Last Updated May 20, 2024
Section 9 of these Terms contains an arbitration agreement and class action waiver that apply to all claims brought against DropDesk in the United States. Please read them carefully.
Welcome to DropDesk
These Terms of Service (“Terms”) are a binding legal agreement between you and DropDesk that govern your right to use the websites, applications, and other offerings from DropDesk (collectively, the “DropDesk Platform or Platform”). When used in these Terms, “DropDesk,” “DropDesk Spaces”, “DropSpot”, “DropTech“, “we,” “us,” or “our” refers to DropDesk LLC, which together with its affiliates, successors and assigns. with whom you are contracting.
The DropDesk Platform offers a real time service that enables users (“Members”) to publish, offer, search for, and book services. Members who publish and offer services are “Hosts” and Members who search for, book, or use services are “Users.” Hosts offer to make available all kinds of spaces on a flexible schedule including workspaces (“Venues”), and other services and events (collectively, “Host Services,” and each Host Service offering, a “Package”). You must register an account to access and use many features of the DropDesk Platform and must keep your account information accurate. As the provider of the DropDesk Platform, DropDesk does not own, control, offer or manage any Packages or Host Services. DropDesk is not a party to the contracts entered into directly between Hosts and Users, nor is DropDesk a real estate broker, or insurer. DropDesk is not acting as an agent in any capacity for any Member, with the sole exception serving as the limited payment collection agent of Venues for the purpose of accepting payments from Members on behalf of the Venues of such amounts stipulated by the Hosts with our payments provider Stripe(“Payment Terms”). To learn more about DropDesk’s Payment Terms and our role see Schedule 2 below annexed to these Terms.
We maintain other terms and policies that supplement these Terms like our Privacy Policy, which describes our collection and use of personal data, and our Payment Terms set out in Schedule 2, which govern any payment services provided to Members by DropDesk. We expressly reserve the right to change these Terms at any time for whatever reason whatsoever, including, but not limited to, changing our business model and adding or changing any Membership or use fees. You agree that you will immediately stop using your Account, our Platform and Services if at any time you do not agree with these Terms or any modifications thereof. You agree that your continued use of the DropDesk Platform and Host Services or other services provided directly by us (“DropDesk Services”) subsequent to any modifications will constitute an acceptance of the Terms as so changed.
If you are a Host, you are responsible for understanding and complying with all laws, rules, regulations and contracts with third parties that apply to your Host Services.
Host Terms
1. Hosting on DropDesk
1.1 Host. In order to use the Platform you will provide DropDesk with specified information for DropDesk to create your account (the “Venue Account”) on the corresponding application (the “Venue Application”) incorporated herewith and made a part hereof. By submitting the Venue Application and accessing and using your Venue Account, our Platform and Services, you agree to be bound by these Terms. As a Host, you are in control of how you host – set your price, availability, and rules for each Package you list. A Venue Account permits you to list your Venue as a space to be booked and utilized by DropDesk Users and access to utilize the DropDesk technology. DropDesk, or You with our express written consent, can also add events, send invoices, manage your calendar, send messages, and other functionality as may be added or removed from time to time as may be determined by DropDesk. You may have been introduced to DropDesk and onboarded through a DropDesk Market Place Partner with whom Dropdesk may have a service fee sharing arrangement. For more details on DropDesk Marketplace Partners see Section 4 below.
1.2 Contracting with Users. When you accept a Booking request, or receive a Booking confirmation through the DropDesk Platform, you are entering into a contract directly with the User and are responsible for delivering your Host Service under the terms and at the price specified in your Package. You are also agreeing to pay applicable fees like DropDesk’s Service Fee (and applicable taxes) for each booking. DropDesk will deduct amounts you owe from your payout unless we and you agree to a different method. Any terms, policies or conditions that you include in any supplemental contract with Users must: (i) be consistent with these Terms, our and the information provided in your Package, and (ii) be prominently disclosed in your Package description.
1.3 Independence of Hosts. Your relationship with DropDesk is that of an independent individual or entity and not an employee, agent, joint venturer, or partner of DropDesk, except that DropDesk acts as a payment collection agent as described in the Payments Terms. DropDesk does not direct or control your Host Service, and you agree that you have complete discretion whether and when to provide Host Services, and at what price and on what terms to offer them.
1.4 Venue Account. You understand and agree that you are solely responsible for all activities that occur under your Venue Account, for maintaining the confidentiality and privacy of your password and the accuracy of the information posted in your Venue Account. You agree to immediately notify us of any unauthorized use of your Venue Account or any other breach of security and agree to accept responsibility for any activities that result from unauthorized use of your Venue Account. You understand and agree that DropDesk will not be held liable for any loss or damage arising from failure to manage your Venue Account. DropDesk reserves the right to refuse use of our Services and/or access to our Site to you or any other venue or participant at any time whatsoever without notice for any reason. You agree that you accept and will strictly comply with these Terms when using your Venue Account and our Site either directly or indirectly. You represent that you are of legal age to form a binding contract and have full power, capacity, and authority to accept these Terms. If you are accepting these Terms on behalf of your employer or another entity, you represent that you have full legal authority to bind your employer or such entity to the Terms herein.
1.5 Service Fees; DropDesk Pass. We charge a Service Fee and other fees for each booking through the Platform. As a Host, our Service Fee is calculated as a percentage of the fees a User agrees to pay in a Booking. We deduct this Service Fee and other fees from the amounts paid by the User. DropDesk pays you as agreed in your Venue application. DropDesk Pass is a DropDesk monthly membership subscription primarily used by Teams where the Team Lead or Member purchases a DropDesk Pass of monthly hourly credits and [may] get discounts depending on the number of Credits negotiated By DropDesk for specific Host packages. Hosts can opt in/out to accepting DropDesk Pass. Hosts that offer Dropdesk Pass Packages may have their Venue marked as such so that DropDesk Pass holders can find Packages accepting DropDesk Pass. Hosts are opted in by default to offering additional DropDesk Pass. For more information on how we charge Service Fees see Section 3 below and our FAQ’s.
