THIS AGREEMENT is entered into between you for and on behalf of yourself and the Person you represent when you register for a Host Account (as defined herein) ("you", "your", "yourself", and words of like meaning) and Just Boardrooms Inc. ("Just Boardrooms", "us", "we", "our", and words of like meaning) and sets out the terms and conditions that apply to the use of the Platform (as defined herein) by you. The Platform, using the trade name Just Boardrooms and the url, justmeetingrooms.com is owned and operated by Just Boardrooms and made available to you subject to your compliance with the terms and conditions of this Agreement. This Agreement constitutes a binding legal agreement between you and Just Boardrooms. This Agreement must be read in conjunction with the Terms of Use and Privacy Policy, each of which is incorporated into by reference and forms an integral part of this Agreement. Unless and only to the extent otherwise expressly provided in this Agreement, if there is any conflict or inconsistency between this Agreement and the Terms of Use or Privacy Policy, the terms and conditions of this Agreement will govern to the extent necessary to resolve such conflict or inconsistency. Please read this Agreement together with the Terms of Use and Privacy Policy in their entirety carefully, as they contain important information about your legal rights, remedies, and obligations, and be sure to occasionally check back for updates, amendments and modifications.
BY MARKING THE "I AGREE" CHECKBOX, SUBMITTING THE APPLICATION FORM, OR ACCESSING THE PLATFORM (OR ANY PORTION THEREOF) IN ANY MANNER WHATSOEVER YOU: (A) REPRESENT AND WARRANT TO AND IN FAVOUR OF JUST BOARDROOMS THAT: (I) YOU HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT; AND (II) YOU HAVE HAD WHATEVER OPPORTUNITY YOU DEEM NECESSARY TO INVESTIGATE JUST BOARDROOMS, THE PLATFORM, AND APPLICABLE LAW AND THAT YOU ARE NOT RELYING UPON ANY REPRESENTATION, WARRANTY, OR STATEMENT OF LAW OR FACT MADE BY JUST BOARDROOMS; AND (B) YOU COVENANT AND AGREE THAT YOU FREELY ACCEPT AND AGREE TO BE BOUND BY AND COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY AND COMPLY WITH ANY OF THE TERMS OR CONDITIONS OF THIS AGREEMENT, YOU ARE NOT PERMITTED TO ACCESS OR USE THE PLATFORM (OR ANY PORTION THEREOF).
ARTICLE 1 – INTERPRETATION
1.1 |
Definitions. In this Agreement, the following terms will have the respective meanings indicated below:
|
1.2 | Headings. The division of this Agreement into Articles and Sections and the insertion of headings are for convenience of reference only and will not affect the construction or interpretation of this Agreement. The terms "this Agreement", "hereof", "hereunder", and similar expressions refer to this Agreement and not to any particular Article, Section, or other portion of this Agreement and include any agreement supplemental hereto. Unless something in the subject matter or context is inconsistent therewith, references in this Agreement to Articles and Sections are to Articles and Sections of this Agreement. |
1.3 | Extended Meanings. In this Agreement, unless the context requires otherwise, words importing the singular include the plural and vice versa and words importing gender include all genders and the terms "include" and "including" will also mean "include without limitation" and "including without limitation" respectively. |
1.4 | Currency. In respect of access and use of the Platform by Users located in the United States of America or any Bookings of Host Spaces located in, or Host Services provided from, the United States of America, all dollar amounts referred to in this Agreement are stated in U.S. Dollars. Except for the foregoing, all dollar amounts referred to in this Agreement are stated in Canadian Dollars. |
1.5 | Statute References. Any reference in this Agreement to any statute or any section thereof will, unless otherwise expressly stated, be deemed to be a reference to such statute or section as amended, restated, or re-enacted from time to time. |
1.6 | Privacy Policy. For information about how Just Meeting Rooms collects, uses, and shares personal information, please review the Just Meeting Rooms' Privacy Policy. |
1.7 | Entire Agreement. This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and supersedes all prior agreements, negotiations, discussions, and understandings, written or oral, between the Parties. Except as otherwise expressly provided in this Agreement, there are no representations, warranties, conditions, other agreements, or acknowledgements, whether direct or collateral, express or implied, that form part of or affect this Agreement. The execution of this Agreement has not been induced by, nor does either Party rely upon or regard as material, any representations, warranties, conditions, other agreements, or acknowledgements not expressly made in this Agreement. |
ARTICLE 2– LICENCE AND SCOPE OF SERVICES
2.1 |
Platform. The Platform is an online marketplace that enables Users and certain Third Party Service Providers to communicate and transact directly with each other regarding the listing, access, and use of Host Spaces and Host Services, including to enable Hosts to publish Host Listings and Members to book Host Spaces and Host Services on a short-term basis. You acknowledge and agree that:
|
2.2 | Licence. Subject to the terms and conditions of this Agreement, during the Term, Just Meeting Rooms grants to you a non-exclusive, personal, non-transferable, non-sublicensable, revocable right and licence to access and use the Platform and the Content only for your own internal business purposes (the "Licence"). All rights and licences not so expressly granted are expressly reserved by Just Meeting Rooms. You may access and use the Platform and Content only in accordance with the terms and conditions of this Agreement and Applicable Law. |
2.3 | Services. Subject to and in accordance with the terms, restrictions, and conditions of this Agreement, during the Term, Just Meeting Rooms will use commercially reasonable efforts to provide the Services. |
2.4 | Maintenance, Upgrades, and Availability. Just Meeting Rooms may restrict the availability of the Platform or certain areas or features thereof, as Just Meeting Rooms may determine in its sole discretion is necessary or desirable, including in view of capacity limits, the security or integrity of the Platform, our servers, third-party servers or capabilities, or to carry out maintenance measures that ensure the proper or improved functioning of the Platform. Just Meeting Rooms may improve, enhance, and modify the Platform and introduce new Services at any time and from time to time. |
2.5 | CEMs and CASL. You acknowledge and agree that, in connection with providing you with access and use of the Platform, Bookings, Host Spaces, Host Services, and Third Party Services and for promotional purposes, Just Meeting Rooms may, or may be required to, send you and your Representatives CEMs. Message and data rates may apply with respect to CEMs. If you change your mobile phone service provider, you might have to re-enroll with Just Meeting Rooms in order to receive future CEMs. Just Meeting Rooms reserves the right to stop sending CEMs at any time. By entering into this Agreement or by accessing or using the Platform (or any portion thereof), you provide Just Meeting Rooms with your express consent to send CEMs to you and your Representatives. You may withdraw such consent at any time by providing Just Meeting Rooms with written notice of such withdrawal. You may at any time opt-out or unsubscribe from CEMs by replying to any CEM from Just Meeting Rooms with the word "UNSUBSCRIBE" or click on the "unsubscribe" link and follow the prompts and instructions, which opt-out will become effective within seven (7) days. You acknowledge and agree that, if you opt out of or unsubscribe from receiving CEMs:
|
ARTICLE 3 – MEMBER REGISTRATION
3.1 |
Member Account.
