances, U2GUIDE may decide, in its sole discretion, that it is necessary or desirable to cancel a confirmed booking made via the Site, Application and Services.
U2GUIDE may also determine, in its sole discretion, to refund to the Traveler or to the Travel agent part or all of the amounts charged to the Traveler in accordance with the Traveler refund policy.
Specific Terms & Conditions for Travel agents
Travel agents benefit from specific Terms & Conditions, including but not limited to specific Financial terms for the Guide, specific Reimbursment policy and specific Cancellation policy. Those specific terms & conditions are specified to the Guide before he/she decides to offer a quotation. Those specific terms & conditions may vary from a Travel agent to another.
As a Guide, if you choose to enter into a transaction with a Travel agent for the booking of a Travel service, you agree and understand that you will be required to enter into an agreement with the Travel agent and you agree to accept its specific terms & conditions prior offering any quotation to such a Travel agent.
According the reimbursement policy, in case of dispute arising between a guide, a traveler and/or a travel agent, U2GUIDE may undertake a meditation to implement the reimbursement policy. In such a case, only communications made via the Site, Application and Services, will be taken into account in order to define the booking content for which the payment has been done.
U2GUIDE may, in its sole discretion, round up or round down amounts that are payable from or to Travelers, Travel agents or Guides to the nearest whole functional base unit in which the currency is denominated.
Payment Processing Errors
We will take steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the same payment method used for the original payout to or payment by you, so that you end up receiving or paying the correct amount.
You as a Guide understand and agree that you are solely responsible for determining (i) your applicable Tax reporting requirements, and (ii) the Taxes that should be included, and for including Taxes to be collected or obligations relating to applicable Taxes in Listings. You are also solely responsible for remitting to the relevant authority any Taxes included or received by you. U2GUIDE cannot and does not offer Tax-related advice to any Members.
6. Foreign Currency
U2GUIDE does consider Euro and USD as the default currency.
U2GUIDE’s online platform facilitates bookings between Travelers and Guides who may prefer to pay and to receive payments in different currencies, which may require foreign currency conversions to accommodate these differing currency preferences. Although the U2GUIDE platform allows users to view the price of Listings in a number of currencies, the currencies available for users to make and receive payments is limited, and may not include the default currency in any given geographic location. Therefore, U2GUIDE would process a currency conversion when the guide is not using the default currency nor USD and in such a case, U2GUIDE would apply a foreign currency lump sum commission of 5 euros or equivalent in another currency.
Please note that your payment company (for example, your credit or bank card issuer) will use a currency conversion rate for and may impose a currency conversion fee on your payment or payout, if your card or bank account is denominated in a currency that is different from the Booking Currency or the Payout Currency respectively. Similarly, third-party payment processors may also use a currency conversion rate for or impose a currency conversion fee on your payment or payout. All of these currency conversion rates and fees are not controlled by or known to U2GUIDE.
7. Personal Insurance
As a traveler, Insurance is not provided by U2GUIDE meanwhile you enter into a transaction with a Guide.
In case the guide includes an insurance into its services, you acknowledge and agree that U2GUIDE has no liability regarding any breach of such an insurance coverage. You are personally responsible for a sufficient insurance coverage. The extent of insurance need depends on the booked activity.
8. Time Zone
For time and date calculations, the time zone of the Guide shall apply.
U2GUIDE is committed to develop a philanthropic business model in favor of Cultural, Environmental and/or Humanitarian actions (« Philantropic actions ») which are run by partner NGO worldwide, on philanthropic purpose.
Every year, through a Call for Proposal, U2GUIDE will publish ethical and adequate criteria through which partner NGO may be selected and thus may be eligible to U2GUIDE Philanthropic sponsoring program.
Every year, whilst U2GUIDE Philanthropic sponsoring program reaches or exceeds 100,000.00 Euros, U2GUIDE shall publish an audited Philantropic report within 3 months after the end of the year.
U2GUIDE does endorse NGO as Partner NGO. Partners NGO are required by these Terms to provide accurate information, and although U2GUIDE may undertake additional checks and processes designed to help verify or check the efficiency of their actions and the veracity of their statements, Partners NGO acknowledge and understand that they are solely responsible for any damage or harm resulting from any wrong statement, any omission or any illegal or non-ethical actions they may make before or after their endorsement by U2GUIDE.
U2GUIDE is not responsible for any damage or harm resulting from Partners NGO interactions with other Members.
2. Funding partner NGO through 1% of Travel services’ Total fees
As a traveler or as a Travel agent, after the confirmation and the payment of any Travel service, you will be asked to choose a NGO (amongst our partner NGO) for which you want to donate 1% of the total fees of such a Travel service. If you do not choose a NGO, you entrust U2GUIDE to choose a NGO on your behalf, while understanding and agreeing with below disclaimer.
