Athenasphere Terms of Service
Effective: January 22,2017
IF YOU RESIDE IN THE UNITED STATES, PLEASE NOTE: THE SECTION ENTITLED “DISPUTE RESOLUTION” OF THESE TERMS OF SERVICE CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. IT AFFECTS HOW DISPUTES WITH ATHENASPHERE ARE RESOLVED. BY ACCEPTING THESE TERMS OF SERVICE, YOU AGREE TO BE BOUND BY THIS ARBITRATION PROVISION. PLEASE READ IT CAREFULLY.
By using Athenasphere, you agree to these Terms of Service (the “TOS”) and the Athenasphere Payments Terms of Service (the “Payments TOS,” collectively, “Terms”) and are effective as of the date when you first submit a Listing, book or participate in a Service, whichever happens first.
What are the Athenasphere services?
Athenasphere is an online platform that lets Hosts create Listings to offer Services involving local activities in categories such as companionship (i.e., conversation, foodie, going to events, etc.), fun experience (i.e., art, brewing, cuisine, dancing, sports, etc.), new town guidance (i.e., local guide, neighborhood intro tour, etc.), skill trade (i.e., cooking, driving, programming, languages, tutoring, etc.), professional services (i.e., consulting, labor, pet, cleaning, etc.), and other local activities offered by Hosts. Guests can book an Experience offered by Hosts. Members can be Hosts and/or Guests.
“Account” means the account you open when you register on the Website.
“Athenasphere Content” means all Content that Athenasphere makes available through the Site, Application, Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding Member Content.
“Booking” means a limited license granted by the Host to the Guest to enter and use the Listing for the limited duration of the confirmed booking
“Collective Content” means Member Content and Athenasphere Content.
“Communication” means an email, message via the Application, text message or message to a WeChat account.
“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials.
“Experience” means a qualified local activity offered by a Host through the Services.
“Guest” means a Member who books an Experience via the Services, or a Member who participates in an Experience and is not the Host for such Experience, or a Guest’s additional guest who also signed up for or participates in the Experience.
“Host” means an eligible Member who makes an Experience available for booking via the Services.
“Intellectual Property Rights” means any and all intellectual property rights, existing worldwide and the subject matter of such rights, including: (a) patents, copyright, rights in circuit layouts (or similar rights), registered designs, registered and unregistered trademarks, and any right to have confidential information kept confidential; and (b) any application or right to apply for registration of any of the rights referred to in paragraph (a), whether or not such rights are registered or capable of being registered and whether existing under any laws, at common law or in equity.
“Listing” means an Experience that is created, submitted, listed or otherwise made available by a Host for booking via the Services.
“Member” or “User” means a person who completes Athenasphere’s account registration process, including but not limited to Hosts and Guests, as described under “Account Registration” below.
“Member Content” means all Content that a Member posts, uploads, publishes, submits, transmits, or includes in their Listing, Member profile or Athenasphere promotional campaign to be made available through the Site, Application or Services.
“Payment Agent” means the party responsible for collecting payments from Guests, including fees called for by Athenasphere for using their Services, and dispensing payment to Hosts. The Payment Agent may be a third party. When performing a payment transaction, the Member agrees to the Terms of Service of the party acting as the Payment Agent.
“Services” means an online platform that allows parties to connect, via the Athenasphere Site, Application or Services: (i) Guests seeking an Experience can connect with Hosts providing such Experience; and (ii) Hosts seeking to post a Listing on the Site or Application can connect with independent third party service providers who wish to provide services to Hosts (such as but not limited to Co-Hosts and professional photographers and videographers).
“Tax” or “Taxes” mean any sales taxes, value added taxes (VAT), goods and services taxes (GST), transient occupancy taxes, tourist or other visitor taxes, accommodation or lodging taxes, fees (such as convention center fees) that Accommodation 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.
“Website” or “Site” means the websites operated by Athenasphere and available at: Athenasphere.com and any related Freelancer service, tool or application.
Terms of Service
In addition, certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions, standards, guidelines, or policies posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.
If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site, Application or Services. Failure to use the Site, Application or Services in accordance with these Terms may subject you to civil and criminal penalties.
