Terms of use

ZENCITY TERMS OF USE

Terms of use

Welcome to the Zencity Service (defined below). By using our Service, you are agreeing to this Agreement and these Terms of Use (defined below). Please read them carefully.

These Terms of Use were last updated on April 14th 2020.

Acceptance of terms of use

This Terms of Use Agreement (“Agreement”) is made by and between Zencity, Inc. (hereinafter “Zencity” “we” or “us” or “our”), a Delaware corporation, and you, the user (“you”, “your” or “User”). Zencity owns and operates the website http://www.livezencity.com/, the mobile and touch versions of such site, any sites we have now or in the future that reference this Agreement, and any other services provided by us, such as those listed in Section 1 “About the Service” (collectively, the “Service”).

This Agreement contains the terms and conditions that govern the use of the Service. Please read this Agreement carefully before accessing or using the Service.

In addition, certain areas of the Service may be subject to additional terms of use that we make available for your review. By using such areas, or any part thereof, you are expressly indicating that you have read and agree to be bound by the additional terms of use applicable to such areas. In the event that any of the additional terms of use governing such area conflict with this Agreement, the additional terms will control.

The most current version of this Agreement can be reviewed by going to Zencity Privacy Policy. You are hereby put on notice that you are obligated to periodically review this document to make yourself aware of any changes hereto and any continued use of the Service shall constitute your acceptance thereof.

The Privacy Policy, together with this Agreement, and any other terms contained herein or incorporated herein by referenced, are collectively rereferred to as the “Terms of Use.” The term “using” also includes any person or entity that accesses or uses the Service with crawlers, robots, data mining, or extraction tools or any other functionality.

For European Users, these Terms of Use shall control unless specific information is provided herein to the contrary. Please carefully read the provisions that specifically relate to your legal rights, remedies and obligations. Please note: Section 24 of this Agreement contains an arbitration clause and class action waiver that applies to all claims brought against Zencity and/or any of our affiliates, including our subsidiaries, in the United States. It affects how disputes with Zencity and/or any of our affiliates, including our subsidiaries, are resolved. By accepting this Agreement and/or these Terms of Use, you agree to be bound by this arbitration clause and class action waiver. Additionally, some jurisdictions do not allow the disclaimer or warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you. Please read it carefully.

European Users can access the European Commission’s online dispute resolution platform here: http://ec.europa.eu/consumers/odr. Please note that Zencity is not committed nor obliged to use an alternative dispute resolution entity to resolve disputes with consumers.

PLEASE REVIEW THE FOLLOWING SECTIONS OF THESE TERMS OF USE CAREFULLY: (A) DISCLAIMER & LIMITATION OF LIABILITY, (B) INDEMNITY, AND (C) DISPUTES.

BY CLICKING THE "I AGREE" BUTTON OR BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH OR USE ANY PART OF THIS SERVICE, OR OTHER ZENCITY SOFTWARE, SERVICES, WEBSITES, OR CONTENT (COLLECTIVELY THE "SERVICES"), YOU AGREE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT. YOU ALSO AGREE TO OUR PRIVACY POLICY, INCORPORATED HEREIN BY REFERENCE AND LOCATED AT ZENCITY PRIVACY POLICY.

IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT ACCESS OR USE ANY PART OF THIS SERVICE. ZENCITY RESERVES THE RIGHT, WITH OR WITHOUT NOTICE, TO MAKE CHANGES TO THIS AGREEMENT AT ZENCITY'S SOLE DISCRETION. CONTINUED USE OF ANY PART OF THIS SERVICE OR THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES.

  1. About the Service. The “Service” is a platform through which we provide information on physical properties managed, owned, licensed, leased, rented, and/or developed by us or any of our affiliates, including our subsidiaries (each a “Property” and collectively the “Properties”). You may use the Service to make legitimate reservations for certain Properties for short-term or longer-term rentals and to obtain from us our express permission for you to use such Properties for a certain period of time, in all cases, only in accordance with the terms and conditions of this Agreement. The “Service” excludes any and all Properties, but includes services provided by us to you in connection with your permitted use of the Properties, whether you reserve such Properties directly from us or a third party.

  2. Access to the Service. The Service is not intended for children under the age of 13 (or applicable age in your country or jurisdiction) and children under 13 (or applicable age in your country or jurisdiction) should not use the Service. As a condition of your use of the Service, you agree that you are at least 18 years old or a duly organized, validly existing business, organization or other legal entity in good standing under the laws of the country you are established; you are able to create a binding legal obligation; and you are not barred from receiving products or services under applicable law. To access this Service, Service resources, links or other content, you may be asked to register an account, and provide certain registration details or other information. It is a condition of your use of this Service that all the information you provide will be correct, current, and complete. If Zencity believes the information you provide is not correct, current, or complete, Zencity has the right to deny access to this Service, or to any of its resources, and to terminate or suspend your access at any time. Zencity retains the right, at our sole discretion, to deny service or use of the Service or an account to anyone at any time and for any reason. While we use reasonable efforts to keep the Service and your account accessible, the Service and/or your account may be unavailable from time to time. You understand and agree that there may be interruptions in service or events, Service access, or access to your account due to circumstances both within our control and outside of our control.

