VICINNITY EXCHANGE INC. – TERMS OF USE
Last Revision: April 30, 2016.
Agreement
Please read these terms of service (“Terms”) carefully. By accessing or using our website, applications or services you agree to be legally bound by these Terms and our privacy policy.
If you do not agree to all of these Terms then do not access or use our website, applications or services.
These Terms apply to all your access and use of all our services, as well as all our websites, applications, emails, text messages and social media accounts including but not limited to content, tools and services accessible by means of the Application as well as all bookings made through any of them (collectively “Service”).
If you are using the Service on behalf of an entity, you represent and warrant that you are authorized to accept these Terms on the entity’s behalf, and that the entity agrees to be responsible to Vicinnity if you violate these Terms.
If you have any questions regarding the use of the Service, please email us at [email protected]
Changes, Suspension and Termination
We reserve the right to change these Terms at any time by making updates on our website indicating the last revision date. The onus is on you to review these Terms from time-to-time and prior to using our website applications or services to make sure you agree with the then current Terms as posted. You waive any right you may have to receive specific notice of such changes or modifications. If you continue to access or use any Service following our posting of any changes to these Terms, you will be deemed to have accepted to the changes. If you do not agree to the changed Terms, you must stop accessing or using all Service.
Vicinnity reserves the right to change, suspend, remove, discontinue or disable access to the Service or any part thereof at any time without notice. In no event will Vicinnity be liable for the removal of or disabling of access to any portion or feature of the Service.
Device Usage Rules
Your use of the Service must also be in accordance with the usage rules established by your mobile device platform or service provider and that you are solely responsible for doing so. You will also be solely responsible for all data usage, connectivity or other fees payable to your platform or service provider arising from your use or attempted use of the Service.
Registration
To access certain areas and features of the Service you may be required to register with Vicinnity. If you register, you will (i) provide accurate, current and complete information about you as may be prompted by any signup, login and/or registration forms made available via the Service (the “Registration Data“); (ii) maintain and promptly update the Registration Data, and any other information you provide to Vicinnity, in order to keep it accurate, current and complete; and (iii) accept all risk of unauthorized access to the Registration Data and any other information you provide to Vicinnity.
Vicinnity is under no obligation to retain a record of your account or any data or information that you may have stored by means of your account or your use of the Service. You are only authorized to create and use one account for the Service and are prohibited from using alter egos or other disguised identities when using the Service. You are under no obligation to use or continue to use the Service and may stop using the Service without notice to Vicinnity.
You may not use the Service if you are under 18 years of age (or the age of majority in your jurisdiction).
Compatibility
Vicinnity does not warrant that the Service will be compatible or interoperable with your mobile device or any other hardware, software or equipment installed on or used in connection with your mobile device, computer or digital advice, and Vicinnity will not be liable or accountable for any conflicts, loss of service, damages, claims or expenses arising therefore.
Hotel Descriptions
The hotel is responsible for any hotel, room or amenity descriptions provided through the Service. If you have reason to believe that a hotel room you booked through the Service or other product or feature does not meet the claims advertised within the Service you must contact the hotel and Vicinnity immediately (and in any case no later than three business days following the check-in date or feature request date). Your failure to contact us within this period may affect our ability to investigate and resolve your claim. Hotel content, including images, are provided by the hotels. Vicinnity and its suppliers are not responsible for the accuracy of images or hotel content.
Rates
Vicinnity makes no guarantee that the rates advertised through the Service represent (i) the lowest price for a hotel room in every or any area on any particular day or (ii) the published price for a hotel room on another website or publication not affiliated with Vicinnity in every area on any particular day.
You agree that (i) the rate you pay Vicinnity may be more than and different from a rate paid by another traveler that night or at any other time for and with respect to a room the same as or equivalent of yours; and (ii) the rate you pay to Vicinnity is usually higher than the rate Vicinnity pays the hotel for your booking, and that difference in price is how Vicinnity gets paid for providing the Service to you.
Time Zones
All times referred to in the Service will be measured in the time zone of the Hotel on the day in question. Vicinnity is not responsible for any errors or inaccuracies in any time zone information of any kind provided in the Service, and will not be liable or accountable for any damages, claims, losses or inconvenience that arise therefrom. The onus is on you to verify times as required for your booking as of the time zone in which the hotel is located.
Navigation
Vicinnity is not responsible for any errors or inaccuracies in any address, location or navigation information of any kind provided in the Service, and will not be liable or accountable for any damages, claims, losses or inconvenience that arise therefrom. The onus is on you to address, location or navigation information as required for your booking as of the time zone in which the hotel is located.
Bookings
When you book a room using the Service, you are representing the following: (i) any credit information you supply is true and complete, you are the credit card holder, and the credit card is valid and in good standing; (ii) charges incurred by you will be honored by your credit card company, (iii) you will pay the posted price for the hotel room, even if you are unable to consummate your stay in that hotel room, (iv) you have no cancellation rights if you need to change or cancel your reservation, (v) your reservation is for one night only and for the night of the day on which you make your booking; (vi) you will pay the hotel separately and directly for all hotel amenities you purchase or utilize during your stay at the hotel rates, (vii) you will comply with all reasonable hotel rules and regulation, (viii) you are booking for your use, you are planning use the reservation and stat yourself at the hotel under that reservation, and you are not booking for an unaccompanied third party , and (ix) all information you provide will be current and accurate.