1.6 Creating and Managing Your Package. The DropDesk Platform provides tools that make it easy for you to set up and manage a Package. Your Package must include complete and accurate information about your Host Service, your price, other and any rules or requirements that apply to your Users or Package. You are responsible for keeping your Package information (including calendar availability) and content (like photos and video) up-to-date and accurate at all times. We recommend that you obtain appropriate insurance for your Host Services and suggest you carefully review policy terms and conditions including coverage details and exclusions.
1.7 Know Your Legal Obligations. You are responsible for understanding and complying with any laws, rules, regulations, and contracts with third parties that apply to your Venue, Package or Host Services. Some jurisdictions require Hosts to register, get a permit, or obtain a license before providing certain Host In some places, the Host Services you want to offer may be prohibited altogether. Check your local rules to learn what rules apply to the Host Services you plan to offer. Information we provide regarding legal requirements is for informational purposes only and you should independently confirm your obligations. You are responsible for handling and using personal data of Users and others in compliance with applicable privacy laws and these Terms, including your own privacy standards. If you have questions about how local laws apply you should always seek legal advice.
1.8 Your Responsibilities. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you allow to participate in providing your Host Services. You are responsible for setting your price and establishing rules and requirements for your Package. You must describe any and all fees and charges in your Package description and may not collect any additional fees or charges outside the DropDesk Platform.
1.9 Venue Marketing by DropDesk. If DropDesk accepts your Venue, any method or any medium that we deem appropriate in our sole discretion may be used to inform others of your Venue, your Packages or Host Services, including through e-mail, mobile applications, any form of social media, and any other type of distribution channel owned, affiliated, controlled or operated by or through DropDesk and through affiliates and third-party business partners as we deem fit. Your Venue will be visible to our Users and potential Users based on geographic data and other relevant data as determined by DropDesk unless your Package or Venue is marked as private. You hereby grant DropDesk a non-exclusive, worldwide, transferable, irrevocable, perpetual and sub-licensable license to use, copy, distribute, display and perform any trademarks, photographs, graphics, artwork, videos, sound clips, text, and other content or materials that you provide to DropDesk in your Venue Account (“Your Content”) in any and all media or formats in connections with DropDesk fulfillment of its rights and obligations under these Terms, including the promotion of Venues. DropDesk may, in our sole discretion, include you in any press releases regarding the Services described herein or identify you as a participating Venue and share the press release across all forms of social media.
1.10 Your Assumption of Risk. You acknowledge that hosting carries inherent risks and agree that you assume the entire risk arising out of your access to and use of the DropDesk Platform, offering Host Services, or any interaction you have with other Members whether in person or online. You agree that you have had the opportunity to investigate the DropDesk Platform and any laws, rules, regulations, or obligations that may be applicable to your Venue, Packages or Host Services and that you are not relying upon any statement of law made by DropDesk
1.11 Cancellations. If a User cancels a Booking, the amount paid to you is determined by the cancellation policy that applies to that Booking. As a Host, you should not cancel on a User without a valid reason. A Member can always cancel a Booking within 24 hours of Booking unless the reservation is for the same day.
1.12 Booking Modifications. Hosts and Users are responsible for any Booking Modifications they agree to make via the DropDesk Platform or direct DropDesk customer service to make on their behalf, and agree to pay any additional amounts, fees or taxes associated with a Booking Modification.
1.13 Host Taxes. As a host, you are responsible for determining and fulfilling your obligations under applicable laws to report, collect, remit, or include in your price any applicable VAT or other indirect taxes, occupancy taxes, tourist, income, or other taxes (“Taxes“).
1.14 Collection and Remittance of Taxes by DropDesk. In jurisdictions, if any, where DropDesk with express agreement on a case-by-case basis facilitates the collection and/or remittance of Taxes on behalf of Hosts, you instruct and authorize DropDesk or its agent Stripe Payments to collect Taxes on your behalf, and/or to remit such Taxes to the relevant Tax authority. Any Taxes that are collected and/or remitted by DropDesk are identified to Members on their transaction records, as applicable. DropDesk may seek additional amounts from Members (including by deducting such amounts from future payouts) if the Taxes collected and/or remitted are insufficient to fully discharge that Members’ tax obligations, and you agree that your sole remedy for Taxes collected by DropDesk is a refund from the applicable Tax authority. You acknowledge and agree that we retain the right, with prior notice to affected Members, to cease the collection and remittance of Taxes in any jurisdiction for any reason.
1.15 Tax Information. In certain jurisdictions, Tax regulations may require that we or our agent Stripe Payments collect and/or report Tax information about you, or withhold Taxes from payouts to you, or both. If you fail to provide us with documentation that we determine to be sufficient to support any such obligation to withhold Taxes from payouts to you, we may withhold payouts up to the amount as required by law, until sufficient documentation is provided. You agree that DropDesk may issue on your behalf invoices or similar documentation for VAT, GST, consumption or other Taxes for your Host Services to facilitate accurate tax reporting by you, our Users, and/or their organizations.
User Terms
2. Searching and Booking on DropDesk.
2.1 Searching. You can search for Host Services by using criteria like the type of Host Service, geographic location, dates, and number of Users. You can also use filters to refine your search results. Search results are based on their relevance to your search and other criteria.
2.2 Booking. When you book a Package, you are agreeing to pay all charges for your booking including the Package price, applicable fees like, DropDesk Service Fees, Taxes, and any other items identified during checkout (collectively, “Total Price”). You are also agreeing that DropDesk may charge the Payment Method (as defined in the Payment Terms) used to book the Package. You agree that we are authorized to immediately charge your Account for all fees and charges due and payable to DropDesk hereunder and that no additional notice or consent is required. When you receive the booking confirmation, a contract for Host Services (a “Booking”) is formed directly between you and the Host. In addition to these Terms, you will be subject to, and responsible for complying with, all terms of the Booking, including without limitation, the cancellation policy and any other rules, standards, policies, or requirements identified in the Package or during checkout that apply to the Booking. It is your responsibility to read and understand these rules, standards, policies, and requirements prior to booking a Package.
2.3 Bookings. A Booking is a limited license to enter, occupy, and use the Venue described in the Package. The Host retains the right to re-enter the Space during your use, to the extent: (i) it is reasonably necessary, (ii) permitted by your contract with the Host, and (iii) consistent with applicable law. If you stay past your allotted time, the Host has the right to make you leave in a manner consistent with applicable law, including by imposing reasonable overstay penalties. You may not exceed the maximum number of allowed Users.