  3. Applicable Use. You may use this Service only for purposes expressly permitted by this Agreement. As a condition of your use of Zencity's Service, you warrant to Zencity that you will not use the Service for any purpose that is unlawful, immoral, or otherwise prohibited by these terms, conditions, and notices. This Agreement is not a lease or residential tenancy agreement, and does not convey or otherwise transfer or provide any property, legal, or beneficial rights or interest in real estate to you. Unless otherwise agreed to by Zencity, you are not a tenant of, and have not been granted exclusive possession of, any of the Properties. For reservations of Properties lasting longer than twenty-four (24) days, Zencity may require Users enter into a sublease agreement.

  4. Fees and Payment. Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are non-refundable, unless expressly provided otherwise in writing by us.

    1. Fees. We reserve the right to determine pricing for the Service and any products we offer for sale or Properties that you may reserve through the Service. We will make reasonable efforts to keep pricing information published on our website up to date. We encourage you to check our website periodically for current pricing information. We may change any of this pricing information (including by adding applicable fees or charges) at any time prior to your completing a reservation and will give you notice of the applicable pricing information prior to completion of such reservation. We, in our sole discretion, may make promotional offers with different features and different pricing to any of our customers. These promotional offers, unless made to you, will not apply to you or this Agreement.

    2. Currency. If you request a reservation, you will be notified of the currency in which you will be charged. This currency will be determined by us based on the Applicable Payment Method (defined in Section 4.3) and the location of the Property that you are reserving. For your convenience and if the currency you will be charged in is not the same as the currency applicable in your country, we may provide you with an indication of how much the price would approximately be in your own currency. Such indication is merely indicative, not binding, and will depend on the applicable exchange rate of the day. You acknowledge that the applicable exchange rate used for currency conversion processing may not be identical to the applicable market rate in effect at the specific time such processing occurs because: (i) we update the applicable exchange rate on a regular, but not real-time, basis; and (ii) the applicable exchange rate may include an incremental cost or margin that is not included in the applicable market rate.

    3. Authorization. You authorize us to charge all applicable sums (including any applicable security deposits and cleaning fees) for the reservations and/or purchases that you make through the Service and, in accordance with Sections 9 and 10, for the Damaged Property Fee (defined in Section 10), including all applicable taxes (e.g., goods and services tax, sales tax, value added tax, city taxes, hotel and occupancy tax, etc.), to the payment method specified in your account or that you otherwise indicate when you submit such reservation and/or purchase order to us (the “Applicable Payment Method”). Additionally, if the Applicable Payment Method is a credit card, then: (a) we may seek pre-authorization of your credit card account prior to your reservation or purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your reservation or purchase, or any potential Damaged Property Fee that may apply; and (b) you authorize us to place a hold on such credit card for sums sufficient to cover any applicable Damaged Property Fee and any other fees that you owe us under this Agreement.

    4. Cancellations. We will charge all applicable sums for the reservations that you make through the Service at the time such reservations are requested. You may cancel a completed reservation at any time, subject to the version of our cancellation policy posted on our website and effective at the time your reservation was completed. In Zencity’s sole discretion, you may be entitled to a penalty free, partial or total refund if you cancel your completed reservation at least One Hundred Twenty (120) hours before check-in at 3:00PM local time, subject to the version of our cancellation policy posted on our website and effective at the time your reservation was completed. Our cancellation policy is available online. If you repeatedly cancel confirmed reservations, we reserve the right in our sole discretion to temporarily or permanently suspend or terminate your access to the Service. YOU ACKNOWLEDGE AND AGREE THAT IF YOU REQUEST OR COMPLETE A RESERVATION FOR ONE OF OUR PROPERTIES THROUGH A THIRD PARTY OR THIRD-PARTY WEBSITE, STRICTER CANCELLATION POLICIES MAY APPLY. PLEASE REVIEW SUCH THIRD PARTY POLICIES BEFORE SUBMITTING YOUR RESERVATION REQUEST AND MAKE SURE YOU AGREE WITH THE APPLICABLE CANCELLATION PERIOD.

    5. Alternative Accommodations. In the event that the Booked Property (defined in Section 9) becomes unavailable for the whole or any part of the Period of Occupancy (defined in Section 9), we will endeavor to arrange for suitable alternative accommodations during the Period of Occupancy. If we are unable to find suitable alternative accommodations during this period, we will credit you with a full refund of pre-paid fees. If you do not accept a suitable alternative accommodation that we offer to you, then you are entitled to cancel the applicable reservation, any pre-paid fees will be refunded to you, and neither we nor any of our third-party suppliers will be liable to you for any further amounts relating to such reservation.