In order to access and use any Host Space or Host Service by way of the Platform,
you must register with Just Meeting Rooms for a Member Account.
You can register for your Member Account by way of the Platform.
Once you register for your Member Account, you can create your Member Profile and obtain access to Host Listings.
You must provide accurate, current, and complete information during the process of registering your Member Account
and creating your Member Profile and keep your Member Account and Member Profile information accurate,
complete, and up-to-date at all times. You represent and warrant to
and in favour of Just Meeting Rooms that you have the authority to legally bind yourself and the Person you represent
and to grant us all permissions and licences provided in this Agreement. You may not register more than one
(1) Member Account unless Just Meeting Rooms authorizes you to do so in writing.
You may not assign or otherwise transfer your Member Account to any Person without the express written consent of Just Meeting Rooms.
You have the ability to cancel your Member Account at any time by notifying us via email
to info@justmeetingrooms.com or via the Contact Us page of the Platform. You will immediately notify Just Meeting Rooms via email
to info@justmeetingrooms.com or via the Contact Us page of the Platform if you know or have any reason to suspect that your Member Account credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Member Account. You acknowledge and agree that:
|
3.2 | Payment Method. In order to register for a Member Account, you must provide Just Meeting Rooms with your Payment Method. When you add your Payment Method to your Member Account, you will be asked to provide Just Meeting Rooms with customary billing information such as name, billing address, and financial instrument information for use by Just Meeting Rooms or Third Party Payment Processors to process payments in connection with the Platform. Your billing address must be the same as the shipping address. You will be required to provide Just Meeting Rooms with valid, accurate, current, and complete information when adding your Payment Method and to update and correct your Payment Method as required to ensure that your Payment Method is at all times valid, current, complete, and accurate. If your Payment Method changes as a result of re-issuance or otherwise, we may acquire that information from third parties and update your Payment Method on file in your Member Account. You authorize Just Meeting Rooms to store and use any and all information you provide for use in maintaining your Payment Method and charging your Payment Method for any and all Fees, Charges, and associated Taxes. You acknowledge and agree that:
|
3.3 | Background Checks. We may make enquiries we consider necessary to help verify or check your identity or prevent fraud. You authorize Just Meeting Rooms to screen you and your Representatives against third-party databases and other sources and request reports from Third Party Service Providers. In some jurisdictions, we have a legal obligation to collect identity information to comply with anti-money laundering regulations. This may include asking you to provide a form of government identification (e.g., driver's licence or passport), your date of birth, your address, and other information, requiring you to take steps to confirm ownership of your email address or Payment Method, screening your information against third-party databases. Just Meeting Rooms reserves the right to close, suspend, or limit your access to the Platform in the event we are unable to obtain or verify any of this information. |
ARTICLE 4 – RESTRICTIONS ON ACCESS AND USE OF PLATFORM AND HOST SPACES
4.1 |
Restrictions on Registering a Member Account. In order to access and use the Platform or register a Member Account, you must be at least 18 years old and the Person you represent must be a duly organized and validly existing legal entity in good standing under the laws of the jurisdiction in which it is established and both you and the Person you represent must able to enter into legally binding contracts. |
4.2 | Restrictions on Access and Use of Platform. You agree to use the Licence and Platform only as expressly set out in and permitted by this Agreement. Without limiting the generality of the foregoing, unless and only to the extent otherwise expressly permitted by this Agreement or in writing by Just Meeting Rooms, you will not, on your own or with any other Person, directly or indirectly:
|
4.3 | Restrictions on Access and Use of Host Spaces. You agree to access and use Host Spaces and Host Services only as expressly set out in and permitted by this Agreement and the applicable Host Contract. Without limiting the generality of the foregoing, unless and only to the extent otherwise expressly permitted by this Agreement or the applicable Host Contract or in writing by Just Meeting Rooms or the applicable Host, you will:
|
4.4 | Your Liability for Access and Use of Host Spaces. You acknowledge and agree that:
|
4.5 | Compliance with Applicable Law. You acknowledge and agree that you are solely responsible and liable for compliance with Applicable Law and any and all Tax obligations that may apply to your use of the Platform or any Host Space or Host Service. You will not breach or circumvent any Applicable Law, this Agreement, or any agreement with any other Person, including any Host Contract. |
4.6 | Compliance with Privacy Law. You acknowledge and agree that all personal information is owned by individuals, may be protected by Applicable Law and will not be used, accessed or disclosed in any way by you without the applicable individual's consent. To the extent that you collect, use, store, disclose, dispose of, or otherwise handle personal information in the course of performing your obligations pursuant to this Agreement or the Platform, you will do so in accordance with Applicable Law. |
4.7 | Member Passwords. You will control and maintain the security of all identification codes and passwords used by you and your Representatives in relation to the Platform and access to the Platform, including your Member Account credentials, be solely responsible for all instructions, commitments, and other actions or communications taken under such identification codes or passwords and promptly report to Just Meeting Rooms any errors or irregularities in the Platform or any unauthorized use of any part thereof. |
4.8 | User Communications. Any and all communications between you or any of your Representatives and any other User in respect of the Platform or any Host Listing, Host Space, Host Service, Booking, Booking Modification, or Booking Cancellation, may only be made by you or your Representatives by way of the Platform's internal messaging feature or Just Meeting Rooms. Without limiting the generality of the foregoing, you may not exchange any personal information or other contact information with any other User other than by way of the Platform's internal messaging feature or Just Meeting Rooms. |
4.9 | Host Spaces and Host Contracts. You acknowledge and agree that, as between Just Meeting Rooms and Hosts, the applicable Host is solely responsible and liable for any and all Host Contracts, Host Listings, Host Spaces, and Host Services and for identifying, understanding, and complying with any and all Applicable Laws that apply to Host Contracts, Host Listings, Host Spaces, and Host Services. If you have questions about how any Applicable Law applies to a Host Contracts, Host Listing, Host Space, or Host Service, you should seek independent legal advice and guidance. You agree to be bound by and comply with any Host Contracts. Host Contracts may be provided in any manner whatsoever, including in electronic format through the Platform or in hardcopy format. |