2.4 Bookings for Other Host Services. A Host Service Booking entitles you to participate in, attend, or use that Host Service. You are responsible for confirming that you, and anyone you invite, meet minimum age, proficiency, fitness, or other requirements. You are responsible for informing the Host of any medical or physical conditions, or other circumstances that may impact your ability to participate, attend, or use the Host Service. Except where expressly authorized, you may not allow any person to join a Host Service unless they are included as an additional User during the booking process.
2.5 Damage to Property. As a User, you are responsible for leaving the Venue in the condition it was in when you arrived. By agreeing to these Terms, you acknowledge and agree that, as a User, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of other individuals you invite, or otherwise provide access to, a Venue.
2.6 Cancellations and Refunds. In general, if as a User you cancel a Booking, the amount refunded to you is determined by the cancellation policy that applies to that Booking. If a Host cancels a booking, a User is entitled to a full refund.
2.7 Booking Modifications. Users and Hosts are responsible for any booking modifications they agree to make via the DropDesk Platform or direct DropDesk customer service to make on their behalf (“Booking Modifications“), and agree to pay any additional amounts, fees, or taxes associated with any Booking Modification.
2.8 Your Responsibilities and Assumption of Risk. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you invite to join or provide access to any Venue, or other Host Service. For example, this means: (i) you are responsible for leaving a Venue (and related personal property) in the condition it was in when you arrived, (ii) you are responsible for paying all reasonable Damage Claim amounts necessary to cover damage that you, your User(s), or your pet(s) cause to a Venue, and (iii) you must act with integrity, treat others with respect, and comply with applicable laws at all times. If you are booking for an additional User who is a minor or if you bring a minor to a Host Service, you must be legally authorized to act on behalf of the minor and you are solely responsible for the supervision of that minor.
2.9 Your Assumption of Risk. You acknowledge that many activities carry inherent risks and agree that, to the maximum extent permitted by applicable law, you assume the entire risk arising out of your access to and use of the DropDesk Platform and any Content (as defined in Section 1.9), including your stay at any Venue, participation in any Host Service, or any other interaction you have with other Members whether in person or online. This means it is your responsibility to investigate a Host Service to determine whether it is suitable for you. For example, Host Services may carry risk of illness, bodily injury, disability, or death, and you freely and willfully assume those risks by choosing to participate in those Host Services.
3 DropDesk Pass, Monthly Subscriptions, Teams, Service Fees.
3.1 DropDesk Pass. If you have elected to Purchase DropDesk Hourly Pass Credits these can be utilized at Venues for Packages that have specifically opted in to accept DropDesk Pass. DropDesk Pass subscriptionsare automatically renewing subscriptions requiring recurring payments unless and until you cancel. A DropDesk Pass subscription grants you access to hourly credits to offset the cost of visits for a specific Package. Dropdesk Pass subscriptions are offered for a monthly fee payable at the start of the relevant period. By signing up for DropDesk Pass subscriptions and providing DropDesk with your payment account information, you agree that: (a) you will be charged your first DropDesk Pass subscriptions fee and any applicable taxes on the date you purchase your DropDesk Pass subscriptions; (b) you authorize DropDesk through its Stripe service provider to store your payment method for the purpose of executing future DropDesk auto-renewal transactions; (c) UNLESS YOU CANCEL, YOUR DROPDESK PASS AND OTHER MONTHLY RECURRING SUBSCRIPTIONS WILL AUTOMATICALLY RENEW AT THE END OF THE THEN-CURRENT SUBSCRIPTION PERIOD, and (d) AT THE TIME OF RENEWAL, DROPDESK WILL AUTOMATICALLY CHARGE THE THEN-CURRENT MEMBERSHIP FEE AND ANY APPLICABLE TAXES TO AN ELIGIBLE PAYMENT METHOD THAT WE HAVE ON FILE FOR YOU. If your payment details change, your card provider may provide us with updated card details. We may use these new details or details from other cards on file in order to help prevent any interruption to your DropDesk Pass subscriptions. If you would like to use a different payment method or if there is a change in payment method, you are required to update your billing information.
3.2 Teams. Teams use DropDesk Pass to manage groups of Team members where the Team Lead or Member purchases a DropDesk Pass of monthly hourly credits and [may] get discounts depending on the number of Credits negotiated By DropDesk for specific Host packages. Hosts can opt in/out to accepting DropDesk Pass. Hosts that offer DropDesk Pass Packages may have their Venues marked as such so that Teams and DropDesk Pass holders can find Venues accepting DropDesk Pass. Hosts are opted in by default to offering additional DropDesk Pass. For more information on Teams see our FAQ’s.
3.3 Cancellations: You can cancel your Dropdesk Pass subscriptions at any time through your account. You must cancel at least one (1) day before the next-scheduled subscription renewal date to avoid being charged for the next subscription period (e.g., if renewal date is January 10, you must cancel by 11:59:59 EST on January 9). Other monthly recurring Packages and subscriptions are cancellable only according to their respective terms.
3.4 Updates and Changes: Membership subscription prices and features may change in the future. If changes occur, you will be notified and provided with the opportunity to change your subscription before your Membership is renewed for another subscription term. Your continued use of the Services after the change becomes effective will constitute your full acceptance of the change in prices or features. If you do not wish to continue your Dropdesk Pass subscriptions with the new fees or features, you may cancel your Dropdesk Pass subscriptions within the specified notice period. Any Dropdesk Pass subscriptions will be subject to the terms and conditions in effect at the time you sign up, or each time your subscription automatically renews. DropDesk may also make such changes with respect to current Dropdesk Pass subscriptions. In that case, DropDesk will provide you with notice via email of the changes and when those changes will take effect. If you disagree with the changes to your current Dropdesk Pass subscriptions terms and conditions, you may cancel your Dropdesk Pass subscriptions and receive a refund of your subscription fee on a pro rata basis calculated from the end of the month during which you cancel the subscription.