Check In
The Hotel will have the right to refuse to check in to you if you do not comply with the Hotel’s normal requirements therefore as they apply to the Hotel’s own guest acceptance policies for guests who book directly with the Hotel or through the Hotel’s branded reservation system (if any).
Refunds
Vicinnity will have no obligation to make, share in or contribute to any refunds for any reason whatsoever. All refunds, if any, will be between you and the hotel.
Overstays
All bookings offered by the Hotel or accepted by Vicinnity using the Service will be for that night and for one night only. You may choose to extend your stay, subject to room availability, either directly with the Hotel or through the Service.
Taxes
All payments and Rates will be subject to applicable sales, VAT and withholding taxes as may be applicable at law. All Rates posted by the Hotel will indicate if they do or do not include applicable sales or VAT taxes as required or permitted by the laws of the jurisdiction in which the Hotel is located.
Consent to Electronic Communications
When you use the Service or send emails to us, you are communicating with us electronically, and you consent to receive communications from us electronically. We will communicate with you by email or providing notices via the Service. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that these communications be in writing. Electronic communications from us, including emails, may include marketing and promotional content.
Third Parties
Your use of the Service and your contact, interaction or dealings with any third parties arising out of your use of the Service is solely at your own risk. The hotels and other suppliers through Vicinnity are independent contractors and not agents or employees of Vicinnity. Vicinnity is not responsible for, and will not be held liable for, the acts, errors, omissions, representations, warranties, breaches or negligence of any of these hotels or suppliers for any personal injuries, death, property damage, loss, theft or other damages or expenses resulting therefrom.
Your Content and Conduct
The Service may include forums and other interactive areas or services (“Interactive Areas”) in which you or other users can create, post or share content, materials, data, information, text, photos and/or other materials (“User Content”). You are solely responsible for your use of such Interactive Areas and the User Content you share. You hereby grant Vicinnity a perpetual, irrevocable license to use and display any User Content you post, upload or otherwise provide to Vicinnity, including any photos you might provide.
You agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Service any of the following:
- User Content that is libelous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, violent, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable;
- User Content that is illegal or unlawful, that would constitute, encourage or provide instructions for a criminal offense, or that would otherwise create liability or violate any local, state, provincial, national or international law;
- User Content that may infringe or violate any patent, trademark, trade secret, copyright, right of privacy;
- Unsolicited promotions, political campaigning or commercial messages (SPAM), or any chain messages or User Content designed to deceive or trick a user of the Service;
- Private or personal information of any third party including, but not limited to, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; and
- Viruses, corrupted data or other harmful, disruptive or destructive files or code, script or other software designed to automate any functionality on the Service without Vicinnity’s express written consent.
You further agree that you are solely responsible for your conduct while using the Service and that you will not do any of the following in connection with the Service or its users:
- Use the Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Service or that could damage, disable, overburden or impair the functioning of the Service in any manner
- Harass, threaten, or intimidate Service employees with inappropriate language or behavior;
- Collect any personally identifiable information about other users (except as specifically authorized by Vicinnity), or intimidate, threaten, stalk or otherwise harass or cause discomfort to other users of the Service;
- Use the Service for any commercial or criminal or illegal purpose;
- Use the Service for any illegal or unauthorized purpose or engage in, encourage or promote any illegal activity or any activity that violates these Terms or any other rules or policies established from time-to-time by Vicinnity;
- Create an account, post any content, or otherwise use the Service if you are not at least 18 years of age;
- Modify, adapt, hack or emulate the Service;
- Circumvent or attempt to circumvent any filtering, security measures or other features designed to protect the Service or users of the Service or third- parties; or
- Infringe upon or violate the rights of Vicinnity, our users or any third party.
Third Party Content or Conduct
Vicinnity takes no responsibility and assumes no liability for any user conduct or for any User Content posted, stored or made available via the Service. Vicinnity will not be liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter through the Service. Your use of the Service, including any Interactive Areas, is at your own risk. Enforcement of the user content and conduct rules set forth in these Terms is solely at Vicinnity’s discretion, and failure to enforce such rules in some instances does not constitute a waiver of our right to enforce such rules in other instances. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Service will not contain any content that is prohibited by these rules.
Vicinnity may provide third-party content via the Service and may provide links to webpages and content of third parties (collectively, “Third-Party Content”) as a service to those interested in this information. Vicinnity does not control, endorse or adopt any Third-Party Content and makes no representation or warranties of any kind regarding Third-Party Content including, but not limited to, its accuracy or completeness. Vicinnity is not responsible or liable in any manner for any Third-Party Content and undertakes no responsibility to update or review any Third-Party Content. Users use Third-Party Content at their own risk.
