Terms of Service
- By becoming a member and then accessing any information from the Site or Services and or proceeding to engage with a Host or a Guest or registering a Listing you are deemed to have read all of these Terms, and Policies together with any updates published from time to time and you agree to be bound by them.
- The Site and Services comprise an online platform through which Hosts may create Listings for their Space or Venue and Guests may learn about and contract to use the Space and Venue directly with the Host using the platform. You understand and agree that HeadBox is not a party to any agreement entered into between a Guest and a Host and that HeadBox has no control over the conduct of the Hosts, Guests and other users of the Site, Services, Space or Venue. HeadBox specifically disclaims all and any liability over the conduct of any Hosts, Guests or other users of the Site and Services or any Space or Venue to the maximum extent permitted by Law.
- Certain areas of the Site and the Services or Collective Content may require you to agree with and accept additional terms and conditions. If there is a conflict between any additional terms and conditions and these Terms, then these Terms will take precedence and govern your use of or access to that area of the Site, Services, or Collective Content.
- If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, "you" and "your" will refer and apply to that company or other legal entity.
"Booking Request Period" means 24 hours starting from the time when a booking is requested by a Guest (as determined by HeadBox in its sole discretion), within which a Host may decide whether to confirm or reject that booking request, as stated on the Site or Services.
"Cancellation Policy" means the cancellation policies published by HeadBox and which forms a term of this Agreement and which shall apply to all Listings and Hosts.
"Collective Content" means Member Content and HeadBox Content.
"Concierge Service" means services offered to Members by HeadBox staff in order to facilitate the booking of a Space.
"Content" means text, graphics, images, music, software, audio, video, information or other materials.
"Guest" means a Member who requests from a Host a booking of a space or venue via the Site or Services.
"HeadBox Content" means all Content that HeadBox makes available through the Site, or Services, including any Content licensed from a third party, but excluding Member Content.
"Host" means a Member who creates a Listing via the Site and Services.
"Host Fees" means the fee that HeadBox charges a Host for the use of its online platform, which is calculated as a percentage of the applicable Space Fees. The Host Fees will be displayed to the Host when the Host is asked whether to confirm or reject a booking request from a prospective Guest.
"Host Special Promotion" means an offer from a Host for a special price or discount on a product or service or event which is promoted to the Member via the HeadBox portal.
"Listing" means a space or venue that is listed by a Host as available for rental via the Site and Services.
"Member" means a person who completes HeadBox's account registration process, and has agreed to be bound by these Terms and Policies.
"Member Content" means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Site or Services.
"Member Reward Scheme" means any Members reward scheme introduced by Headbox from time to time.
"Processing Fees" means the processing fee that HeadBox charges a Guest for booking a space with a Host via the on-line platform. The Processing Fees will be displayed to the Guest when the Guest is asked whether it wishes to send a booking request to a Host.
"Service Fees" means collectively the Processing Fees and the Host Fees.
"Space Fees" means the amounts that are due and payable by a Guest in exchange for that Guest's use of a Host's Space and any additional charges the Host has stipulated for services such as food and drink. The Host alone, and not HeadBox, determines these amounts. The Host may in his or her sole discretion decide to include in these amounts (i) a cleaning fee or any other fee permitted on the HeadBox platform, or (ii) Taxes that the Host determines that he or she has to collect which must be clearly displayed in any Listing including whether for example VAT is included or not. If a Tax is not displayed then it will be deemed to be included.
"Space Experience" means the duration a Host's Space has been rented out by a Guest as set out in the Booking Request made by a Guest and accepted by a Host.
"Tax" or "Taxes" mean any sales taxes, value added taxes (VAT), goods and services taxes (GST), transient occupancy taxes, fees (such as convention center fees) that Hosts may be required by law to collect and remit to governmental agencies, and other taxes.
"Total Fees" means collectively the Space Fees and the Processing Fees (plus any Taxes in respect of Guest Fees, such as VAT).
HeadBox reserves the right, at its sole discretion, to modify the Site or Services or to modify these Terms, at any time and without prior notice. Such modifications will not apply to completed Bookings but will apply to all uncompleted Bookings. If we modify these Terms, we will post the modification on the Site or via the Application or provide you with notice of the modification. For an uncompleted Booking the Guest and the Host will receive notification that any modification has been made prior to completion of the Booking transaction. We will also update the "Last Updated Date" at the top of these Terms. By continuing to access or use the Site, or Services after we have posted a modification on the Site or have provided you with notice of a modification, you will be deemed to have accepted that you will be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and Services.