4.10 | Other User Content. Other Users may upload, post, or otherwise share Content by way of the Platform. All such Content belongs to the User who shared such Content. You do not have nor will you acquire any rights in relation to the Content of other Users, and you may only use the personal information of other Users to the extent that such use complies with this Agreement and Applicable Law. Unless and only to the extent otherwise expressly permitted by this Agreement or the applicable Host Contract, you may not use any Content or personal information of any other User for commercial purposes, to spam, harass, or make unlawful threats. We reserve the right to terminate this Agreement or cancel, suspend, or limit your access to the Platform or your Member Account or any Host Space or Host Service (or any portion thereof) if you misuse the Content or personal information of any other User. |
4.11 | Your Content. The Platform allows for you to upload, post, or otherwise share Your Content to the Platform. You acknowledge and agree that Your Content may be visible to third parties, including other Users and any Person accessing or using the Platform. Just Meeting Rooms reserves the right to remove, edit, limit, or block access to any of Your Content at any time, and it will have no obligation to display or review Your Content. You are solely responsible and liable for Your Content. You acknowledge and agree that you will not post, upload, or otherwise share any content to the Platform that:
|
4.12 | Your Licence. By sharing Your Content to the Platform, you represent and warrant to and in favour of Just Meeting Rooms that you have all necessary rights and licences to do so, and automatically grant Just Meeting Rooms a non-exclusive, royalty free, irrevocable, sub-licensable, perpetual, worldwide right and licence to use, copy, modify, display, and publish Your Content (other than your personal information that you are required to provide in order to create your Member Profile) in any way, without notice or compensation to you or your approval, including editing, copying, modifying, adapting, translating, reformatting, creating derivative works from, incorporating into other works, advertising, marketing, promoting, distributing, and otherwise making available to the general public Your Content (other than your personal information that you are required to provide in order to create your Member Profile), whether in whole or in part and in any format or medium currently known or developed in the future. You acknowledge and agree that Just Meeting Rooms may assign, transfer, or sub-licence the above licence to any Person without notice or compensation to you or your approval. |
4.13 | Other Restrictions. Just Meeting Rooms may make your access to and use of the Platform or certain areas or features of the Platform subject to additional conditions and requirements, including your proper completion of verification processes, you meeting specific quality or eligibility criteria, you meeting review or rating thresholds, or your Member Cancellation history. The access to or use of certain areas and features of the Platform may be subject to separate policies, standards, or guidelines, or may require that you accept additional terms and conditions before you can access the relevant areas or features of the Platform. If there is a conflict or inconsistency between the terms and conditions of this Agreement and the terms and conditions applicable to a specific area or feature of the Platform, the latter terms and conditions will take precedence to the extent necessary to resolve any such conflict or inconsistency with respect to your access to or use of that area or feature, unless and only to the extent otherwise specified in the latter terms and conditions. |
4.14 | Third Party Features. You acknowledge and agree that Just Meeting Rooms may from time to time enable features that allow you to authorize other Users or certain Third Party Service Providers to take certain actions that affect your Member Account, including to enable you to link your Member Account to businesses and take actions for those businesses. These features will not require that you share your Member Account credentials with any other Person. No Person (other than you) is authorized by Just Meeting Rooms to ask for your credentials, and you shall not request the Member Account credentials of another User. |
4.15 | Third Party Interactions. In connection with your access and use of the Platform, Host Spaces, and Host Services, you may enter into correspondence with or purchase or participate in Third Party Services. You acknowledge and agree that Third Party Service Providers may require your agreement to additional or different terms and conditions prior to your use of or access to Third Party Services and any such activity and any terms and conditions in connection therewith, is solely between you and the applicable Third Party Service Provider. Just Meeting Rooms may rely on advertising and marketing supplied through the Platform by Third Party Service Providers to subsidize the Platform, Host Spaces, and Host Services. By agreeing to this Agreement, you expressly consent to receive such advertising and marketing. If you do not want to receive such advertising and marketing, you must notify us in writing via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. Just Meeting Rooms reserves the right to charge you a higher fee for the Platform should you choose not to receive these advertising services. This higher fee, if applicable, will be posted on the Platform or communicated to you by email. |
4.16 | Monitoring. You acknowledge and agree that Just Meeting Rooms has the right, but no obligation whatsoever, to monitor any User's access to or use of the Platform and to review, edit, remove, and disable access to any Content or Your Content. You will cooperate with and assist Just Meeting Rooms in good faith, and provide Just Meeting Rooms with such information and take such actions as may be reasonably requested by Just Meeting Rooms, with respect to any investigation undertaken by Just Meeting Rooms or a Representative of Just Meeting Rooms regarding the use or abuse of the Platform. |
4.17 | Reporting Inappropriate Behaviour. If you feel that any User you interact with, whether online or in person, is acting or has acted inappropriately, including anyone who engages in offensive, violent, or sexually inappropriate behavior, you suspect of stealing from you, or engages in any other disturbing conduct, you should immediately report such User to the appropriate authorities and then to Just Meeting Rooms by contacting us via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. You agree that any report you make will not obligate us to take any action (beyond that required by Applicable Law, if any). |
ARTICLE 5 – BOOKINGS
5.1 |
Bookings. You can search for Host Listings using the Platform's search function or by browsing the Host Spaces and Host Services listed on the Platform. Once you find a Host Listing you are interested in, you can check its availability on the Host Listing page and contact the applicable Host through the in-platform messaging feature. In order to make a Booking, you may be required to agree to additional terms and conditions and/or a Host Contract, which may include a separate cancellation policy or other terms and conditions governing the use of the Host Space or Host Service. |
