Last Updated: November 2015
1. General Points
UnicTour SARL, operating as UnicTour, (hereafter referred to as “UnicTour”, “we”, “us”, or “our”) provides an online platform that connects guides who propose guided tours with users (also defined as «members» of UnicTour) seeking for guided tours.
THE SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH GUIDES (DEFINED BELOW) MAY CREATE LISTINGS (DEFINED BELOW) FOR TOURS (DEFINED BELOW) AND MEMBERS (DEFINED BELOW) MAY LEARN ABOUT AND BOOK TOURS. YOU UNDERSTAND AND AGREE THAT UNICTOUR IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN GUIDES AND MEMBERS, NOR IS UNICTOUR A GUIDED TOUR BROKER OR AGENT. UNICTOUR HAS NO CONTROL OVER THE CONDUCT OF GUIDES, MEMBERS AND OTHER USERS OF THE SITE, APPLICATION AND SERVICES, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.
2. Key Terms
- “Tours” means guided tours in categories such as sightseeing, sport, gastronomy, shopping, culture….
- “UnicTour Content” means all Content that UnicTour makes available through the Site, Application, or Services, including any Content licensed from a third party, but excluding Member Content.
- “Collective Content” means Member Content and UnicTour Content.
- “Content” means text, graphics, images, music, software (excluding the Application), audio, video, information and any other content or materials.
- “Member” means a person who completes UnicTour’s account registration process, including, but not limited to Guides, as described under “Account Registration” below.
- “Guide” means a Member who creates a Listing via the Services.
- “Listing” means a Tour that is listed by a Guide as available for booking via the Services.
- “Member Content” means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Services.
- “Tax” or “Taxes” mean any sales taxes, goods and services taxes (GST) and other similar municipal, state and federal indirect or other withholding and personal or corporate income taxes.
Certain areas of the Services (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Services, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Services.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SERVICES, OR BY PARTICIPATING IN THE REFERRAL PROGRAM, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH UNICTOUR. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES OR TO PARTICIPATE IN THE REFERRAL PROGRAM.
If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
UnicTour reserves the right, at its sole discretion, to modify the Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will post the modification on the Services. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Services after we have posted a modification on the Services or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services.
4. Other Policies
You agree that you will comply with all written UnicTour rules, agreements, and policies that are made available by UnicTour on the Services and which are incorporated herein by reference. These include, without limitation:
- Fees Policy (available at https://UnicTour.co/fees)
- Cancellation Policy (available at https://UnicTour.co/cancellation)
- Copyright Policy (available at https://UnicTour.co/copyright)
- Booking Agreement (available at time of booking)
- Charter Party Agreement (available at time of booking)
- or any other policies posted on the Services
5. Minimum Age
The Services are intended solely for persons who are 18 or older. Any access to or use of the Services by anyone under 18 is expressly prohibited. By accessing or using the Services you represent and warrant that you are 18 or older.
6. How the Services Work
The Services can be used to facilitate the listing and booking of Tours. Such Tours are included in Listings on the Services by Guides. You may view Listings as an unregistered visitor to the Services; however, if you wish to book a Tour or create a List of tours, you must first register to create a UnicTour Account (defined below).
As stated above, UnicTour makes available a platform or marketplace with related technology for Guides to meet online and arrange for bookings of Tours. UnicTour is not an owner or operator of Tours. UnicTour’s responsibilities are limited to: (i) facilitating the availability of the Services and (ii) serving as the limited agent of each Guide for the purpose of accepting payments from Members on behalf of the Guide.
PLEASE NOTE THAT, AS STATED ABOVE, THE SERVICES ARE INTENDED TO FACILITATE THE BOOKING OF TOURS. UNICTOUR CANNOT AND DOES NOT CONTROL THE CONTENT CONTAINED IN ANY LIST OF TOURS AND THE CONDITION, LEGALITY OR SUITABILITY OF ANY TOURS. UNICTOUR IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL LISTINGS AND TOURS. ACCORDINGLY, ANY BOOKINGS WILL BE MADE AT THE MEMBER’S AND GUIDE’S OWN RISK.
6.a. Account Registration
In order to access certain features of the Services, and to book a Tour or create a Listing, you must register to create an account (“UnicTour Account”) and become a Member. You may register to join the Services directly via the Services or as described in this section.