The Site and Services are intended for business use only and as such only persons who are 18 or older or businesses, Government agencies or instrumentalities, charitable institutions, partnerships, companies and sole traders will be permitted to become Members and undertake transactions as Guests or Hosts on the Site. Any access to or use of the Site or Services by anyone under 18 is expressly prohibited. By accessing or using the Site or Services you represent and warrant that you are 18 or older.
How the site and services work
- The Site and Services can be used to facilitate the searching, listing booking and payment for business spaces and venues ("Spaces"). Such Spaces are included in Listings on the Site by Hosts. You may view Listings as an unregistered visitor to the Site, however, if you wish to book a Space or create a Listing, you must first register to create a HeadBox Account and become a Member.
- As stated above, HeadBox makes available an online platform or marketplace with related technology for Guests and Hosts to meet online and arrange for bookings and payment for Spaces directly with each other. HeadBox is not an owner or operator of properties, venues or spaces or an agent of any party with a Listing. HeadBox does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control any of the properties, venues and spaces comprising the Listings. HeadBox's responsibilities are limited to: (i) facilitating the availability of the Site and Services and (ii) serving as the limited payment collection agent of each Host for the purpose of accepting payments from Guests on behalf of the Host.
- All bookings for a Space are made directly between the Host and the Guest and all Bookings are made at the Host and Guests own risk. HeadBox cannot and does not control the content of any Listing and does not control the condition, legality and suitability of any Space. All use of the Space is at the risk of the Guest who should ensure that all insurances for the use of the Space are in place. HeadBox specifically disclaims all and any liability over the condition of any Space or Venue to the maximum extent permitted by Law.
- In order to access certain features of the Site and to book a Space or create a Listing, you must register to create an account ("HeadBox Account") and become a Member. You may register to join the Services directly via the Site or as described in this section.
- You can also register to join as a Member by logging into your account with certain third-party social networking sites ("SNS") (including, but not limited to, Facebook and Linkedin), (a "Third-Party Account"). As part of the functionality of the Site and Services, you may link your HeadBox Account with a Third-Party Account, by either: (i) providing your Third-Party Account login information to HeadBox through the Site; or (ii) allowing HeadBox to access your Third-Party Account, as permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to HeadBox and/or grant HeadBox access to your Third-Party Account without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating HeadBox to pay any fees or making HeadBox subject to any usage limitations imposed by such third-party service providers. By granting HeadBox access to any Third-Party Accounts, you understand that HeadBox will access, make available and store (if applicable) any Content that you have provided to and stored in your Third-Party Account ("SNS Content") so that it is available on and through the Site, via your HeadBox Account and HeadBox Account profile page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be Member Content. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts will be available on and through your HeadBox Account on the Site. Please note that if a Third-Party Account or associated service becomes unavailable or HeadBox's access to such Third-Party Account is terminated, then the SNS Content will no longer be available on and through the Site. You have the ability to disable the connection between your HeadBox Account and your Third-Party Accounts, at any time, by accessing the "Settings" section of the Site.
- Please note that your relationship with the Third Party Account Service Provider is governed solely by your agreement with such Third Party Service Provider. HeadBox makes no effort to review any SNS Content for any purpose, including but not limited to for accuracy, legality or non-infringement and HeadBox is not responsible for any SNS Content.
- We will create your HeadBox Account and your HeadBox Account profile page for your use of the Site based upon the information you provide to us or that we obtain via an SNS as described above. You may not have more than one (1) active HeadBox Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. HeadBox reserves the right to suspend or terminate your HeadBox Account and your access to the Site and Services if you create more than one (1) HeadBox Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your HeadBox Account, whether or not you have authorized such activities or actions. You will immediately notify HeadBox of any unauthorized use of your HeadBox Account.
- As a Member, you may create Listings for your Space and Venue. To create a Listing, you will be asked a variety of questions about the Space to be listed, including, but not limited to, the location, capacity, size, features, and availability of the Space, additional terms, pricing, related rules and financial terms including any additional Taxes not included in your Pricing. In order to be featured in Listings via the Site, all Spaces must have valid physical addresses. Listings will be made publicly available via the Site and Services. Other Members will be able to book your Space via the Site and Services based upon the information provided in your Listing. You understand and agree that once a Guest sends a booking request for your Space, you may not alter the pricing shown on your Listing.
