These Terms of Use (the ''Agreement'' or “Terms of Use”) is between you and any entity that employs you or for whom you are an agent (“you” or “Guide”), and Global Adventures, LLC (''we,'' ''us,'' or ''Global Adventures '), a California limited liability company that owns and operates seemyCity.com, with a principal place of business at 6680 Alhambra Avenue #200, Martinez, CA 94553-6105.
This Agreement specifies the terms and conditions that apply to your listing available through the Global Adventures web site at www.seemyCity.com (the "Site"). This agreement contains important legal terms and conditions, including information regarding our rights to assess fees and reverse payments and how we may make changes to this agreement. This is a binding agreement. By using the Site or the Service you agree to abide by these Terms of Use.
WHEREAS, Global Adventures is engaged in the business of providing online listings for guide services.
WHEREAS, Guide desires to obtain a listing on the seemyCity.com website, which shall include information about the guide and contact information for the guide.
WHEREAS, Guide desires to engage Global Adventures for the purpose of providing its listing services.
BY CLICKING ON THE "YES, I AGREETO TERMS OF USE" BUTTON BELOW OR REGISTERING FOR AND USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS AND ALL REFERENCED POLICIES.
IF YOU DO NOT AGREE TO THESE TERMS OR ANY SUBSEQUENT MODIFICATION, CLICK THE "NO, I DO NOT AGREE" BUTTON OR OTHERWISE DO NOT REGISTER FOR OR USE THE SERVICE. GLOBAL ADVENTURES RESERVES THE RIGHT TO REJECT YOUR OFFER TO REGISTER FOR OR USE THE SERVICE IN ITS SOLE DISCRETION. GLOBAL ADVENTURES MAY TERMINATE YOUR SERVICE WITHOUT NOTICE FOR FAILING TO ABIDE BY THESE TERMS.
YOU AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND HAVE THE ABILITY TO ENTER INTO BINDING CONTRACTS. seemyCity.COM IS NOT AVAILABLE TO GUIDES UNDER THE AGE OF 18.
NOW, THEREFORE, in consideration of the mutual conditions and covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
BINDING AGREEMENT; MODIFICATIONS. THE ACCESS AND USE OF THE SITE OR THE SERVICES BY THE GUIDE CONSTITUTES FULL AGREEMENT BY THE GUIDE TO BE BOUND BY THIS AGREEMENT. GLOBAL ADVENTURES RESERVES THE RIGHT TO MODIFY THE TERMS AND CONDITIONS OF THIS AGREEMENT FROM TIME TO TIME, AND WILL POST ANY SUCH MODIFICATIONS ON THE WEBSITE. ANY SUCH MODIFICATIONS WILL BECOME EFFECTIVE IMMEDIATELY UPON THEIR POSTING TO THE WEBSITE OR UPON NOTICE TO GUIDE. GUIDE AGREES THAT IT IS THE RESPONSIBILITY OF GUIDE TO REVIEW THIS AGREEMENT PERIODICALLY FOR MODIFICATIONS. THE CONTINUED ACCESS AND USE OF THE SITE OR SERVICES BY GUIDE AFTER ANY SUCH MODIFICATIONS SHALL ALSO CONSTITUTE FULL AGREEMENT BY GUIDE TO BE BOUND BY SUCH MODIFICATIONS. IF AT ANY TIME, YOU FIND THESE TERMS OF USE UNACCEPTABLE, YOU MUST IMMEDIATELY LEAVE THE SITE AND CASE ALL USE OF THE SERVICE AND THE SITE.
DEFINITIONS. As used in this Agreement, the following terms have the following meanings:
"Content" refers to any content of the site, including Global Adventures Content, Guide Content and Traveler Content.
"Guide Content" means all data, text, pictures, sound, graphics, logos, marks, symbols, and other materials supplied by Guide to Global Adventures pursuant to this Agreement, as such materials may be modified from time to time.
"Effective Date" means the date that Guide completes the registration process and pays the required fees associated with registration.
"Global Adventures Content" means the software, technology or other proprietary materials described in section 4a below.
"Service" means the listing services provided by Global Adventures to Guide pursuant to these Terms of Use.
"Term" has the meaning ascribed to it in section 7 below.
"Traveler" means a visitor to the Site who is not a Guide.
"Traveler Content" means all data, text, pictures, sound, graphics, logos, marks, symbols, and other materials supplied by Traveler to Global Adventures.