THE SITE, APPLICATION AND SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH HOSTS MAY CREATE LISTINGS AND GUESTS MAY LEARN ABOUT AND BOOK LISTINGS DIRECTLY WITH THE HOSTS. YOU UNDERSTAND AND AGREE THAT ATHENASPHERE IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN HOSTS AND GUESTS, NOR IS ATHENASPHERE A REAL ESTATE BROKER, AGENT OR INSURER. ATHENASPHERE HAS NO CONTROL OVER THE CONDUCT OF HOSTS, GUESTS AND OTHER USERS OF THE SITE, APPLICATION AND SERVICES OR ANY LISTINGS, AND DISCLAIMS ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
IF YOU CHOOSE TO CREATE A LISTING ON ATHENASPHERE, YOU UNDERSTAND AND AGREE THAT YOUR RELATIONSHIP WITH ATHENASPHERE IS LIMITED TO BEING A MEMBER AND AN INDEPENDENT, THIRD-PARTY CONTRACTOR, AND NOT AN EMPLOYEE, AGENT, JOINT VENTURER OR PARTNER OF ATHENASPHERE FOR ANY REASON, AND YOU ACT EXCLUSIVELY ON YOUR OWN BEHALF AND FOR YOUR OWN BENEFIT, AND NOT ON BEHALF OF OR FOR THE BENEFIT OF ATHENASPHERE. ATHENASPHERE DOES NOT CONTROL, AND HAS NO RIGHT TO CONTROL, YOUR LISTING, YOUR OFFLINE ACTIVITIES ASSOCIATED WITH YOUR LISTING, OR ANY OTHER MATTERS RELATED TO ANY LISTING, THAT YOU PROVIDE. AS A MEMBER YOU AGREE NOT TO DO ANYTHING TO CREATE A FALSE IMPRESSION THAT YOU ARE ENDORSED BY, PARTNERING WITH, OR ACTING ON BEHALF OF OR FOR THE BENEFIT OF ATHENASPHERE, INCLUDING BY INAPPROPRIATELY USING ANY ATHENASPHERE INTELLECTUAL PROPERTY.
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, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS AND RECEIVE OUR SERVICES 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 WEBSITE, APPLICATION, SERVICES, OR COLLECTIVE CONTENT. 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.
Athenasphere 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 we modify these Terms, we will post the modification on the Website or via the Application and/or provide you notice of the modification by email. Changes to the Terms will be effective at the time of posting. Your continued access or use of the Site, Application or Services will constitute acceptance of the modified Terms. Additionally, if the modified Terms contain material changes applicable to existing Members (by decreasing your rights or increasing your responsibilities), we will provide you with notice prior to the changes taking effect. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services. If you do not close your Athenasphere Account you will be deemed to have accepted the changes.
The Site, Application and Services are intended solely for persons who are 18 or older. Any access to or use of the Site, Application or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that you are 18 or older.
For users in the United States, Athenasphere will, to the extent permitted by applicable laws and if we have sufficient information to identify a user, obtain reports from public records of criminal convictions or sex offender registrations of the user. For users outside the United States, we may, to the extent permitted by applicable laws and if we have sufficient information to identify a user, obtain the local version of background or registered sex offender checks in our sole discretion. You agree and authorize us to use your personal information, such as your full name and date of birth, to obtain such reports, including from Athenasphere’s vendors.
In addition, if you are a Host, you agree that you are only eligible to list an Experience if your Listing and Experience comply with all applicable law.
In order to access certain features of the Site and Application, and to book an Accommodation or create a Listing, you must register to create an account (“Athenasphere Account“) and become a Member. You may register to join the Services directly via the Site or any Application created by Athenasphere.
You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party.
Unless expressly authorized by a specific feature on Athenasphere, you are not permitted to share your Athenasphere Account with anyone or allow others to access or use your Athenasphere Account. Athenasphere may enable features, in our discretion, that allow other Members to take certain actions associated with your Athenasphere Account, on your behalf with your express authorization, such as having your executive assistant, travel agent, or employer book on your behalf or adding a family member to your account as an additional Host. You agree that you will take sole responsibility for any activities or actions under your Athenasphere Account, whether or not you have authorized such activities or actions. You will immediately notify Athenasphere of any unauthorized use of your Athenasphere Account.
Relationship of the Parties
If you create a Listing on Athenasphere and/or Host an Experience, you understand and agree that your relationship with Athenasphere is limited to being a Member and an independent, third-party contractor, and not an employee, agent, joint venturer, commercial joint-venturer, or partner of Athenasphere for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf of or for the benefit of Athenasphere. Athenasphere shall not control, and has no right to control, your Listing or Experience, or any details in connection with any Listing or Experience. You acknowledge and agree that you alone are responsible for any Listing you submit or post, for your Experience, and for any offline activities associated with your Experience.
