1. Site and Services. DropDesk LLC [“DropDesk”] allows a user [“you” or “User”] to book workspaces, attend events, and communicate [the “Services”] via our website and mobile application [the “Site”].
2. Payments. Users may elect to either purchase on-demand packages [“On-Demand Package”] or a subscription to DropDesk [the “Monthly Membership”] to access DropDesk venues [the “Venues”]. The On-Demand Package allows the User to purchase a specific package on the marketplace with cash or credits, a day-pass, week-pass or month-pass, etc., for use at the Venues. The Monthly Membership permits a designated amount of uses at varying Venues for a specified monthly fee. There will be no refunds of any payments unless otherwise indicated by DropDesk. You are responsible for all payments and in the event of any chargeback or other non-acceptance of your payment method, you will have full liability for the payments and any and all associated fees.
3. Term. These Terms are effective on the date in which you first create your Membership Account and will remain in effect until you deactivate your Membership Account or if DropDesk cancels your Membership Account. Any clauses that would naturally survive deactivation or cancellation shall survive.
4. Notices. Notices, if any, will be made to User via posting information on the site or via the email address associated with the User’s Membership Account.
5. User Responsibility for Membership Account. You understand and agree that you are solely responsible for all activities that occur under your Membership Account and for maintaining the confidentiality and privacy of your password. You agree to accept responsibility for any activities that result from unauthorized use of your Membership Account. You understand and agree that DropDesk will not be held liable for any loss or damage arising from your failure to manage your Membership Account or any errors or omissions therein. DropDesk reserves the right to refuse use of our Services and/or access to our Site to you at any time whatsoever without notice for any reason.
6. Use of Site. You represent that you are of legal age to form a binding contract and have full power, capacity and authority to accept these Terms. You are solely responsible for any material posted by you through your Membership Account on our Site and agree that any liability or harm resulting therefrom is solely your liability and you will indemnify and hold harmless DropDesk.
7. Content. You will not use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, “scrape”, or in any way reproduce or circumvent the navigational structure of the Site or its contents. You will not interfere with or disrupt our Site’s services, or the servers or networks connected to our services or the Site. You will not attempt to recreate any part of the Site. You will not modify, copy, distribute, adapt, frame, reproduce, republish, download, display, post, transmit, sell or reverse engineer, in any form or by any means, any content, in whole or in part, found on this Site without permission.
9. Independent Venues. You expressly agree and understand that DropDesk does not represent the Venues found on our Site and that any links to other websites (“Linked Sites”) and the Venues are not under the control of DropDesk and DropDesk is not responsible for the contents of or services provided by any Linked Sites or Venues. You expressly agree that DropDesk can market to you via our Site including marketing any Linked Site and any additional services or goods for purchase.
10. Venue Availability. You understand that DropDesk cannot guarantee the availability of any Venue or services and that all Venues and services are “as-is”. You expressly agree to abide by any rules, regulations or guidelines of each Venue that you book and agree to be solely liable for any non-compliance, and any damages or liability to the Venue caused by your actions, inactions and breach of these Terms. You will behave in an appropriate manner and will not do or attempt to do anything illegal at any Venue. You will at all times follow these Terms while at any Venue. In the event of a dispute between yourself and the Venue, you may notify DropDesk via the Site, and DropDesk in their sole discretion may elect to mediate the dispute. Nothing herein is intended or shall create any landlord-tenant relationship between yourself and DropDesk or yourself and the Venue. You agree the DropDesk and/or the Venues can and may use appropriate security measures to ensure safety and the security of each Venue including the use of video monitoring and/or requiring identification before entering a Venue. You agree not to attempt to circumvent DropDesk in any way by booking your use of a Venue directly with the Venue and/or without DropDesk.
11. Intellectual Property. All copyrighted works, trademarks, service marks, trade dress or other intellectual property found in any texts, images, illustrations, designs, icons, photographs, video clips, sound clips, or any other materials found on the Site (collectively, the “Contents”) are owned, licensed by, used with permission, or otherwise lawfully used by DropDesk. DropDesk’s Site as a whole is protected by copyright and trade dress, all worldwide right, title and interest in and to which is owned by DropDesk or a subsidiary or partner thereof. DropDesk does not intend to suggest any affiliation with or endorsement of any third party whose trademark or trade dress appears on our Site.
12. DISCLAIMER OF ALL WARRANTIES. ALL DATA AND INFORMATION FEATURED ON THIS SITE IS PROVIDED ON A STRICTLY “AS-IS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE, ACCURACY, COMPLETENESS, TRUTH, CURRENCY OR RELIABILITY.
IN PARTICULAR, DROPDESK, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS, DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES AND/OR CREATION OF A MEMBERSHIP ACCOUNT WILL BE ACCURATE AND RELIABLE, AND (D) THAT DEFECTS IN THE OPERATIONS OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL NOT EXIST NOR BE FIXED.
13. Limitation of Liability. DropDesk, its members, owners, employees, subsidiaries, affiliates, etc. or its licensors shall not be liable for any direct, incidental, consequential, special, indirect or punitive damages arising out of your access, or any other party’s access, to our Site and use of our Services. To the maximum extent allowed by applicable law, DropDesk shall have no liability or responsibility for any errors, omissions, or inaccuracies in the content on the Site or information flowing through our Site or use of its Services. You understand and agree that DropDesk, its members, owners, employees, subsidiaries, affiliates, etc., or licensors will not be liable for any damages that you or your third-party invitees, including, but not limited to, your employees, agents, or clients, incur at the Venue, including but not limited to, bodily injury; loss, theft or destruction of your personal property; other monetary losses; illness, incapacitation or death.
14. Assumption of Risk. You acknowledge that your use of our Site and Services is at your own risk. We are not responsible for any financial or other obligation that may arise between you and any other member or venue on the Site.
15. Waiver and Release. You hereby agree to waive any rights of recovery, under any theory of law, that you may have against DropDesk and to release DropDesk from any claim on account of your use of the Site or Services. Any potential recovery is limited to your Membership Fee, if any, or the one-time booking or service fee incurred by you. Notwithstanding DropDesk’s express disclaimer of any liability, any actions brought against DropDesk in connection with these Terms and Service must be commenced within one (1) year from the date of the incident or you expressly agree to waive your ability to bring an action. You expressly agree to waive any rights to a class action.
18. Transfer/Assignment. You agree that DropDesk may assign or transfer its rights in this Site to a third party, including all of our rights and obligations with respect to you.
19. Severability. If any part of this Agreement shall be determined to be invalid or unenforceable by a court of competent jurisdiction or by any other legally constituted body having jurisdiction to make such determination, the remainder of this Agreement shall remain in full force and effect.
20. Captions. The captions herein are inserted only as a matter of convenience and in no way define, limit, describe or otherwise affect the scope or interpretation of this Agreement.