5.2 | Host Licence. You acknowledge and agree that a confirmed Booking is a limited, non-exclusive, personal, non-transferable, non-sublicensable, revocable right and licence granted to you by the applicable Host to access and use the applicable Host Space or Host Service only for your own internal business purposes for the period set out in such Booking, during which time, subject to Applicable Law and the terms and conditions of any Host Contract entered into between you and such Host in respect of such Host Space or Host Service, such Host retains the right to re-enter such Host Space and/or cancel, suspend, or terminate such Booking. All rights and licences not so expressly granted are expressly reserved by the applicable Host. You acknowledge and agree that neither the foregoing limited licence nor your access and use of any Host Space or Host Service constitutes a grant of a lease or any other property right. |
5.3 | Overstays. You will, and will ensure that any and all of your guests will, leave the Host Space no later than the checkout time specified in the Booking or that the applicable Host specifies in the Host Listing or such other time as mutually agreed upon between you and such Host. In the event of an Overstay, you acknowledge and agree that, in addition to any other right or remedy that Just Meeting Rooms or the applicable Host may have pursuant to this Agreement or at law or equity:
|
5.4 | Additional Information. You should carefully review the description of any Host Space or Host Service you intend to book to ensure you (and any additional guests you are booking for) meet any minimum age, proficiency, fitness, or other requirements that the Host has specified in the Listing. At your sole discretion you may want to inform the Host of any medical or physical conditions, or other circumstances that may impact your and any additional guest's access or use of the Host Space or Host Service. During your access and use of any Host Space or Host Service you will, and will ensure that each of your guests will, at all times adhere to the applicable Hosts' instructions. You may not permit or enable any Person to access or use a Host Space or Host Service unless and only to the extent such Person was included by you as an additional guest during the Booking process on the Platform. |
5.5 | Booking Modifications. You may request a Booking Modification at any time by providing Just Meeting Rooms with written request of such Booking Modification via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. You acknowledge and agree that a Booking Modification will not be effective unless and until you receive a confirmation email from Just Meeting Rooms in respect of such Booking Modification. If you do not receive such confirmation email, contact Just Meeting Rooms via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. You acknowledge and agree that:
|
5.6 | Member Cancellations. You acknowledge and agree that:
|
5.7 | Host Cancellations. A Host may cancel a Booking at any time by providing you with at least forty-eight (48) hours' prior written notice of such cancellation (a "Host Cancellation"). In the event of a Host Cancellation, Just Meeting Rooms will refund any Fees actually paid by you in respect of the Booking. In some instances, Just Meeting Rooms may allow you to apply the refund in respect of a Booking Cancellation to a subsequent Booking, in which case Just Meeting Rooms will credit the amount of such refund against your next Booking. |
5.8 | Just Meeting Rooms Cancellations. Just Meeting Rooms may cancel a Booking at any time and for any reason whatsoever, including where Just Meeting Rooms determines, in its sole discretion, that such cancellation is necessary or desirable to avoid significant harm to Just Meeting Rooms, other Users, any other Person, or any property, by providing you with written notice of such cancellation (a "Just Meeting Rooms Cancellation"). In the event of a Just Meeting Rooms Cancellation without reason or for convenience, Just Meeting Rooms will refund any Fees actually paid by you in respect of the Booking. In some instances, Just Meeting Rooms may allow you to apply the refund in respect of a Booking Cancellation to a subsequent Booking, in which case Just Meeting Rooms will credit the amount of such refund against your next Booking. |
ARTICLE 6 – PAYMENT TERMS
6.1 |
Fees and Charges. The Fees are as set out on the Platform. Just Meeting Rooms will have the right, in its sole discretion, to determine the Fees. You agree to pay Just Meeting Rooms the Fees in accordance with the terms and conditions of this Agreement. You agree to pay Just Meeting Rooms and/or the applicable third party any and all Charges in accordance with the terms and conditions of this Agreement or the applicable agreement, document, or instrument governing such Charges, as applicable. You acknowledge and agree that, other than and only to the extent otherwise expressly provided in this Agreement with respect to refunds for Booking Cancellations, the Fees for Bookings are payable by you regardless of how long you actually access and use the applicable Host Space or Host Service. |
6.2 | Fee Changes. Just Meeting Rooms reserves the right to change the Fees and Charges at any time and from time to time. You should review the Platform and this Agreement regularly for any such Fee changes. Fee changes will not affect any Bookings made prior to the effective date thereof. You agree that all Fees, Charges, and other amounts payable pursuant to this Agreement are non-refundable, except and only to the extent otherwise provided in this Agreement with respect to Booking Cancellations. |
6.3 | Payment Authorization. You authorize Just Meeting Rooms and our agents, Third Party Service Providers, and Hosts to charge your Payment Method the Fees, Charges, and associated Taxes. You hereby agree that you will not charge back, annul, or void any payment transactions for Fees, Charges, and associated Taxes, except as and only to the extent permitted by Applicable Law. |
6.4 | Payment Terms. Upon the purchase of any Services (including registering for a Member Account, creating a Member Profile, making any Bookings, or engaging in any other transactions contemplated by this Agreement or the Platform), we will invoice you and either we or a Third Party Payment Processor will charge your Payment Method. Unless and only to the extent otherwise expressly provided in this Agreement, we will invoice and charge your Payment Method in advance of you receiving any Services, upon confirmation of any Bookings, or in advance of accessing or using any Host Space or Host Service. Invoiced amounts are due immediately upon the time and date of the invoice. Once the payment transaction for Fees is successfully completed, you will receive a confirmation email. If Just Meeting Rooms is unable to collect from your designated Payment Method, you agree that Just Meeting Rooms may charge any other Payment Method on file in your Member Account or otherwise collect payment from you and pursue any rights or remedies available to Just Meeting Rooms. |
6.5 | Security Deposits. We may require that you provide a Security Deposit in order to make a Booking or in advance of receiving any Services or Host Services or any other transaction contemplated by this Agreement or the Platform. The Security Deposit will be fully refunded to your Payment Method within forty-eight (48) hours of the completion of your access and use of the Booking, provided that there are no Claims or Losses in connection therewith. If you are required or agree to pay a Host for, or Just Meeting Rooms determines that you are responsible for, any Claim or Loss in connection with a Booking or Host Space (including any personal or other property located at a Host Space) or Host Service, you authorize Just Meeting Rooms to charge your Payment Method in order to collect an amount equal to:
