VELOGUIDE INC., through its parent, subsidiaries and corporate affiliates (collectively, “VELOGUIDE”), provides an online service that enables individuals to research, locate, and book cycling tours bike rentals and other related services and products worldwide. VELOGUIDE offers a variety of cycling tours and services made available by VELOGUIDE’s third party suppliers through www.VeloGuide.com, www.VeloLister.com and its related mobile properties and applications (collectively, the “Website”). The Website is provided to assist customers in gathering travel excursion information, posting opinions of travel excursions, engaging in interactive travel forums, and searching for and booking guiding services and / or a rental bicycle(s) for the purposes of participating in guided bicycle rides ("Guided Rides"), and self guided rides with a rented bicycle, and for no other purposes.
1. ACCEPTANCE OF TERMS
B. VELOGUIDE shall have the right at any time to change or discontinue any aspect or feature of the Website, including, but not limited to, content, hours of availability, and equipment needed for access or use.
2. CHANGED TERMS
VELOGUIDE shall have the right at any time to change or modify the terms and conditions applicable to User's use of the Website, or any part thereof, or to impose new conditions, including, but not limited to, adding or amending fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the Website, or by electronic or conventional mail, or by any other means by which User obtains notice thereof. Any use of the Website by User after such notice shall be deemed to constitute acceptance by User of such changes, modifications or additions.
3. DESCRIPTION OF SERVICES
Through the Website, VELOGUIDE provides User with access to a variety of resources, including booking services, download areas, communication forums, reviews, testimonials, Guide biographies and product information (collectively "Services"). The Services, including any updates, enhancements, new features, and/or the addition of any new Web properties, are subject to the TOU.
User shall be responsible for obtaining and maintaining all telephone, computer hardware, software and other equipment needed for access to and use of the Website and all charges related thereto.
5. USER CONDUCT
A. User shall use the Website for lawful purposes only. User shall not post or transmit through the Website any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without VELOGUIDE’s express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by a User that in VELOGUIDE's sole and absolute discretion offends any of these provisions or restricts or inhibits any other User from using or enjoying the Website will not be permitted, and VELOGUIDE may in its sole and absolute discretion either suspend or terminate the account of any offending User. User shall not use the Website to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information services competitive with VELOGUIDE.
B. The Website contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Website are copyrighted as a collective work under CANADIAN and other applicable copyright laws. VELOGUIDE owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. User may download copyrighted material for User's personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of VELOGUIDE and the copyright owner (if applicable). In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. User acknowledges that it does not acquire any ownership rights by downloading copyrighted material.
C. User shall not upload, post or otherwise make available on the Website any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with User. User shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission, and User shall indemnify and hold harmless VELOGUIDE in respect of any claim, cost, damage, liability or loss resulting therefrom. By submitting material to any public area of the Website, User automatically grants, or warrants that the owner of such material has expressly granted VELOGUIDE the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. User also permits any other User to access, view, store, or reproduce the material for that User's personal use. User hereby grants VELOGUIDE the right to edit, copy, publish and distribute any material made available on the Website by User.
D. The foregoing provisions of Section 5 are for the benefit of VELOGUIDE and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
6. USE OF SERVICES
The Services may include, without limitation, email services, e-commerce services, data, documents, bulletin board services, chat areas, news groups, forums, communities, personal web pages, biographies, or profiles, calendars, photo albums, file cabinets and/or other message or communication facilities designed to enable User to communicate with others. User agrees to use the Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Services. By way of example, and not as a limitation, User agrees that when using the Services, User will not:
• Use the Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
• Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless User owns or controls the rights thereto or have received all necessary consent to do the same.
• Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
• Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another.
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such advertisement or offer is made in connection with the Services.
• Download any file posted by another user of a Service that User knows, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner.
• Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
• Restrict or inhibit any other user from using and enjoying the Services.
• Harvest or otherwise collect information about others, including email addresses.