U2GUIDE will transfer the donation to the rewarded NGO on a quaterly basis through the method selected by the rewarded member. Some methods does involve fees (ie. Western Union, …) : those fees would be paid by the rewarded NGO. Please do refer to Payment methods.
3. Funding partner NGO or in-house projects through 50% of U2GUIDE net profit
Every year, U2GUIDE will distribute 50% of its net profit (« Philanthropic budget ») to support Philanthropic projects worldwide, through partner NGO or/and through in-house projects. Such a Philanthropic budget will be subdivided per visited country, in proportion of sales made in those visited countries.
At its sole discretion, though the Philanthropic budget, U2GUIDE may select and fund :
- a partner NGO to perform Philantropic actions, following ethical and adequate criteria set by U2GUIDE
- and/or its own Philanthropic actions
At its sole discretion, U2GUIDE may dedicate all or part of the Philanthropic budget to other regions/countries.
4. Funding partner NGO through Guide’s Journey fees
As a Guide, you can choose to dedicate all or part of the journey fees of any Travel service to a partner NGO, meanwhile offering your quotation for such a Travel service to the Traveler or to the Travel agent. Following your decision, all or part of the journey fees, excluding Guide service fees, will be given to the selected NGO.
U2GUIDE will transfer the donation to the rewarded NGO on a quaterly basis through the method selected by the rewarded member. Some methods does involve fees (ie. Western Union, …) : those fees would be paid by the rewarded NGO. Please do refer to Payment methods.
If you act on behalf of a NGO, you acknowledge and agree that such you have received all authorizations from such a NGO to act on its behalf and that in case of dispute with such a NGO, your entire liability is engaged with such a NGO. You acknowledge and agree that such a NGO shall run activities on Environmental, Cultural and/or Humanitarian fields, on philanthropic purpose.
Althought U2GUIDE would pay a high & professional attention to the selection of such a NGO and through the attribution of a donation to such a NGO, U2GUIDE is not liable nor responsible for any Fraud and Abuses committed by such a NGO, including but not limited to the reporting of such a NGO, to the communication forwarded by such a NGO and to the usage of the donation given to such a NGO. However, U2GUIDE does reserve the right to claim a refund trough any legal way from such a NGO which would commit any Fraud and Abuses with a U2GUIDE donation.
As a member, you acknowledge and agree with all here-above clauses related to U2GUIDE Philanthropic program & U2GUIDE.ORG. You agree not to attempt to impose liability on or seek any legal remedy from U2GUIDE with respect to such Philanthropic program, its actions and its ommissions.
1. User Conduct
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Collective Content. In connection with your use of the Site, Application, Services and Collective Content, you may not and you agree that you will not:
- violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
- use manual or automated software, devices, scripts, robots or other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site, Application, Services or Collective Content;
- use the Site, Application, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms;
- copy, store or otherwise access any information contained on the Site, Application, Services or Collective Content for purposes not expressly permitted by these Terms;
- infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
- interfere with or damage our Site, Application or 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;
- use our Site, Application or 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;
- use our Site, Application, Services or Collective Content in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to applicable travel services covered by U2GUIDE
- "stalk" or harass any other user of our Site, Application, Services or Collective Content, or collect or store any personally identifiable information about any other user other than for purposes of transacting as an U2GUIDE Traveler or Guide;
- register for more than one U2GUIDE Account
- contact a Guide for any purpose other than requesting a quotation and fine-tuning such a quotation or asking a question related to a booking, such Guide’s Travel Service or Listings;
- contact a Traveler for any purpose other than providing a quotation and fine-tuning such a quotation or asking a question related to a booking or such Traveler’s use of the Site, Application and Services;
- recruit or otherwise solicit any Guide or other Member to join third-party services or websites that are competitive to U2GUIDE, without U2GUIDE’s prior written approval;
- impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
- use automated scripts to collect information from or otherwise interact with the Site, Application, Services or Collective Content;
- use the Site, Application, Services or Collective Content to find a Guide or Traveler and then complete a booking of a Travel Service independent of the Site, Application or Services, in order to circumvent the obligation to pay any Service Fees related to U2GUIDE’s provision of the Travel Services or for any other reasons;
- as a Guide, submit any Listing with false or misleading price information, or submit any Listing with a price that you do not intend to honor;
- post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
- systematically retrieve data or other content from our Site, Application or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
- use, display, mirror or frame the Site, Application, Services or Collective Content, or any individual element within the Site, Application, Services or Collective Content, U2GUIDE’s name, any U2GUIDE trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Site, Application or Services, without U2GUIDE’s express written consent;
- access, tamper with, or use non-public areas of the Site, Application or Services, U2GUIDE’s computer systems, or the technical delivery systems of U2GUIDE’s providers;
- attempt to probe, scan, or test the vulnerability of any U2GUIDE system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by U2GUIDE or any of U2GUIDE’s providers or any other third party (including another user) to protect the Site, Services, Application or Collective Content;
- forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Collective Content to send altered, deceptive or false source-identifying information;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
U2GUIDE has the right to investigate and prosecute violations of any of the above to the fullest extent of the law.