When Guests and Hosts make, receive, or accept a booking through the Services, they are entering into a contract directly with each other. Athenasphere is not a party to any transactions between Hosts and Guests.
Hosts alone are responsible for the Experiences they submit, List and provide. Athenasphere merely provides the Services and is not itself an operator or provider of tours, activities, travel services, or Experiences. Athenasphere does not own, sell, resell, furnish, provide, manage and/or control any such Experiences. Athenasphere’s responsibilities are limited to making the Services available through its Site and Application.
While we think Guests and Hosts will enjoy the Experience(s) provided by Hosts, we do not endorse any Guest, Host, Listing or Experience. We can’t guarantee or control the accuracy, completeness, quality, safety, suitability, satisfaction or usefulness of any Experience or Listing, nor the conduct of any Host or Guest or other users of the Services. The decision whether to list, book, host or participate in an Experience is yours alone, and you do so at your sole risk.
You must comply with your local laws
WHETHER YOU ARE A HOST OR A GUEST, YOU ALONE ARE RESPONSIBLE FOR IDENTIFYING, UNDERSTANDING AND COMPLYING WITH ALL LAWS THAT APPLY TO YOUR EXPERIENCE. IF YOU’RE AN EXPERIENCE HOST, PLEASE MAKE SURE YOU READ, UNDERSTAND AND COMPLY WITH ALL THE LAWS THAT APPLY TO YOUR EXPERIENCE, INCLUDING BUT NOT LIMITED TO ANY TAXES (SUCH AS INCOME, SALES AND USE, FOOD SERVICES OR OTHER LOCAL TAXES) THAT YOU MAY HAVE TO PAY ON YOUR EARNINGS OR ANY TOURISM, TOUR GUIDE OR PACKAGE TRAVEL, LICENSING LAWS OR OTHER LAWS GOVERNING EVENTS, ACTIVITIES, AND TOURS OF PUBLIC SPACES AND OTHER VENUES. FOR EXAMPLE, IN MANY CITIES, HOSTS MAY HAVE TO REGISTER, GET A PERMIT, OR OBTAIN A LICENSE BEFORE PREPARING FOOD OR SERVING ALCOHOL FOR SALE. SOME CITIES MAY REQUIRE A LICENSE TO GUIDE TOURS OR TO SAIL. HOSTS ALONE ARE RESPONSIBLE FOR IDENTIFYING AND OBTAINING ANY REQUIRED LICENSES, PERMITS, OR REGISTRATIONS FOR ANY EXPERIENCE THEY OFFER.
IF YOU’RE AN EXPERIENCE GUEST, CERTAIN LAWS, LIKE THE MINIMUM LEGAL DRINKING AGE OF YOUR DESTINATION CITY, MAY ALSO APPLY TO YOUR PARTICIPATION IN AN EXPERIENCE OR PARTS OF AN EXPERIENCE. YOUR HOST MAY ALSO REQUIRE YOU TO SIGN A LIABILITY WAIVER IF YOU CHOOSE TO PARTICIPATE IN CERTAIN ACTIVITIES, LIKE HIKING, BIKING, OR SKYDIVING.
BY HOSTING, BOOKING OR PARTICIPATING IN AN EXPERIENCE, YOU REPRESENT AND WARRANT TO US THAT YOU UNDERSTAND AND COMPLY WITH ALL LAWS THAT APPLY TO YOUR EXPERIENCE. IF YOU ARE A GUEST AND BOOK AN EXPERIENCE ON BEHALF OF YOURSELF PLUS ADDITIONAL GUESTS, YOU REPRESENT AND WARRANT THAT YOUR ADDITIONAL GUESTS (I.E., THE PEOPLE ON WHOSE BEHALF YOU BOOK AND WHOM YOU BRING TO THE EXPERIENCE ) ALSO REVIEWED AND AGREED TO THESE TERMS BEFORE THEY PARTICIPATE IN THE EXPERIENCE. YOU ALSO REPRESENT AND WARRANT THAT YOU WILL ONLY BRING PEOPLE ALONG TO AN EXPERIENCE IF THOSE INDIVIDUALS ARE INCLUDED AND ACCOUNTED FOR IN YOUR BOOKING.