    6. Modifications. You may be able to modify your reservation, subject to additional fees and charges, for example, by purchasing additional services and amenities (e.g., paid parking and extra cleaning services) or by modifying the applicable services or dates of your existing reservation. For the avoidance of doubt, if you modify or extend the dates of your reservation, you will be charged the applicable Property’s then-current market rate for the modified dates. You will have an opportunity to review and accept any additional fees and/or charges prior to modifying your reservation.

    7. Unpaid Accounts. We may suspend or terminate your access to the Service or Properties if any amount associated with your account is due but unpaid. In addition, an unpaid account will be charged with fees or charges that are incidental to any chargeback or collection of any unpaid amount, including collection fees.

  5. No Co-Branding Or Framing. You may not use or authorize any party to co-brand or frame any Zencity Service without the express prior written permission of an authorized representative of Zencity in each instance. For purposes of these Terms of Use, "co-branding" means to display a name, logo, trademark, trade name, service mark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this Service or content accessible within this Service. For purposes of these Terms of Use, "framing" refers to displaying any Zencity webpage or mobile application page within a bordered area of another website, regardless of whether the address of the originating Zencity Service is visible. Furthermore, you agree to cease any unauthorized co-branding or framing immediately upon notice from Zencity.

  6. No Unlawful Access. You agree that you will not use Zencity's Service in any manner that could in any way disable, overburden, damage, or impair the Service, or otherwise interfere with any other party's use and enjoyment of the Service. You further agree that you will not obtain, or attempt to obtain, any materials, content, or information by any means not expressly made available or provided for through the authorized use of the Service. You agree to abide by all applicable local, state, national, and international laws and regulations, including U.S. export and re-export control and economic sanction laws and regulations, with respect to your use of the Service. You also acknowledge and agree that your use of the internet and access to the Service is solely at your own risk. You should also understand that the confidentiality of any communication or material transmitted to/from a Service over the internet or other form of global communication network cannot be guaranteed. Accordingly, Zencity is not responsible for the security of any information transmitted to or from the Service.

  7. Background Checks. You acknowledge and agree that for transparency, safety, and fraud prevention purposes, and to the extent permitted by applicable law, we may, but have no obligation to, before and/or while you reserve and/or occupy a Property: (a) require that you provide us with a form of government identification or other information sufficient to assist us with undertaking the background checks described in this policy; (b) screen you against third party databases or other sources and request reports (e.g., credit checks) regarding you from service providers (if available); and (c) for users outside of the UK and EU, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks (if available). You hereby consent to our undertaking the foregoing background checks and to our processing of the resulting information in accordance with our Privacy Policy (if applicable), including sharing with landlords and/or their property managers (collectively, “Landlords”) the results of background checks for users based in the U.S.

  8. Personal and Non-Commercial Use Limitation. Zencity's Service are for your personal and non-commercial use, unless otherwise specified in writing. You may not use any Zencity Service for any other purpose, including any commercial purpose, without the prior express written permission of an authorized representative of Zencity in each instance, which permission will be at Zencity’s sole and absolute discretion. You must not post, upload or link to anything that advertises any commercial endeavor (e.g., offering for sale any products or services) or otherwise engage in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services), or solicit funds, advertisers, and/or sponsors for any purpose. You may not modify, copy, distribute, display, send, perform, reproduce, publish, license, create derivative works of, transfer, sell, or otherwise infringe upon any intellectual property rights related to any information, content, software, products or services obtained from or otherwise connected to Zencity's Service, in whole or in part.

  9. Service and Booked Properties.

    1. Subsidiaries. You understand and agree that each Property is provided for use by the Zencity subsidiary that holds the lease to that Property. You understand and agree that the Zencity subsidiary providing the Property related to your use of the Service shall be solely responsible for any and all claims related to your use of such Property and any Services related thereto, and that Zencity, Inc.’s sole responsibility is with respect to the creation and administration of the booking for such property with the relevant subsidiary. You understand that a confirmed booking of a Property is a limited license granted to you by the Zencity subsidiary to enter, occupy and use the Property for the duration of your stay. Upon receipt of a booking confirmation from Zencity, a legally binding agreement is formed between you and the Zencity subsidiary subject to these terms and conditions, and any additional terms provided by such Zencity subsidiary.

    2. Limited License to the Service. Subject to your complete and ongoing compliance with this Agreement, we grant you, solely for your personal and non-commercial use (except as expressly provided in this Section 9.2), a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service. Notwithstanding the foregoing, you may use the Service for non-personal and/or commercial use only if you are an organization and only to reserve Properties for or on behalf of your organization’s employees, your organization’s students, and/or a third party (“Limited Commercial Use”), provided that: (i) you enter into a separate written agreement with us that provides additional terms and conditions governing this Limited Commercial Use (“Commercial Agreement”) and such use shall be subject to the terms and conditions of this Agreement and the Commercial Agreement; (ii) you require each employee, student, and/or third party to agree in writing to be bound by this Agreement; and (iii) you remain responsible and liable for all acts and omissions of each such employee, student, and/or third party to the same extent as if such acts and omissions had been undertaken by you.