"User" means a user of the Site or the Service, whether as a Guide or Traveler.
"User Name" means the name selected by the User to be used for their account.
2. PRIVACY POLICY. Global Adventures respects your privacy and permits you to control the treatment of your personal information. A complete statement of Global Adventures’ current privacy policy can be found by clicking here. Global Adventures may modify its privacy policy on 30 days’ notice by posting on the website or upon notice to the Guide via e-mail. Global Adventures’ privacy policy is expressly incorporated into this Agreement by this reference.
It is hereby understood and acknowledged that you are providing your information to Global Adventures for the purpose of advertising your services and as such you have no expectation of privacy in the information that you submit to be listed on the site. You agree we can display your personal information on the Site, and that you may be contacted by visitors to our site in the future.
By filling out our web form, you agree that all information you provide to Global Adventures may be displayed on the Site and the information may be provided for display on third party sites such as Google.com. You also agree that visitors to the Site may contact you with the information you provide.
GUIDE CONTENT. Global Adventures does not pre-screen or approve content, but Global Adventures shall have the right (but not the obligation) in Global Adventures' sole discretion to refuse, delete, or move any Content that is available via the Site for violating the letter or spirit of the user agreement or for any other reason.
Guide is solely responsible for all Guide Content, postings, messages, text, files, images, photos, video, sounds, or other materials posted on, made available through, transmitted through, or linked to from the Site.
Guide agrees to provide truthful, accurate, and up to date information. Guide also agrees to keep its listing updated with current information.
Guide agrees that the Guide's Content shall not include: (i) any false, fraudulent, unlawful, harassing, defamatory, libelous, privacy invading, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material of any kind; (ii) any material that violates the rights of another, including but not limited to the intellectual property rights of another; (iii) any material that violates any applicable local, state, national, or international law or regulation; (iv) any computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or personal information; or (v) any material that would create any liability for Global Adventures or cause Global Adventures to lose the services of Global Adventures’ ISP or other suppliers.
Guide may not post any information or content that could cause Global Adventures to violate any applicable law.
Guide hereby grants to Global Adventures and its affiliates, officers, directors, employees, consultants, agents, or representatives a worldwide, irrevocable, royalty-free, right and license (with the right to sublicense, including to third party sites such as Google.com, etc.) to use, copy, publish, perform publicly, and distribute the Guide's Content, subject only to any limitations provided in Global Adventures’ privacy policy. You will not be compensated for any Guide Content. You agree that Global Adventures may publish or otherwise disclose your name in connection with your Guide Content. By posting Guide Content on the Site or Service, you warrant and represent that you own the rights to the Guide Content or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute Guide Content
Guide hereby represents and warrants to Global Adventures that the Guide has the right and authority: (i) to post the Guide's Content for public display; and (ii) to grant to Global Adventures the licenses granted in this Agreement. If the Guide provides any photography, then either (i), such photography must not be copyrighted by any person other than the Guide or the Guide's organization; or (ii) the Guide must have the right to provide such copyrighted material to Global Adventures.
Inappropriate content that does not relate to Global Adventures' purpose may be deleted without notice. Examples of reasons for which we may delete content include non-travel related listings, profanity, nudity, defamation, complaints, or flagged listings. Flagging occurs when users notify Global Adventures of content they feel should be reviewed. We will review the content if necessary, or automatically suspend content if a certain level of flagging is reached. Listings must not contain any inappropriate content or else they may be suspended. Repeated posting of inappropriate content will result in a Guide’s listing being deleted.
Global Adventures shall have no obligation to review or edit any data. Global Adventures reserves the right to suspend the Service, remove data from the Site, or terminate this agreement if (a) Guide’s products or services are described in a misleading, deceptive or false manner or (b) any corresponding Guide products may violate any applicable law or infringe the rights of any person as determined by Global Adventures in our sole discretion or (c) you engage in behavior that may cause negative feedback to reflect on seemyCity.com, such as failure to respond to customer inquiries.
If Guide chooses to link to any other websites it is at the Guide's own risk
OTHER CONTENT.