|
6.6 | Interest on Late Payments. Where you fail to pay any Fees or other amounts pursuant to and in accordance with the terms and conditions of this Agreement, Just Meeting Rooms will have the right, in addition to any other rights or remedies available to it, to charge, and you will pay, interest on such overdue amounts at the rate of the lesser of:
|
6.7 | Taxes. The Fees are exclusive of Taxes. In addition to the Fees and Charges and any other amounts payable pursuant to this Agreement or the Platform, you agree to pay any and all associated Taxes. Any failure to collect monies on account of such Taxes will not constitute a waiver of the right to do so. |
6.8 | Refunds. Any refunds or credits due to you pursuant to this Agreement will be initiated and remitted by Just Meeting Rooms in accordance with the terms and conditions of this Agreement. The timing to receive any refund will vary based on your Payment Method and any applicable payment system rules. |
6.9 | Delinquent Amounts and Charge Backs. In addition to any Fees or other amounts payable pursuant to this Agreement, if there are delinquent amounts or charge backs associated with your Payment Method, you may be charged additional Fees and/or Charges that are incidental to the collection of these delinquent amounts and charge backs. Such Fees and Charges may include collection fees, convenience fees, or other third-party charges. Charge backs may be assessed an administrative fee of $100.00 or such higher amount as may be reasonably required to compensate us for our costs and expenses associated with such charge back. |
6.10 | Right of Set-Off. Just Meeting Rooms will have the right to withhold any amounts due and owing to you pursuant to this Agreement or otherwise as a set off of any obligations that are owing by you to Just Meeting Rooms or any other Claims in connection with this Agreement. If Just Meeting Rooms, in its sole discretion, believes that it is obligated to obtain tax information from you and you do not provide this information to Just Meeting Rooms after request is made, Just Meeting Rooms may withhold payment of any and all amounts owing to you until you provide this information or otherwise satisfy us that you are not a Person from whom Just Meeting Rooms is required to obtain such tax information. |
6.11 | Fraudulent Transactions. You acknowledge and agree that Just Meeting Rooms will not be responsible for any fraudulent transactions between you and any other User. Without limiting the generality of the foregoing, Just Meeting Rooms reserves the right, but is under no obligation whatsoever, to investigate any transactions or Host Listings that we have reason to believe are or may be fraudulent or otherwise illegal and to suspend or refuse to process such transactions. We also reserve the right to work with the authorities in the applicable jurisdictions with respect to any actual or suspected fraudulent or illegal transactions. If you challenge a transaction or payment, you agree to provide Just Meeting Rooms with any and all assistance reasonably required by us in order to comply with Applicable Law and the rules and policies of any financial institution or other Person affected by such transaction or payment. |
6.12 | Currency Conversion. The currencies available to make and receive payments for any given transaction pursuant to this Agreement or in association with the Platform may be limited for regulatory or operational reasons, including based on your selected Payment Method, your country of residence, or Third Party Service Providers, including Third Party Payment Processors. Any such limitations will be communicated to you by way of the Platform and you will be prompted to select a different currency or Payment Method. In addition, Third Party Payment Processors may impose transaction, currency conversion, or other fees based on the currency or Payment Method you select to make or receive payments. |
6.13 | Payment Processing Errors. We will take steps to rectify any payment processing errors of which we become aware. These steps may include crediting or debiting, as applicable, your Payment Method so that you end up receiving or paying the correct amount. This may be performed by Just Meeting Rooms or a Third Party Payment Processor or another Person, including your financial institution. |
6.14 | Invoice Enquiries and Disputes. You agree that you will provide us with notice of any and all invoice enquiries and disputes within sixty (60) days of the invoice date and, with such notice, provide any supporting documentation. After that time, you will be deemed to have agreed to the contents of the invoice and, to the maximum extent permitted by Applicable Law, you will have no right to challenge or dispute such invoice (in whole or in part). You agree to pay the undisputed portion of any and all invoices in accordance with this Agreement. |
6.15 | Non-Availability of Payment Services. Just Meeting Rooms may temporarily restrict the availability of the payment services with respect to the Platform, or certain services or features thereof, to carry out maintenance measures that ensure the proper or improved functioning of such payment services. Just Meeting Rooms may improve, enhance, and modify such payment services and introduce new payment services from time to time. Just Meeting Rooms will provide notice to you of any changes to the payment services, unless such changes do not materially increase your contractual obligations or decrease your rights under this Agreement. |
6.16 | Third Party Payment Processors. You acknowledge and agree that your Payment Method may involve the use of Third Party Payment Processors that may charge you additional fees when processing payments and refunds in connection with the Platform (including deducting charges from the payment amount). Your Payment Method may be subject to additional terms and conditions imposed by such Third Party Payment Processors. Please review these terms and conditions before using your Payment Method. The payment services with respect to the Platform may contain links to Third Party Payment Processor websites or resources. Your access to or use of certain payment services, including the services of Third Party Payment Processors, may be subject to, or require you to accept, additional terms and conditions. You should review these terms and conditions carefully. If there is a conflict between the terms and conditions of this Agreement and the terms and conditions applicable for a specific payment service, including of a contract with a Third Party Payment Processor, the latter terms and conditions will take precedence with respect to your use of or access to that payment service, unless otherwise specified in such terms and conditions. |
ARTICLE 7 – OWNERSHIP
7.1 |
Just Meeting Rooms Property. Notwithstanding any other provision of this Agreement, you acknowledge and agree that:
|
7.2 | Safeguarding of Just Meeting Rooms Property. You agree that you will, and will ensure that each of your Representatives will:
|
7.3 | Changes and Limitations on Access. Notwithstanding any other provision of this Agreement, Just Meeting Rooms and its affiliates and their respective licensors reserve the right to change, suspend, remove, or disable access to the Platform or any other Just Meeting Rooms Property at any time without notice to you. You acknowledge and agree that, in no event will Just Meeting Rooms be liable for making any such changes, suspensions, removals, or disabled access. Just Meeting Rooms may also impose limits on the use of or access to certain features or portions of the Platform or any other Just Meeting Rooms Property without notice to you or any liability. |