    3. Limited License to Booked Properties. Subject to your complete and ongoing compliance with this Agreement, we grant you a limited, exclusive (except as expressly provided in this Section 9.3), non-transferable, non-sublicensable (except as expressly provided in this Section 9.3), revocable license to occupy the specific type of Property for only the specific period of time that you have reserved through our Service and for the maximum number of occupants permitted by us, as confirmed in writing by us and provided by us to you by email or other means (such specific type of property, the “Booked Property” and such specific period of time, the “Period of Occupancy”). For the avoidance of doubt, we are not obliged to make the Booked Property available, and a binding contract with respect to the Booked Property is not in place, until such time as you receive the foregoing written confirmation, and in no event shall you have any rights to renewal, extension, or recurring use of the Booked Property. Notwithstanding the foregoing: (a) you may sublicense the foregoing license to an employee, student, or third party for Limited Commercial Use only provided you meet the conditions set forth in Section 9.2(i)-(iii); and (b) we reserve the right at all times during the Period of Occupancy to permit other individuals to enter the Booked Property at any time in the following circumstances or for the following purposes: (i) in response to your written or verbal request, upon your consent, or as necessary to provide the Service to you; (ii) to investigate, address, or prevent any actual or reasonably suspected or foreseeable past, current, or impending unlawful activity; (iii) to prevent or mitigate bodily harm to you or others that we reasonably expect has occurred or may occur; (iv) upon your breach of any provision of this Agreement, provided that we give you prior notice (e.g., by email, phone, text message, or knocking on the door); (v) for any purpose (including for repair and maintenance), provided that we give you reasonable notice (e.g., by email, phone, text message, or knocking on the door); (vi) to cooperate with requests from law enforcement officials to enter the Booked Property; (vii) where we believe reasonably necessary to protect the personal safety, rights, or property of us, you, any third party, or to prevent fraud or other unlawful activity; and/or (viii) at any time in the event of an emergency. You hereby agree to direct any repair, maintenance and other operational questions, requests, or complaints to Zencity and shall not direct any such communications to Landlord.

    4. Feedback License To Us. If you choose to provide suggestions or any other input regarding problems with, proposed modifications or improvements to, or any other aspect of the Service or Properties (“Feedback”), then you hereby grant us an unrestricted, worldwide, perpetual, irrevocable, non-exclusive, freely transferable and sublicensable (including through multiple tiers), royalty-free, and fully-paid right and license to exploit the Feedback in any manner and for any purpose with no obligation or accounting to you, including to improve the Service and Properties and create other products and services.

    5. Use of Amenities. You and your guest(s) may use only the Booked Property amenities (e.g., fitness room and gym equipment) that are described in your reservation confirmation. You agree to comply and ensure all of your guests’ compliance with all of our and the applicable Landlords’ rules with respect to your and your guests’ use of such amenities. You understand and agree that use of such amenities may be suspended if you or any of your guests violate any such rules. You shall be responsible for any damage to such amenities that you or any of your guests cause. ANY USE OF SUCH AMENITIES IS AT YOUR AND YOUR GUESTS’ OWN RISK AND YOU AND YOUR GUESTS RELEASE, DISCHARGE, AND COVENANT NOT TO SUE ZENCITY OR ITS AFFILIATES, INCLUDING ITS SUBSIDIARIES, IN CONNECTION WITH ANY USE OF SUCH AMENITIES.

  10. Prohibited Conduct. In connection with your use of the Service and Properties, you may not and you agree that you will abide by all policies or “house rules” and will not engage in any prohibited conduct listed in Section 10.1 or (except and solely to the extent such restriction is impermissible under applicable law). In the event Zencity determines you, or any additional guests, have violated these rules or participated in any of the listed prohibited conduct, Zencity may choose to terminate your stay immediately and without refund.

    1. Usage Restrictions.
      1. You agree not to use the Service or any Property for any commercial or other purpose that is not expressly permitted under this Agreement (for the avoidance of doubt, you may not resell or transfer to any other individual or organization any reservation you make through the Service, except as expressly permitted under a Commercial Agreement between you and us), or make false, fraudulent, or speculative reservations).

      2. You agree not to register for more than one Zencity account or register for a Zencity account on behalf of an individual other than yourself, except as expressly permitted under a Commercial Agreement between you and us.

      3. You agree not to bring into or onto any Property any dangerous or hazardous item (including items that are likely to increase the risk of fire or explosion).

      4. You agree to comply with all policies and not to violate any “house rules,” as listed or otherwise communicated to you by Zencity, any of its subsidiaries, or the Properties or their respective owners and/or management companies.

      5. You agree that if you book use the Service or any Property on behalf of additional guests, you are required to ensure that every additional guest meets any requirements set by Zencity, and is made aware of and agrees to these Terms and any terms and conditions, rules and restrictions set by Zencity. If you are booking for an additional guest who is a minor, you represent and warrant that you are legally authorized to act on behalf of the minor.

    2. Safety Features. You acknowledge and agree that the Properties may contain certain safety features such as smoke detectors or sound level monitoring units, you consent to our use of these safety features, and you agree not to interfere or tamper with these features.

