Terms and ConditionsTerms
This is an agreement between you ("You", "you", "Your", "your") and Softwood Limited trading as Housar ("Housar", "us", "our", "we"). Housar offers a program which allows Merchants to provide loyalty plans and rewards directly to consumers through a smartphone application ("Services"), and provides Merchants with programs and applications to track consumers' use thereof (the "Applications"). Please read these terms and conditions ("Terms") carefully before using the Services and Applications (together, the Application and Services are called the "Program"). These Terms govern your access to and use of the Applications and your provision of the Services to your customers. Your access to and use of the Program requires your compliance with the Terms. By downloading the Application, or accessing and/or using any portion of the Program, you agree to be bound by this Agreement. Housar may amend this Agreement from time to time, each of which amendments shall be deemed to be effective 2 days after posting the updated Agreement at the Website. If you do not accept these Terms, do not access and/or use any portion of the Program. You should check the Website and this Agreement regularly to ensure you remain current on the terms and agreements set forth herein. Your continued use of the Applications or provision of the Services to your customers will be deemed acceptance to amended or updated Terms. If you do not agree to any of these Terms, please do not access and/or use any portion of the Program.
In these Terms, the following terms when capitalized have the meanings set forth; "Housar User Terms and Conditions" means Housar's standard end user license agreement, which may be amended by Housar in its sole discretion "Customer" means an end user that has been granted a license by Housar to use the Program, and who has accepted the Housar User Terms and Conditions "Merchant" means an event business Member who creates Event Listings via the Program "Member" means a person who completes Housar's account registration process, including but not limited to Merchants and Customers "User Content" means text, graphics, images, music, audio, video, information or other materials "Merchant Content" means any advertising, promotional or marketing content provided by Merchant for provision to any Customer (including, without limitation, any loyalty plans or rewards) and including any logos, trade names, trademarks or other content of Merchant included in such content "Collective Content" means Member Content, User Content and Housar Content "Housar Content" means all Content that Housar makes available through the Website, Application, or Services, including any Content licensed from a third party, but excluding Merchant and User Content. "Listing" means an Event that is listed by a Merchant via the Program "Website" means www.housar.com or such other web address notified by Housar to the Member from time to time which sets out a description of the Services and the user instructions for the Services
Subject to your compliance with the terms and conditions of these Terms, Housar hereby grants Merchants a non-transferable, non-exclusive, non-sublicenseable, revocable, limited license solely to access and use the Applications and to provide the Services to its Customers. Subject to your compliance with the terms and conditions of these Terms, Housar hereby grants Customers a limited, non-exclusive, non-sublicenseable, revocable, non-transferable license, to (i) access and view any Housar Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for your personal and non- commercial purposes. Customers have no right to sublicense the license rights granted in this section.
As Merchants, you agree that only your employees shall access and use the Program. You shall maintain all copyright and other proprietary notices contained in the Program. Except as set forth expressly herein, you shall not, and shall not permit any third party, to (a) avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Housar or any of Housar's providers or any other third party (including another user) to protect the Program or Collective Content; (b) violate or attempt to violate the security of the Program; (c) access all or any part of the Program in order to build a product or service which competes with the Program; (d) access, tamper with, or use non-public areas of the Program, Housar's computer systems, or the technical delivery systems of Housar's providers; (e) reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from the Program; (f) register for more than one Housar Customer Account or register for an Housar Customer Account on behalf of an individual other than yourself (In order to access certain features of the Program you must register to create an account ("Account") and become a Member); (g) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity; (h) export, re-export directly or indirectly, the Program where such export or re-export is prohibited by applicable law without appropriate licenses and clearances; (i) recruit or otherwise solicit any Merchant or other Member to join third-party services or websites that are competitive to Housar; (j) use automated scripts to collect information from or otherwise interact with the Program; Collective Content; (k) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Program or Collective Content for purposes not expressly permitted by these Terms; (l) offer, as a Merchant, any Event Listing that you do not have permission to conduct; (m) use the Program or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms; (n) use our Program or Collective Content in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to Events; (o) as a Merchant, submit any Listing with false or misleading price information, or submit any Listing with a price that you do not intend to honour; (p) violate or attempt to violate the security of the Program. (q) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise make the Program available to any third party; and (r) systematically retrieve data or other content from our Program to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise; Housar has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. You shall defend and indemnify Housar, at your sole cost and expense, from and against any claims, damages, liabilities and/or expenses arising out of your breach of any of your obligations or representations set forth in these terms.