- The Member acknowledges and agrees that they are responsible for any and all Listings they post. Accordingly, you represent and warrant that any Listing you post and the booking of, or a Guest's use of, a Space in a Listing you post (i) will not breach any agreements you have entered into with any third parties, such as property owners, property managers, Lessors or Landlords, and (ii) will (a) be in compliance with all applicable laws, rules and regulations that may apply to any Space included in a Listing you post (including having all required permits, licenses and registrations), and (b) not conflict with the rights of third parties. Please note that HeadBox assumes no responsibility for a Host's compliance with any agreements with or duties to third parties, applicable laws, rules and regulations.
- HeadBox reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that HeadBox, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or Policies, or otherwise harmful to the Site or Services. The full details of this can be found in the HeadBox Review Policy.
- As a Host, you understand and agree that HeadBox does not act as an insurer or as your contracting agent. If a Guest requests a booking of your Space and uses your Space, any agreement you enter into with such Guest is between you and the Guest and HeadBox is not a party to that agreement. Notwithstanding the foregoing, HeadBox serves as the limited authorized payment collection agent of the Host for the purpose of accepting on behalf of the Host, payments from Guests of such amounts stipulated by the Host (including cleaning or other fees and/or Taxes).
- When you create a Listing, you may also choose to include certain requirements which must be met by the Members who are eligible to request a booking of your Space, including, but not limited to, requiring Members to have a profile picture or verified phone number, in order to book your Space. Any Member wishing to book Spaces included in Listings with such requirements must meet these requirements. More information on how to set such requirements is available via the "Account & Profile" section of the Site and Services.
- Whilst HeadBox makes certain tools available to a Host to help them make informed decisions about which Members you choose to confirm a booking you acknowledge and agree that, as a Host HeadBox has no liability in relation to the decision to enter into an agreement with a Guest or the subsequent conduct of that Guest or the other users of the Space invited by the Guest. Further the Host is responsible for its own acts and omissions and remains responsible for the acts and omissions of any individuals who use or are otherwise present at the Space at your request, invitation or with your agreement.
- HeadBox recommends that Hosts obtain appropriate insurance for their Spaces. Please review any insurance policy that you may have for your Space carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply to such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Guests (and the individuals the Guest invites to the Space, if applicable) while at your Space.
- The quality of the photographs used to display a Site on a Listing are of paramount importance to HeadBox and so it reserves the right to remove or request the removal of any photographs or to request new photographs at any time. HeadBox may offer Hosts the option of using a HeadBox approved photographer to take photographs of their Spaces. If you as a Host choose to have a HeadBox approved photographer any photographs taken will be made available to you to include in your Listing with a watermark or tag bearing the words "HeadBox Photo" or similar wording. All images, materials and content created by HeadBox approved photographers constitute HeadBox Content, regardless of whether you include them in your Listing.
- HeadBox does not endorse any Member or any Space. You understand that any HeadBox Content including photographs are intended only to indicate a photographic representation of the Space at the time the photograph was taken. They are not an endorsement by HeadBox of any Member or any Space. Members are required by these Terms to provide accurate information, and although HeadBox may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any Member or the Member's purported identity or background.
- Any references in the Site or Services to a Member being "verified" or "connected" (or similar language) only indicate that the Member has completed a relevant verification process, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by HeadBox about any Member, including of the Member's identity and whether the Member is trustworthy, safe or suitable. Instead, any reference is intended to be useful information for a Host to evaluate when a Host makes decisions about accepting a Booking via the Site. We therefore recommend that the Host always exercise due diligence and care when deciding whether to accept a booking request from a Guest, or to have any other interaction with any other Member. We are not responsible for any damage or harm resulting from your interactions with other Members.
- By using the Site or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from HeadBox with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Site regarding any bookings or Listings made by you. This limitation shall not apply to any claim by a Host against HeadBox regarding the remittance of payments received from a Guest by HeadBox on behalf of a Host, which instead shall be subject to the limitations described in the section below entitled "Limitation of Liability".
Bookings and financial terms for Hosts
- If you are a Host and a booking is requested for your Space via the Site and Services, you will be required to either confirm or reject the booking request within the Booking Request Period, otherwise the booking request will be automatically cancelled. When a booking is requested via the Site and Services, we will share with you (i) the name of the Guest who has requested the booking, (ii) a link to the Guest's HeadBox Account profile page, (iii) where possible the names of any members of an SNS with whom you are "friends" or associated on the SNS if such individuals are also "friends" or associated with the Guest on such SNS, and (iv) an indication that the name that the Guest provided to HeadBox when the Guest became a Member matches the name that the Guest provided to the Third Party Social Network Service provider to which the Guest has linked his or her HeadBox Account, so that you can view such information before confirming or rejecting the booking request. When you confirm a booking requested by a Guest, HeadBox will send you an email and text message confirming such booking request depending on the selections you make via the Site and Services.