Global Adventures may make certain software, technology or other proprietary materials available to you in connection with your listing on the Site (the “Global Adventures Content”). The Global Adventures Content is deemed to be licensed to you by Global Adventures solely for use in your listing on the Site. Global Adventures does not transfer either the title or the intellectual property rights to the Global Adventures Content, and Global Adventures retains full and complete title to the Global Adventures Content as well as all intellectual property rights therein. You may not sell, redistribute, or reproduce the Global Adventures Content, nor may you decompile, reverse-engineer, disassemble, or otherwise convert the Global Adventures Content to a human-perceivable form. All trademarks and logos are owned by Global Adventures or its licensors and you may not copy or use them in any manner, except as expressly provided for herein. All contents of the Site are: Copyright © 2008 GLOBAL ADVENTURES, MARTINEZ, CA 94553-6105, U.S.A., and/or its third party suppliers, vendors, and distributors. All rights reserved. seemyCity.com ®, seemyTravels ® and other names of Global Adventures products and/or services referenced in the Site are trademarks or registered trademarks of Global Adventures. Other product and company names mentioned on the Site may be the trademarks of their respective owners.
Global Adventures does not control and is not responsible for content made available through the Site. Users, including Guides, may be exposed to content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable - and users may notify Global Adventures. Further, the Site may contain advertisements by third parties. Unless otherwise specifically stated on the Site, we do not endorse or make any representation or warranty regarding the quality of any advertised products or services, and we do not endorse or make any representation or warranty regarding the accuracy of such advertisements.
Content available through the Site may contain links to other websites, which are completely independent of Global Adventures. Global Adventures does not control such websites and is not responsible for their contents. Global Adventures makes no representation or warranty as to the accuracy, completeness, or authenticity of the information contained in any such site. Global Adventures' inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.
There is no guaranty that Travelers will post any ratings for Guide. Guide Ratings must only be created by users who have a professional relationship with a guide. Examples of relationships include client-guide, agent-guide, user-guide, or users who have simply had an email exchange regarding travel services. If ratings are found not to be true representations of a professional relationship, this will result in deletion of listings and possible profile deletion at the discretion of Global Adventures.
Guide must evaluate and bear all risks associated with the use of any Traveler Content and the Guide may not rely on the Traveler Content. Under no circumstances will Global Adventures be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content, including Traveler Content, posted, emailed, or otherwise made available via the Site.
CONTACTS. Guide's contact information may be publicly displayed on the Site and Travelers will be able to contact the Guide. The Guide is responsible for the Guide's own safety in connection with the use of the website or the Global Adventures system and is responsible for all communications between the Guide and other Global Adventures users. Guides are responsible when meeting others with whom they have been connected through Global Adventures. Global Adventures does not employ any of the guides. Guides shall not make any statement or representation that does or may imply that the Guide is employed by Global Adventures. Global Adventures does not check or verify the identity of any of the Travelers, although we may charge small fees in the future in an attempt to limit frivolous guide contacts. Global Adventures does not guarantee and is not responsible for any services provided by the guides.
THE GUIDE ACKNOWLEDGES AND AGREES THAT: (I) FOR YOUR SAFETY, YOU MUST FOLLOW COMMON SENSE RULES WHEN MAKING ARRANGEMENTS ONLINE WITH PEOPLE WHO ARE NOT KNOWN TO YOU; (II) ALL CONTACT AND ARRANGEMENTS BETWEEN THE GUIDES AND THE TRAVELERS ARE THE RESPONSIBILITY OF THE GUIDES AND TRAVELERS THEMSELVES; (III) GLOBAL ADVENTURES IS NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY WITH RESPECT TO ANY CONTACTS, ARRANGEMENTS, OR AGREEMENTS BETWEEN THE GUIDES AND THE TRAVELERS; (IV) THE GUIDE'S CONTACT INFORMATION MAY BE PUBLICLY DISPLAYED AND OTHER GLOBAL ADVENTURES USERS WILL BE ABLE TO CONTACT THE GUIDE; (V) THE GUIDE IS RESPONSIBLE FOR THE GUIDE'S OWN SAFETY IN CONNECTION WITH THE USE OF THE WEBSITE OR THE GLOBAL ADVENTURES SYSTEM AND IS RESPONSIBLE FOR ALL COMMUNICATIONS BETWEEN THE GUIDE AND OTHER GLOBAL ADVENTURES GUIDES; (VI) GLOBAL ADVENTURES DOES NOT EMPLOY ANY OF THE GUIDES; AND GUIDE SHALL NOT MAKE ANY STATEMENT OR REPRESENTATION THAT DOES OR MAY IMPLY THAT THE GUIDE IS EMPLOYED BY GLOBAL ADVENTURES; (VIII) GLOBAL ADVENTURES DOES NOT CHECK OR VERIFY THE IDENTITY OF ANY OF THE TRAVELERS; (IX) GLOBAL ADVENTURES DOES NOT GUARANTEE AND IS NOT RESPONSIBLE FOR ANY SERVICES PROVIDED BY THE GUIDES; AND (X) THE GUIDES ARE RESPONSIBLE WHEN MEETING OTHERS WITH WHOM THEY HAVE BEEN CONNECTED THROUGH GLOBAL ADVENTURES.