3.5 No Transfer or Assignments, Cancellations by DropDesk and Host. Your DropDesk Pass subscriptions cannot be transferred or assigned. Hosts reserve the right to accept, refuse, suspend, or cancel your DropDesk Pass subscriptions at any time at their sole discretion. DropDesk reserves the right to suspend, or cancel the DropDesk Pass subscriptions, at any time in our sole discretion. If DropDesk or the Host cancels your Dropdesk Pass subscriptions, you will receive a refund of your subscription fee on a pro rata basis calculated from the end of the month during which your subscription was cancelled, unless DropDesk terminates your account or your DropDesk Pass subscriptions because it determines, at our sole discretion, that your actions or your use of the Services violates this Agreement or has harmed another User.
4 Third Party Marketplaces Powered by DropDesk
4.1 Specific Marketplaces. DropDesk allows for the creation of branded vertical specific marketplaces operated by DropDesk or operated by independent third parties but Powered by DropDesk. If you are an approved DropDesk Marketplace Partner permitted to use the Platform to operate your branded marketplace or a Member purchasing a Package though a Branded Marketplaces this Section applies to you.
4.2 Terms of Use for Marketplace Partners . As part of your application and approval process we will have agreed the respective roles and responsibilities and Service Fees in a separate agreement that may incorporate these Terms of Service. Branded Marketplaces fall into three categories; Branded Marketplaces owned operated and controlled by DropDesk (“ DD Branded Marketplaces”), Branded Marketplaces controlled by a Marketplace Partner to list Branded Packages but facilitated by DropDesk using the Platform (“MP Branded Marketplaces”), and Private Branded Marketplaces accessible only by members of the Private Branded Marketplace governed by separate Terms. All Packages can be marked Public in which case the Public Packages will be deemed DropDesk Packages.
4.3 DD Branded Marketplaces owned, operated, and powered by the DropDesk Platform. All Services are provided by DropDesk and any reference to the DD Branded Platform shall be deemed to be included in the definition of the DropDesk Platform and all these Terms of Service shall apply.
4.4 MP Branded Marketplaces controlled by a Marketplace Partner to list Branded Packages but facilitated by DropDesk using the Platform. Marketplace Partners are responsible for introducing Members and Venues and creating packages on the Platform. Packages may be private or public. Private Packages may only be seen by Members of the MP Branded Marketplace. All DropDesk Services including Booking confirmations, Payment Services shall be provided by the Platform under these Terms of Service to Users.
5 General Terms for Members and Hosts
5.1 Service Fees. DropDesk may charge Service Fees (and applicable Taxes) to Hosts and Users for the right to use the DropDesk Platform. More information about when Service Fees apply and how they are calculated can be found in our Fee FAQ’s . Except as otherwise provided on the DropDesk Platform, service fees are non-refundable. DropDesk reserves the right to change the Service Fees at any time and will provide Members notice of any fee changes before they become effective. Fee changes will not affect bookings made prior to the effective date of the fee change. If you disagree with a Service Fee change you may terminate this agreement at any time pursuant to these Terms.
5.2 Term. The agreement between you and DropDesk reflected by these Terms is effective when you access the DropDesk Platform (for example to create an Account) and remains in effect until either you or we terminate the agreement in accordance with these Terms.
5.3 Modification.DropDesk may modify these Terms at any time. When we make changes to these Terms, we will post the revised Terms on the DropDesk Platform and update the “Last Updated” date at the top of these Terms. The Terms will be in effect immediately after being posted on this page and thus you should check these Terms periodically. If you disagree with the revised Terms, you may terminate this agreement immediately as provided in these Terms. If you do not terminate your agreement before the date the revised Terms become effective, your continued access to or use of the DropDesk Platform will constitute acceptance of the revised Terms.
5.4 Termination. You may terminate this agreement at any time by sending us an email or by deleting your account. DropDesk may terminate this agreement and your account for any reason by giving you 30 days’ notice via email or using any other contact information you have provided for your account. DropDesk may also terminate this agreement immediately and without notice and stop providing access to the DropDesk Platform if you breach these Terms, our Rules or the Hosts rules and regulations, you violate applicable laws, or we reasonably believe termination is necessary to protect DropDesk, its Members, or third parties. If your account has been inactive for more than two years, we may terminate your account without prior notice.
5.5 Effect of Termination. If you are a Host and terminate your DropDesk account, any confirmed booking(s) will be automatically cancelled, and your Users will receive a full refund. If you terminate your account as a User, any confirmed booking(s) will be automatically cancelled, and any refund will depend upon the terms of the Reservation’s cancellation policy. When this agreement has been terminated, you are not entitled to a restoration of your account or any of your Content. If your access to or use of the DropDesk Platform has been limited, or your DropDesk account has been suspended, or this agreement has been terminated by us, you may not register a new account or access or use the DropDesk Platform through an account of another Member.
5.6 DropDesk’s Role. We offer you the right to use a platform that enables Members to publish, offer, search for, and book Host Services. While we work hard to ensure our Members have great experiences using DropDesk, we do not and cannot control the conduct of Users and Hosts. You acknowledge that DropDesk has the right, but does not have any obligation, to monitor the use of the DropDesk Platform and verify information provided by our Members. For example, we may review, disable access to, remove, or edit Content to: (i) operate, secure and improve the DropDesk Platform (including for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) address Content that we determine is harmful or objectionable; (v) take actions set out in these Terms; and (vi) maintain and enforce any quality or eligibility criteria, including by removing Packages that don’t meet quality and eligibility criteria. Members acknowledge and agree that DropDesk administers these issues in its sole discretion. Members agree to cooperate with and assist DropDesk in good faith, and to provide DropDesk with such information and take such actions as may be reasonably requested by DropDesk with respect to any investigation undertaken by DropDesk regarding the use or abuse of the DropDesk Platform. DropDesk is not acting as an agent for any Member except for where DropDesk acts as a collection agent as provided in the Payments Terms.
5.7 Member Accounts. You must register an account to access and use many features of the DropDesk Platform. Registration is only permitted for legal entities, partnerships and natural persons who are 18 years or older. You represent and warrant that you are not a person or entity barred from using the DropDesk Platform under the laws of the United States, your place of residence, or any other applicable jurisdiction. You must provide accurate, current, and complete information during registration and keep your account information up to date. You may not register more than one account or transfer your account to someone else. You are responsible for maintaining the confidentiality and security of your account credentials and may not disclose your credentials to any third party. You are responsible and liable for activities conducted through your account and must immediately notify DropDesk if you suspect that your credentials have been lost, stolen, or your account is otherwise compromised. If and as permitted by applicable law, we may, but have no obligation to (i) ask you to provide identification or other information, (ii) undertake checks designed to help verify your identity or background, (iii) screen you against third-party databases or other sources and request reports from service providers, and (iv) obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents.