- Once the Host has confirmed the booking request then HeadBox will take full payment from the Guest of the Total Fees. HeadBox will send the Guest and Host an email and/or text message confirming the booking.
- HeadBox will make payment of the Space Fees (less HeadBox's Host Fees and any Taxes in respect of the Host Fees, such as VAT) after the Guest has completed its use of the applicable Space (except and unless a refund is due to the Guest). Payment will be made to the Host via HeadBox's next bi-monthly payment run. The time it takes for the Host to receive payouts may depend upon the method for receiving payouts chosen by the Host. Some methods involve the use of third-party payment processors, who may impose their own additional charges for the use of their services on the Host.
- Balances will be remitted by HeadBox to Hosts via PayPal, Cheque, BACS, direct deposit or other payment methods described on the Site in Pound Sterling. Amounts may be rounded up or down as described in the "Rounding Off" section below.
- Please note that HeadBox may impose or deduct foreign currency processing costs on or from any payments or payouts by HeadBox in currencies other than British Pounds. More information on any such costs or deductions will be available via the Site.
- HeadBox reserves the right to change, alter or amend the fees it charges to Hosts upon reasonable notice. New fee rates will not apply to existing Space bookings which are yet to be performed but will apply to all new bookings after the date that the fees are introduced., altered or amended.
- If a Host receives an enquiry from or is contacted by a potential Guest via the Site & Services or as a result of the Concierge Service to book a Space and the Guest proceeds to book that Space with the Host but does not do so via the Site & Services then HeadBox reserves the right to charge the Host the same Host fees as if that booking had been made via the Site & Services and Concierge Service. The same will apply if a Host has been contacted by a Guest who having found the Host via the Site & Services proceeds to book a space with that Host via other means outside of the Site & Services.
- If a Host receives a booking from a Guest via the Site & Services and/or Concierge Service or as a result of that Guest having found the Host on the Site & Services and then receives further bookings from that Guest via other means outside the Site & Services then HeadBox reserves the right to charge the Host the same Host fees as if those bookings had been made via the Site & Services and/or Concierge Service.
- Each Host hereby appoints HeadBox as the Host's payment collection agent solely for the purpose of accepting the Space Fees from Guests.
- Each Host agrees that payment made by a Guest through HeadBox, shall be considered the same as a payment made directly to the Host, and the Host will make the Space available to the Guest in the agreed-upon manner as if the Host has received the Space Fees. Each Host agrees that HeadBox may, in accordance with the cancellation policy selected by the Host and reflected in the relevant Listing, (i) permit the Guest to cancel the booking and (ii) refund (via HeadBox) to the Guest that portion of the Space Fees specified in the applicable cancellation policy. Each Host understands that as HeadBox accepts payments from Guests as the Host's agent that HeadBox's obligation to pay the Host is subject to and conditional upon successful receipt of payment from a Guest. HeadBox does not guarantee payments to Hosts for amounts that have not been successfully received by HeadBox from Guests. In accepting appointment as the authorized agent of the Host, HeadBox assumes no liability for any acts or omissions of the Host.
Bookings and financial terms for Guests
- The Hosts, not HeadBox, are solely responsible for the performance of any confirmed bookings and making available any Spaces reserved through the Site. If you, as a Guest, choose to enter into a transaction with a Host for the booking of a Space, you agree and understand that you are entering into an agreement directly with the Host and that you agree to accept any terms, conditions, rules and restrictions associated with such Space imposed by the Host. You acknowledge and agree that HeadBox will not be responsible for the performance of any agreement you enter into with the Host. HeadBox is not a party to the agreement between the Guest and the Host for the use of the Space and with the exception of its payment obligations HeadBox disclaims all liability arising from or related to any such agreement. You acknowledge and agree that HeadBox is acting solely as the Host's payment collection agent for the limited purpose of accepting payments from you on behalf of the Host. Upon your payment of the Total Fees to HeadBox your payment obligation to the Host for the Space Fees is extinguished, and HeadBox is responsible for remitting the Space Fees (less the Host Fees and any Taxes in respect of the Host Fees, such as VAT), in the manner described in these Terms. In the event that HeadBox does not remit any such amounts as described in these Terms, such Host will have recourse only against HeadBox.