You shall solely be responsible for: (a) complying with all applicable laws, rules, regulations, and Tax obligations at all times; (b) not engaging in any conduct which in the reasonable opinion of Housar is prejudicial to the business and/or goodwill of Housar; (c) maintaining all passwords and access codes to the Program, and refraining from sharing or otherwise permitting third parties to use any such passwords and/or access codes to access the Program; (d) using all reasonable endeavours to prevent any unauthorised access to, or use of, the Program and, in the event of any such unauthorised access or use, promptly notify Housar; and (e) as a Merchant, following all reasonable instructions of Housar from time to time including but without limitation in connection with the use and marketing of the Program, the marketing of the App to Your customers.
We may, in our sole discretion, permit you to post, upload, publish, submit or transmit User Content. You shall remain at all times solely responsible for the full functionality, accuracy, reliability, integrity, quality or validity of all User Content. By making available any User Content on or through the Program, you hereby grant to Housar a worldwide, irrevocable, unlimited, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, incorporate, record, modify, publish, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, reproduce and otherwise exploit such User Content on, through, by means of or to promote or market the Program, including the right to exercise this license through independent contractors. Housar does not claim any ownership rights in any such User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content. As a Merchant, you shall remain solely liable for any loyalty plans or rewards offered to Customers, and shall fully indemnify Housar for its failure to satisfy any of its obligations pursuant to such plans or rewards. Housar reserves the right, at its sole discretion, to remove any User Content that violates these Terms at any time, without prior notice, or require you to do so. You acknowledge and agree that you are solely responsible for all User Content that you make available through the Program. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Program or you have all rights, licenses, consents and releases that are necessary to grant to Housar the rights in such Merchant Content, as contemplated under these Terms; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Housar's use of the User Content (or any portion thereof) on, through or by means of the Program 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. You agree not to post, convey, distribute, store, upload, publish, submit or transmit any Content that: (a) can be considered spam or junk mail; (b) violates any applicable law, statute, ordinance or regulation; (c) 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; (d) is defamatory, pornographic, vulgar, unlawful, obscene, libelous, harassing, hateful, offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, or is otherwise inappropriate; (e) is fraudulent, false, misleading or inaccurate in any way; (f) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (g) violates any acceptable use policy or other policy posted at the Website or within the Application from time to time; (h) is violent or threatening or promotes violence or actions that are threatening to any other person; (i) promotes illegal or harmful activities or substances; and (j) contains any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; Housar may access, preserve and disclose any of your information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary; (i) to respond to claims asserted against Housar or to comply with legal process (for example, subpoenas or warrants); (ii) to enforce or administer our agreements with users, such as these Terms; (iii) for fraud prevention, risk assessment, investigation, customer support, product development and de-bugging purposes; or (iv) to protect the rights, property or safety of Housar, its users, or members of the public. You acknowledge that Housar has no obligation to monitor your access to or use of the Program or Collective Content or to review or edit any Member's Content, but has the right to do so for the purpose of operating and improving the Program (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to respond to content that it determines is otherwise objectionable or as set forth in these Terms. Housar does not endorse any portion of the Collective Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any Collective Content. Housar reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Housar, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Program. Housar shall be entitled, at its sole discretion, to suspend, restrict and/or terminate, without notice of any kind, your access to the Program or your Housar account for any reason. Housar shall not be responsible for the return of any User Content of any kind to you upon any termination of this Agreement or suspension of your access to the Program, including without limitation any information input into the Program by you.