5.8 Intellectual Property Rights. DropDesk IP. You acknowledge that DropDesk owns all right, title, and interest, including all intellectual property rights, in the DropDesk Site, trade name, logos, trademarks, and service marks, and any content, data, software, technology, tools, or business methods used by DropDesk to develop, promote, market, sell, generate, or distribute and otherwise perform under these Terms [collectively the “DropDesk IP”]. You understand that you may only use DropDesk’s name, trademarks, and logos solely to publicize to your customers and potential customers the fact that you are featuring your Venue through the Site or to your Team members using the Services. This limited right to use DropDesk’s branding is applicable only until the Termination of the Agreement. Notwithstanding the above, you shall not use or display the DropDesk IP in any manner that states or implies that DropDesk has endorsed you or your products or services. Any use of DropDesk IP shall comply with any DropDesk usage guidelines posted on the DropDesk Site. All goodwill and improved reputation in respect of and associated with the DropDesk IP shall inure to the sole benefit of DropDesk. Except as expressly set forth in these Terms, you have no right, license, title or interest in or to any DropDesk IP, and shall not use, distribute, transfer, copy, download, display, modify, perform or create derivative works of the DropDesk IP without the express written consent of DropDesk. You shall not translate, reverse engineer, decompile or disassemble the DropDesk IP. DropDesk has the right to revoke the rights sets forth in this Section upon written notice to you reserves all rights not specifically granted.
5.9 Disclaimer of Warranties. We provide the DropDesk Platform and all Content “as is” without warranty of any kind and we disclaim all warranties, whether express or implied. For example: (i) we do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any User, Host, Host Service, Listing or third party; (ii) we do not warrant the performance or non-interruption of the DropDesk Platform; and (iii) we do not warrant that verification, identity or background checks conducted on Packages or Members (if any) will identify past misconduct or prevent future misconduct. Any references to a Member or Listing being “verified” (or similar language) indicate only that the Member or Listing or DropDesk has completed a relevant verification or identification process and nothing else. The disclaimers in these Terms apply to the maximum extent permitted by law. If you have statutory rights or warranties we cannot disclaim, the duration of any such statutorily required rights or warranties, will be limited to the maximum extent permitted by law.
5.10 Limitations on Liability. Neither DropDesk (including its affiliates and personnel) nor any other party involved in creating, producing, or delivering the DropDesk Platform or any Content will be liable for any incidental, special, 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 (i) these Terms, (ii) the use of or inability to use the DropDesk Platform or any Content, (iii) any communications, interactions or meetings you may have with someone you interact or meet with through, or as a result of, your use of the DropDesk Platform, or (iv) publishing or booking of a Package, including the provision or use of Host Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not DropDesk has been informed of the possibility of such damage, even if a limited remedy set out in these Terms is found to have failed of its essential purpose. Except for our obligation to transmit payments to Hosts under these Terms, in no event will DropDesk’s aggregate liability for any claim or dispute arising out of or in connection with these Terms, your interaction with any Members, or your use of or inability to use the DropDesk Platform, any Content, or any Host Service, exceed: (A) to Users, the amount you paid as a User during the 6-month period prior to the event giving rise to the liability, (B) to Hosts, the amount paid to you as a Host in the 6-month period prior to the event giving rise to the liability, or (C) to anyone else, one hundred U.S. dollars (US$100). These limitations of liability and damages are fundamental elements of the agreement between you and DropDesk. If applicable law does not allow the limitations of liability set out in these Terms, the above limitations may not apply to you.
5.11 Indemnification. To the maximum extent permitted by applicable law, you agree to release, defend (at DropDesk’s option), indemnify, and hold DropDesk (including DropDesk Payments, other affiliates, and their personnel) 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: (i) your breach of these Terms (including any supplemental or additional terms that apply to a product or feature) or our Policies (ii) your improper use of the DropDesk Platform, (iii) your interaction with any Member, use of any Venue, or participation other Host Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, (iv) your failure, or our failure at your direction, to accurately report, collect or remit Taxes, or (v) your breach of any laws, regulations or third party rights such as intellectual property or privacy rights.
6 Contracting Entities, Law, Venue
6.1 Contracting Entities. Based on your country of residence or establishment and what you are doing on the DropDesk Platform, Schedule 1 below sets out the DropDesk entity with whom you are contracting. If we identify through the DropDesk Platform, a DropDesk entity other than the one set out on Schedule 1 as being responsible for a product, feature, or transaction, the DropDesk entity so identified is your contracting entity with respect to that product, feature or transaction. If you change your country of residence or establishment, the DropDesk company you contract with (as set out on Schedule 1) and the applicable version of the Terms of Service will be determined by your new country of residence or establishment, from the date on which your country of residence or establishment changes.
6.2 United States Governing Law and Venue. If you reside or have your place of establishment in the United States, these Terms will be interpreted in accordance with the laws of the State of New York and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the arbitration agreement in Section 9 must be brought in state or federal court in Nassau County, New York, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in Nassau County, New York.
7 Miscellaneous Provisions
7.1 Electronic Communications and Notices. You acknowledge that communications between the parties are often by electronic means. For contractual purposes, you hereby (a) consent to receive communications from DropDesk in an electronic form and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that DropDesk provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in writing. The foregoing does not affect your statutory rights. Any notice required or permitted hereunder shall be provided in writing, and shall be deemed delivered when (a) delivered by electronic mail to the then-current e-mail address in your Venue Account, or (b) regardless of whether or not actually received, when deposited in (i) the United States mail, postage prepaid, certified mail, return receipt requested, or (ii) a regional or national overnight courier service, addressed to the applicable party at any address you have provided and in DropDesk’s case, to 780 Long Beach Blvd, Long Beach, NY 11561, with a copy to the attention of the DropDesk Legal Department.
7.2 Force Majeure. Neither party shall be liable for any default or delay in the performance of its obligations under these Terms due to acts of God, terrorism, natural disasters, earthquakes, fire, riots, floods, and other similar events, to the extent such event is beyond the reasonable control of such party and only for the duration of such event.