USE; PASSWORD. By submitting the registration information and checking the "YES, I AGREE TO USER AGREEMENT" box, Guide is agreeing to create a new account.
In order to complete creation of the new account, you must complete the registration process by providing the complete and accurate information requested on the registration form. As long as the Guide's Account is in good standing, the Guide is entitled to use the Services, subject to all of the terms and conditions of this Agreement.
You will select a password, and you are entirely responsible for maintaining the confidentiality of your password. You may not use the account, username, or password of someone else at any time. You agree to notify Global Adventures immediately of any unauthorized use of your account, user name, or password. Global Adventures shall not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge. You may be held liable for any losses incurred by Global Adventures, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of your account or password. You will periodically be required to change your password and you will receive a message regarding the expiration of such password at least 7 days in advance. If Guide has reason to believe that Guide’s account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of Guide’s ID, password, or any credit, debit, or charge card number stored), Guide shall notify Global Adventures of the problem to avoid possible liability for any unauthorized charges to Guide’s account. It is your responsibility to notify the Global Adventures if your credit card has changed or has expired and to make appropriate changes or your service may be disconnected or interrupted.
To use the Site and Services, the Guide must: (i) provide for the Guide's own access to the internet and pay any service fees associated with such access; and (ii) provide all equipment necessary for the Guide to make such connection to the internet, including a computer and modem.
The Guide shall only use the Site and the Services: (i) to manage the Guide’s account; (ii) to advertise the Guide's guide services; and (iii) for purposes reasonably related to the above purposes, and for no other purposes. As a condition to the use of the Service and the Site by the Guide, the Guide represents and warrants to Global Adventures that the Guide shall not use the Service or the Site for any purpose that is unlawful or prohibited by this Agreement.
The Guide agrees to abide by all applicable local, state, national, and international laws and regulations in the Guide's use of the Service and the Site, and agrees not to interfere with the use and enjoyment of the Service or the Site by other Site users. The Guide agrees: (i) not to interfere with or disrupt the Service or the Site or servers or networks connected to the Service or the Site; (ii) to comply with all requirements, procedures, policies, and regulations of networks connected to the Service and the Site; and (iii) to comply with all applicable laws regarding the transmission of technology or technical data exported from the United States.
TERM AND TERMINATION. The term of this Agreement shall commence on the Effective Date and shall continue in effect unless sooner terminated pursuant to this Paragraph. Guide may terminate this agreement at any time by notifying Global Adventures via the Site or sending an email to guideSupport@seemyCity.com. Any fees paid by Guide accrue immediately upon the initial posting of the Guide Content to the Site and are non-refundable. Global Adventures may terminate this Agreement for any reason by providing the other party thirty (30) days prior written notice; provided that, Global Adventures may immediately terminate or suspend the Service upon written notice for Guide’s violation of any term of this agreement or related policy. Should this agreement be terminated for any reason, Global Adventures will not be liable to Guide for compensation, reimbursement or damages on account of the loss of prospective profits, anticipated sales, or for any other reason whatsoever arising from such termination. Upon termination of this Agreement, all licenses granted hereunder shall terminate. This agreement shall survive and remain in effect in accordance with its terms after the termination of this Agreement, except for those terms that would by their nature terminate, such as the Guide’s listing and right to continue use of the Site and/or Service.
RESTRICTIONS. When accessing the Site or using the Service, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property.
The Guide agrees not to resell use of or access to the Service or the Site. The Guide agrees not to attempt to gain unauthorized access to other computer systems or networks connected to the Site.
You agree not to upload, download, display, perform, transmit, or otherwise distribute any Guide Content in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any Guide Content you provide or transmit, or that is provided or transmitted using your User ID. The burden of proving that any Guide Content does not violate any laws or third party rights rests solely with you.