The Program is protected by copyright, trademark, and other laws of the United Kingdom and foreign countries. All trademarks, patents, copyrights and other intellectual property rights owned by either party on the date hereof shall continue to be owned solely by such party, and except as set forth herein, nothing in this Agreement shall be deemed to confer any rights to any such intellectual property on the other party. Housar is the sole owner of the name "Housar" as well as all trademarks, service marks, logos, trade names and any other proprietary designations of Housar used herein are trademarks or registered trademarks of Housar. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Housar encourages feedback, comments, suggestions, recommendations, bug-fixes, error-fixes or other communications for continual improvements to the Program ("Feedback"). By submitting any Feedback to Housar, you warrant and represent that you own or otherwise control the rights necessary to do so and you acknowledge and agree that all Feedback will be the sole and exclusive property of Housar and you hereby irrevocably assign to Housar and agree to irrevocably assign to Housar 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. No compensation will be paid with respect to use by Housar of the materials contained within such feedback or suggestions.
Housar does not currently charge its Customer users to access and use the Program, however Housar may, at any point and in its discretion, elect to begin charging fees for use of various portions of the Program and/or for different levels of subscription or account. If we begin charging a fee for your continued access to the Program, we will provide notice via the Program, prior to implementing such a fee feature. If you choose to opt out of the Program, Housar may forfeit any or all Rewards, Bonuses and/or other awards in your Account after the prior notice period.
Merchant Event Listings
As a Merchant, you may create Event Listings ("Listing"). To create a Listing, you will be asked a variety of questions about the Event to be listed, including, but not limited to, the location, capacity, features, date, and pricing. Listings will be made publicly available via the Program. Other Customers will be able to purchase your Event tickets via the Program based upon the information provided in your Listing. You understand and agree that once a Customer purchases tickets for your Event, you may not request the Customer to pay a higher price for the ticket. As a Merchant, you acknowledge and agree that you are responsible for any and all Listings you post. Accordingly, you represent and warrant that any Listing you post and the purchasing of a ticket for a Listing you post (i) will not breach any agreements you have entered into with any third parties, and (ii) will (a) be in compliance with all applicable laws, tax requirements, and rules and regulations that may apply to any Event included in a Listing you post (including having all required permits, licenses and registrations), and (b) not conflict with the rights of third parties. Please note that Housar assumes no responsibility for a Customers compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Housar reserves the right, at its sole discretion, at any time and without prior notice, to remove or disable access to any Listing for any reason, or require you to do so, including Listings that Housar considers in violation of these Terms or otherwise harmful to the Program. As a Merchant, you understand and agree that Housar does not act as an insurer or as your contracting agent. If a Customer purchases your ticket and attends your Event, any agreement you enter into with such Customer is between you and the Customer and Housar is not a party thereto.
Housar does not endorse any Merchant or any Event. Merchants are required by these Terms to provide accurate information, and although Housar may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any Merchant or the Merchant's purported identity or background. By using the Program, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Merchants or other third parties will be limited to a claim against the particular Merchant or other third parties who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from Housar with respect to such actions or omissions. This limitation shall not apply to any claim by a Merchant against Housar regarding the remittance of payments received from a Customer by Housar on behalf of a Merchant, which instead shall be subject to the limitations described in the section below entitled "Limitation of Liability".
Ticket Purchases and Financial Terms
"Ticket Fees" means the amounts that are due and payable by a Customer in exchange for that Customer's attendance to the Event. The Merchant alone, and not Housar, determines these amounts. "Merchant Fees" means the fee that Housar charges a Merchant for the use of its Program, which is calculated as a percentage of the applicable Ticket Fees. ousar uses Stripe Connect as the third-party payment processor, who will impose their own additional charges for the use of their services on the Merchant, including by deducting their charges from the payout amount. Stripe Connect will collect the Ticket fees at the time of check-in and will initiate payment of the Event fees (less Housar's Merchant Fees, and any Taxes in respect of the Merchant Fees, such as VAT in Europe) to the Merchant within 5 working days of when the Customer checks-in at the Event (except to the extent that a refund is due to the Customer). Housar may (but is not obliged to) withhold the amount owing to Housar from any payout amounts due to you as a Merchant, and use the withheld amount to setoff the amount owed by you to Housar. If Housar does so, then your obligation to pay Housar will be extinguished to the extent of the amount withheld by Housar, and Housar will cease to owe to you any obligations (including, but not limited to, any obligation to pay you) with respect to the amount withheld. Appointment of Stripe Connect as third-party payment processor for Merchant Each Merchant hereby appoints Stripe Connect as the Merchant's third-party payment processor for the purpose of accepting the Ticket Fees from Customers. Each Merchant agrees that payment made by a Customer through Stripe Connect, shall be considered the same as a payment made directly to the Merchant, and the Merchant will make the Event available to the Customer in the agreed-upon manner as if the Merchant has received the Event Fees. Each Merchant agrees that Housar may, in accordance with the Housar cancellation policy, (i) permit the Customer to cancel the ticket purchase and (ii) refund (via Stripe Connect) to the Customer that portion of the Event Fees specified in the applicable cancellation policy. Housar does not guarantee payments to Merchants for amounts that have not been successfully received by Stripe Connect from Customers. In accepting appointment of Stripe Connect as third-party payment processor for Merchant, Housar assumes no liability for any acts or omissions of the Merchant. Please note that Housar does not currently charge fees for the creation of Listings. However, you as a Merchant acknowledge and agree that Housar reserves the right, in its sole discretion, to charge you for and collect fees from you for the creation of Listings. Please note that Housar will provide notice of any Listing fee collection via the Program, prior to implementing such a Listing fee feature.