7.4 | Waiver of Moral Rights. You hereby, and will ensure that each of your Representatives will, irrevocably and unconditionally waive any and all moral rights arising under Applicable Law, including the Copyright Act (Canada) or any similar legislation in any applicable jurisdiction or at common law, that you or any of your Representatives may have now or in the future with respect to Your Content, including any rights you or any of your Representatives may have to have your or their name associated with Your Content or to have your or their name not associated with Your Content, any rights you or any of your Representatives may have to prevent the alteration, translation, or destruction of Your Content, and any rights you or any of your Representatives may have to control the use of Your Content in association with any product, service, cause, or institution. You agree that this waiver may be invoked by Just Meeting Rooms or any of its affiliates or any of their respective successors, assignees, designees, or nominees in respect of any or all of Your Content. |
7.5 | Feedback. We welcome and encourage you to provide Feedback. You may submit Feedback by contacting us via email to info@justmeetingrooms.com or via the Contact Us page of the Platform or by any other means of communication. Any and all Feedback you submit to us will be considered and deemed non-confidential and non-proprietary to you. By submitting Feedback to us, you automatically grant Just Meeting Rooms a non-exclusive, royalty-free, irrevocable, sub-licensable, perpetual, worldwide right and licence to use, copy, modify, display, and publish such Feedback for any purpose, without notice or compensation to you or approval by you, whether in whole or in part and in any format or medium currently known or developed in the future. You acknowledge and agree that Just Meeting Rooms may assign, transfer, or sub-licence the above licence to any Person, including its affiliates and successors, without notice or compensation to you or approval by you. |
7.6 | Permission. To seek permission in respect of any activity involving Just Meeting Rooms Property that is not expressly permitted pursuant to this Agreement, please contact us via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. |
ARTICLE 8 – REPRESENTATIONS AND WARRANTIES
8.1 |
Representations and Warranties. By registering for a Member Account, agreeing to the terms and conditions of this Agreement, or accessing or using the Platform (or any portion thereof), you hereby represent, warrant, and covenant that:
|
ARTICLE 9 – EXCLUSION OF WARRANTIES AND DISCLAIMERS
9.1 |
EXCLUSION OF WARRANTIES. YOU ACKNOWLEDGE AND AGREE THAT, UNLESS AND ONLY TO THE EXTENT OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THERE ARE NO REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND WHATSOEVER (WHETHER EXPRESS, IMPLIED, OR COLLATERAL) IN RELATION TO THE PLATFORM OR ANY OTHER JUST MEETING ROOMS PROPERTY OR ANY HOST LISTING, HOST SPACE, OR HOST SERVICE, INCLUDING IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND RELATED RIGHTS, OR THAT ANY OF THE FOREGOING WILL MEET ANY PERSON'S NEEDS OR WILL BE AVAILABLE FOR USE AT ANY PARTICULAR TIME OR WILL BE UNINTERRUPTED OR ERROR-FREE. |
9.2 | GENERAL DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT:
|
9.3 | INFORMATION DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT:
|
9.4 | HOST SPACE DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT:
|
9.5 |
USER DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT JUST MEETING ROOMS HAS NO CONTROL OVER, DOES NOT ENDORSE OR GUARANTEE, WILL NOT BE RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ANY AND ALL USERS. ANY REFERENCES TO A USER BEING "VERIFIED" (OR SIMILAR LANGUAGE) ONLY INDICATES THAT SUCH USER HAS COMPLETED A RELEVANT VERIFICATION OR IDENTIFICATION PROCESS AND NOTHING ELSE. ANY SUCH DESCRIPTION IS NOT AN ENDORSEMENT, CERTIFICATION, OR GUARANTEE BY JUST MEETING ROOMS ABOUT ANY USER, INCLUDING OF THE USER'S IDENTITY OR BACKGROUND OR WHETHER THE USER IS TRUSTWORTHY, SAFE, OR SUITABLE. YOU SHOULD ALWAYS EXERCISE DUE DILIGENCE AND CARE WHEN DECIDING WHETHER TO MAKE A BOOKING OR ACCESS OR USE A HOST SPACE OR HOST SERVICE OR COMMUNICATE OR INTERACT WITH OTHER USERS, WHETHER ONLINE OR IN PERSON. ANY IMAGES IN CONNECTION WITH A USER, HOST LISTING, HOST SPACE, OR HOST SERVICE ARE INTENDED ONLY TO INDICATE A PHOTOGRAPHIC REPRESENTATION THEREOF AT THE TIME THE PHOTOGRAPH WAS TAKEN AND ARE NOT AN ENDORSEMENT BY JUST MEETING ROOMS THEREOF. IF WE CHOOSE TO CONDUCT IDENTITY VERIFICATION OR BACKGROUND CHECKS ON ANY USER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, THAT SUCH VERIFICATION OR BACKGROUND CHECKS WILL IDENTIFY PRIOR MISCONDUCT BY A USER OR GUARANTEE THAT A USER WILL NOT ENGAGE IN MISCONDUCT. |
9.6 | MEMBER DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, JUST MEETING ROOMS WILL NOT BE LIABLE FOR AND ASSUMES NO RESPONSIBILITY FOR ANY LOSSES ARISING FROM OR IN CONNECTION WITH:
|
9.7 | THIRD PARTY DISCLAIMER. THE PLATFORM MAY CONTAIN LINKS TO THIRD PARTIES, INCLUDING THIRD PARTY SERVICE PROVIDERS, OR THIRD PARTY SERVICES. THIRD PARTY SERVICES MAY BE SUBJECT TO DIFFERENT TERMS AND CONDITIONS AND PRIVACY PRACTICES. LINKS TO ANY THIRD PARTIES, INCLUDING THIRD PARTY SERVICE PROVIDERS, OR THIRD PARTY SERVICES ARE NOT AN ENDORSEMENT BY JUST MEETING ROOMS THEREOF. YOU ACKNOWLEDGE AND AGREE THAT JUST MEETING ROOMS IS NOT RESPONSIBLE FOR AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR THIRD PARTIES, INCLUDING THIRD PARTY SERVICE PROVIDERS, AND THIRD PARTY SERVICES INCLUDING THE AVAILABILITY, SUFFICIENCY, OR ACCURACY THEREOF OR ANY FEES OR CHARGES CHARGED BY SUCH THIRD PARTIES. |
9.8 | THIRD PARTY PAYMENT PROCESSORS DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, JUST MEETING ROOMS WILL NOT BE LIABLE FOR AND ASSUMES NO RESPONSIBILITY FOR ANY LOSSES ARISING FROM OR IN CONNECTION WITH ANY ERRORS OR OMISSIONS WITH RESPECT TO PAYMENTS PROCESSED BY THIRD PARTY PAYMENT PROCESSORS OR ANY FEES OR CHARGES (INCLUDING TRANSACTION FEES, ADMINISTRATIVE FEES, AND CURRENCY CONVERSION FEES) IMPOSED BY THIRD PARTY PAYMENT PROCESSORS OR YOUR THIRD PARTY PAYMENT SERVICE PROVIDER OR FINANCIAL INSTITUTION, INCLUDING BASED ON YOUR PAYMENT METHOD OR THE CURRENCY OR PAYMENT CHOICES YOU SELECT TO MAKE OR RECEIVE PAYMENTS. |
9.9 | INTERNET AND TECHNOLOGY DISCLAIMER. DUE TO THE NATURE OF THE INTERNET, JUST MEETING ROOMS CANNOT GUARANTEE THE CONTINUOUS AND UNINTERRUPTED AVAILABILITY AND ACCESSIBILITY OF THE PLATFORM. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, JUST MEETING ROOMS WILL NOT BE LIABLE FOR AND ASSUMES NO RESPONSIBILITY FOR ANY LOSSES ARISING FROM OR IN CONNECTION WITH:
|
9.10 | TRANSLATION DISCLAIMER. TO ASSIST USERS WHO SPEAK DIFFERENT LANGUAGES, CERTAIN CONTENT MAY BE TRANSLATED, IN WHOLE OR IN PART, INTO OTHER LANGUAGES. YOU ACKNOWLEDGE AND AGREE THAT JUST MEETING ROOMS DOES NOT ENDORSE OR GUARANTEE THE ACCURACY OR QUALITY OF, WILL NOT BE RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ANY AND ALL SUCH TRANSLATIONS AND YOU ARE RESPONSIBLE FOR REVIEWING AND VERIFYING THE ACCURACY OF SUCH TRANSLATIONS. |
9.11 | Application of Disclaimers. The foregoing disclaimers apply to the maximum extent permitted by Applicable Law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by Applicable Law. |
ARTICLE 10 – REVIEWS AND RATINGS
10.1 |