- The Total Fees payable will be displayed to a Guest before the Guest sends a booking request to a Host. As noted above, the Host is required to either confirm or reject the booking request within the Booking Request Period, otherwise the requested booking will be automatically cancelled.
- In order for a Guest to confirm a booking the Guest will be required to pay in full the Total Fees to HeadBox as soon as that the booking request has been accepted. The booking will lapse if payment is not made at that time. Please note that HeadBox cannot control any fees that may be charged to a Guest by his or her bank related to HeadBox's collection of the Total Fees, and HeadBox disclaims all liability in this regard. Once you have made the payment your booking will be confirmed and you will receive a confirmation email and text summarizing your confirmed booking.
- In consideration for the use by the Guest of HeadBox's Site, HeadBox charges the Service Fees to the Guest. Where applicable, Taxes (such as VAT in Europe) may also be charged in respect of the Host Fees and Guest Fees. HeadBox deducts the Host Fees from the Space Fees before remitting the balance to the Host as described in these Terms. Guest Fees are, as noted above, included in the Total Fees.
- HeadBox reserves the right to introduce, change, alter or amend the fees it charges to Guests upon reasonable notice. New fee rates will not apply to existing Space bookings which are yet to be performed but will apply to all bookings made after the date that the new fees are introduced, altered or amended.
- HeadBox may from time to time offer a Concierge Service to Guests. If a Guest chooses to make the use of the Concierge Service in order to make a booking for a Space then HeadBox has the right to charge a fee to the Guest of up to 15% of the value of the booking.
- Service Fees once paid are non-refundable.
- If as a Host you are registered for VAT it is your responsibility to provide us with your VAT number. It is also your responsibility to tell us whether VAT is chargeable on the hire of your space if you are registered for VAT. We will prepare VAT invoices between you and your guests on your behalf. These will be based on the information provided by you and on record at the point in time that the invoice is raised. HeadBox cannot be held responsible for any incorrect VAT arising from the information provided by you. If you are unsure of your VAT status or whether you should be charging VAT on your space you should take professional advice.
- HeadBox may from time to time introduce a Members Reward Scheme to reward loyalty to Guests who make bookings through the HeadBox portal. Headbox will require any Member who wishes to benefit from the Members Reward Scheme to confirm that in doing so the Member has complied with the terms of any Bribery Act Policy operated by the Guest`s employer. HeadBox reserves the right to withhold any right to Membership or to the redemption of any reward scheme pending proof that the Guest has complied with any such Bribery Act Policy.
- Hosts may choose to include Damage Deposits in their Listings ("Damage Deposits"). Each Listing will describe whether a Damage Deposit is required for the Space. If a Damage Deposit is included HeadBox Payments will, in its capacity as the payment collection agent of the Host, use its commercially reasonable efforts to obtain a pre-authorization of the Guest's credit card in the amount the Host determines for the Damage Deposit within a reasonable time prior to the Guest's use of the Space. HeadBox will also use its commercially reasonable efforts to address Hosts' requests and claims related to Damage Deposits, but HeadBox is not responsible for administering or accepting any claims by Hosts related to Damage Deposits, and disclaims any and all liability in this regard.
- If in connection with a requested booking a Damage Deposit is required then a Guest will be asked to provide customary billing information such as name, billing address and credit card information to HeadBox or its third-party payment processor(s) to permit HeadBox to obtain a pre-authorization of the Damage Deposit. The Guest will authorize HeadBox to charge a credit card to cover any agreed Damage Deposit.
Cancellations and refunds
- If, as a Guest, you wish to cancel a confirmed booking made via the Site either prior to or after arriving at the Space or at any time during the Space experience, the Cancellation Policy of the Host contained in the applicable Listing will apply to such cancellation. Our ability to refund the Space Fees and other amounts charged to you will depend upon the terms of the applicable Cancellation Policy, which was identified in the Listing. The Guest Fee is non-refundable regardless of the Cancellation Policy selected by the Host.
- If a Host cancels a confirmed booking made via the Site, (i) HeadBox will refund the Total Fees for such booking less the Service Fees to the applicable Guest within a commercially reasonable time of the cancellation and (ii) the Guest will receive an email or other communication from HeadBox containing alternative Listings and other related information. If the Guest requests a booking from one of the alternative Listings and the Host associated with such alternative Listing confirms the Guest's requested booking, then the Guest agrees to pay HeadBox the Total Fees relating to the confirmed booking for the Space in the alternative Listing, in accordance with these Terms.