U2GUIDE may access, preserve and disclose any of your information if we are required to do so by law. You acknowledge that U2GUIDE has no obligation to monitor your access to or use of the Site, Application, Services or Collective Content or to review or edit any Member Content. U2GUIDE reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that U2GUIDE, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.
The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of France and foreign countries. You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of U2GUIDE and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application, Services, or Collective Content.
4. U2GUIDE Content and Member Content License
Subject to your compliance with the terms and conditions of these Terms, U2GUIDE grants you a limited, non-exclusive, non-transferable license, to (i) access and view any U2GUIDE Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by U2GUIDE or its licensors, except for the licenses and rights expressly granted in these Terms or within any formal contract signed with U2GUIDE.
5. Member Content
We may, in our sole discretion, permit you to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application and Services, you hereby grant to U2GUIDE a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, by means of or to promote or market the Site, Application and Services. U2GUIDE does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.
You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site, Application and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Site, Application and Services or you have all rights, licenses, consents and releases that are necessary to grant to U2GUIDE the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or U2GUIDE’s use of the Member Content (or any portion thereof) on, through or by means of the Site, Application and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
The Site, Application and Services may contain links to third-party websites or resources. You acknowledge and agree that U2GUIDE is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by U2GUIDE of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
7. Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of U2GUIDE used herein are trademarks or registered trademarks of U2GUIDE. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
8. Copyright Policy
U2GUIDE respects copyright law and expects its users to do the same. It is U2GUIDE’s policy to terminate in appropriate circumstances the U2GUIDE Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
9. Suspension, Termination and U2GUIDE Account Cancellation
We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel your U2GUIDE Account. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your U2GUIDE Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Site, Application, Services, your U2GUIDE Account, your Member Content, or receive assistance from U2GUIDE Customer Service, (b) any pending or accepted future bookings as either Guide or Traveler will be immediately terminated, (c) we may communicate to your Travelers or Guides that a potential or confirmed booking has been cancelled, (d) we may refund your Travelers in full for any and all confirmed reservations, irrespective of preexisting cancellation policies, (e) we may contact your Travelers to inform them about potential alternate Travel services with other Guides that may be available on the Site, Application and Services, and (f) you will not be entitled to any compensation for reservations or bookings (even if confirmed) that were cancelled as a result of a suspension, deactivation or termination of your U2GUIDE Account. You may cancel your U2GUIDE Account at any time by written request through firstname.lastname@example.org. Please note that if your U2GUIDE Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application and Services, including, but not limited to, any reviews or Feedback.
IF YOU CHOOSE TO USE THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT AND PARTICIPATE IN THE SPONSORING PROGRAM, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT U2GUIDE DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, INCLUDING, BUT NOT LIMITED TO, TRAVELERS AND GUIDES, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SITE, APPLICATION, SERVICES, COLLECTIVE CONTENT AND SPONSORING PROGRAM ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. U2GUIDE MAKES NO WARRANTY REGARDING THE QUALITY OF ANY LISTINGS, TRAVEL SERVICE, YOUR BENEFITS FROM SPONSORING PROGRAMS, THE TRAVEL SERVICES OR COLLECTIVE CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT OBTAINED THROUGH THE SITE, APPLICATION, SERVICES OR SPONSORING PROGRAM.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM U2GUIDE OR THROUGH THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES.
11. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, APPLICATION, SERVICES AND COLLECTIVE CONTENT, YOUR LISTING OR BOOKING OF ANY TRAVEL SERVICE VIA THE SITE, APPLICATION AND SERVICES, YOUR PARTICIPATION IN THE SPONSORING PROGRAM, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF U2GUIDE WHETHER IN PERSON OR ONLINE REMAINS WITH YOU.
You agree to release, defend, indemnify, and hold U2GUIDE and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking of a Travel Services, or (iii) creation of a Listing; (d) the use of a Travel Service by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a booking or use of a Travel Service; and (e) your participation in the SPONSORING Program.
13. Reporting Misconduct
If you stay with or Guide anyone who you feel is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to U2GUIDE by contacting us with your police station and report number at email@example.com; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.
14. Entire Agreement
These Terms constitute the entire and exclusive understanding and agreement between U2GUIDE and you regarding the Site, Application, Services, Collective Content, SPONSORING Program, and any bookings or Listings of Travel Services made via the Site, Application and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between U2GUIDE and you regarding bookings or listings of Travel Services, the Site, Application, Services, Collective Content and SPONSORING Program.
U2GUIDE reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by U2GUIDE (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
17. Controlling Law and Jurisdiction
These Terms will be interpreted in accordance with the laws of Hong Kong, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a state court located in Hong Kong for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.
The failure of U2GUIDE to enforce any right or provision of these Terms 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 U2GUIDE. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact U2GUIDE at firstname.lastname@example.org.