User Ratings and Reviews. Users can post public reviews and submit star ratings about each other, the Platform, Host Spaces, and Host Services. You acknowledge and agree that:
|
10.2 | Your Reviews and Ratings. You may be required to review or rate certain aspects of or your access and use of or your overall experience with the Platform, Host Spaces, or Host Services, which will be prompted through the Platform. If you do not participate in such reviews and ratings when requested, Just Meeting Rooms reserves the right to restrict or terminate your access to the Platform, Content, Host Spaces, or Host Services (in whole or in part). Any and all reviews and ratings by you must be accurate and may not contain any offensive or defamatory language or otherwise violate the terms and conditions of this Agreement, any Host Contract, or Applicable Law. Your reviews and ratings are part of your Member Account and Member Profile and may also be displayed or found elsewhere on the Platform (including Host Listing pages) together with other relevant information, including number of Bookings, number of Booking Cancellations, average response time, and other information. You agree that you will not manipulate the reviews and ratings system of the Platform in any manner whatsoever, including by instructing any Person to write or post a positive or negative review or rating about another User. |
ARTICLE 11 – INDEMNITY
11.1 |
Indemnity. To the maximum extent permitted by Applicable Law, you agree to release, indemnify, defend (at Just Meeting Rooms' option), and hold Just Meeting Rooms and its affiliates and their respective Representatives harmless from and against any and all Claims and Losses (including with respect to the enforcement of any legal rights or remedies) that may be suffered or incurred by any of them arising out of or as a result of or relating in any manner whatsoever to:
|
ARTICLE 12 – LIMITATION OF LIABILITY
12.1 |
ACKNOWLEDGEMENT OF RISK. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PLATFORM OR CONTENT, YOUR ACCESS AND USE OF ANY HOST SPACE OR HOST SERVICE, OR ANY OTHER INTERACTION YOU HAVE WITH OTHER USERS WHETHER IN PERSON OR ONLINE IS AND WILL AT ALL TIMES REMAIN WITH YOU. |
12.2 | LIMITATION OF LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL JUST MEETING ROOMS OR ANY OF ITS AFFILIATES OR ANY HOST OR THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES, TANGIBLE OR INTANGIBLE HARM, IRREPARABLE HARM, LEGAL FEES, OR ANY LOSS OF ANY KIND WHATSOEVER, OR OTHER LIABILITIES, WHETHER OR NOT JUST MEETING ROOMS OR ANY OF ITS AFFILIATES OR ANY HOST OR THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE USE OF OR INABILITY TO MAKE USE OF THE PLATFORM, ANY CONTENT, OR ANY BOOKING, HOST SPACE, OR HOST SERVICE, OR ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OR OTHER PERSONS WITH WHOM YOU COMMUNICATE, INTERACT, OR MEET WITH AS A RESULT OF YOUR USE OF THE PLATFORM. IF AND ONLY TO THE EXTENT THAT THE FORGOING LIMITATION OF LIABILITY IS HELD BY A COURT OF COMPETENT JURISDICTION TO BE INVALID, ILLEGAL, OR UNENFORCEABLE FOR ANY REASON, IN RESPECT OF ANY CLAIM BY YOU AGAINST JUST MEETING ROOMS OR ANY OF ITS AFFILIATES OR ANY HOST OR THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, INCLUDING A BREACH BY ANY OF THEM OF ANY OF ITS OBLIGATIONS PURSUANT TO THIS AGREEMENT (WHETHER OR NOT A FUNDAMENTAL BREACH), YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, YOUR EXCLUSIVE REMEDY WILL BE TO RECEIVE FROM JUST MEETING ROOMS PAYMENT FOR ACTUAL AND DIRECT DAMAGES TO A MAXIMUM AGGREGATE AMOUNT EQUAL TO THE LESSER OF: (1) THE AMOUNT PAID BY YOU TO JUST MEETING ROOMS IN THE THREE (3) MONTHS PRECEDING THE EVENT FROM WHICH THE CLAIM AROSE; OR (2) ONE HUNDRED DOLLARS ($100.00). |
ARTICLE 13 – CLAIMS AND COMPLAINTS
13.1 |
Claims and Complaints. You may address any Claims or complaints to Just Meeting Rooms at any time via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. Notice of such Claim or complaint will be deemed delivered and received by Just Meeting Rooms in accordance with Section 16.2 (Notices). |
13.2 | Complaints about Other Users. You acknowledge and agree that Just Meeting Rooms has no control over and is not responsible for the behaviour, acts, or omissions of other Users. If you feel that another User has threatened, harassed, or otherwise acted in an inappropriate manner, including by leaving an offensive or obscene review, you may notify Just Meeting Rooms of this conduct through the feedback features of the Platform or by contacting us via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. We will take appropriate steps as necessary to review and respond to your complaint. By submitting a complaint, you acknowledge and agree that Just Meeting Rooms may disclose your identity to the User in question in order to follow up directly with you with regard to your complaint. |
13.3 | Assistance. You agree to cooperate with and assist Just Meeting Rooms in good faith and to provide Just Meeting Rooms with all such information and assistance and take all such actions as may be reasonably requested by Just Meeting Rooms in connection with any Claims or complaints made by any User relating to this Agreement or the Platform or any Content, Your Content, Host Contract, Host Space, Host Service, or personal or other property located at a Host Space. Upon Just Meeting Rooms' request and at Just Meeting Rooms' cost and expense, you agree to participate in any adjudication or dispute resolution process in respect of any such Claims or complaints. |
ARTICLE 14 – EVENTS OF DEFAULT AND REMEDIES
14.1 |
Events of Default. You acknowledge and agree that the occurrence of any of the following events will constitute an event of default (each, an "Event of Default"):
|
14.2 | Notification upon Default. You will notify Just Meeting Rooms in writing immediately upon becoming aware of any Event of Default. |
14.3 | Remedies. If any Event of Default occurs, without prejudice to enforcement of any other legal right or remedy that Just Meeting Rooms may have pursuant to this Agreement or at law or equity, Just Meeting Rooms may take any of the following measures immediately and without notice to you:
|
14.4 | Injunctive and Equitable Relief. You acknowledge and agree that:
|
14.5 | Violation of Applicable Law. You acknowledge and agree that any attempt by you or on your behalf to deliberately damage the Platform, any Content, any website, or any links or to undermine the legitimate operation thereof may be a violation of Applicable Law (including criminal and/or civil laws) and should such an attempt be made, Just Meeting Rooms reserves the right to seek damages from you to the maximum extent permitted by Applicable Law. |
14.6 | Remedies Cumulative. All rights and remedies of Just Meeting Rooms pursuant to this Agreement are cumulative and not exclusive of any other rights or remedies that may be available to Just Meeting Rooms, whether provided by law, equity, statute, in any other agreement between the Parties or otherwise. |
ARTICLE 15– TERM AND TERMINATION
15.1 |
Term. The term of this Agreement will begin on the date you accept and agree to this Agreement and will continue and remain in full force and effect until the date on which either Party terminates this Agreement in accordance with this Agreement (the "Term"). |
15.2 | Termination by You. You may terminate this Agreement at any time by providing notice of such termination to Just Meeting Rooms. |
15.3 | Termination by Just Meeting Rooms. Without prejudice to enforcement of any other legal right or remedy that Just Meeting Rooms may have pursuant to this Agreement or at law or equity, Just Meeting Rooms may terminate this Agreement and/or any rights or licences granted hereunder or in connection herewith (including the Licence) and/or your access to the Platform (in whole or in part):