    3. Damaged Property. You are responsible for leaving any Booked Property in the condition it was in when you arrived and for following all related Additional Terms applicable to your stay at a Booked Property. You acknowledge and agree that you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you invite to, or otherwise provide access to, any Booked Property. If we reasonably believe that you have damaged a Booked Property or damaged or stolen any physical item therein (“Damaged Property”), we will provide you with reasonable notice and evidence of such damage or suspected theft and will give you two business days to respond to our claim. After this time period, we will be automatically entitled to charge the Applicable Payment Method for the full amount of the greater of the costs and fees actually incurred by us or that we reasonably expect to incur for fixing or replacing the Damaged Property (which may include replacing damaged items with equivalent items) (“Damaged Property Fee”). We reserve at all times the right to fix the Damaged Property in the manner of our choosing and to pursue in our sole discretion any and all avenues available to us to collect from you the Damaged Property Fee. For example, we may exercise the foregoing right by fixing the Damaged Property over an extended period of time, charging the Applicable Payment Method the sum total of the Damaged Property Fee up front or in installments, or by making one or more claims under your homeowner’s, renter’s, and/or other insurance policy, and you agree to cooperate with and assist us in good faith, and to provide us with such information as we may reasonably request in order to successfully make such claim.

  11. Proprietary Information. All content found on the Zencity Service (the "Content") is considered the copyrighted and trademarked intellectual property of Zencity, or of the party that created and/or licensed the Content to Zencity. No rights or title to any of the Content contained on any Zencity Service shall be considered transferred or assigned to the User at any time. Subject to all applicable laws, you agree that you will not copy, distribute, republish, modify, reverse engineer, reverse assemble, otherwise attempt to discover the source code, create derivative works of, transfer or sell any information, software, product or services obtained through the Service, or otherwise use the Content in any unauthorized way, without the prior written consent of Zencity in each instance, except that you may print out and/or save one copy of the Content for your personal use only.

  12. Submissions. You hereby grant to Zencity a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works of, distribute, perform, and display all content, remarks, suggestions, ideas, graphics, or other information or materials of any kind or nature communicated by you (or on your behalf) to Zencity through the Service (each, a "Submission"), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. You agree that Zencity will not be bound to treat any Submission as confidential and may use any Submission in its business (including without limitation, for products, services, marketing, or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Zencity operations or businesses.

  13. Hyperlinking. This Service may be hyperlinked to and by other websites or mobile applications which are not maintained by or related to Zencity. Hyperlinks to such sites or mobile applications are provided as a service to Users and are not sponsored by, endorsed or otherwise affiliated with the Service or Zencity. Zencity has not reviewed any or all of such sites or mobile applications and is not responsible for the content of any linking sites, and any links made directly from a Zencity Service to another web page should be accessed at the User's own risk. Zencity makes no representations or warranties about the content, completeness, quality or accuracy of any such website or mobile applications, and as such, shall not be liable in connection with any loss, damage, cost or injury associated with any access thereto via this Service.

  14. Use of Communication Services. Zencity's Service may contain forums, bulletin board services, chat areas, message boards, news feeds, news groups, communities, personal web pages, calendars, and/or other message or communication facilities designed to allow you to communicate with the internet community or with a group (collectively, "Communications Services"). You agree to use the Communication Services only to post, send, and receive messages and content that are considered proper and related to the particular Communication Service. Users are required to treat others with respect. Among other actions, when using a Communication Service, you agree that you will not post, send, submit, publish, or transmit in connection with the Service, or cause to be posted, sent, submitted, published or transmitted, any material that:

    • You do not have the right to post, including without limitation personal information, pictures, videos or any other media of another person without their express permission, and any proprietary material of any third party protected by intellectual property laws (or by rights of privacy or publicity);

    • Advocates or could reasonably serve to encourage, either directly or indirectly, any illegal or immoral activity, or discusses an intent to commit an illegal act or violate any law, rule, or regulation;

    • Is vulgar, obscene, pornographic, incendiary, or indecent;

    • Threatens or abuses others;

    • Is libelous or defamatory towards others;

    • Is racist, bigoted, hateful, abusive, harassing, threatening or offensive;

    • Seeks to exploit or harm children by exposing them to inappropriate content, or asking for personally identifiable details or information;

    • Harvests or otherwise collects information about others, including e-mail addresses, financial information or other personally identifying information, without their prior express consent in each instance;

    • Impersonates or misrepresents your connection to any other entity or person or otherwise manipulates or forges headers or identifiers to disguise the origin of content;

    • Falsifies or deletes any 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 permissibly uploaded (e.g., copyright, trademark or patent notices);

    • Advertises any commercial endeavor (e.g., offering for sale products or services), solicits funds, advertisers or sponsors for any purpose, or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services) except as may be specifically authorized on this Service;

    • Violates the privacy or publicity rights of any other person, including, without limitation, posting any personal identifying information of another individual, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers, credit card numbers or any trade secrets or information for which you have any obligation of confidentiality;

    • Includes programs that contain viruses, worms and/or Trojan horses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications device;

    • Disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise acts in a way which affects the ability of other people to engage in real-time activities via this Service;

    • Amounts to a pyramid or other like scheme, including without limitation spam, junk mail, contests, chain letters, and surveys;

    • Disobeys any policy or regulations including any code of conduct or other guidelines established from time to time regarding the use of this Service and/or any networks connected to this Service;

    • Registers, subscribes, or unsubscribes any party for any Zencity product or service if you are not expressly authorized by such party to do so;

    • Deletes or revises any material posted by any other person or entity; or

    • Contains hyperlinks to other sites that contain content that falls within the scope of this Section.