Ticket Purchases and Financial Terms for Customers
Cancellations and Refunds
All tickets bought using the Program are non-refundable except in the case where a Merchant cancels an Event for the tickets. If a Merchant cancels an Event made via the Program, then the applicable Customer will have a choice of receiving a Ticket Fees refund by either using Stripe Connect within a commercially reasonable time of the cancellation, or by using the same Merchant in the form of an alternative Listing Ticket or Event Voucher. If a Merchant cancelled a confirmed Ticket and you, as a Customer, have not received any communication from Housar, please contact Housar at email@example.com If, as a Merchant, you cancel a published event, Housar may apply penalties or consequences to you or your Listing, including (i) publishing an automated review on your Listing indicating that a Event was cancelled, (ii) imposing a cancellation fee (to be withheld from your future payouts). You will be notified of the situations in which a cancellation fee applies before you decide to cancel. In certain circumstances, Housar may decide, in its sole discretion, for any reason, that it is necessary or desirable to cancel an Event made via the Program. Housar may also determine, in its sole discretion, to refund to the Customer part or all of the amounts charged to the Customer. You agree that Housar and the relevant Customer or Merchant will not have any liability for such cancellations or refunds.
Payment Processing Errors
We will take steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the same payment method used for the original payout to or payment by you, so that you end up receiving or paying the correct amount.
Housar Referral Program
As a Customer, by referring your friends to purchase a Ticket or event business to create a Listing that receives purchases via the Program, you may participate in the "Referral Program", which is a loyalty program we offer to our Customers. If you choose to participate in the Referral Program, for each friend or event business you refer to Housar for which a Qualifying Referral (defined below) is completed, you may be able to receive Housar Credits (defined below) (each a "Referral Reward"). "Housar Credits" are "points" issued by Housar that may be applied as credits toward future specified purchases made by Customers via the Program. In order to receive a Referral Reward, each of the following requirements must be met (collectively, a "Qualifying Referral"): (i) you must log in to your Housar Account on the Application and select the "Share your Code" under My Rewards of the left navigation drawer; (ii) you must share the code provided with friends or event business via Facebook or Google or by using the other tools provided by Housar to share the unique code with friends or event businesses; (iii) a friend who receives the code must create a Housar Account and insert the code on the My Rewards screen of the Customer app, or an event business who receives the code must insert the code on the registration page of the Website; and (iv) after becoming a Member, the friend must purchase a Ticket for an Event that is not subsequently cancelled or the event business must List an Event that is not subsequently cancelled and must remain a Member throughout the free trial period. If an event business choose to participate in the Referral Program, for which a Qualifying Referral is completed, then they agree and acknowledge that they will earn an additional 60 days "free trial" in exchange for offering the Customer who provided the code either a £20 voucher if based in UK (€20 if based in EU, $20 if based in US) to redeem for the Merchant's Event Tickets; or 2 Merchant's Event Tickets. The free trial exempts the Merchant from paying Merchant fees for an additional 60 days but the exemption does not include any other costs, including, but not limited to third-party payment processor fees, cancellation and termination fees. It is a condition of the Referral Program that you will circulate or share the unique code only to your personal friends or event businesses that consider you as a regular customer. You agree not to publish or distribute the code, or cause the code to be published or distributed, on or via methods, platforms and media where you have no reasonable basis for believing that all or most of the readers or recipients are your personal friends or event businesses that consider you as a regular customer. All Housar Account creations and confirmed ticket purchases resulting from a breach of the above will be disregarded for determining