The Guide may not access, download, use, or export the Site in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations. The Site contains robot exclusion headers and the Guide agrees that the Guide will not use any web crawler, web robot, web spider, other automatic device, or manual process to monitor, use, or copy any portion of the Site or the content contained therein without Global Adventures' prior express written permission. The Guide agrees that the Guide will not use any device, software, or routine to interfere or attempt to interfere with the proper working of the Site. The Guide agrees that the Guide will not take any action that imposes an unreasonable or disproportionately large load on Global Adventures' infrastructure.
You shall not make the following types of Guide Content available. You agree not to upload, download, display, perform, transmit, or otherwise distribute any Guide Content that (a) is libelous, privacy invading, vulgar, defamatory, obscene, pornographic, abusive, threatening, or otherwise objectionable; or (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation. Global Adventures reserves the right to terminate your receipt, transmission, or other distribution of any such material using the Service, and, if applicable, to delete any such material from its servers. Global Adventures intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or of any applicable laws.
You are prohibited from violating or attempting to violate any security features of the Site or Service, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, the Site, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Site or Service, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Site or Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Global Adventures in providing the Site or Service.
Any violation of system or network security may subject you to civil and/or criminal liability. You shall not use the service to publish, link to, sell, or otherwise distribute any content that is not related to your services as a tour guide and you shall remove any such content as soon as you become aware, or are made aware, of such content.
You shall also not use the service to publish, link to, sell, or otherwise distribute any Adult Content (as defined below), whether or not such Adult Content may be deemed related to your services as a tour guide, and you shall remove any such Adult Content as soon as you become aware, or are made aware, of such Adult Content. For purposes of this Agreement, “Adult Content” means any material, including textual, audio, or video material, that is violent or pornographic or that contains nudity, explicit violent or sexual material, or depictions of violent or sexual acts.
TECHNICAL SUPPORT. Guide is solely responsible for all Guide service and technical issues. Global Adventures does not provide technical support. Guide shall be responsible for establishing its own Internet access for Guide’s interaction with the Site, and for uploading and downloading Guide Content. You are solely responsible for the adequacy and performance of all of your equipment and software. We are not responsible for troubleshooting, repairing, or configuring any of your equipment and software.
ALLEGED VIOLATIONS. Global Adventures reserves the right to terminate your use of the Service and/or the Site. To ensure that Global Adventures provides a high quality experience for you and for other users of the Site and the Service, you agree that Global Adventures or its representatives may access your account on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Site or the Service. Global Adventures does not intend to disclose the existence or occurrence of such an investigation unless required by law, but Global Adventures reserves the right to terminate your account or your access to the Site immediately, with or without notice to you, and without liability to you, if Global Adventures believes that you have violated any of the Terms of Use, furnished Global Adventures with false or misleading information, or interfered with use of the Site or the Service by others.
TRANSACTION DISPUTES. Because Global Adventures is merely providing information to travelers, Global Adventures will not be involved in resolving any disputes arising out of or related to any transaction between Guide and any Travelers. IF A DISPUTE ARISES BETWEEN GUIDE AND A TRAVELER, GUIDE RELEASES GLOBAL ADVENTURES (AND ITS AGENTS AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE AND ANY TRANSACTION BETWEEN GUIDE AND A TRAVELER.
PAYMENTS. The Guide Agrees to pay the fees listed on the website for a particular category of listing. All charges are considered valid unless disputed in writing within thirty (30) days of the invoice date. If Guide does not dispute such charges within the thirty (30) day period, Guide agrees that Guide waives Guide’s right to dispute the charges and release Global Adventures from any and all liability and claims of loss resulting from any error or discrepancy.
TAXES. Guide agrees to pay all federal, state, local sales, use, value added, excise, duty and any other applicable taxes assessed with respect to the Service and the sale of any product or service of the Guide listing.
WARRANTIES
GLOBAL ADVENTURES WARRANTIES. Global Adventures represents, warrants, and covenants that there is no outstanding contract, commitment, or agreement to which Global Adventures is a party or legal impediment of any kind known to Global Adventures that conflicts with this Agreement or that might limit, restrict, or impair the ability of Global Adventures to perform this Agreement. THIS IS THE ONLY WARRANTY GLOBAL ADVENTURES IS MAKING.