    You acknowledge that any materials uploaded to the Communication Service may be subject to posted limits on use, reproduction, and/or dissemination, and you are responsible for abiding by such limitations with respect to your submissions, including any downloaded materials. Notwithstanding these rights, you remain solely responsible for the content of your submissions. You acknowledge and agree that neither Zencity nor any third party that provides Content to Zencity will assume or have any liability for any action made by Zencity or such third party with respect to any submission.

    You acknowledge that the Service may or may not pre-screen materials uploaded to the Communication Service, yet the Service and its designees shall have the right, but not the obligation, in its sole discretion, to pre-screen, refuse, remove, or delete any Content that violates this Agreement or is otherwise objectionable as determined by the Service in its sole discretion.

    Zencity reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Communication Services (or any part thereof) with or without notice. You agree that Zencity will not be liable to you or any third party for any modification, suspension, or discontinuance of the Communication Services.

    For European Users, where we remove or disables your Content, we will notify you and provide the reasons for such a measure, unless such notification would (i) prevent or impede the detection or prevention of fraud or other illegal activities, (ii) harm the legitimate interests of other Users or third parties, or (ii) contravene applicable laws. You may appeal such a decision by contacting privacy@livezencity.com.

    WHILE ZENCITY EXPLICITLY PROHIBITS THE ABOVE CONDUCT, YOU ACKNOWLEDGE AND AGREE THAT YOU MAY BE EXPOSED TO SUCH CONDUCT AND CONTENT, AND THAT YOUR USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK, AND THAT ZENCITY SHALL HAVE NO LIABILITY OF ANY KIND FOR SUCH CONDUCT.

    YOU UNDERSTAND AND AGREE THAT IF YOUR USE OF COMMUNICATIONS SERVICES VIOLATES ANY OF THE ABOVE CODES OF CONDUCT, ZENCITY CAN SUSPEND AND/OR TERMINATE YOUR USE OF THE SERVICE IMMEDIATELY WITHOUT PRIOR NOTICE AND WITHOUT ANY RIGHT OF REFUND, SET-OFF, OR HEARING. FURTHERMORE, YOU ARE ENTIRELY RESPONSIBLE FOR ANY AND ALL ACTIVITIES AND CONDUCT, WHETHER BY YOU OR ANYONE ELSE, THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.

  15. Term, Right to Terminate Access, and Modification of the Service. This Agreement is effective when you accept it, or otherwise access or use the Service or Properties. Zencity reserves the right to monitor use of the Service to determine compliance with these Terms of Use, as well as the right to edit, refuse to post, or remove any information or materials, in whole or in part, at its sole discretion. Zencity reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever. You may terminate your account and this Agreement at any time by contacting Zencity at privacy@livezencity.com, and requesting that your account be deleted. Upon termination of this Agreement, all licenses given to you automatically terminate and you must immediately cease your use of the Service and Properties and you must pay us any unpaid amounts due and payment obligations accrued prior to termination. We will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service.

  16. Disclosure Under Law. Zencity reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request.

  17. Personally Identifiable Information. Zencity cautions you against giving out any personally identifying information about yourself or your children in any Communication Service. In an effort to preserve your privacy, Zencity agrees that it will treat any personally identifying information that you submit through the Service in accordance with the terms outlined in its Privacy Policy at Zencity Privacy Policy, as well as in conformance with all applicable laws, rules, and regulations. BY ACCESSING THE SERVICE, YOU AGREE THAT YOU ARE ACCEPTING OUR PRIVACY POLICY.

  18. Commercial Transactions. Certain products or services may be offered for sale on the Service or through the Services. In the event you wish to purchase or to subscribe for any of these products or services, you will be asked by Zencity or an authorized third party to supply certain information, including without limitation, your full name, address, telephone number and credit card information. You agree to provide us or such third party with the foregoing information as well as any other mandatory information. You agree that any such information provided shall be accurate, complete and current. You agree to comply with the terms and conditions of any agreement that you may enter into governing your purchase of the product or service. You shall be responsible for all charges incurred through your account as well as for paying any applicable taxes. By providing Zencity with your credit card number and associated payment information, you agree that Zencity and/or our third party service providers are authorized to immediately invoice your account for all fees and charges due and payable to us as a result of your order, including but not limited to service fees, subscription fees or any other fee or charge associated with your access to the Services and/or purchase of products. If payment cannot be charged to your credit card or if a charge is refunded for any reason, including chargeback, we reserve the right to either suspend or terminate your access and account. If Zencity conducts a sweepstake, contest, or game on the Service, the rules governing any of the foregoing shall be accessible on the Service. By entering or participating in any of them, you agree to be subject to those rules, regulations and procedures. Please remember to read the rules carefully before participating.