- If, as a Host, you cancel a confirmed booking for a Space experience either prior to or during the Space experience, the Host Fee is non-refundable regardless of the reason for cancellation. HeadBox may at its absolute discretion also apply penalties or take the following actions including (i) publishing an automated review on your Listing indicating that a reservation was cancelled, (ii) keeping the calendar for your Listing unavailable or blocked for the dates of the cancelled booking, or (iii) imposing a cancellation fee equal to 25% of the Space Fees (to be withheld from any future payments or invoiced to the Host as a one off penalty charge).
HeadBox can only process payments for whole numbers and so payments will be rounded to the nearest whole number. HeadBox may, in its sole discretion, round up or round down amounts that are payable from or to Guests or Hosts to the nearest whole functional base unit in which the currency is denominated (e.g. to the nearest dollar, euro or other supported currency); for example, HeadBox will round up an amount of £101.50 to £102.00, and £101.49 to £101.00.
Payment processing errors
We will take steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the same payment method used for the original payout to or payment by you, so that you end up receiving or paying the correct amount.
- You as a Host understand and agree that you are solely responsible for determining (i) your applicable Tax reporting requirements, and (ii) the Taxes that should be included, and for Taxes to be collected or obligations relating to applicable Taxes in Listings. You are also solely responsible for remitting to the relevant authority any Taxes included or received by you. A Host must clearly identify all additional taxes which are payable by a Guest at the time of a booking request otherwise such taxes will be deemed to be included in the Space Fee.
- HeadBox cannot and does not offer Tax-related advice to any Members.
- Where applicable and where a Host makes a request, HeadBox will use its reasonable endeavors to issue a valid VAT invoice to the Host.
Use By Guests and Damage to spaces
- Guests must use the space as per the terms and conditions and must pay the price set out in the profile listing which they booked via the HeadBox platform. If a Guest uses a space in a way that contravenes the terms and conditions and the price paid for the Space as set out in the profile listing then the Host has the right to retain part or all of the deposit collected from the Guest at the time of the booking.
- As a Guest, you are responsible for leaving the Space in the condition it was in when you arrived. You acknowledge and agree that, as a Guest, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Space. In the event that a Host provides evidence of damage, including but not limited to photographs, you agree to pay the cost of replacing the damaged items with equivalent items and authorize us to deduct any damages from the Damage Deposit. After being notified of the claim and given forty-eight (48) hours to respond, the payment will be taken from your Damage Deposit. Unless you elect to have the matter referred to mediation with HeadBox. If there is no Damage Deposit then the recovery of damages will be a matter to be determined between the Guest and the Host and HeadBox will have no role to play in such determination.
- Where the Guest refers the matter for mediation then the Host must agree to cooperate with and assist HeadBox in good faith, and to provide HeadBox with such information and take such actions as may be reasonably requested by HeadBox, in connection with any complaints or claims made by Members relating to Spaces or any personal or other property located at a Space or with respect to any investigation undertaken by HeadBox or a representative of HeadBox. The Guests agree to participate in mediation or similar resolution process with a Host, which process will be conducted by HeadBox or a third party selected by HeadBox. The costs of the mediation will be borne by the Guest and Host equally.