• Violate any applicable laws or regulations.
• Create a false identity for the purpose of misleading others.
• Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.
VELOGUIDE has no obligation to monitor the User’s use of the Services. However, VELOGUIDE reserves the right to review materials posted to the Services and to remove any materials in its sole discretion. VELOGUIDE reserves the right to terminate a User’s access to any or all of the Services at any time, without notice, for any reason whatsoever. VELOGUIDE reserves the right at all times to disclose any information as it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in VELOGUIDE’s sole discretion.
Materials uploaded to the Services may be subject to posted limitations on usage, reproduction and/or dissemination; User is responsible for adhering to such limitations if User downloads the materials.
Always use caution when giving out any personally identifiable information in any Services. VELOGUIDE does not control or endorse the content, messages or information found in any Services and, therefore, VELOGUIDE specifically disclaims any liability with regard to the Services and any actions resulting from User’s participation in any Services.
No person offering guiding services (a “Guide”) or equipment (a “VeloGuide Hub”) on the Website is authorized as a VELOGUIDE spokesperson, and their views do not necessarily reflect those of VELOGUIDE.
7. MEMBER ACCOUNT, PASSWORD, AND SECURITY
8. NOTICE SPECIFIC TO SOFTWARE AVAILABLE ON THIS WEBSITE
Any software that is made available to download from the Services ("Software") is the copyrighted work of VELOGUIDE and/or its suppliers. Use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software ("License Agreement"). An end user will be unable to install any Software that is accompanied by or includes a License Agreement, unless he or she first agrees to the License Agreement terms.
The Software is made available for download solely for use by end users according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law, and may result in severe civil and/or criminal penalties. Violators will be prosecuted to the maximum extent possible.
Without limiting the foregoing, copying or reproduction of the software to any other server or location for further reproduction or redistribution is expressly prohibited, unless such reproduction or redistribution is expressly permitted by the license agreement accompanying such software. The software is warranted, if at all, only according to the terms of the license agreement. Except as warranted in the license agreement, VELOGUIDE hereby disclaims all warranties and conditions with regard to the software, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.
For convenience, VELOGUIDE may make available as part of the Services or in its software products, tools and utilities for use and/or download. VELOGUIDE does not make any assurances with regard to the accuracy of the results or output that derives from such use of any such tools and utilities. Please respect the intellectual property rights of others when using the tools and utilities made available as part of the Services.
9. NOTICE SPECIFIC TO DOCUMENTS AVAILABLE ON THE WEBSITE
Permission to use documents including Guide biographies, User profiles, VeloGuide Hub profiles, white papers, press releases, datasheets, and FAQs (collectively, the “Documents”) from the Services is granted, provided that (1) the below copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such Documents from the Services is for informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Accredited educational institutions, such as universities, private/public colleges, and state community colleges, may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
VELOGUIDE and/or its respective suppliers make no representations about the suitability of the information contained in the documents and related graphics published as part of the services for any purpose. All such documents and related graphics are provided "as is" without warranty of any kind. VELOGUIDE and/or its respective suppliers hereby disclaim all warranties and conditions with regard to this information, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.
The documents and related graphics published on the services could include technical inaccuracies or typographical errors. Changes are periodically added to the information herein. VELOGUIDE and/or its respective suppliers may make improvements and/or changes in the product(s) and/or the program(s) described herein at any time.
10. NOTICES REGARDING SOFTWARE, DOCUMENTS AND SERVICES AVAILABLE ON THIS WEBSITE
In no event shall VELOGUIDE and/or its respective suppliers, Guides or any VeloGuide Hub be liable for any direct, special, indirect or consequential damages or any other damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of software, documents, provision of or failure to provide services, or information available from the services.