eligibility for Qualifying Referral and are not eligible for Referral Rewards. Satisfaction of a Qualifying Referral and the Referral Reward you receive will be reflected in your Housar Account in a commercially reasonable amount of time after the Qualifying Referral has been completed. The Referral Rewards you accrue will be displayed in your Housar Account on My Rewards screen. Referral Rewards can be accrued solely by you and you may not earn Referral Rewards by permitting another individual to use your Housar Account. Referral Rewards accrued in multiple Housar Accounts may not be combined into one Housar Account. You may not earn Referral Rewards by creating multiple Housar Accounts. By acquiring Referral Rewards, you agree and acknowledge that Housar is granting you a limited, revocable license to a digital item, and that Referral Rewards are not your personal property. You may not obtain any cash or money in exchange for Referral Rewards. Except as explicitly provided herein, Referral Rewards are non-transferable. Members are responsible for keeping track of the Referral Rewards in their Housar Accounts. Housar may suspend or terminate the Referral Program or your participation in the Referral Program at any time for any reason. Housar will not grant any further Referral Rewards after the suspension or termination of the Referral Program or your participation in it, but any Referral Rewards already awarded or received will not be affected by the suspension or termination.
Specific Terms Regarding Housar Credits
Housar Credits may only be redeemed for purchases via the Program and after you accrue Housar Credits, such Housar Credits will be automatically applied to your next qualifying purchase made via the Program. Housar Credits are credit only and have no cash value nor can they be refunded or exchanged for cash. You may only redeem Housar Credits after the Housar Credits are reflected in your Housar Account. The scope, variety, and type of services and products that you may obtain by redeeming Housar Credits can change at any time. Housar Credits expire three (3) months from the date that any Housar Credits are last accrued in your Housar Account. Housar will notify you within thirty (30) days of when the Housar Credits in your Housar Account are scheduled to expire. If for some reason you believe that there is a discrepancy regarding your balance of Housar Credits, please contact us at firstname.lastname@example.org. Housar may require to you to submit additional information in order to make a determination regarding your balance. All decisions regarding your balance will be final and at Housar's sole discretion. You are responsible for any Tax consequences, if any, that may result from your redemption or use of Housar Credits. Where applicable, Housar may be required to account for VAT on any services for which the Housar Credits are redeemed. Without limiting any other terms of these Terms and subject to applicable law, all Housar Credits are forfeited if your Housar Account is terminated or suspended for any reason, in Housar's sole discretion, or if Housar discontinues providing the Program or the Referral Program.
The Program may contain links to third-party websites or resources. You acknowledge and agree that Housar 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 Housar 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.
Suspension, Termination and Housar Account Cancellation
We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel your Housar Account. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your Housar Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Program, your Housar Account, your Merchant Content, or receive assistance from Housar Customer Service, (b) any pending or accepted future purchases as either Merchant or Customer will be immediately terminated, (c) we may communicate to your Customers or Merchants that a purchase has been cancelled, (d) we may refund your Customers in full for any and all confirmed purchases, irrespective of pre-existing cancellation policies, (e) we may contact your Customers to inform them about potential alternate Listings with other Merchants that may be available on the Program, and (f) you will not be entitled to any compensation for purchases that were cancelled as a result of a suspension, deactivation or termination of your Housar Account. You may cancel your Housar Account at any time by sending an email to email@example.com. Please note that if your Housar Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Program, including, but not limited to, any reviews or Feedback.