- You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to your use of the Site, Services and Collective Content. In connection with your use of the Site, Services and Collective Content, you may not and you agree that you will not:
- violate any law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax laws;
- use manual or automated software, devices, scripts, robots or other means or processes to access, "scrape,"" "crawl" or "spider" any web pages or other services contained in the Site, Services or Collective Content;
- use the Site, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms;
- copy, store or otherwise access any information contained on the Site, Services or Collective Content for purposes not expressly permitted by these Terms;
- infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
- interfere with or damage our Site or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- use our Site or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
- use our Site, Services or Collective Content in connection with the distribution of unsolicited commercial email ("spam");
- "stalk" or harass any other user of our Site, Services or Collective Content, or collect or store any personally identifiable information about any other user other than for purposes of transacting as an HeadBox Guest or Host;
- offer, as a Host, any Space that you do not yourself own or have permission to rent for commercial or business use or other property (without limiting the foregoing, you will not list Spaces as a Host if you are serving in the capacity of a listing agent for a third party);
- register for more than one HeadBox Account or register for a HeadBox Account on behalf of an individual other than yourself;
- contact a Host for any purpose other than asking a question related to a booking, such as a Host's Spaces or Listings;
- contact a Guest for any purpose other than asking a question related to a booking or such Guest's use of the Site and Services;
- recruit or otherwise solicit any Host or other Member to join third-party services or websites that are competitive to HeadBox, without HeadBox's prior written approval;
- impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
- use automated scripts to collect information from or otherwise interact with the Site, Services or Collective Content;
- use the Site, Services or Collective Content to find a Host or Guest and then complete a booking of a Space independent of the Site, or Services, in order to circumvent the obligation to pay any Service Fees related to HeadBox's provision of the Services or for any other reasons;
- as a Host, submit any Listing with false or misleading price information, or submit any Listing with a price that you do not intend to accept;
- post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
- systematically retrieve data or other content from our Site or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
- use, display, mirror or frame the Site, Services or Collective Content, or any individual element within the Site, Services or Collective Content, HeadBox's name, any HeadBox trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Site or Services, without HeadBox's express written consent;
- access, tamper with, or use non-public areas of the Site or Services, HeadBox's computer systems, or the technical delivery systems of HeadBox's providers;
- attempt to probe, scan, or test the vulnerability of any HeadBox system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by HeadBox or any of HeadBox's providers or any other third party (including another user) to protect the Site, Services or Collective Content;
- forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services or Collective Content to send altered, deceptive or false source-identifying information;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Collective Content; or
- advocate, encourage, or assist any third party in doing any of the foregoing
- HeadBox has the right to investigate and prosecute violations of any of the above to the fullest extent of the law.
- HeadBox may access, preserve and disclose any of your information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary to (i) respond to claims asserted against HeadBox or to comply with legal process (for example, subpoenas or warrants), (ii) enforce or administer our agreements with users, such as these Terms (iii) for fraud prevention, risk assessment, investigation, customer support, product development and de-bugging purposes, or (iv) protect the rights, property or safety of HeadBox, its users, or members of the public.
- You acknowledge that HeadBox has no obligation to monitor your access to or use of the Site, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating and improving the Site, and Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to respond to content that it determines is otherwise objectionable or as set forth in these Terms. HeadBox reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that HeadBox, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or Services.
You acknowledge and agree that the Site, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of HeadBox and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services, or Collective Content.
HeadBox content and member content license
- Subject to your compliance with these Terms, HeadBox grants you a limited, non-exclusive, non-transferable license, to (i) access and view any HeadBox Content solely for the purposes set out in these Terms and (ii) access and view any Member Content to which you are permitted access, solely for the purposes set out in these Terms. You have no right to sublicense the license rights granted in this section.
- You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by HeadBox or its licensors, except for the licenses and rights expressly granted in these Terms.
- We may, in our sole discretion, permit you to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site and Services, you hereby grant to HeadBox a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, by means of or to promote or market the Site and Services. HeadBox does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.
- You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Site and Services or you have all rights, licenses, consents and releases that are necessary to grant to HeadBox the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or HeadBox's use of the Member Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
The Site and Services may contain links to third-party websites or resources. You acknowledge and agree that HeadBox is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by HeadBox of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
Proprietary rights notices
All trademarks, service marks, logos, trade names and any other proprietary designations of HeadBox used herein are trademarks or registered trademarks of HeadBox. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Intellectual property policy
HeadBox respects the intellectual property rights of others and expects its users to do the same. The full terms are set out in HeadBox`s Intellectual Property Policy.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and Services ("Feedback"). You may submit Feedback by emailing us at firstname.lastname@example.org. You acknowledge and agree that all Feedback will be the sole and exclusive property of HeadBox and you hereby irrevocably assign to HeadBox and agree to irrevocably assign to HeadBox all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At HeadBox's request and expense, you will execute documents and take such further acts as HeadBox may reasonably request to assist HeadBox to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
HeadBox respects copyright law and expects its users to do the same. It is HeadBox's policy to terminate in appropriate circumstances the HeadBox Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. The full terms are set out in HeadBox's Intellectual Property Policy.
suspension, termination and HeadBox account cancellation
- We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel your HeadBox Account. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your HeadBox Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Site, Services, your HeadBox Account, your Member Content, or receive assistance from HeadBox Customer Service, (b) any pending or accepted future bookings as either Host or Guest will be immediately terminated, (c) we may communicate to your Guests or Hosts that a potential or confirmed booking has been cancelled, (d) we may refund your Guests in full for any and all confirmed reservations, irrespective of pre-existing cancellation policies, (e) we may contact your Guests to inform them about potential alternate Spaces with other Hosts that may be available on the Site and Services, and (f) you will not be entitled to any compensation for reservations or bookings (even if confirmed) that were cancelled as a result of a suspension, deactivation or termination of your HeadBox Account.
