GLOBAL HOTEL EXCHANGE
TERMS OF USE
Last updated: June 12, 2012
Welcome to www.GlobalHotelExchange.com. These Terms of Use (the “Terms”) are a binding legal agreement between you (either an individual or an entity) and Global Hotel Exchange, LLC (“GHX”, “we,” “our,” or “us”), regarding your use of services available at www.GlobalHotelExchange.com and our services available through our applications (the website and services are collectively referred to as the “Service”). The Service may also include related software, including user documentation provided “online” or in electronic format (together, the “Software”). By using the Service, you agree to be bound by these Terms and to use the Service in compliance with these terms. Please read these Terms carefully.
In addition, when using certain features of the Service, you also will be subject to the guidelines, terms, and agreements applicable to such features (“Policies”). All such Policies are incorporated by reference into these Terms. If these Terms are inconsistent with any Policy, the terms in the Policy will control.
By using the Service, you accept these Terms and any modifications that we may make to these Terms. You are responsible for reviewing these Terms and any Policies that apply to your use of the Service regularly to stay informed of any changes. If you continue to use the Service after the effective date of any modified terms or policies, you agree to be bound by them as of the date of the modification. If you do not agree to any provision of these Terms, you must not use the Service.
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The Service
The Service enables you to book hotels from third-party hotels or merchants (“Hotels”).
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Eligibility
You must be 18 years of age or older to use the Service. Use of the Service is void where prohibited. You represent and warrant that any information you submit is true and accurate and that you are 18 years of age or older and are fully able and competent to enter into and abide by these Terms. The Service is not intended for those under the age of 18.
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Account Registration
You must register to use certain features of the Service. When registering, you must provide accurate and complete information about yourself, including a verified email address, and promptly update this information if it changes. By registering for an account, you represent and warrant that you are lawfully able to enter into contracts on behalf of yourself or the entity you represent (if applicable). You are responsible for all activities associated with your account. To protect your account from unauthorized use, keep your user identification and password secure. Please notify us immediately of any unauthorized use of your account or any other breach of security.
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Fees; No Refunds; Currency Converter
Access to selected features of the Service is provided to you free of charge. When you book a Hotel or use the Service to purchase any good or service, you agree to pay all fees described, including a booking fee to us. We reserve the right to change the fees for access to the Service at any time by providing you notice on the Service or otherwise. When you book a Hotel or use the Service to purchase any good or service, you authorize us or our third party payment processors to charge the credit card or bank account identified by you (which you represent and warrant that you are authorized to use) all applicable fees for your booking or purchase in US dollars, including all applicable taxes, and you agree that we or our third party payment processors can store your credit card and bank account information. If we do not receive payment from you, your credit card provider, or your bank, you agree to pay all amounts due upon demand and we may suspend your access to the Service. Hotel reserves the right to enforce its Cancellation Policy with your credit card or bank account when applicable. You will also reimburse any costs or expenses (including, but not limited to, reasonable attorneys’ fees) incurred by us to collect any amount that is not paid when due. All booking fees and sales are final and we will not issue refunds.
If a currency convertor is available through the Service, we provide this as a guideline only. Currency conversion rates are based on various publicly available sources and are not verified as accurate and actual rates may vary. We and our affiliates, licensors and suppliers do not warrant or guarantee the accuracy of any currency conversion rate. When using this information for any financial purpose, we advise you to consult a qualified professional to verify the accuracy of the currency conversion rates.
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License to Software
If Software is made available to you through the Service, your use of the Software is subject to the terms of the license agreement (if any) that accompanies the Software; or, if no license agreement accompanies the Software, then, subject to the terms and conditions of this Agreement, you are granted only a personal, non-exclusive, non-transferable license to install and use the Software on a single device (e.g., on your computer or mobile device) in accordance with its documentation (if any), solely to enable your use of the Service. This limited license does not include any right to modify, distribute, prepare derivative works of, or grant sublicenses to use the Software. If you use the Software, you agree that it may automatically download and install updates from time to time from the Service. These updates are designed to improve, enhance, and further develop the Software and may take the form of bug fixes, enhanced functions, new software modules, and completely new versions. You agree to receive such updates (and permit us to deliver these to you) as part of your use of the Software. Furthermore, in order to protect the trade secrets and proprietary know-how contained in the Software, you will not decompile, disassemble, or reverse engineer the Software.