We may provide some non-exhaustive information in a future Help Center to help Hosts get started in understanding and complying with laws that may apply to those who host an Experience. While we hope you find the non-exhaustive information in the Help Center useful, it does not constitute legal advice, and you alone are responsible for understanding and complying with any and all laws and regulations that apply to your Experience. Likewise, Hosts alone are responsible for controlling and directing the manner in which and means by which they provide their Experience to Guests.
When Guests and Hosts make, receive or accept a booking through the Services, they are contracting only with each other, and Athenasphere is not a party to that transaction.
You acknowledge and agree that we may in our sole discretion, from time to time, appoint our related bodies corporate or a third party as our agent to accept or make payments (including merchant facilities) from or to Members on our behalf. Such a third party will have the same rights, powers and privileges that we have under this Terms of Service and will be entitled to exercise or enforce their rights, powers and privileges as our agent or in their own name. In no event shall we be liable to any Members for any loss, damage or liability resulting from the Payment Administration Agent’s negligence and/or acts beyond the authority given by Athenasphere.
Each Host agrees that a payment made by a Guest through Athenasphere shall be considered the same as a payment made directly to the Host, and that the Host will make the Experience available to the Guest in the agreed-upon manner as if the Host has received the payment. Each Host understands that the Athenasphere’s and the Payment Agent’s obligation to pay the Host may be subject to and conditional upon successful receipt of the associated payments from Guests. Athenasphere does not guarantee payments to Hosts for amounts that have not been successfully received by Athenasphere and/or the Payment Agent from Guests. In accepting appointment as the limited collection agent of the Host, Athenasphere and the Payment Agent assume no liability for any acts or omissions of the Host.
Hosts understand and agree that they are responsible for determining any applicable tax reporting requirements and agree to pay any taxes applicable to their Experience.
“Experience Fees” are the fees payable by a Guest for participation in the Experience. The Host, and not Athenasphere, is solely responsible for setting his or her Experience Fees. Guests will see and have to agree to applicable Experience Fees before booking an Experience.
Independent of the Experience Fees, Athenasphere charges Hosts service fees for use of the Services (“Service Fees”). These Service Fees may be calculated as either a flat fee for the Experience or as a percentage of the applicable Experience Fee. Service Fees will be displayed to the Host either when the Host lists his/her Experience or elsewhere on the Site or Application. Hosts authorize Athenasphere to deduct Service Fees from the applicable Experience Fees before issuing a payout to the Host. Where applicable, taxes may also be charged in respect to Service Fees. Except as otherwise provided in the cancellation policy (which may be determined prior to Booking by the Host or Athenasphere), Service Fees are non-refundable. We reserve the right to modify or charge additional Service Fees at any time, and if we do so, we will give you prior notice via email and/or the Site, Application or Services.
Guests agree to pay applicable Experience Fees and any applicable taxes for any booking confirmed in connection with their Athenasphere Account.
You as a Guest acknowledge and agree that, notwithstanding the fact that Athenasphere and the Payment Agent are not a party to the agreement between you and the Host, the Payment Agent acts as the Host’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Host. Upon your payment of the Listing Fees (plus any taxes if included) to the Payment Agent, your payment obligation to the Host for the Booking is extinguished, and the Payment Agent is responsible for remitting the payment (less the Service Fees, any applicable taxes if included, and third party payment agent fees if applicable), in the manner described in this TOS and the terms of service of the Payment Agent. The Host will be aware of any Service Fees and Payment Agent Fees during creating the Listing but may be subject to change at any time. Notification will be sent to any members of changes in Service Fees chosen by Athenasphere. In the event that the Payment Agent does not remit any such amounts as described in this TOS, such Host will have recourse only against such Payment Agent entity.
Each Host agrees to adhere to the Returns/Cancellation policy they describe when they generate their Listing(s). Athenasphere is not responsible for any returns and cancellation policies. A Return/Cancellation policy is an agreement between the Host and the Guest when a Listing is Booked. It is the responsibility of the Host to provide a means of adhering to that agreement. The Payment Agent may provide a means for the transferal of funds back to the Guest, but it is not the responsibility of Athenasphere and/or the Payment Agent to make such an action possible. Any Service Fees charged by Athenasphere or Fees charged by the Payment Agent are final once Booking has occurred, they cannot be reclaimed by the Guest and/or Host.
To help our Members have good Experience(s), Hosts and Guests agree to the following terms of conduct:
- Guests and Hosts will not bring additional guests to an Experience unless such a Guest booked an Experience through (or was added as an additional Guest for a spot booked through) the Services.