You can also register to join by logging into your account with certain third party social networking sites (“TPA”) (including, but not limited to, Facebook); each such account, a “Third Party Account”, via our Services, as described below. As part of the functionality of the Services, you may link your UnicTour Account with Third Party Accounts, by either: (i) providing your Third Party Account login information to UnicTour through the Services; or (ii) allowing UnicTour to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to UnicTour and/or grant UnicTour access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating UnicTour to pay any fees or making UnicTour subject to any usage limitations imposed by such third party service providers. By granting UnicTour access to any Third Party Accounts, you understand that UnicTour will access, make available and store (if applicable) any Content that you have provided to and stored in your Third Party Account (“TPA Content”) so that it is available on and through the Services via your UnicTour Account and UnicTour Account profile page. Unless otherwise specified in these Terms, all TPA Content, if any, will be considered to be Member Content for all purposes of these Terms. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts will be available on and through your UnicTour Account on the Site, Services and Application. Please note that if a Third Party Account or associated service becomes unavailable or UnicTour’s access to such Third Party Account is terminated by the third party service provider, then TPA Content will no longer be available on and through the Site, Services and Application. You have the ability to disable the connection between your UnicTour Account and your Third Party Accounts, at any time, by accessing the “Account” section of the Site and Application.
PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS.
UnicTour makes no effort to review any TPA Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and UnicTour is not responsible for any TPA Content.
We will create your UnicTour Account and your UnicTour Account profile page for your use of the Services based upon the personal information you provide to us or that we obtain via a TPA as described above. You may not have more than one (1) active UnicTour Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. UnicTour reserves the right to suspend or terminate your UnicTour Account and your access to the Services if you create more than one (1) UnicTour Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your UnicTour Account, whether or not you have authorized such activities or actions. You will immediately notify UnicTour of any unauthorized use of your UnicTour Account.
6.b. Tour Listings
As a Member, you may create Listings. To this end, you will be asked a variety of questions about the Tour to be listed. You acknowledge and agree that Listings will be made publicly available via the Services. Other Members will be able to book your Tour via the Services based upon the information provided in your Listing. You understand and agree that once a Member requests a booking of your Tour, the price for such booking may not be altered without contacting customer service.
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 booking of, or Member use of, a Tour in 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 Tour included in a Listing you post, including, but not limited to, insurance requirements, guided tour regulations and laws governing guided Tours and (b) not conflict with the rights of third parties. Please note that UnicTour assumes no responsibility for an Guide’s compliance with any applicable laws, rules and regulations. UnicTour reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that UnicTour, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services.
You understand and agree that UnicTour does not act as an insurer or as a contracting agent for you as a Guide. If a Member requests a booking of your Tour, any agreement you enter into with such Member is between you and the Member and UnicTour is not a party thereto. Notwithstanding the foregoing, UnicTour serves as the limited authorized agent of the Guide for the purpose of accepting payments from Members on behalf of the Guide and is responsible for transmitting such payments to the Guide.
When you create a Listing, you may also choose to include certain requirements which must be met by the Members who are eligible to request a booking of your Tour, including, but not limited to, requiring Members to have a verified phone number, in order to book your Tour. Any Member wishing to book Tours included in Listings with such requirements must meet these requirements; however, as noted below, we do not attempt to confirm or verify such information. More information on how to set such requirements is available via the ” Guides” section of the Services.
If you are a Guide, UnicTour makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm for booking for your Tour. You acknowledge and agree that, as an Guide, you are responsible for your own acts and omissions.
7. No Endorsement
UnicTour does not endorse any Members or any Tours. In addition, although these Terms require Members to provide accurate information, we do not attempt to confirm, and do not confirm, any Member’s purported identity or other information provided by such Member. You are responsible for determining the identity and suitability of others who you contact via the Services. Except as provided by the UnicTour Terms and Conditions, we will not be responsible for any damage or harm resulting from your interactions with other Members. (Please see UnicTour’s Terms and Conditions at http://www.UnicTour.com/terms for information.)
By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from UnicTour with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Services regarding any bookings or Listings made by you. This limitation shall not apply to any claim by a Guide against UnicTour regarding the remittance of payments received from a Member by UnicTour on behalf of an Guide, which instead shall be subject to the limitations described in the section below entitled “Limitation of Liability”.
8. Bookings and Financial Terms
If you are a Guide and a booking is requested for your Tour via the Services, you may be required to either confirm or reject the booking within 48 hours of when the booking is requested (as determined by UnicTour in its sole discretion) or the booking request may be automatically canceled. If you are unable to confirm or decide to reject a booking of a Tour within such 48 hour period, any amounts collected by UnicTour for the requested booking may be refunded to the applicable Renter’s credit card and any pre-authorization of such credit card will be released. When you confirm a booking requested by a Member, UnicTour will send you a message via the Services confirming such booking, depending on the selections you make via the Services.