7.3 Survival. These Terms will continue to apply even if you stop using the DropDesk Platform or terminate your DropDesk account.
7.4 Relationship of the Parties. The parties hereto acknowledge that they are independent contractors. Nothing in these Terms shall be deemed or construed by the parties hereto, nor by any third party, as creating a joint venture, partnership, franchise, employee/employer, or an agency relationship between the parties. Neither party has the authority, without the other party’s prior written approval, to bind or commit the other party in any way. You understand that DropDesk is not a vendor or co-vendor of your Host Services. Nothing herein shall create any lessor lessee relationship.
7.5 Entire Agreement. These Terms constitute the entire understanding between the parties hereto and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter. No part of these Terms may be amended or modified except by mutual written agreement of the parties. In the event of a conflict between these Terms and the terms of your Venue, these Terms shall govern.
7.6 Captions. The captions used in this Agreement are for the convenience of the drafter only and will not be interpreted to enlarge, contract, or alter the terms and provisions of this Agreement.
7.7 Severability. If any term or provision of these Terms is held to be void or unenforceable, that term or provision will be severed from this Agreement, the remainder of the Agreement will survive, and the balance of this Agreement will be reasonably construed to carry out the intent of the drafter as evidenced by the term of this Agreement.
7.8 Waiver of Contractual Right. The failure of either party to enforce any provision of these Terms shall not be construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement.
7.9 Third-Party Services. The Platform may contain links to third-party websites, applications, services or resources (“Third-Party Services”) that are subject to different terms and privacy practices. DropDesk is not responsible or liable for any aspect of such Third-Party Services and links to such Third-Party Services are not an endorsement.
7.10 Google Terms. Some translations on the Platform are powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement. Some areas of the Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
7.11 Apple Terms. If you access or download our application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement
8 Resolving Complaints and Damage Claims.
8.1 If a Member provides valid evidence that you, your User(s), or your pet(s)damaged the complaining Member’s real or personal property, the complaining Member is responsible for, including consequential damages, (“Damage Claim“), the complaining Member can notify DropDesk and/or seek compensation from the User. You will be notified of the Damage Claim and given an opportunity to respond. If you agree to pay, or if the Damage Claim is escalated to DropDesk and DropDesk determines in its sole discretion that the Damage Claim is valid and you are responsible for the Damage Claim, DropDesk can collect the amount of the Damage Claim from you. You agree that DropDesk may seek to recover from you under any insurance policies you maintain and that DropDesk may also pursue against you any remedies it may have available under applicable law, including referral of the matter to a collections agency, and/or pursuit of available causes of action and/or claims against you. You agree to cooperate in good faith, provide any information DropDesk requests, execute documents, and take further reasonable action, in connection with Damage Claims, Member complaints, claims under insurance policies, or other claims related to your provision or use of Host Services.
8.2 Member Violations. If (i) you breach these Terms, or our Policies (ii) you violate applicable laws, regulations, or third-party rights, or (iii) DropDesk believes it is reasonably necessary to protect DropDesk, its Members, or third parties; DropDesk may, with or without prior notice:
- suspend or limit your access to or use of the DropDesk Platform and/or your account;
- suspend or remove Packages, Reviews, or other Content;
- cancel pending or confirmed bookings; or
- suspend or revoke any special status associated with your account.
For minor violations or where otherwise appropriate as DropDesk determines in its sole discretion, you will be given notice of any intended measure by DropDesk and an opportunity to resolve the issue. You may appeal actions taken by us under this Section by contacting customer service. If a Booking is cancelled under this Section, the amount paid to the Host will be reduced by the amount we refund or otherwise provide to the User, and by any other costs we incur as a result of the cancellation. DropDesk may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body, including the measures described above in Section.
9 United States Dispute Resolution and Arbitration Agreement
9.1 Application. This Arbitration Agreement only applies to you if your country of residence or establishment is the United States. If your country of residence or establishment is not the United States, and you nevertheless attempt to bring any legal claim against DropDesk in the United States, this Arbitration Agreement will apply for determination of the threshold issue of whether this Section 9 applies to you, and all other threshold determinations, including residency, arbitrability, venue, and applicable law.
9.2 Overview of Dispute Resolution Process. DropDesk is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom this Section 9 applies: (1) an informal negotiation directly with DropDesk’s customer service team (described in paragraph 9.3, below), and if necessary (2) a binding arbitration administered by the American Arbitration Association (“AAA”).
9.3 Mandatory Pre-Arbitration Dispute Resolution and Notification. At least 30 days prior to initiating an arbitration, you and DropDesk each agree to notify the other party of the dispute in writing and attempt in good faith to negotiate an informal resolution. You must send your notice of dispute to DropDesk by mailing return receipt requested to DropDesk. DropDesk will send its notice of dispute to the email address associated with your DropDesk account. A notice of dispute must include: the party’s name and preferred contact information, a brief description of the dispute, and the relief sought. If the parties are unable to resolve the dispute within the 30-day period, only then may either party commence arbitration by filing a written Demand for Arbitration (available at www.adr.org) with the AAA and providing a copy to the other party as specified in the AAA Rules (available at www.adr.org).
9.4 Agreement to Arbitrate. You and DropDesk mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or any use of the DropDesk Platform, Host Services, or any Content (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and DropDesk agree that the arbitrator will decide that issue.
9.5 Exceptions to Arbitration Agreement. You and DropDesk each agree that the following causes of action and/or claims for relief are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction (as defined by Section 6): (i) any claim or cause of action alleging actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) any claim or cause of action seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack); or (iii) a request for the remedy of public injunctive relief; or (iv) any individual claim of sexual assault or sexual harassment arising from your use of the DropDesk Platform or Host Services. You and DropDesk agree that the remedy of public injunctive relief will proceed after the arbitration of all arbitrable claims, remedies, or causes of action, and will be stayed pending the outcome of the arbitration pursuant to section 3 of the Federal Arbitration Act.
9.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and the Federal Arbitration Act governs all substantive and procedural interpretation and enforcement of this provision. The arbitration will be administered by the arbitrator in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules“) then in effect, except as modified here. The AAA Rules are available at www.adr.org. In order to initiate arbitration, a completed written demand (available at www.adr.org) must be filed with the AAA and provided to the other party, as specified in the AAA rules.