- Hosts and Guests will always provide accurate information to one another, as well as any other users of the Services.
- Hosts will fully educate and inform Guests about anything they may need to know to safely participate in their Experience (including fitness requirements, dress codes, equipment they may need, water bottles, physical challenges, etc.).
- Guests will fully inform Hosts of any allergies, medical or physical conditions, or other circumstances that may impact their ability to safely participate in an Experience.
- Hosts and Guests will comply with all applicable local, state, provincial, national, or other laws or regulations, or any order of a court.
- Hosts and Guests will not violate or infringe anyone else’s rights or otherwise cause harm to anyone.
- Hosts and Guests will not breach any agreement you may have with any third party.
- Hosts and Guests will not post content or items in inappropriate categories or areas on our websites and services.
- Guests will not fail to deliver payment for services delivered to them.
- Hosts will not fail to deliver services described in listings purchased from you, unless the Guest fails to meet the terms specified by the Host in the Listing or the Guest fails to meet this Terms of Service.
- Guests and Hosts will not circumvent or manipulate the Athenasphere fee structure, the billing process, or fees owed to Athenasphere.
- Guests and Hosts will not post false, inaccurate, misleading, defamatory or offensive content.
- Guests and Hosts will not take any action that may undermine the feedback or reputation systems (such as displaying, importing or exporting feedback information or using it for purposes unrelated to the Athenasphere Website).
- Guests and Hosts will not transfer your Member profile (including feedback) to another party without consent from Athenasphere.
- Guests and Hosts will not distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;
- Guests and Hosts will not distribute viruses or any other technologies that may harm Athenasphere, the Website, or the interests or property of Athenasphere Members (including their Intellectual Property Rights, privacy and publicity rights) or is unlawful, threatening, abusive, defamatory, invasive of privacy, vulgar, obscene, profane or which may harass or cause distress or inconvenience to, or incite hatred of, any person.
- Guests and Hosts will not download and aggregate listings from our website for display with listings from other websites without our express written permission, “frame”, “mirror” or otherwise incorporate any part of the Website into any other website without our prior written authorization.
- Guests and Hosts will not attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by us in connection with the Athenasphere Website.
- Guests and Hosts will not copy, modify or distribute rights or content from the Athenasphere Website or Athenasphere’s copyrights and trademarks; or
- Guests and Hosts will not harvest or otherwise collect information about Members, including email addresses, without their consent.
- Users will not use manual or automated software, devices, scripts, robots, backdoors 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.
- Users 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.
- Users will not use the Site, Application, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Athenasphere endorsement, partnership or otherwise misleads others as to your affiliation with Athenasphere.
- Users will not dilute, tarnish or otherwise harm the Athenasphere brand in any way,
including through unauthorized use of Collective Content,
registering and/or using Athenasphere or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Athenasphere domains, trademarks, taglines, promotional campaigns or Collective Content.
- Users will not infringe the rights of Athenasphere or the rights of any other person or entity, including without limitation, their intellectual property, privacy, publicity or contractual right.
- User will not 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.
- Users will not “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 Athenasphere Guest or Host.
- You, as a host, will not offer any Listing that you do not yourself own or have permission to Book (without limiting the foregoing, you will not create a listing as a Host if you are serving in the capacity of an agent for a third party).
- You may not offer, as a Host, any Accommodation that may not be Booked pursuant to the terms and conditions of an agreement with a third party.
- Users will not recruit or otherwise solicit any Host or other Member to join third-party services or websites that are competitive to Athenasphere without Athenasphere’s prior written approval.
- Users will not use automated scripts to collect information from or otherwise interact with the Site, Application, Services or Collective Content.
- Users will not engage in disruptive, circumventive, abusive or harassing behavior in any area or aspect of our Platform, Application, or Service.
- Users will not 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 (directly or by omission or failure to update information) 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.
- Users will not use, display, mirror or frame the Site, Application, Services or Collective Content, or any individual element within the Site, Application, Services or Collective Content, Athenasphere’s name, any Athenasphere 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 Athenasphere’s express written consent.
- Users will not attempt to probe, scan, or test the vulnerability of any Athenasphere system or network or breach any security or authentication measures.
- Users will not 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.
- Users will not attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content.