The fees displayed in each Listing are comprised of the Tour Fees (defined below) and the Member Fees (defined below.) Where applicable, Taxes may be charged in addition to the Tour Fees and Member Fees. The Tour Fees, the Member Fees and applicable Taxes are collectively referred to in these Terms as the “Total Fees”. The amounts due and payable by a Member solely relating to a Guide’s Tour which are actually collected by UnicTour are the “Tour Fees”. Please note that it is the Guide and not UnicTour which determines the Tour Fees.
UnicTour charges a fee to Members based upon a percentage of applicable Tour Fees which are the “Service Fees”. The Service Fees are added to the Tour Fees to calculate the Total Fees (which will also include applicable Taxes) displayed in the applicable Listing. UnicTour will collect the Total Fees at the time of booking confirmation (i.e. when the Guide confirms the booking within 24 hours of the booking request) and will initiate payment of the Tour Fees (less UnicTour’s Service Fees as defined in the Fees Policy http://UnicTour.co/fees) to the Guide two business day after of when the User arrives at the applicable Tour (except to the extent that a refund is due to the Member). Failure to charge any of the fees or other indulgences shall not constitute a waiver of the right to exercise the same in the event another fee should become due at any other time.
9. Appointment of UnicTour as Payment Agent for Guide
The TOUR FEES include the service fees and are charged by Unictour. They make up 14% (excl. VAT) of the TOUR FEES (TOUR PRICE) determined by the Guide. UnicTour will charge the Guide 14% (excl. VAT) of the total amount of any sale and pay the Guide after 48 hours of the delivery of the order the outstanding amount of the sale. Be aware that in any case UnicTour will have to charge a minimum amount of €1 excl. tax per customer.
Each Guide hereby appoints UnicTour as the Guide’s limited agent solely for the purpose of collecting payments made by Member on behalf of the Guide. Each Guide agrees that payment of Tour fees made by a Member to UnicTour shall be considered the same as a payment made directly to the Guide and the Guide will make the Tour available to Member in the agreed upon manner as if the Guide has received the Tour Fees. Each Guide agrees that UnicTour may, in accordance with the cancellation policy selected by the Guide and reflected in the relevant Listing, (i) permit the Member to cancel the booking and (ii) refund to the Member that portion of the Tour Fees specified in the applicable cancellation policy. In accepting appointment as the limited authorized agent of the Guide, UnicTour assumes no liability for any acts or omissions of the Guide.
Please note that UnicTour does not currently charge fees for the creation of Listings. However, you acknowledge and agree that UnicTour reserves the right, in its sole discretion, to charge you for and collect fees from you for the creation of Listings, or for other features of the Services. Please note that UnicTour will provide notice of any such additional fees via the Services, prior to implementing such fees.
10. Booking and Financial Terms for Members (users/customers)
The Guides, not UnicTour, are solely responsible for honoring any confirmed bookings and making available any Tours reserved through the Services. If you, as a Member, choose to enter into a transaction with a Guide for the booking of a Tour, you agree and understand that you will be required to enter into an agreement with the Guide and you agree to accept any terms, conditions, rules and restrictions associated with such Tour imposed by the guide. You acknowledge and agree that you, and not UnicTour, will be responsible for performing the obligations of any such agreements, that UnicTour is not a party to such agreements, and that, with the exception of its obligations hereunder to pay Tour Fees to the applicable Guide, UnicTour disclaims all liability arising from or related to any such agreements. You acknowledge and agree that, notwithstanding the fact that UnicTour is not a party to the agreement between you and the Guide, UnicTour acts as the Guide’s payment agent for the limited purpose of accepting payments from you on behalf of the Guide. Upon your payment of amounts to UnicTour which are due to the Guide, your payment obligation to the Guide for such amounts is extinguished, and UnicTour is responsible for remitting such amounts, less UnicTour’s Guide Fees, to the Guide. In the event that UnicTour does not remit any such amounts to an Guide, such Guide will have recourse for such amounts only against UnicTour.
Listings for Tours will specify the Total Fees. As noted above, the Guide is required to either confirm or reject the booking within 48 hours of when the booking is requested (as determined by UnicTour in its sole discretion) or the requested booking may be automatically canceled. If a requested booking is canceled (i.e. not confirmed by the applicable Guide), any amounts collected by UnicTour will be refunded to such Member, depending on the selections the Member makes via the Services, and any pre-authorization of such Member’s credit card will be released, if applicable.