9.7 Modification to AAA Rules – Arbitration Hearing/Location. In order to make the arbitration most convenient to you, DropDesk agrees that any required arbitration hearing may be conducted, at your option: (a) in Nassau County, New York; or (b) via phone or video conference. If the amount in controversy is $5,000 or less, the parties agree to proceed solely on the submission of documents to the arbitrator.
9.8 Modification of AAA Rules – Attorney’s Fees and Costs. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules. Either party may make a request that the arbitrator award attorneys’ fees and costs upon proving that the other party has asserted a claim, cross-claim or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, as allowed by applicable law and the AAA Rules.
9.9 Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award any relief allowed by law or the AAA Rules, but declaratory or injunctive relief may be awarded only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
9.10 Jury Trial Waiver. You and DropDesk acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
9.11 No Class Actions or Representative Proceedings. You and DropDesk acknowledge and agree that, to the fullest extent permitted by law, we are each waiving 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 or consolidated proceeding. Unless we agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If there is a final judicial determination that applicable law precludes enforcement of the waiver contained in this paragraph as to any claim, cause of action or requested remedy, then that claim, cause of action or requested remedy, and only that claim, cause of action or requested remedy, will be severed from this agreement to arbitrate and will be brought in a court of competent jurisdiction. In the event that a claim, cause of action or requested remedy is severed pursuant to this paragraph, then you and we agree that the claims, causes of action or requested remedies that are not subject to arbitration will be stayed until all arbitrable claims, causes of action and requested remedies are resolved by the arbitrator.
9.12 Severability. In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision will be severed and the remainder of the Arbitration Agreement will be given full force and effect.
9.13 Changes to Agreement to Arbitrate. If DropDesk changes this Section 9 after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject that change by sending us written notice (including by email) within 30 days of the date the change is effective. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and DropDesk (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and DropDesk.
SCHEDULE 1
United States DropDesk LLC -NY
SCHEDULE 2
Schedule 2 DropDesk Payment Terms
1 DropDesk Payment Terms
1.1 Payment processing services for Users and Hosts on DropDesk are provided by Stripe and are subject to these Terms and the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”) where applicable depending on the DropDesk Services used. By agreeing to these Terms or continuing to use the DropDesk Platform, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of DropDesk enabling payment processing services through Stripe, you agree to provide DropDesk accurate and complete information about you and your business, and you authorize DropDesk to share it and transaction information related to your use of the payment processing services provided by Stripe.
1.2 User Terms
1.2.1 Adding a Payment Method. When you add a Payment Method to your DropDesk account, you will be asked to provide billing information such as name, billing address, and financial instrument information either to DropDesk’s third-party payment processor(s). You authorize DropDesk’s to collect and store your Payment Method information
1.2.2 Payment Method Verification. When you add or use a new Payment Method, DropDesk may verify the Payment Method. We may, and retain the right to, initiate refunds of these amounts from your Payment Method. When you add a Payment Method during checkout, we will automatically save and add a representation of that Payment Method to your DropDesk account so it can be used for a future transaction.
1.2.3 Payment Authorization. You allow DropDesk to charge your Payment Method (including charging more than one payment method), either directly or indirectly, for all fees due (including any applicable taxes) in connection with your DropDesk Membership Account, including Damage Claim amounts in accordance with these Terms.
1.2.4 Automatic Update of Payment Method. If your Payment Method’s account information changes (e.g., account number, routing number, expiration date) as a result of re-issuance or otherwise, we may acquire that information from our financial services partners or your bank and automatically update your Payment Method on file.
1.2.5 Timing of Payment. DropDesk generally charges the Total Price at the time of your booking request or after the Host accepts your booking request, if applicable. DropDesk may offer alternative options for the timing and manner of payment. If DropDesk is unable to collect the Total Price due, DropDesk will collect the Total Price due at a later point in accordance with Section 4. Once the payment for your requested booking is successfully completed, you will receive a confirmation email.
1.2.6 Currency. DropDesk will process each transaction in the currency you select via the DropDesk Platform. The currencies available to make payments may be limited for regulatory or operational reasons based on factors such as your selected Payment Method, your country of residence, and/or your DropDesk contracting entity(ies). Any such limitations will be communicated via the DropDesk Platform, and you will be prompted to select a different currency or Payment Method. Note that if your DropDesk contracting entity’s location is different than the country of your Payment Method, or your selected currency is different than your Payment Method’s billing currency, your payment may be processed outside of your country of residence. As a result, certain fees may apply and the amount listed on your card statement may be different from the amount shown at checkout. For example, if you make a booking using a U.S. issued card, but select Euro as your currency, your payment may be processed outside the U.S., and banks and credit card companies may impose international transaction fees and foreign exchange fees. In addition, if you select to pay with a currency that is different than your Payment Method’s billing currency, your bank or credit card company may convert the payment amount to your billing currency associated with your Payment Method, based on an exchange rate and fee amount determined solely by your bank. DropDesk is not responsible for any such fees and disclaims all liability in this regard. Please contact your bank or credit card company if you have any questions about these fees or the applicable exchange rate.
1.2.7 Booking Request Status. If a requested Booking is declined because it is not accepted by the Host, you cancel the booking request before it is accepted by the Host, or DropDesk cancels the booking, any amounts collected by DropDesk and due to you will be refunded to you, and any pre-authorization of your Payment Method will be released (if applicable).
1.2.8 Payment Restrictions. DropDesk reserves the right to decline or limit payments that we believe (i) may violate DropDesks’ risk management policies or procedures, (ii) may violate these Payments Terms or the Terms (iii) are unauthorized, fraudulent, or illegal; or (iv) expose you, DropDesk, DropDesk’s payment processor, or others to risks unacceptable to DropDesk.
1.2.9 Payment Service Providers. Payment Methods may involve the use of third-party payment service providers. These payment service providers may charge you additional fees when processing payments in connection with the Payment Services, and DropDesk is not responsible for any such fees and disclaims all liability in this regard. Your Payment Method may also be subject to additional terms of use. Please review them before using your Payment Method.
1.2.10 Your Payment Method, Your Responsibility. DropDesk is not responsible for any loss suffered by you because of incorrect Payment Method information provided by you.