- User will not dilute, tarnish or otherwise harm the Athenasphere brand in any way, including through unauthorized use of Collective Content, registering and/or using Athenasphere or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Athenasphere domains, trademarks, taglines, promotional campaigns or Collective Content
If, in our sole discretion, we think that (a) you’re using the Services in a way that is inappropriate, offensive, fraudulent, or unsafe; (b) you have provided inaccurate, fraudulent, outdated or incomplete information during the identity verification, Booking or Listing process or thereafter; (c) you have violated applicable laws, regulations, or third party rights; or (d) you have violated these Terms of Service, we may suspend your use of the Services or Athenasphere as described in the Suspension, Termination and Athenasphere Account Cancellation Section below, and may take appropriate legal action.
Unless otherwise agreed with us, you must not advertise an external website, product or service on the Website. Any website address posted on the Website, must relate to a Listing on the Website. An example of a permissible website address would be a portfolio of work.
We may in the future display sponsor advertisements and promotions on the Website. You acknowledge and agree that we shall not be responsible for any loss or damage of any kind incurred by you as result of the presence of such advertisements/promotions in the Website or your subsequent dealings with the Advertisers. Furthermore, you acknowledge and agree that content of sponsor advertisements or promotions is protected by copyrights, trademarks, service marks, patents or other intellectual property or proprietary rights and laws. Unless expressly authorized by Athenasphere or third party right holders, you agree not to modify, sell, distribute, appropriate or create derivative works based on such advertisement/promotions.
Identity / Know Your Members
Members authorise Athenasphere, directly or through third parties, to make any inquiries we consider necessary to validate their identity. Members must, at Athenasphere’s request: (1) provide further information, which may include their date of birth and other information that will allow Athenasphere to reasonably identify them; (2) take steps to confirm ownership of their email address or financial instruments; or (3) verify their information against third party databases or through other sources.
Members must also, at the request of Athenasphere, provide copies of identification documents (such as drivers’ license). Athenasphere may also ask Members to provide photographic identification holding a sign with a code that would be provided as an additional identity verification step.
Athenasphere reserves the right to close, suspend, or limit access to a Member’s Account, the Website and/or Freelancer Services in the event we are unable to obtain or verify to our satisfaction the information which we request under this section.
IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO VOLUNTARILY AND AT YOUR OWN RISK. THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, ATHENASPHERE EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, SAFETY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, TAX-EXEMPT STATUS OR TAX DEDUCTIBILITY, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OR TRADE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. YOU AGREE THAT YOU HAVE HAD WHATEVER OPPORTUNITY YOU DEEM NECESSARY TO INVESTIGATE THE EXPERIENCE, LAWS, RULES OR REGULATIONS THAT MAY BE APPLICABLE TO THE EXPERIENCE YOU ARE OFFERING AND/OR RECEIVING AND THAT YOU ARE NOT RELYING UPON ANY STATEMENT OF LAW OR FACT MADE BY ATHENASPHERE RELATING TO YOUR EXPERIENCE.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS THROUGH, AND INTERACTIONS ARRANGED THROUGH, THE SERVICES. YOU UNDERSTAND THAT ATHENASPHERE DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES AND HAS NO OBLIGATION TO REVIEW ANY LISTINGS, EXPERIENCES, HOSTS, GUESTS, NONPROFITS, OR THIRD PARTIES WITH WHOM YOU MAY INTERACT DURING AN EXPERIENCE. ATHENASPHERE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF MEMBERS OR OF QUALITY AND SAFETY OF EXPERIENCES. ATHENASPHERE EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY GUEST, HOST, OR RELATED TO ANY EXPERIENCE, LISTING OR BOOKING.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU ASSUME THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES, YOUR PARTICIPATION IN AN EXPERIENCE, AND ANY CONTACT YOU HAVE WITH GUESTS, HOSTS OR THIRD PARTIES THAT ARISE FROM YOUR USE OF THE SERVICES WHETHER IN PERSON OR ONLINE.