You agree to pay UnicTour for the Total Fees for any booking requested in connection with your UnicTour Account when you “pre-order” pending confirmed by your UnicTour Guide. In order to establish a “pre-order” pending the applicable Guide’s confirmation of your requested booking, you understand and agree that UnicTour, on behalf of the Guide, reserves the right, in its sole discretion, to (i) obtain a pre-authorization via your credit card for the Total Fees or (ii) charge your credit card a nominal amount, not to exceed one dollar (€1) to verify your credit card. Once UnicTour receives confirmation of your booking from the applicable Guide, UnicTour will collect the Total Fees in accordance with these Terms and the pricing terms set forth in the applicable Listing. Please note that UnicTour cannot control any fees that may be charged to a Member by his or her bank related to UnicTour’s collection of the Total Fees, and UnicTour disclaims all liability in this regard.
11. Service Fees
In consideration for providing the Services, UnicTour collects service fees from Guides and Members (“Service Fees”). Service Fees are made up of two (2) components: (i) Member Service Fees and (ii) a Guide Service Fee that is charged to the Guide based upon a percentage of the amount of the Tour Fees (“Guide Fees”). Where applicable, Taxes may also be charged in addition to the Guide Fees. Guide Fees are deducted from the Total Fees before remitting the Tour Fees to the Guide, within 2 business days of when the Member arrives at the applicable Tour. Member Fees are, as noted above, included in the Total Fees.
Balances will be remitted by UnicTour to Guides direct deposit or other payment methods described on the Services, in Euros. More information on Services Fees can be found at http://www.UnicTour.com/fees. Except as otherwise provided herein, Service Fees are non-refundable.
12. Referral Program
As a Member, by referring your friends to request a booking or create a Listing that receives a confirmed booking via the Site, you may participate in the “Referral Program”, which is a loyalty program we offer to our Members. If you choose to participate in the Referral Program, for each friend you refer to UnicTour for which a Qualifying Referral (defined below) is completed, you may be able to receive UnicTour Boating Credits (defined below) (each a “Referral Reward”). “UnicTour Boating Credits” are “reward points” that may be applied as credits toward future confirmed bookings made by Members via the Site.
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 UnicTour Account on the Site and select either the “Invite Friends on Facebook” or “Invite Friends on Twitter” link; (ii) you must share the link provided with friends, by copying and pasting the unique referral link generated via the Services, by sending the unique referral link generated via the Services in an email via the Services to your friends; or by using the other tools provided by UnicTour to share the unique referral link with friends; (iii) a friend who clicks the link on Facebook or otherwise or clicks the link contained in the email must create a UnicTour Account and become a Member; and (iv) after becoming a Member, the friend must either request a booking of a Boat which is confirmed by the applicable Owner or create a Listing which subsequently receives a confirmed booking via the Services with Total Fees of at least two hundred dollars ($200) that is not subsequently cancelled. Please note that you may not be the Owner or the Renter for the booking to receive a Referral Reward.
Satisfaction of a Qualifying Referral and the Referral Reward you receive will be reflected in your UnicTour Account in a reasonable amount of time after the Qualifying Referral has been completed. The Referral Rewards you accrue will be displayed in your user Account page. Referral Rewards can be accrued solely by you and you may not earn Referral Rewards by permitting another individual to use your UnicTour Account. Referral Rewards accrued in multiple UnicTour Accounts may not be combined into one UnicTour Account. You may not earn Referral Rewards by creating multiple UnicTour Accounts. By acquiring Referral Rewards, you agree and acknowledge that UnicTour 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 UnicTour Accounts.
13. Other Booking and Financial Terms
13.a. Cancellation and Refund
If, as a Member, you cancel your requested booking before the requested booking is confirmed by an Guide, UnicTour will cancel any pre-authorization to your credit card and/or refund any nominal amounts charged to your credit card in connection with the requested booking within a commercially reasonable time. If, as a Member, you wish to cancel a confirmed booking made via the Services prior to the Tour, our ability to refund the Tour Fees and other amounts charged to you will amount to 50% of the total amount.
If a Guide cancels a confirmed booking made via the Services, (i) UnicTour will refund the Total Fees for such booking to the applicable Member within a commercially reasonable time of the cancellation and (ii) the Member may receive an email or other communication from UnicTour containing alternative Listings and other related information. If the Member requests a booking from one of the alternative Listings and the Guide associated with such alternative Listing confirms the Member’s requested booking, then the Member agrees to pay UnicTour the Total Fees relating to the confirmed booking for the Tour in the alternative Listing, in accordance with these Terms. If a Guide canceled a confirmed booking and you, as a Member, have not received an email or other communication from UnicTour, please contact our support team.