2 Host Payments
2.1 Payment Collection. DropDesk generally collects the Total Price of a booking or at the time the User’s booking request is accepted by the Host, unless noted otherwise.
2.2 Valid Payout Method. In order to receive a Payout you must have a valid Payout Method linked to your DropDesk account. When you add a Payout Method to your DropDesk account, you will be asked to provide information such as name, government identification, tax ID, billing address, and financial instrument information to DropDesk or DropDesk’s third-party payment processor(s). Depending on the Payout Method selected additional information may be required, such as: residential address, name on the account, account type, routing number, account number, email address, payout currency, identification number and account information associated with a particular payment processor. Providing requested information is required for a Payout Method to be valid. The information DropDesk requires for a valid Payout Method may change, and DropDesk may request additional information at any time; failing to provide requested information may result in DropDesk temporarily placing a hold, suspending, or cancelling any Payout until the information is provided and, if necessary, validated. You authorize DropDesk and its payment processor to collect and store your Payout Method information. DropDesk may also share your information with governmental authorities as required by applicable law.
2.3 Timing of Payout
2.3.1 Subject to and conditional upon successful receipt of the payments from User, DropDesk Payments will generally initiate Payouts to your selected Payout Method at the time specified via the DropDesk Platform. For Bookings of twenty-eight (28) days or more, DropDesk will generally initiate payouts every 30 days after the initial payout, for the duration of the reservation.
2.3.2 DropDesk may offer you a different Payout time or trigger for payment, which may be subject to additional terms and conditions. The time it takes to receive Payouts once released by DropDesk may depend upon the Payout Method you select.
2.4 Payout. Your Payout for a booking will be the Total Price less applicable fees like DropDesk Service Fees and applicable taxes. In the event of cancellation of a confirmed Booking, DropDesk will remit the amount you are due (if any) as provided in these Terms and applicable cancellation policy.
2.5 Payout Restrictions. DropDesk may temporarily place a hold, suspend, or cancel any Payout for purposes of preventing unlawful activity or fraud, risk assessment, security, or completing an investigation; or if we are unable to verify your identity, or to obtain or verify requested information. Furthermore, DropDesk may temporarily place a hold on, suspend, or delay initiating or processing any Payout due to you under these Terms as a result of high volume Booking cancellations or modifications arising from a Force Majeure Event (as defined below).
2.6 Currency Conversion. DropDesk will remit your Payouts in the currency you select via the DropDesk Platform. The currencies available may be limited for regulatory or operational reasons based on factors such as your selected Payout Method, your country of residence, and/or your DropDesk contracting entity(ies). Any such limitations will be communicated via the DropDesk Platform, and you will be prompted to select a different currency or Payout Method. Note that payment service providers may impose transaction, currency conversion or other fees based on the currency or Payout Method you select, and DropDesk is not responsible for any such fees and disclaims all liability in this regard.
2.7 Limits on Payouts. For compliance or operational reasons, DropDesk may limit the amount of a Payout. If you are due an amount above that limit, DropDesk may make a series of Payouts (potentially over multiple days) in order to provide your full Payout amount.
2.8 Payment Service Providers. Payout Methods may involve the use of third-party payment service providers like Stripe. These payment service providers may charge you additional fees when processing Payouts in connection with the Payment Services (including deducting charges from the Payout amount), and DropDesk is not responsible for any such fees and disclaims all liability in this regard. Your Payout Method may also be subject to additional terms of use. Please review them before using your Payout Method.
2.9 Handling of Funds. DropDesk may combine amounts that it collects from Users and invest them as permitted under applicable laws. DropDesk will retain any interest it earns on those investments.
2.10 Your Payout Method, Your Responsibility. DropDesk is not responsible for any loss suffered by you as a result of incorrect Payout Method information provided by you.
3 Appointment of DropDesk Payments as Limited Payment Collection Agent
3.1 Each Host, including each Host team member, hereby appoints DropDesk as the Host’s payment collection agent solely for the limited purpose of accepting and processing funds from Users purchasing Host Services on the Host’s behalf.
3.2 Each Host, including each Host team member, agrees that payment made by a User through DropDesk, shall be considered the same as a payment made directly to the Host, and the Host will provide the Host Service booked by the User in the agreed-upon manner as if the Host has received the payment directly from the User. Each Host agrees that DropDesk may refund the User in accordance with these Terms. Each Host understands that DropDesk’s obligation to pay the Host is subject to and conditional upon successful receipt of the associated payments from User. DropDesk guarantees payments to Host(s) only for such amounts that have been successfully received by DropDesk from Users in accordance with these Payments Terms. In accepting appointment as the limited payment collection agent of the Host, DropDesk Payments assumes no liability for any acts or omissions of the Host.
3.3 Each User acknowledges and agrees that, notwithstanding the fact that DropDesk is not a party to the agreement between you and the Host(s), including each Host team member, DropDesk acts as each Host’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Host(s). Upon a User’s payment of the funds to DropDesk, the User’s payment obligation to the Host(s) for the agreed upon amount is extinguished, and DropDesk is responsible for remitting the funds successfully received by DropDesk to the Host(s) in the manner described in these Payments Terms. In the event that DropDesk does not remit any such amounts, the Host(s) will have recourse only against DropDesk and not the User directly.
4 Collections
4.1 If DropDesk is unable to collect any amounts you owe under the Terms and these Payments Terms, DropDesk may engage in collection efforts to recover such amounts from you.
4.2 You hereby explicitly agree that all communications in relation to amounts owed will be made by electronic mail or by phone, as provided to DropDesk by you. Such communications may be made by DropDesk, DropDesk Payments, or by anyone on their behalf, including but not limited to a third-party collection agent.
5 Payment Processing Errors
5.1 DropDesk will take the necessary steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the original Payout Method or Payment Method used or selected by you, so that you end up receiving or paying the correct amount. This may be performed by DropDesk or a third party such as your financial institution. We may also take steps to recover funds sent to you in error (including but not limited to an event of duplicate payments made to you due to a processing error), by reducing, setting off and/or debiting the amount of such funds from any future Payouts owed to you.
5.2 To the extent you receive any funds in error, you agree to immediately return such funds to DropDesk.