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Use Restrictions
You will not: (a) use the Service for any commercial purpose, unless expressly authorized by us; (b) resell, lease, or rent your access to the Service; (c) access, monitor, or copy any content or information on the Service using any robot, spider, scraper, or other automated means or any manual process for any purpose without our express written permission; (d) violate the restrictions in any robot exclusion headers on the Service or bypass or circumvent other measures employed to prevent or limit access to the Service; (e) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure; (f) deep-link to any portion of the Service for any purpose without our express written permission; (g) "frame," "mirror," or otherwise incorporate any part of the Service into any other website without our prior written authorization; or (h) intentionally or unintentionally violate any applicable local, state, national, or international law or regulation.
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User Content
The Service may include interactive features and services, including ratings or review functionality, and similar services, in which you or third parties may create or post ratings, reviews, comments, and other content on the Service (“User Content”). You are solely responsible for your use of User Content and use it at your own risk. You agree not to post, transmit, distribute, upload, or otherwise disseminate through the Service any of the following:
- Material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;
- Material that violates, or that causes us or our affiliates, subsidiaries, or partners to violate, any applicable law, regulation, or order of any governmental authority in any jurisdiction;
- Material that infringes or violates, or that may infringe or violate, any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party, or that you otherwise do not have the right to make available;
- Private or confidential information of any person or entity, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers, credit card numbers, and any trade secrets or information for which you have any obligation of confidentiality;
- Material that impersonates any person or entity, or misrepresents your affiliation with the Service or with any other person or entity;
- Reviews of any hotel you own or have a personal interest in, trade reviews, or reviews of competitor hotels (unless you have been a customer of the competitor), or reviews of a hotel where the hotel paid you for the review;
- Comments that in any way refer to persons under 18 years of age;
- Viruses, corrupted data, or other harmful, disruptive, or destructive files; or
- Material that, in our sole judgment, is objectionable, restricts or inhibits any person or entity from using or enjoying any portions of the Service, or that may expose us or our users to harm or liability of any nature.
We take no responsibility and assume no liability for any User Content posted, stored, or uploaded by you or any third party, or for any loss or damage to any of that User Content. Although we have no obligation to screen, edit, or monitor any material posted on or transmitted through the Service, we reserve the right, and have absolute discretion, to remove, screen, and edit any material posted, stored, or transmitted on or through the Service at any time and for any reason without notice.
If you provide User Content on or through the Service, including any feedback about the Service, then, unless we indicate otherwise, you: (a) grant us and our subsidiaries and affiliates a worldwide, non-exclusive, royalty-free, fully-paid, perpetual, irrevocable, and sublicensable right to use the User Content in any manner and for any purpose; (b) grant us and our affiliates, subsidiaries, and sublicensees the right to use the name, if any, that you submit in connection with the User Content, if we choose; (c) represent and warrant that you own and control all of the rights to the User Content that you post or provide, or you otherwise have the right to post or provide that User Content to the Service; and (d) the use and posting of User Content you supply does not violate these Terms, will not violate any rights of or cause injury to any person or entity, and will not otherwise create any harm or liability of any type for us or for third parties.
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Term and Termination
You may at any time terminate your account and your use of the Service. To terminate your account, please email us at info@globalhotelexchange.com. Notwithstanding any provision of these Terms, we reserve the right, without notice and in our sole discretion, to terminate your account and to block, restrict, and prevent your future access to, and use of, the Service.
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Feedback
Any materials, including but not limited to feedback, comments, suggestions, or identifying potential errors and improvements, provided by you in the form of email or other submissions to us (collectively “Feedback”) (excluding material that you post on or transmit through the Service in accordance with these Terms), are non-confidential and you hereby grant to us and our subsidiaries and affiliates a worldwide, non-exclusive, royalty-free, fully-paid, perpetual, irrevocable, and sublicensable right to use your Feedback for any purpose without compensation or attribution to you.
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Copyright Infringement
We respect the intellectual property rights of others, and ask you to do the same. It is our policy to terminate the access privileges of those who repeatedly infringe the copyright rights of others. If you believe that your work has been posted on the Service in a way that constitutes copyright infringement, please contact us at the address below and provide the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed and identification of the time(s) and date(s) the material that you claim is infringing was displayed on the Service; (3) your address, telephone number, and email address; (4) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (5) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you believe that your user content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content in your user content, you may send a counter-notice containing the following information to the copyright agent: (1) your physical or electronic signature; (2) identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; (3) a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and (4) your name, address, telephone number, e-mail address, a statement that you consent to the jurisdiction of the federal court in Spokane, Washington, and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by the copyright agent, we may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member, or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
Our designated agent for notice of copyright infringement can be reached at:
Global Hotel Exchange, LLC
Attention: Registered Agent
525 East Mission Avenue
Spokane, WA 99202
info@globalhotelexchange.com -
Trademarks
GHX, the GHX logo, and any other product or service name or slogan contained on the Service are trademarks or registered trademarks of ours and our suppliers or licensors, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the applicable trademark holder. All other trademarks, registered trademarks, product names, and company names or logos mentioned on the Service are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply our endorsement, sponsorship, or recommendation, or vice versa.