YOU UNDERSTAND AND AGREE THAT SOME EXPERIENCES MAY CARRY INHERENT RISK, AND BY PARTICIPATING IN THOSE EXPERIENCES, YOU CHOOSE TO ASSUME THOSE RISKS VOLUNTARILY. FOR EXAMPLE, SOME EXPERIENCES MAY CARRY RISK OF ILLNESS, BODILY INJURY, DISABILITY, OR DEATH, AND YOU FREELY AND WILLFULLY ASSUME THOSE RISKS BY CHOOSING TO PARTICIPATE IN THOSE EXPERIENCES. YOU ASSUME FULL RESPONSIBILITY FOR THE CHOICES YOU MADE BEFORE, DURING AND AFTER YOUR PARTICIPATION IN EXPERIENCES, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW YOU RELEASE ATHENASPHERE FROM ANY AND ALL LIABILITY, DAMAGES, OR LOSS, WHETHER ECONOMIC OR NON-ECONOMIC, OF ANY TYPE OR CHARACTER. YOU ACKNOWLEDGE THAT ATHENASPHERE IS NOT RESPONSIBLE FOR THE EXPERIENCES PROVIDED BY HOSTS, AND THAT IT HAS NO RIGHT TO AND DOES NOT CONTROL, DIRECT, OR SUPERVISE HOSTS, GUESTS OR THIRD PARTIES WHO MAY BE IN ATTENDANCE IN THE EXPERIENCE. ATHENASPHERE DOES NOT CREATE OR DELIVER EXPERIENCES OR LISTINGS. TO THE MAXIMUM EXTENT PERMITTED BY LAW WE WILL NOT BE LIABLE FOR ANY DAMAGE ARISING OUT OF OR IN CONNECTION WITH EXPERIENCES, LISTINGS OR YOUR PARTICIPATION IN ANY EXPERIENCE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
IF YOU ARE BRINGING A MINOR AS AN ADDITIONAL GUEST, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THE SUPERVISION OF THAT MINOR THROUGHOUT THE DURATION OF YOUR EXPERIENCE AND TO THE MAXIMUM EXTENT PERMITTED BY LAW YOU AGREE TO RELEASE AND HOLD HARMLESS ATHENASPHERE FROM ALL LIABILITIES AND CLAIMS THAT ARISE IN ANY WAY FROM ANY INJURY, DEATH, LOSS OR HARM THAT OCCURS TO THAT MINOR DURING THE EXPERIENCE OR IN ANY WAY RELATED TO YOUR EXPERIENCE.
Limitation of Liability
YOU AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES OR EXPERIENCES REMAINS WITH YOU.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ATHENASPHERE WILL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER OR MOBILE DEVICE DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SERVICES, YOUR USE OF THE EXPERIENCES OR POSTING OF, OR REQUEST TO POST, LISTINGS, ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER PARTICIPANTS IN EXPERIENCES, OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES OR EXPERIENCES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ATHENASPHERE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL ATHENASPHERE’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICES INCLUDING, BUT NOT LIMITED TO, FROM YOUR LISTING OR BOOKING OF ANY EXPERIENCE VIA THE SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR IN CONNECTION WITH ANY EXPERIENCE OR INTERACTION WITH ANY OTHER MEMBERS, EXCEED THE AMOUNTS YOU HAVE PAID OR OWE FOR BOOKINGS VIA THE SERVICES AS A GUEST IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE A HOST, THE AMOUNTS PAID BY ATHENASPHERE TO YOU IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED U.S. DOLLARS (US$100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ATHENASPHERE AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to release, indemnify, and hold Athenasphere 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 your access to or use of the Services, your violation of these terms, or your Listing, booking, or participation in an Experience.
If any provision or part of a provision in these terms is held to be invalid, void, or unenforceable, such provision (or the part of it that is making it invalid, void or unenforceable) will be struck and not affect the validity of and enforceability of the remaining provisions.
Updates to the Terms and Program
We reserve the right to update, modify or discontinue the Services, including Service Fees, and this Terms of Service, at any time. If we modify the Terms of Service, we will give you notice and post the modification on the Athenasphere Site, Application, or Services. By continuing to access or use the Services after the modified Terms of Service becomes effective, you are indicating that you agree to be bound by the updated terms. If the modified terms are not acceptable to you, your recourse is to stop using the Services.
Term and Termination, Suspension and Other Measures
Without limiting our rights specified in these Terms, Athenasphere may do any of the following for convenience (for any reason or no reason at all) at any time by giving you 30 days’ notice via email to your registered email address:
- Cancel your account
- Terminate these Terms
- Not surface, pause or deactivate your Listing
- Cancel your bookings
Athenasphere may refuse to surface, pause, deactivate or delay Listings, reviews, or other Member Content, cancel any pending or confirmed bookings, limit your use of or access to your Athenasphere Account and the Site, Application or Services, temporarily or permanently revoke any special status associated with your Athenasphere Account, or temporarily or permanently suspend your Athenasphere Account if:
(i) you have breached these Terms or our Policies, including material and non-material breaches, or
(ii) you receive poor ratings from Hosts or Guests, or
(iii) your Listing or Experience does not meet, or at any time fails to meet, the eligibility criteria,
(iv) there is insufficient demand for your Listing, or
(v) Athenasphere believes in good faith that such action is reasonably necessary to protect the safety or property of Members, Athenasphere or third parties, for fraud prevention, risk assessment, security or investigation purposes.