Your use of the Program is at your sole discretion and risk. Subject to the limitations set out in these terms and conditions and to the extent permitted by law, we shall only be liable for direct damages actually suffered, paid or incurred by you due to an attributable shortcoming of our obligations in respect to our services, up to an aggregate amount of the aggregate cost of your ticket as set out in the purchase confirmation (whether for one event or series of connected events). However and to the extent permitted by law, neither We nor any of our officers, directors, employees, representatives, subsidiaries, affiliated companies, distributors, affiliate (distribution) partners, licensees, agents or others involved in creating, sponsoring, promoting, or otherwise making available the Program and its contents, makes any warranties of any kind, either expressed or implied, including, without limitation, (a) the security, accuracy, reliability, timeliness and performance of the Program, (b) that the Program will be error-free or that any errors will be corrected; (c) as to a minimum level of uptime for the Program, or (d) as to the results that may be obtained by you by entering into this Agreement and/or using the Program. You agree and acknowledge that the Program, and all materials, information, products and services included therein, are provided on an "as is" and "as available" basis without warranties of any kind. Housar will not be responsible for any harm to your computer or mobile device, loss of data, personal injury, property damage, or other harm that results from your use of the Program. Housar will not be liable, and you are solely responsible, for any access or usage charges charged by your wireless carrier related to any device that you use to access or use the Program. You hereby agree and acknowledge that Housar are not responsible for: (i) any actions taken by any other party using the Program or reviewing any of your User Content; (ii) incorrect or inaccurate transcription of information, (iii) any other party's compliance with applicable laws, rules or regulations; (iv) problems related to any of the equipment or software associated with the Program or used by you, (v) human error outside our reasonable control, (vi) any interruption, deletion, omission, degradation, defect, or line failure of any telephone network or electronic transmission, or (vii) problems relating to inability to access the Program. In addition, you hereby agree and acknowledge that; (a) Housar does not recommend or endorse any third parties hereunder, and makes no representations or warranties whatsoever regarding any such third party; (b) Housar is not a party to any transaction between you and any Merchant or business with which Housar has a business relationship, and as such, any disputes regarding purchases, rewards and/or any other aspect of any transaction or other commercial dealings is solely between you and such third party; (c) Housar's services are administrative in nature and Housar is not responsible for ensuring that any third party honour any reward, loyalty or other obligations such third party may have towards you; (d) Housar shall not, under any set of circumstances, be responsible or liable for any content, text, photographs and/or other User Content including any User Content which may violate applicable law and/or a third party's intellectual property rights; and (e) the Program may not function properly or as intended at times. You understand and acknowledge that due to circumstances both within and outside of the control of Housar, access to the Program may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, Housar shall not be liable in any way for any delay in responding to an inquiry or question forwarded by you or the effects any delay or unavailability may have on you. You agree that Housar shall not be liable for any damages arising from any such interruption, suspension or termination of the Program and that you shall put in place contingency plans to account for such periodic interruptions or suspensions of the Program. Housar expressly disclaim all warranties of any kind, express, implied or statutory, relating to the Program, including without limitation the warranties of title, merchantability, fitness for a particular purpose, non-infringement of proprietary rights, course of dealing or course of performance. Housar does not and shall not accept any liability for the application or the services, including without limitation any mistakes or inaccuracies in loyalty plans or rewards or offers created or made available through the Program. No advice or information, whether oral or written, obtained by you from Housar through the Program or Collective Content, will create any warranty not expressly stated in this Agreement.
You agree to release, defend, indemnify, and hold Housar and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Program; (b) your violation of the Terms; or (c) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right.
Limitation of liability
In no event will Housar, its officers, directors, employees, agents or shareholders, be liable to any Merchants, any Customer or any other third party for any damages, including but not limited to indirect, incidental, special, punitive, consequential or general damages of any kind arising out of or in connection with your use of the services and/or application, whether the damages are foreseeable and whether or not Housar has been advised of the possibility of such damages. In no event will Housar's cumulative liability to you, for all claims regardless of type, exceed the amount of Merchant fees paid by you to Housar under the Agreement during the twelve (12) months preceding the date on which the applicable claim occurred.
These Terms constitute the entire and exclusive understanding and agreement between Housar and you regarding the Program, Collective Content, Referral Program, and any purchases or Listings of Events made via the Program, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Housar and you regarding purchases or listings of Events, the Program, Collective Content and Referral Program.
You may not assign or transfer these Terms, by operation of law or otherwise, without Housar's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Housar 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.
Controlling Law and Jurisdiction
These Terms will be interpreted in accordance with the laws of the United Kingdom, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a court located in London for resolving any dispute between the parties.
The failure of Housar 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 Housar. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact Housar at firstname.lastname@example.org.