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Ownership
We, our affiliates, and our suppliers and licensors own all right, title, and interest, including all intellectual property rights, in and to the Service. Except for those rights expressly granted in these Terms, no other rights are granted, either express or implied, to you.
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Third-Party Content
The Service may contain links to Web pages and content of third parties ("Third-Party Content") as a service to those interested in this information. We do not monitor, endorse, or adopt, or have any control over, any Third-Party Content. We undertake no responsibility to update or review any Third-Party Content and can make no guarantee as to its accuracy or completeness.
Additionally, if you follow a link or otherwise navigate away from the Service, please be aware that these Terms will no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third-Party Content provider to which you navigate from the Service. You access and use Third-Party Content at your own risk.
The Service may contain advertisements and promotions from third parties. Your business dealings or correspondence with or participation in promotions of advertisers other than us, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party.
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Privacy Policy
We may collect registration and other information about you through the Service. Our collection and use of this information is described in the Privacy Policy available at GHX-Privacy-Policy.pdf
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Indemnification
You will defend, indemnify, and hold harmless GHX and its affiliates, licensors, and suppliers, and their respective employees, officers, directors, and representatives against all claims, damages, losses, liabilities, taxes, costs, and expenses (including attorneys’ fees and other legal expenses) directly or indirectly arising out of or relating to any third party claim concerning your use of the Service, your breach of any provision of these Terms, and your violation of any rights of a third party.
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Disclaimer of Warranties
GHX MAKES THE SERVICE AVAILABLE TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. YOU USE THE SERVICE AT YOUR OWN RISK. GHX DOES NOT WARRANT THE ACCURACY OR VALIDITY OF ANY INFORMATION PROVIDED IN CONNECTION WITH THE SERVICE OR BY ANY HOTEL. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GHX AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SOME JURISDICTIONS’ LAWS DO NOT ALLOW EXCLUSION OF SPECIFIC IMPLIED WARRANTIES, IN WHICH CASE THE DISCLAIMER OF IMPLIED WARRANTIES MAY NOT APPLY TO YOU TO THAT EXTENT.
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Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GHX AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA), EVEN IF ANY OF THEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. GHX AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY DELAY OR FAILURE TO PERFORM ANY OBLIGATION UNDER THESE TERMS BY REASONS, EVENTS, OR OTHER MATTERS BEYOND THEIR REASONABLE CONTROL. IN ANY EVENT, THE AGGREGATE LIABILITY OF GHX AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS UNDER THESE TERMS OR OTHERWISE IN CONNECTION WITH THE SERVICE IS LIMITED TO $50. THESE LIMITATIONS WILL APPLY EVEN IF ANY LIMITED REMEDY HAS FAILED OF ITS ESSENTIAL PURPOSE.
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Claims
You agree that regardless of any statute or law to the contrary, and except as otherwise set forth in these Terms, any claim or cause of action arising out of or related to your use of the Service or these Terms must be filed within one year after that claim or cause of action arose or be forever barred.
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Consent to Electronic Communications
By using the Service, you consent to receiving electronic communications from us. These communications may include notices about your account and information concerning or related to the Service. You agree that any notices or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
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General
Governing Law. These Terms will be interpreted, construed, and enforced in all respects in accordance with the laws of the State of Washington, excluding its conflict of laws provisions.
Arbitration. Any controversy or claim arising out of or relating to the Service or these Terms will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration will be conducted in Spokane, Washington, and judgment on the arbitration award may be entered into any court of competent jurisdiction. The award of the arbitrator will be final and binding upon the parties without appeal or review except as permitted by Washington law. Either party may seek any interim or preliminary injunctive relief from any court of competent jurisdiction, as necessary to protect the party's rights or property pending the completion of arbitration.
Entire Agreement and Severability. These Terms, including any Policies, are the complete agreement between you and us regarding the Service. If any portion of these Terms is held to be invalid or unenforceable, the remaining portions will remain in full force and effect.
Survival. Any provision in these Terms that by its nature should survive the termination of your license to access the Service or any termination of these Terms (including, without limitation, provisions governing indemnification, limitations on liability, disclaimers of warranty, and ownership of intellectual property) will continue to remain in full force and effect after any such termination.
Contacting GHX. You may contact us through the means we make available in your account or by writing to us at:
info@globalhotelexchange.com
Global Hotel Exchange, LLC
525 East Mission Avenue
Spokane, WA 99202