If you or we terminate this Agreement, we do not have an obligation to delete or return to you any of your Member Content, including but not limited to any reviews or Feedback. When this Agreement has been terminated, you are not entitled to a restoration of your Athenasphere Account or any of your Member Content. If your access to or use of the Site, Application and Services has been limited or your Athenasphere Account has been suspended or this Agreement has been terminated by us, you may not register a new Athenasphere Account or attempt to access and use the Site, Application and Services through other Athenasphere Accounts.
If you or we terminate this Agreement, the clauses of these Terms that reasonably should survive termination of the Agreement will remain in effect.
Intellectual Property Ownership and Rights Notices
The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of the United States 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 Athenasphere 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. All trademarks, service marks, logos, trade names, and any other proprietary designations of Athenasphere used on or in connection with the Site, Application, Services, and Athenasphere Content are trademarks or registered trademarks of Athenasphere in the US and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Site, Application, Services, and Athenasphere Content are used for identification purposes only and may be the property of their respective owners. As a Host, Guest, or Member, you understand and agree that you are bound by the additional Terms, Guidelines and Policies that apply to your use of the Site, Application, Services and Collective Content, including Athenasphere’s Trademark & Branding Guidelines (as may be updated from time to time).
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, Services, or through Athenasphere promotional campaigns, you hereby grant to Athenasphere a worldwide, irrevocable, perpetual (or for the term of the protection), non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, translate, 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. Athenasphere 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, Services or through Athenasphere promotional campaigns. 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, Services or through Athenasphere promotional campaigns or you have all rights, licenses, consents and releases that are necessary to grant to Athenasphere 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 Athenasphere’s use of the Member Content (or any portion thereof) on, through or by means of the Site, Application, the Services or Athenasphere promotional campaigns 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 Athenasphere 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 Athenasphere 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.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site, Application and Services (“Feedback“). You may submit Feedback by emailing us at athenasphere_US@hotmail.com or by other means of communication. You acknowledge and agree that all Feedback you give us will be the sole and exclusive property of Athenasphere and you hereby irrevocably assign to Athenasphere and agree to irrevocably assign to Athenasphere all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein, and waive any moral rights you may have in such Feedback. At Athenasphere’s request and expense, you will execute documents and take such further acts as Athenasphere may reasonably request to assist Athenasphere to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
Athenasphere respects copyright law and expects its users to do the same. It is Athenasphere’s policy to terminate in appropriate circumstances the Athenasphere Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
Export Control and Restricted Countries
You may not use, export, re-export, import, or transfer any Applications created by Athenasphere except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List. By using the Site, Application and Services, you represent and warrant that (i) neither you nor your Listing is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site, Application and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. Athenasphere does not permit Listings associated with certain countries due to U.S. embargo restrictions. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.
You may not assign or transfer these Terms, by operation of law or otherwise, without Athenasphere’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Athenasphere may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
The failure of Athenasphere 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 Athenasphere. 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.
This Agreement shall remain in full force and effect while you use the Services. You may terminate your use of the Services at any time. Athenasphere may terminate or suspend your access to the Services or your membership at any time, for any reason, and without warning, which may result in the forfeiture and destruction of all information associated with your membership. Athenasphere may also terminate or suspend any and all Services and access to the Website immediately, without prior notice or liability, if you breach any of the terms or conditions of this Agreement. Upon termination of your account, your right to use the Services, access the Website, and any Content will immediately cease. All provisions of this Agreement which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability. If this Agreement is terminated for your breach, Athenasphere reserves the right to cancel any outstanding Listings you may have purchased prior to termination, without refund or liability to you.
If you or we terminate the Terms of Service, the clauses of these Terms of Service that reasonably should survive termination of the Terms of Service will remain in effect. When the Terms of Service is terminated, you are not entitled to a restoration of your account (if your account is cancelled) or of the Member Content.