  19. Disclaimer & Limitations of Liability. You understand that Zencity cannot and does not guarantee or warrant that files available for downloading from the Zencity Service will be free of viruses, worms, Trojan horses, or other code that may cause damage or harm to your computer(s), mobile device(s), or network(s). You acknowledge that you will be solely responsible for implementing sufficient procedures and checkpoints to protect your computer(s), mobile device(s), and network(s), and that you will maintain adequate means of backup of your personal data, external to this Service. Zencity further disclaims any responsibility to ensure that the Content located on its Service is necessarily complete and up-to-date.

    YOUR USE OF THIS SERVICE IS AT YOUR OWN RISK. THE CONTENT, SERVICE, PROPERTIES, AND ALL MATERIALS ARE PROVIDED “AS IS”, “AS AVAILABLE”, AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED, IMPLIED, OR STATUTORY. ZENCITY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. ZENCITY DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED ON ANY ZENCITY SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SERVICE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ZENCITY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF ANY CONTENT, SERVICE, PROPERTIES, OR MATERIALS AVAILABLE THROUGH THE SERVICES OR PROPERTIES IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE USER ACKNOWLEDGES THAT THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND ZENCITY MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS SERVICE OR ITS CONTENT. ZENCITY MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT. WE DO NOT MAKE ANY WARRANTY REGARDING THE QUALITY OF ANY ASPECT OF THE SERVICE, PROPERTIES, OR MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE OR PROPERTIES.

    YOU UNDERSTAND AND AGREE THAT WE SHALL NOT BE RESPONSIBLE OR LIABLE FOR THE ACTIONS OF ANY THIRD PARTY OR ANY CONDITION OR CIRCUMSTANCE OUTSIDE A PROPERTY.

    YOU UNDERSTAND AND AGREE THAT THE ZENCITY SUBSIDIARY PROVIDING THE PROPERTY RELATED TO YOUR USE OF THE SERVICE SHALL BE SOLELY RESPONSIBLE FOR ANY AND ALL CLAIMS RELATED TO YOUR USE OF SUCH PROPERTY AND ANY SERVICES RELATED THERETO, INCLUDING ANY INJURY, DAMAGE, LIABILITY, OR OTHER GROUNDS FOR RECOVERY ASSERTED AS A RESULT OF ANY DEFICIENCY OF THE PROPERTY OR ANY EVENT OCCURRING DURING YOUR OCCUPANCY THEREOF. NOTWITHSTANDING THE FOREGOING, ZENCITY, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, WILL NOT BE LIABLE FOR ANY LOSS OR INJURY OR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF ZENCITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORESEEABLE.

    To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.

    IN NO EVENT WILL THE COLLECTIVE LIABILITY OF ZENCITY AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE), EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO ZENCITY FOR THE APPLICABLE CONTENT OR SERVICE OUT OF WHICH LIABILITY AROSE. ALL CLAIMS MADE BY YOU HEREUNDER MUST BE MADE WITHIN ONE YEAR OF THE ACTION TO WHICH SUCH CLAIM RELATES OR FOREVER BE BARRED. IF THE UK HOTEL PROPRIETORS’ ACT OF 1956 APPLIES, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM PRESCRIBED UNDER THAT ACT.

    EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THIS AGREEMENT. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES.

  20. Indemnity. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD ZENCITY, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, CONTENT PROVIDERS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS, AND CONTRACTORS (COLLECTIVELY, THE “INDEMNIFIED PARTIES”) HARMLESS FROM ANY BREACH OF THESE TERMS OF USE BY YOU, INCLUDING ANY USE OF CONTENT OTHER THAN AS EXPRESSLY AUTHORIZED IN THESE TERMS OF USE. YOU AGREE THAT THE INDEMNIFIED PARTIES WILL HAVE NO LIABILITY IN CONNECTION WITH ANY SUCH BREACH OR UNAUTHORIZED USE, AND YOU AGREE TO INDEMNIFY ANY AND ALL RESULTING LOSS, DAMAGES, JUDGMENTS, AWARDS, COSTS, EXPENSES, AND ATTORNEYS' FEES OF THE INDEMNIFIED PARTIES IN CONNECTION THEREWITH. YOU WILL ALSO INDEMNIFY, DEFEND, AND HOLD THE INDEMNIFIED PARTIES HARMLESS FROM AND AGAINST ANY CLAIMS BROUGHT BY THIRD PARTIES ARISING OUT OF YOUR USE OF THE INFORMATION ACCESSED FROM THIS SERVICE.