- You may deactivate your HeadBox Account at any time via the :"Deactivate Account" feature of the Services. Please note that if your HeadBox Account is deactivated, we do not have an obligation to delete or return to you any Content you have posted to the Site and Services, including, but not limited to, any reviews or Feedback.
- If you choose to use the site, services or collective content and participate, you do so at your sole risk. You acknowledge and agree that HeadBox does not have an obligation to conduct background checks on any Member, including, but not limited to, Guests and Hosts, but may conduct such background checks in its sole discretion. The Site, Services and Collective Content are provided "as is", without warranty of any kind, either express or implied. Without limiting the foregoing, HeadBox explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of a course of dealing or usage of trade. HeadBox gives no warranty that the site, services, collective content, including, but not limited to, the Listings or any Space, will meet a Guest's requirements or be available on an uninterrupted, secure, or error-free basis. HeadBox gives no warranty regarding the quality of any Listings, Spaces, the Services or Collective Content or the accuracy, timeliness, truthfulness, completeness or reliability of any Collective Content obtained through the Site, or Services.
- No advice or information, whether oral or written, obtained from HeadBox or through the Site or Services or Collective Content, will create any warranty not expressly made herein.
- You are solely responsible for all of your communications and interactions with other users of the Site or Services and with other persons with whom you communicate or interact as a result of your use of the Site or Services, including, but not limited to, any Hosts or Guests. You understand that HeadBox does not make any attempt to verify the statements of users of the Site or Services or to review or visit any Spaces. HeadBox gives no warranties as to the conduct of users of the Site or Services. You agree to take reasonable precautions in all communications and interactions with other users of the Site or Services and with other persons with whom you communicate or interact as a result of your use of the Site or Services, including, but not limited to, Guests and Hosts, particularly if you decide to meet offline or in person regardless of whether such meetings are organized by HeadBox. Notwithstanding HeadBox's appointment as the limited payment collection agent of the Hosts for the purpose of accepting payments from Guests on behalf of the Hosts, HeadBox explicitly disclaims all liability for any act or omission of any Guest or other third party.
Limitation of liability
- You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Services and Collective Content, your Listing or booking of any Space via the Site and services, and any contact you have with other users of HeadBox whether in person or online remains with you. Neither HeadBox nor any other party involved in creating, producing, or delivering the Site, Services or Collective 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 these terms, from the use of or inability to use the Site, Services or Collective Content, from any communications, interactions or meetings with other users of the Site, or Services or other persons with whom you communicate or interact as a result of your use of the Site, Services, or from your Listing or booking of any Space via the site and Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not HeadBox has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
- Except for our obligations to pay amounts to applicable Hosts pursuant to these Terms, in no event will HeadBox's aggregate liability arising out of or in connection with these Terms and your use of the Site and Services including, but not limited to, from your Listing or booking of any Space via the Site and services, or from the use of or inability to use the Site, Services, or Collective Content and in connection with any Space or interactions with any other Members, exceed the amounts you have paid or owe for bookings via the Site and Services as a Guest in the three(3) month period prior to the event giving rise to the liability, or if you are a Host, the amounts paid by HeadBox to you in the three (3) month period prior to the event giving rise to the liability, or one hundred pounds sterling (£100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between HeadBox and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
You agree to release, defend, indemnify, and hold HeadBox and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking of a Space, or (iii) creation of a Listing; and (d) the use, condition or rental of a Space by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a rental, booking or use of a Space;
These Terms constitute the entire and exclusive understanding and agreement between HeadBox and you regarding the Site, Services, Collective Content, any bookings or Listings of Spaces made via the Site and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between HeadBox and you regarding bookings or Listings, the Site, Services and Collective Content.
You may not assign or transfer these Terms, by operation of law or otherwise, without HeadBox's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. HeadBox may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
In the event any provision, clause, sentence, phrase, or word in these Terms or their application is held to be invalid or unenforceable such invalidity or unenforceability shall not affect the validity or unenforceability of the remainder of these Terms or the application of any such provision, sentence, clause, phrase or word in any other circumstances.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by HeadBox (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Controlling law and jurisdiction
These Terms will be governed by the laws of England and Wales and be enforceable only in a court of competent jurisdiction in England and Wales.
If you have any questions about these Terms or any App Store Sourced Application, please contact HeadBox at email@example.com