11. MATERIALS PROVIDED TO VELOGUIDE OR POSTED ON THIS WEBSITE
VELOGUIDE does not claim ownership of the materials User provides to VELOGUIDE (including photographs, videos, reviews, testimonials, feedback and suggestions) or that User may post, upload, input or submit to any Services or its associated services for review by the general public, or by the members of any public or private community, (each a "Submission" and collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting ("Posting") any Submission, User is granting VELOGUIDE, its affiliated companies and necessary sublicensees permission to use such Submission in connection with the operation of their Internet businesses (including, without limitation, all VELOGUIDE Services), including, without limitation, the license rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat any Submission; to publish User’s name in connection with any such Submission; and the right to sublicense such rights to any supplier of the Services.
12. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY
A. User expressly agrees that use of the Website is at User's sole risk. None of VELOGUIDE, its affiliates nor any of their respective directors, officers, employees, agents, third party content providers or licensors or any Guide or VeloGuide Hub warrant that the Website will be uninterrupted or error free; nor do they make any warranty as to the results that may be obtained from use of the Website, or as to the accuracy, reliability or content of any information, service, or merchandise provided through the Website.
B. The Website is provided on an "as is" basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties of merchantability or fitness for a particular purpose, other than those warranties which are implied by law and incapable of exclusion, restriction or modification under the laws applicable to this agreement.
C. The information, content, software, products, and services published on the Website may include inaccuracies or errors, including reservation availability and pricing errors. VELOGUIDE does not guarantee the accuracy of, and disclaims all liability for, any errors or other inaccuracies relating to the information and description of the products and Services displayed on the Website (including, without limitation, the pricing, availability, Images, features, inclusions and exclusions, general product descriptions, reviews, testimonials and ratings, etc.). In addition, VELOGUIDE expressly reserves the right to correct any availability and pricing errors on our website and/or on pending reservations made under an incorrect price.
D. This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action. User specifically acknowledges that VELOGUIDE is not liable for the defamatory, offensive or illegal conduct of other users or third-parties and that the risk of injury from the foregoing rests entirely with user.
E. In no event will VELOGUIDE, or any person or entity involved in creating, producing or distributing the Website or the VELOGUIDE software, be liable for any damages, including, without limitation, direct, indirect, incidental, special, consequential, or punitive damages arising out of the use of or inability to use the Website. User hereby acknowledges that the provisions of this section shall apply to all content on the Website.
F. Third-party suppliers, Guides and VeloGuide Hubs are independent contractors and not agents or employees of VELOGUIDE. VELOGUIDE is not liable for the acts, errors, omissions, representations, warranties, breaches, negligence or misconduct of any third party supplier, Guide or VeloGuide Hub or for any personal injuries, death, property damage, or other damages or expenses resulting therefrom or otherwise arising from User’s booking of a Guided Ride or participation in a Guided Ride. VELOGUIDE has no liability and will make no refund in the event of any delay, cancellation outside of the cancellation period as described in the Booking, Payment & Cancellation Policy, overbooking, strike, force majeure or other causes beyond its direct control, and has no responsibility for any additional expense, omissions, delays, re-routing or acts of any government or authority.
G. In addition to the terms set forth above none of VELOGUIDE, its information providers or content partners nor any Guide or VeloGuide Hub shall be liable regardless of the cause or duration, for any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of, the information contained within the Website, or for any delay or interruption in the transmission thereof to the user, or for any claims or losses arising therefrom or occasioned thereby. None of the foregoing parties shall be liable for any third-party claims or losses of any nature, including, but not limited to, lost profits, punitive or consequential damages.
H. Force majeure – no party shall be responsible for any failure or delay in performance due to circumstances beyond its reasonable control, including, without limitation, acts of god, war, riot, embargoes, acts of civil or military authorities, fire, floods, accidents, service outages resulting from equipment and/or software failure and/or telecommunications failures, power failures, network failures, failures of third party service providers (including providers of internet services and telecommunications). The party affected by any such event shall notify the other party within a maximum of fifteen (15) days from its occurrence. The performance of this agreement shall then be suspended for as long as any such event shall prevent the affected party from performing its obligations under this agreement.