|
15.4 | Effect of Termination. If this Agreement is terminated by either Party or if you cancel your Member Account or if Just Meeting Rooms terminates, cancels, suspends, or restricts your access to the Platform or your Member Account, you will not be entitled to a restoration of your Member Account or any of Your Content, you may not be able to register a new Member Account or access or use the Platform, and any and all Bookings you made (and any and all licences constituted thereby or granted in connection therewith) will be automatically cancelled and, subject to the terms and conditions of this Agreement, the Host Contract, and the Host Listing, you may not be eligible or entitled to a refund of any Fees or other amounts payable with respect to your Bookings. |
15.5 | Survival of Covenants. Notwithstanding the termination of this Agreement for any reason whatsoever, the covenants set out in ARTICLE 1 (Interpretation), Section 2.5 (CEMs and CASL), ARTICLE 4 (Restrictions on Access and Use of Platform and Host Spaces), ARTICLE 6 (Payment Terms), ARTICLE 7 (Ownership), ARTICLE 8 (Representations and Warranties), ARTICLE 9 (Exclusion of Warranties and Disclaimers), ARTICLE 10 (Reviews and Ratings), ARTICLE 11 (Indemnity), ARTICLE 12 (Limitation of Liability), ARTICLE 13 (Claims and Complaints), ARTICLE 14 (Events of Default and Remedies), ARTICLE 15 (Term and Termination), ARTICLE 16 (General), and any other terms and conditions of this Agreement necessary for the proper interpretation or enforcement of this Agreement will survive any such termination. |
ARTICLE 16 – GENERAL
16.1 |
Force Majeure. Any delay or failure of Just Meeting Rooms to perform its obligations pursuant to this Agreement will be excused if the delay or failure is caused by a Force Majeure Event, provided that notice of delay (including anticipated duration of the delay) will be given by Just Meeting Rooms to you within ten (10) days of Just Meeting Rooms becoming aware of such Force Majeure Event. |
16.2 | Notices. Unless and only to the extent otherwise specified by Just Meeting Rooms, any notices or other communications permitted or required pursuant to this Agreement will be provided electronically and given:
|
16.3 | Assignment. Neither this Agreement nor any of the rights or obligations pursuant hereto may be assigned, transferred, or delegated by you without the prior written consent of Just Meeting Rooms. Just Meeting Rooms may without restriction assign, transfer, or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, to any Person without notice to you |
16.4 | Modifications. Just Meeting Rooms reserves the right (in its sole discretion) to amend, restate, replace, supplement, or otherwise modify this Agreement at any time and from time to time. You should review this Agreement regularly for any such amendments, restatements, replacements, supplements, or modifications. By accessing or using the Platform (or any portion thereof) after any such amendments, restatements, replacements, supplements, or modifications, you agree to be bound by, and comply with, this Agreement, as so amended, restated, replaced, supplemented, or modified. If any such amendment, restatement, replacement, supplement, or modification is not acceptable to you, you must immediately cease accessing and using the Platform. |
16.5 | Waiver. The waiver by Just Meeting Rooms of a breach or default of any provision of this Agreement by you or any delay or omission on the part of Just Meeting Rooms to exercise or avail itself of any of its rights, remedies, powers, or privileges will not be effective unless in writing and will not be construed as a waiver of any succeeding breach of the same or any other provision of this Agreement. |
16.6 | Severability. In the event that any provision (or any portion of a provision) of this Agreement will for any reason be held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such invalidity, illegality, or unenforceability will not affect any other provision of this Agreement and this Agreement will be construed as if such invalid, illegal, or unenforceable provision (or portion of a provision) had never been contained in this Agreement in regards to that particular jurisdiction. |
16.7 | Enurement. This Agreement will enure to the benefit of and be binding upon each of the Parties and their respective successors and permitted assigns. |
16.8 | Relationship. Nothing in this Agreement or your use of the Platform will be deemed to constitute either Party as an agent, representative, or employee of the other party or both Parties as joint venturers or partners for any purpose. |
16.9 | No Third Party Rights. This Agreement does not and is not intended to confer any rights or remedies upon any Person other than the Parties. |
16.10 | Governing Law. The interpretation, validity, effect, and enforcement of this Agreement, and any and all disputes arising out of or in connection with this Agreement, or in respect of any legal relationship associated with or derived from this Agreement, will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein without giving effect to any principles of conflicts of law. For greater certainty, the foregoing laws apply to the access and use of the Platform (in whole or in part) by you, notwithstanding your domicile, residency, or physical location, or the location of any Just Meeting Rooms office or any User or any Representative of Just Meeting Rooms or any User with whom you may communicate or deal or any Host Space. The United Nations Convention on Contracts for the International Sale of Goods (CISG) or any similar or successor convention or law, will not be applied to this Agreement or any transactions conducted pursuant to the Platform. The Platform is intended for use only in jurisdictions where it may be lawfully provided for use. |
16.11 | Forum. You hereby unconditionally and irrevocably consent and agree to submit to the exclusive jurisdiction of the courts of the Province of Ontario in the City of Toronto in any action or proceeding involving or in connection with the Platform or this Agreement and waive any objection relating to improper venue or forum non conveniens to the conduct of any proceeding in any such court. |
16.12 | Jury Trial Waiver. You acknowledge and agree that, to the maximum extent permitted by Applicable Law, you waive the right to a trial by jury in respect of any and all disputes arising from or in connection with the Platform or this Agreement. |
16.13 | No Class Actions or Representative Proceedings. You acknowledge and agree that, to the maximum extent permitted by Applicable Law, you waive the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative proceeding in respect of any and all disputes arising from or in connection with this Agreement or the Platform. Unless and only to the extent otherwise expressly agreed to in writing by Just Meeting Rooms, the adjudicator of any dispute may not consolidate more than one party's claims and may not otherwise preside over any form of any class or representative proceeding. |
16.14 | Admissibility. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or arbitral proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. |
16.15 | Contact Us. If you have any questions regarding this Agreement, please contact us via email to info@justmeetingrooms.com or via the Contact Us page of the Platform. |
Last updated: July, 2024.
BY MARKING THE “I AGREE” CHECKBOX, YOU HEREBY AGREE TO COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.