EXCLUSION OF WARRANTY. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT GLOBAL ADVENTURES MAKES NO REPRESENTATION OR WARRANTY THAT THE OPERATION OF THE WEBSITE AND THE GLOBAL ADVENTURES SYSTEM WILL BE UNINTERRUPTED OR ERROR FREE. THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PUBLISHED ON THE WEBSITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. GLOBAL ADVENTURES AND/OR ITS THIRD PARTY SUPPLIERS, VENDORS, AND DISTRIBUTORS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE WEBSITE AT ANY TIME.
GLOBAL ADVENTURES AND ITS THIRD PARTY SUPPLIERS, VENDORS, AND DISTRIBUTORS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, ACCURACY, OR COMPLETENESS OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THE WEBSITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. GLOBAL ADVENTURES AND ITS THIRD PARTY SUPPLIERS, VENDORS, AND DISTRIBUTORS HEREBY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.
GLOBAL ADVENTURES DOES NOT ENDORSE, WARRANT, OR GUARANTEE ANY THIRD PARTY PRODUCT, MATERIAL, OR SERVICE ACQUIRED OR USED BY THE GUIDE THROUGH THE WEBSITE OR THE GLOBAL ADVENTURES SYSTEM. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO PORTIONS OF THE ABOVE EXCLUSION MAY NOT APPLY TO THE GUIDE.
GUIDE WARRANTIES. During the Term of this Agreement, Guide shall not knowingly distribute any Guide Content or other materials that: (a) constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling; (b) is obscene, indecent, pornographic, profane, sexually explicit, or abusive; (c) constitutes or contains false or misleading indications of origin or statements of fact; (d) slanders, libels or defames any person or entity; (v) causes injury of any kind to any person or entity; (e) infringes or violates the intellectual property rights, contract rights, or any other rights of any third party; (f) violates any applicable laws, rules, or regulations; or (g) contains software viruses or any other malicious code designed to interrupt, damage, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
LIMITATION OF LIABILITY. IN NO EVENT SHALL GLOBAL ADVENTURES AND/OR ITS THIRD PARTY SUPPLIERS, VENDORS, AND DISTRIBUTORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH (I) ANY USE OF THE WEBSITE OR THE GLOBAL ADVENTURES SYSTEM OR CONTENT FOUND THEREIN; (II) ANY FAILURE OR DELAY; OR (III) THE PERFORMANCE OR NON PERFORMANCE BY GLOBAL ADVENTURES AND/OR ITS THIRD PARTY SUPPLIERS, VENDORS, AND DISTRIBUTORS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL AND CONSEQUENTIAL DAMAGES, SO PORTIONS OF THE ABOVE LIMITATION MAY NOT APPLY TO THE GUIDE. IN NO EVENT WILL GLOBAL ADVENTURES BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE, OR USE OF THE GUIDE LISTING OR SERVICES PERFORMED UNDER THIS AGREEMENT, WHETHER ALLEGED AS A BREACH OF CONTRACT OR AS TORTIOUS CONDUCT, INCLUDING NEGLIGENCE, EVEN IF GLOBAL ADVENTURES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF, NOTWITHSTANDING THE FOREGOING, GLOBAL ADVENTURES IS FOUND LIABLE FOR ANY LOSS OR DAMAGE WHICH ARISES OUT OF OR IS ANY WAY CONNECTED WITH ANY OF THE USES OF THE SITE OR THE SERVICES, THEN THE LIABILITY OF GLOBAL ADVENTURES OR ANY OF ITS AGENTS OR AFFILIATES SHALL IN NO EVENT EXCEED, IN THE AGGREGATE, THE AMOUNT OF ANY FEES PREVIOUSLY PAID TO GLOBAL ADVENTURES FOR USE OF THE SERVICES. THIS PARAGRAPH SHALL APPLY TO CLAIMS BASED IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORIES.
INDEMNIFICATION. You hereby agree to indemnify, defend and hold harmless Global Adventures and its owners, affiliates, officers, attorneys, employees, representatives, successors, assigns, and third party suppliers, vendors, and distributors (collectively, the "Indemnified Parties") from and against any and all liability and costs incurred by any of the Indemnified Parties in connection with any claim arising out of any of the following:(i) any breach by the Guide of any representations, warranties, covenants, or obligations contained in this Agreement; (ii) any claims by credit or charge card companies with respect to charges incurred using the Guide's User Name and Password; (iii) any unauthorized or fraudulent use of the Guide's User Name and Password or a Guide's credit or charge card number in connection with the use of the Website; (iv) the use of the Site or the Service by the Guide; or (v) the Guide's violation of any rights of any person. You shall cooperate as fully as reasonably required in the defense of any claim. Global Adventures reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of Global Adventures. Guide’s obligations under this section 16 are conditioned on the Indemnified Party: (a) giving Guide prompt written notice of any claim, action, suit, or proceeding for which the Indemnified Party is seeking indemnity; and (b) reasonably cooperating with Guide at the Guide’s expense.