You understand and agree that you are solely responsible for determining your applicable Tax reporting requirements in consultation with your tax advisors. UnicTour cannot and does not offer Tax-related advice to any Members of the Site, Application and Services. Additionally, please note that each Guide is responsible for determining local indirect Taxes and for including any applicable Taxes to be collected or obligations relating to applicable Taxes in Listings.
14. User Conduct
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Services and Content. In connection with your use of our Services, you may not and you agree that you will not:
- violate any local, state, provincial, national or other law or regulation, or any order of a court, including, without limitation, zoning restrictions, and Tax regulations;
- use manual or automated software, devices, scripts, robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Services or Content;
- use the Services for any commercial or other purposes that are not expressly permitted by these Terms;
- copy, store or otherwise access any information contained on the Services or Content for purposes not expressly permitted by these Terms;
- infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
- interfere with or damage our Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- use our Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
- use our Services in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to lodging in a private residence;
- “stalk” or harass any other user of our Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as a UnicTour Member or Guide;
- offer, as an guide, any Tours that you do not yourself give or have permission to give offer, as an Guide, any Tour that may not be given pursuant to the terms and conditions of an agreement with a third party;
- register for more than one UnicTour Account or register for a UnicTour Account on behalf of an individual other than yourself;
- contact a Guide for any purpose other than asking a question related to a booking such Guide’s Tours or Listings;
- contact a Member for any purpose other than asking a question related to a booking or such Member’s use of the Site, Application and Services;
- when acting as a Member or otherwise, recruit or otherwise solicit any Guide or other Member to join third party services or websites that are competitive to UnicTour, without UnicTour’s prior written approval;
- impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
- use automated scripts to collect information or otherwise interact with the Services;
- use the Services to find a Guide or Member and then complete a booking of a Tour transaction independent of the Services in order to circumvent the obligation to pay any Service Fees related to UnicTour’s provision of the Services;
- as an Guide, submit any Listing with a false or misleading price information, or submit any Listing with a price that you do not intend to honor;
- post, upload, publish, submit or transmit any Content that, in UnicTour’s sole judgment: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
- systematically retrieve data or other content from our Services 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;
- use, display, mirror or frame the Services, or any individual element within the Services, UnicTour’s name, any UnicTour trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without UnicTour’s express written consent;
- access, tamper with, or use non-public areas of the Services, UnicTour’s computer systems, or the technical delivery systems of UnicTour’s providers;
- attempt to probe, scan, or test the vulnerability of any UnicTour system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by UnicTour or any of UnicTour’s providers or any other third party (including another user) to protect the Services or Collective Content;
- forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Collective Content to send altered, deceptive or false source-identifying information;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Collective Content; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
UnicTour will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. UnicTour may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that UnicTour has no obligation to monitor your access to or use of the Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. UnicTour reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that UnicTour, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services.
The Services and Collective Content are protected by copyright, trademark, and other laws of Spain and foreign countries. You acknowledge and agree that the Services and Collective Content, including all associated intellectual property rights is the exclusive property of UnicTour and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Collective Content.
UnicTour Content and Member Content License
Subject to your compliance with these Terms, UnicTour grants you a limited, non-exclusive, non-transferable license, to (i) access and view any UnicTour 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. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Services or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by UnicTour or its licensors, except for the licenses and rights expressly granted in these Terms.
17. Member Content
We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application and Services, you hereby grant to UnicTour a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, or by means of the Services or otherwise. UnicTour does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.
You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Services or you have all rights, licenses, consents and releases that are necessary to grant to UnicTour the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or UnicTour’s use of the Member Content (or any portion thereof) on, through or by means of the Services or otherwise will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
The Services may contain links to third-party websites or resources. You acknowledge and agree that UnicTour 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 UnicTour 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.
19. Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of UnicTour used herein are trademarks or registered trademarks of UnicTour. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Services (“Feedback”). You may submit Feedback through our support portal. You acknowledge and agree that all Feedback will be the sole and exclusive property of UnicTour and you hereby irrevocably assign to UnicTour and agree to irrevocably assign to UnicTour 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. At UnicTour’s request and expense, you will execute documents and take such further acts as UnicTour may reasonably request to assist UnicTour to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
21. Copyright Dispute Policy
UnicTour respects copyright law and expects its users to do the same. It is UnicTour’s policy to terminate in appropriate circumstances the UnicTour Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
22. Termination and UnicTour 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: (a) terminate these Terms or your access to our Services, and (b) deactivate or cancel your UnicTour Account. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you. In the event UnicTour terminates these Terms, or your access to our Services or deactivates or cancels your UnicTour Account you will remain liable for all amounts due hereunder. You may cancel your UnicTour Account at any time by contacting us. Please note that if your UnicTour Account is canceled, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application and Services, including, but not limited to, any reviews or Feedback.
IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT UNICTOUR DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, INCLUDING, BUT NOT LIMITED TO, MEMBERS AND GUIDES, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SERVICES, COLLECTIVE CONTENT ARE PROVIDED ” AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, UNICTOUR EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. UNICTOUR MAKES NO WARRANTY THAT THE SERVICES, COLLECTIVE CONTENT, INCLUDING, BUT NOT LIMITED TO, THE LISTINGS OR ANY TOURS, WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. UNICTOUR MAKES NO WARRANTY REGARDING THE QUALITY OF ANY LISTINGS, TOURS, THE SERVICES OR COLLECTIVE CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT OBTAINED THROUGH THE SERVICES.NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM UNICTOUR OR THROUGH THE SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY GUIDES OR MEMBERS. YOU UNDERSTAND THAT UNICTOUR DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APPLICATION OR SERVICES OR TO REVIEW OR INSPECT ANY TOURS. UNICTOUR MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, APPLICATION OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APPLICATION OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES, INCLUDING, BUT NOT LIMITED TO, MEMBERS AND GUIDES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANIZED BY UNICTOUR.NOTWITHSTANDING UNICTOUR’S APPOINTMENT AS THE LIMITED AGENT OF THE GUIDES FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM MEMBERS ON BEHALF OF THE GUIDES, UNICTOUR EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY MEMBER OR OTHER THIRD PARTY.
24. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND COLLECTIVE CONTENT, YOUR LISTING OR BOOKING OF AND PARTICIPATION IN ANY TOUR VIA THE SERVICES, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF THE SERVICES WHETHER IN PERSON OR ONLINE REMAINS WITH YOU. NEITHER UNICTOUR NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE CONTENT, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, OR FROM YOUR LISTING, BOOKING, OR PARTICIPATION IN ANY BOAT VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT UNICTOUR HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.EXCEPT FOR OUR OBLIGATIONS TO PAY AMOUNTS TO APPLICABLE GUIDES PURSUANT TO THESE TERMS, IN NO EVENT WILL UNICTOUR’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICES INCLUDING, BUT NOT LIMITED TO, FROM YOUR LISTING, BOOKING OR PARTICIPATION IN ANY BOAT VIA THE SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, OR COLLECTIVE CONTENT AND IN CONNECTION WITH ANY TOUR OR INTERACTIONS WITH ANY OTHER MEMBERS, EXCEED THE AMOUNTS YOU HAVE PAID FOR BOOKINGS VIA THE SITE, APPLICATION AND SERVICES AS A GUEST IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE AN GUIDE, THE AMOUNTS PAID BY UNICTOUR TO YOU IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED EUROS (€100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN UNICTOUR AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to release, defend, indemnify, and hold UnicTour 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 Services or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking or participation in a Tour, (iii) creation of a Listing or (iv) the participation, condition of a Tour by you, including, but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a rental, booking or use of a Boat.
26. Reporting Misconduct
If you interact with another user of the Services who you feel is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to UnicTour by contacting us with your police station and report number ; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.
27. Entire Agreement
These Terms constitute the entire and exclusive understanding and agreement between UnicTour and you regarding the Services, Collective Content, and any bookings or Listings of Tours made via the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between UnicTour and you regarding the foregoing.
You may not assign or transfer these Terms, by operation of law or otherwise, without UnicTour’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. UnicTour 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.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by UnicTour (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
30. Controlling Law and Jurisdiction
These Terms will be interpreted in accordance with the laws of Spain. You and we agree to submit to the personal jurisdiction of a state court located in Barcelona, Cataluña for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.
31. Dispute Resolution
You and UnicTour agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services (collectively, ” Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. YOU ACKNOWLEDGE AND AGREE THAT YOU AND UNICTOUR ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and UnicTour otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The failure of UnicTour 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 UnicTour. 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.
33. Contacting UnicTour
If you have any questions about these Terms of Service, please contact UnicTour Support at: firstname.lastname@example.org.