  21. Trademarks and Copyrights. Trademarks, service marks, logos, trade names, and copyrighted works (hereinafter, "Intellectual Property") appearing on this Service are the property of Zencity or the party that provided the Intellectual Property to Zencity. Zencity and any party that provides Intellectual Property to Zencity retain all rights with respect to any of their respective Intellectual Property appearing in this Service and do not transfer at any time to user and/or any other third party.

  22. Copyright Infringement. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Zencity all of the written information specified below. Please note that this procedure is exclusively for notifying Zencity and its affiliates that your copyrighted material has been infringed. Please include the following:

  23. Security. IF THE SERVICE REQUIRES YOU TO OPEN AN ACCOUNT, YOU MUST COMPLETE THE REGISTRATION PROCESS BY PROVIDING ZENCITY WITH CURRENT, COMPLETE AND ACCURATE INFORMATION, AS PROMPTED BY THE APPLICABLE FORM. Any passwords used for this Service are for individual use only. You will be responsible for the security of your password(s) at all times. From time to time, Zencity may require that you change your password. You are prohibited from using any services or facilities provided in connection with this Service to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password crackers, rootkits, Trojan horses, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Zencity reserves the right to release your account details to the system administrators of other websites and/or the authorities in order to assist them in resolving security incidents. Zencity reserves the right to investigate suspected violations of these Terms of Use. Zencity reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Zencity to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use.

    BY ACCEPTING THIS AGREEMENT YOU WAIVE ALL RIGHTS NOT SPECIFICALLY SET FORTH HEREIN, AND AGREE TO HOLD ZENCITY HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ZENCITY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ZENCITY OR LAW ENFORCEMENT AUTHORITIES.

  24. Disputes. If there is any dispute about or involving these Terms of Use, the Service, and/or any Communications Services, you agree that any dispute shall be governed by the laws of the State of Illinois, notwithstanding any principles of conflicts of law. If for any reason a Dispute (defined below) proceeds in court, you specifically consent to personal and exclusive jurisdiction by and venue in the State and Federal courts of Cook County, Illinois/Northern District of Illinois in connection with any dispute between you and Zencity arising out of or involving this Agreement, the Service and/or any Communications Services. You agree to waive any right to a trial by jury. You and Zencity agree that the Federal Arbitration Act, the relevant rules, applicable federal law, and the laws of the State of Illinois, without regard to principles of conflicts of law, will govern this agreement for dispute resolution under Section 24, and any Disputes.

    1. Binding Arbitration. Except as specifically stated herein, any dispute or claim between you and Zencity and/or its affiliates, members, officers, directors, and employees arising out of, relating in any way to, or in connection with the Terms of Use, the Service or your use of the Service, your personal information, or any other matter arising between you and Zencity or any of its affiliates, or its subsidiaries (“Dispute(s)”) shall be resolved exclusively by final, binding arbitration; except that you may bring a qualifying claim over a Dispute in a small claims court. The provisions of this Section 24 shall constitute your and Zencity’s written agreement to arbitrate Disputes under the Federal Arbitration Act. The arbitration will be administered by the American Arbitration Association and conducted before a single arbitrator pursuant to its rules. The arbitrator will apply and by bound by this Agreement, apply applicable law and the facts, and issue a reasoned award, if appropriate.

    2. No Class Action Matters. We each agree that we shall bring any dispute against the other in our respective individual capacities and not as a plaintiff or class member in any purported class, representative proceeding or as an association. In addition, we each agree that disputes shall be arbitrated only on an individual basis and not in a class, consolidated, or representative action and that the arbitrator may award relief (including injunctive relief) only on an individual basis. The arbitrator does not have the power to vary these provisions.

  25. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Boulevard, Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or Properties, or to receive further information regarding use of the Service or Properties.

  26. International Use. The Service and Properties are intended for users located within the United States and Europe. We make no representation that the Service is appropriate or available for use outside of these countries or territories. Access to the Service or Properties from or in countries or territories or by individuals where or for whom such access is illegal is prohibited.

  27. Miscellaneous

    1. If any part of these Terms of Use is found by a court of competent jurisdiction to be unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions.

    2. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Zencity as a result of this Agreement or use of Zencity's Services.

    3. These Terms of Use, including, without limitation other terms incorporated by reference, constitute the entire agreement between you and Zencity relating to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and Zencity with respect to Zencity's Services. Notwithstanding the foregoing, you may also be subject to additional terms and conditions, posted policies (including but not limited to the Privacy Policy), guidelines, or rules that may apply when you use the Service or any of its Services. Zencity may revise these Terms of Use at any time by updating this posting. You should review the Agreement from time to time to determine if any changes have been made to the Agreement. Your continued use of the Service after any changes have been made to this Agreement signifies and confirms your acceptance of any changes or amendments to this Agreement.

    4. The failure of Zencity to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver of this Agreement by Zencity must be in writing and signed by an authorized representative of Zencity.

    5. The section titles in the Agreement are for convenience only and have no legal or contractual effect.

Please report any violations of this Agreement to Zencity at privacy@livezencity.com. If you have any questions regarding this Agreement, please contact us at privacy@livezencity.com.