AFFILIATED SITES. Global Adventures has no control over, and no liability for any third party websites or materials. Global Adventures works with a number of partners and affiliates whose Internet sites may be linked with the Site. Because neither Global Adventures nor the Site has control over the content and performance of these partner and affiliate sites, Global Adventures makes no guarantees about the accuracy, currency, content, or quality of the information provided by such sites, and Global Adventures assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those sites. Similarly, from time to time in connection with your use of the Site, you may have access to content items (including, but not limited to, websites) that are owned by third parties. You acknowledge and agree that Global Adventures makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content, or quality of this third party content, and that, unless expressly provided otherwise, these Terms of Use shall govern your use of any and all third party content.
COPYRIGHT INFRINGEMENT. If you believe that your work has been copied and is accessible on this Service in a way that constitutes copyright infringement, you may notify Global Adventures. Click here for instructions.
MAINTENANCE. GLOBAL ADVENTURES may, at its own discretion, temporarily suspend the Service for the purpose of repair, maintenance or improvement of any of Global Adventures’ systems. However, GLOBAL ADVENTURES shall provide prior notice where it is reasonably practicable under the circumstances, and GLOBAL ADVENTURES shall restore service as soon as is reasonably practicable. Guide shall not be entitled to any setoff, discount, refund or other credit, in case of any service outage which is beyond Global Adventures’ control or which is reasonable in duration.
GENERAL PROVISIONS
GOVERNING LAW. This Agreement shall be governed and construed in accordance with the laws of the United States of America, State of California, without reference to rules regarding conflicts of laws. Any dispute arising out of this Agreement shall be submitted to a state or federal court sitting in San Francisco, California which shall have the exclusive jurisdiction regarding the dispute and to whose jurisdiction the parties irrevocably submit.
COMPLIANCE WITH LAWS. Each party shall comply with all applicable laws and regulations in the course of performing under this Agreement.
SEVERABILITY. If any provision of this Agreement is determined by any court of competent jurisdiction to be invalid or unenforceable, such provision shall be interpreted to the maximum extent to which it is valid and enforceable, all as determined by such court in such action, and the remaining provisions of this Agreement shall, nevertheless, continue in full force and effect without being impaired or invalidated in any way.
HEADINGS. Headings used in this Agreement are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section or in any way affect this Agreement.
ASSIGNMENT AND SUBCONTRACTING. The parties’ rights and obligations shall bind and inure to the benefit of their respective successors and permitted assigns.
INDEPENDENT CONTRACTORS. The parties to this Agreement are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Neither party shall have the power to obligate or bind the other party.
NOTICE. Except where provided otherwise, notices hereunder shall be in writing via e-mail. If to Guide, such notice shall be sent to the private e-mail address provided by Guide when signing up for Services. If to Global Adventures, such notice shall be sent to notices@seemyCity.com.
WAIVER. A waiver of any right under any provision of this Agreement by either party hereunder shall be valid only if such waiver is in writing and signed by the party to be charged. No waiver of any right under any provision of this Agreement on any occasion shall be a waiver of any other right or under any other provision or on any other occasion. No extension of time for performance of any obligation or act shall be deemed an extension of the time for performance of any other obligation or act.
COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken together and deemed to be one instrument.
ENTIRE AGREEMENT. This Agreement, together with the Privacy Policy, constitutes the entire understanding and agreement between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous oral or written communications with respect hereto, all of which are merged herein. Neither party is relying upon any warranties, representations, assurances, or inducements not expressly set forth herein.
AFTER YOU HAVE READ THE GLOBAL ADVENTURES USER AGREEMENT CAREFULLY AND, IF YOU AGREE TO ALL OF THE TERMS AND CONDITIONS OF THE TERMS OF USE WITHOUT ANY MODIFICATION, THEN CHECK THE “YES, I AGREE TO TERMS OF USE" BOX AND SUBMIT YOUR REGISTRATION. IF YOU DO NOT AGREE TO ANY PART OF THESE TERMS AND CONDITIONS, THEN YOU CANNOT BECOME A USER.