13. LINKS TO THIRD PARTY SITES
VELOGUIDE may from time to time provide links on the Website to other websites not under the control of VELGUIDE. VELOGUIDE is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. VELOGUIDE is not responsible for webcasting or any other form of transmission received from any linked site. VELOGUIDE provides these links only as a convenience, and the inclusion of any link does not imply endorsement by VELOGUIDE of the site.
VELOGUIDE is a distributor (and not a publisher) of content supplied by Users, Guides, VeloGuide Hubs or third parties. Accordingly, VELOGUIDE has no more editorial control over such content than does a public library, bookstore, or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, Users, Guides, VeloGuide Hubs, or any other user of the Website are those of the respective author(s) or distributor(s) and not of VELOGUIDE. None of VELOGUIDE, any Guide, any VeloGuide Hub or any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose.
In many instances, the content available through the Website represents the opinions and judgments of the respective information provider, User, Guide, VeloGuide Hub or other user not under contract with VELOGUIDE. VELOGUIDE neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, testimonial or statement made on the Website by anyone other than an authorized VELOGUIDE employee spokespersons while acting in their official capacity. Under no circumstances will VELOGUIDE be liable for any loss or damage caused by a User's reliance on information obtained through the Website. It is the responsibility of User to evaluate the accuracy, completeness or usefulness of any information, opinion, advice, testimonial or other content available through VELOGUIDE. Please seek the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice, testimonial or other content.
14. UNSOLICITED IDEA SUBMISSION POLICY
Neither VELOGUIDE nor any of its directors, officers or employees will accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not submit any original creative artwork, samples, demos, or other works to VELOGUIDE. The sole purpose of this policy is to avoid potential misunderstandings or disputes when VELOGUIDE’s products or marketing strategies might seem similar to ideas submitted to VELOGUIDE. Please do not submit unsolicited ideas to VELOGUIDE or any employee of VELOGUIDE. If, despite our request that no ideas or materials be submitted to VELOGUIDE, such submission is made, VELOGUIDE makes no assurances that submitted ideas and materials will be treated as confidential or proprietary.
VELOGUIDE shall have the right, but not the obligation, to monitor the content of the Website, including Submissions, chat rooms and forums, to determine compliance with this Agreement and any operating rules established by VELOGUIDE and to satisfy any law, regulation or authorized government request. VELOGUIDE shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on the Website. Without limiting the foregoing, VELOGUIDE shall have the right to remove any material that VELOGUIDE, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
User agrees to defend, indemnify and hold harmless VELOGUIDE, its affiliates and their respective directors, officers, employees and agents, any Guide and any VeloGuide Hub from and against any claims, causes of action, demands, suits, proceedings, investigations, losses, damages, fines, penalties, fees, expenses, costs and any other liabilities of any kind or nature including but not limited to reasonable legal and accounting fees, arising out of or related to:
1. Use of the Website by User or their User Account, whether or not under the control of User;
2. User’s breach of this Agreement or the documents referenced herein;
3. User’s violation of any law, rule, regulation or guideline;
4. User’s violation, infringement or misappropriation of the rights of any Guide, VeloGuide Hub, third party, including without limitation any rights of publicity or privacy;
5. User’s booking of or participation in any Guided Ride or other use of products or Services obtained through the Website; or
6. User’s negligence or willful misconduct.
Either VELOGUIDE or User may terminate this Agreement at any time. Without limiting the foregoing, VELOGUIDE shall have the right to immediately terminate User's Account in the event of any conduct by User which VELOGUIDE, in its sole discretion, considers to be unacceptable, or in the event of any breach by User of this Agreement.
19. COPYRIGHT NOTICE
VELOGUIDE and its logos are trademarks of VELOGUIDE, All rights reserved. All other trademarks appearing on the Website are the property of their respective owners.
The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
Any rights not expressly granted herein are reserved.