Vicinnity may run advertisements and promotions from third parties via the Service or may otherwise provide information about or links to third-party products or services via the Service. Your business dealings or correspondence with, or participation in promotions of, these third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and those third parties. Vicinnity is not responsible or liable for any loss or damage incurred as the result of any such dealings or promotions or as the result of the presence of non-Vicinnity advertisers or third-party information accessible via the Service.
Investigations
We reserve the right to investigate complaints or reported violations of these Terms and to take any action we deem appropriate, including, but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators or other third parties, and disclosing any information necessary or appropriate to such persons or entities relating to your Registration Data, usage history, posted materials, IP addresses and traffic information. You agree to promptly and truthfully co-operate with any such investigation.
Consent to Data Collection
In exchange for Vicinnity providing you with access to the Service, you consent to Vicinnity collecting and using technical data, personal information and related information in connection with your use of the Service, including, but not limited to, contact information and technical information about your device, system and application software, and peripherals, that are gathered periodically to facilitate the features and functionality of the Service and of software updates, product support and other services. You also consent to our communicating with you about the Service.
See also our Privacy Policy.
Ownership
The Service contains the valuable proprietary content and property of Vicinnity and its licensors and is protected by copyright and other intellectual property laws and treaties. You will not use the Service except in its intended manner in accordance with the terms and conditions of these Terms.
License
Subject to the terms, conditions and limitations set forth in these Terms, Vicinnity grants you a non-exclusive, non-transferable and revocable license to use the Service, including on any computer, digital or mobile device that you own or control. The terms of the license will also govern any upgrades provided by Vicinnity that replace and/or supplement the original Application, unless the upgrade is accompanied by a separate license, in which case the terms of that license will govern.
You will not, and will not authorize or permit any third party to: (i) distribute or make the Service available over a network where it could be used by multiple devices at the same time; (ii) rent, lease, lend, sell, redistribute or sublicense the Service; (iii) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify or create derivative works of the Service, any updates or any part thereof (except as and only to the extent any of the foregoing restrictions are prohibited by applicable law) or (iv) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in any Service. If you violate any of the foregoing restrictions, your right to use of the Service will immediately cease, and you will have infringed the copyright and other rights of Vicinnity, which may subject you to prosecution and damages. Vicinnity reserves all rights not expressly granted to you in these Terms.
Termination
If you breach any of the terms or conditions of these Terms or Vicinnity discontinues all or any part of the Service, these Terms will automatically terminate in relation thereto. In the event of the termination of these Terms for any reason, the license granted to you in these Terms will immediately terminate and you must immediately stop all use of the Service and destroy or erase all copies of any application in your possession or control.
All of the sections of these Terms that by their nature should survive termination will survive any termination of these Terms.
For avoidance of doubt, the License section will not survive termination of these Terms. Any use of the Service after termination is unlicensed and is in violation of the copyright and other rights of Vicinnity. Vicinnity and our affiliates reserve the right to refuse service, terminate accounts, remove or edit content or cancel orders in our sole discretion.
Indemnification
You will defend, indemnify and hold us, our independent contractors, service providers and consultants, and their respective directors, employees and agents, harmless from and against any and all actual or threatened third-party suits, actions, proceedings (at law or in equity), claims, damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs and expenses (including, but not limited to, reasonable attorney fees, costs, penalties, interest and disbursements) caused by, arising out of, resulting from, attributable to or in any way incidental to (i) your conduct; (ii) your violation of these Terms or your violation of the rights of any third party; or (iii) any User Content you share.
DISCLAIMERS
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, SAFETY, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. VICINNITY DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THESE TERMS AND THE SERVICE (INCLUDING, BUT NOT LIMITED TO, THE APPLICATION) WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE, INCLUDING ANY AND ALL: (I) WARRANTIES OF MERCHANTABILITY; (II) WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT VICINNITY KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE AWARE OF ANY SUCH PURPOSE); AND (III) WARRANTIES OF NON-INFRINGEMENT OR CONDITION OF TITLE. VICINNITY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE APPLICATION WILL BE ACCURATE OR MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE APPLICATION WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, GUIDELINES OR ADVICE GIVEN BY VICINNITY OR OUR AUTHORIZED REPRESENTATIVES WILL CREATE A WARRANTY.
LIMITATION OF LIABILITY
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL VICINNITY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, BUSINESS, CONTRACTS, REVENUE OR ANTICIPATED SAVINGS; LOSS OR CORRUPTION OF DATA; BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES) ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE (INCLUDING, BUT NOT LIMITED TO, THE APPLICATION), HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY) AND EVEN IF VICINNITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT WILL VICINNITY’S TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE (INCLUDING, BUT NOT LIMITED TO THE APPLICATION) EXCEED $100.00 UNITED STATES DOLLARS.
Applicable Law
The Terms and your use of the Service will be governed by and construed in accordance with the laws of the province of Ontario, Canada, without resort to its conflict of law provisions. In the event of any matter or dispute arising out of or in connection with these Terms, you and Vicinnity will submit to the exclusive jurisdiction of the courts in the province of Ontario, Canada.
Questions or Complaints
If you have any questions, suggestions or comments, please contact us at