Terms Of Service For KOOHOO Hosts
TERMS OF SERVICE FOR KOOHOO HOSTS
These Terms of Service for KOOHOO Hosts (Host Terms) govern the use of KOOHOO’s online service platform by persons offering accommodation. Date of entry into force 1 May 2021.
1.1 Accommodation means a short-term accommodation service provided by Host to Guest in Property.
1.3 Amenities are extra features of Property (e.g. TV, bathroom, coffee machine, etc.) that are in a bookable unit (e.g. within a hostel room).
1.4 Bid means a personalised offer for Accommodation made by Host to Guest via Platform and which is valid for a limited time period determined by KOOHOO.
1.5 Business Host means a Host who is a legal person or a private individual providing Accommodation in its commercial or professional capacity.
1.6 Content means any reviews and other feedback, text, photos, audio, video, information and other content made available via Platform.
1.7 Facilities are extra features of Property (e.g. sauna, swimming pool, tennis court, gym, restaurant) that are located outside the bookable unit (e.g. outside a hostel room).
1.8 Fee means an amount of money payable by Host to KOOHOO for the use of Platform as specified in Fee Policy.
1.9 Fee Policy means KOOHOO’s terms and conditions about when Fee applies and how Fee is calculated, as well as the amounts of fixed Fee. Fee Policy is published at host.koohoo.me
1.10 Force Majeure means circumstances which are beyond the control of respective Party and which, at the time the Agreement was entered into, the Party could not reasonably have been expected to take into account, avoid or overcome the impediment or the consequences thereof which the Party could not reasonably have been expected to overcome.
1.11 Guest means a Member who can search for, book, and use Accommodation via Platform.
1.12 Host means a Member who can publish and offer Accommodation via Platform. The Host can be either a Business Host or a Private Host.
1.13 Host Content means Content provided by Host.
1.14 Intellectual Property Right means any patent, copyright, inventions, database rights, design right, trademark, trade or business name, brand, logo, service mark, know-how, utility model, or, where relevant, any application for any such right, know-how, the domain name (under whatever extension e.g. .com, .ee, .eu, .me, etc.), or other similar right or obligation whether registered or unregistered or other intellectual property right subsisting in any territory or jurisdiction in the world.
1.15 KOOHOO means KOOHOO TECHNOLOGY OÜ, a private limited company registered under the laws of Estonia with registration code 16101861, registered at Esku 4, Tallinn 11913, Estonia.
1.16 Listing means a bookable unit (e.g. hostel room) which is listed in the Platform. The Host can create one or more Listings per Property (e.g. each room in a hostel forms a separate Listing).
1.17 Member means a registered user of the Platform.
1.18 Party or Parties means Host and KOOHOO, individually or collectively, as the case may be.
1.19 Platform means an online platform owned and operated by KOOHOO that enables to publish, offer, search for and book Accommodation.
1.20 Private Host means a Host who is a private individual providing Accommodation outside his or her commercial or professional capacity.
1.21 Property means a hotel, motel, guesthouse, hostel, holiday village, holiday home, visitor’s apartment, home accommodation or other type of property which may comprise one or several Listings.
1.22 Taxes means value added tax, occupancy taxes, tourist, income or other taxes pursuant to applicable law.
1.23 Third-Party-Services means third-party websites, applications, services or resources that Platform may contain links to.
1.24 Website means KOOHOO’s website at www.koohoo.me
2 GENERAL TERMS
2.1 KOOHOO offers to Host the opportunity to make Bids via Platform to make Accommodation available for reservation to Guests.
2.2 Host has discretion whether and when to provide Accommodation and at what price and on what terms to offer Accommodation. KOOHOO does not direct or control the Host or the Accommodation provided by the Host.
2.3 Host will enter into a contract directly with Guest and shall deliver Accommodation at the price and other terms specified in Bid.
2.4 KOOHOO is not a party to agreements between Hosts and Guests, nor is KOOHOO a provider of accommodation services, real estate broker, insurer or organiser or retailer of travel packages under Directive (EU) 2015/2302. KOOHOO is not acting as an agent in any capacity for any Member.
2.5 Host’s relationship with KOOHOO is that of an independent individual or legal entity and not an employee, agent or partner of KOOHOO.
2.6 KOOHOO does not restrict Hosts from offering accommodation or any other services to potential customers through other means than the Platform.
3 HOST ACCOUNT
3.2 Host must be a legal entity or a natural person who is 18 years or older.
3.3 A person can have only one Host account. The Host may not transfer its account to someone else.
3.4 Host shall provide accurate, current and complete information about the Host, the Property and any Listing (including about Amenities and Facilities) when applying for registration of Host account and keep the information accurate, current and complete during the validity of the Agreement.
3.5 Host must clearly indicate whether it is a Business Host (see Clause 1.5) or a Private Host (see Clause 1.20). The Host must inform KOOHOO when its activities change in a way that the Private Host becomes a Business Host or vice versa. KOOHOO is not required to evaluate or verify the Host’s status as a Business Host or Private Host.
3.6 Business Host shall provide the following information in its application:
3.6.1 the name of the company and its legal representatives or full name as a sole proprietor (as applicable);
3.6.2 business address;
3.6.3 contact details;
3.6.4 trade registration number and register (if applicable);
3.6.5 Value Added Tax identification number (if applicable);
3.6.6 details of any authorization, registration or similar scheme that the Business Host is subject to, including the name of the relevant authority (if applicable).
3.7 KOOHOO reviews the information provided in the Host account registration application. KOOHOO is not obliged to confirm the registration of the Host account if there are any shortcomings in the provided information or the Host does not meet the requirements set out in Host Terms (e.g. Clause 3.2).
3.8 If KOOHOO accepts a Host, KOOHOO creates a Host account and profile for Host based on the application. When creating the profile, KOOHOO may add information about the Property (e.g. to add a description, photos, location of the Property etc.). The host shall verify the profile created by KOOHOO and confirm the profile.
3.9 Host is responsible for maintaining the confidentiality and security of its account credentials and may not disclose its credentials to any third party. Host shall immediately notify KOOHOO if it suspects that its credentials have been lost, stolen, or its’ account is otherwise compromised.
3.10 If and as permitted or required by applicable law, KOOHOO may:
3.10.1 ask Host to provide identification document and other information related to Host and Property;
3.10.2 undertake checks to help verify Host’s identity or background, or Business Host’s representation rights, or to help verify the legal and physical status of Property;
3.10.3 screen Host against third-party databases or other sources and request reports from third-party service providers; and
3.10.4 obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents.
4 PLATFORM RULES
4.1 Host shall follow the rules described in this Clause 4 and shall not help or induce others to break or circumvent these rules.
4.1.1 Act with integrity and treat others with respect.
22.214.171.124 Do not lie, misrepresent something or someone, or pretend to be someone else.
126.96.36.199 Be polite and respectful when you communicate or interact with others.
4.1.2 Do not scrape, hack, reverse engineer, compromise or impair Platform.
188.8.131.52 Do not use bots, crawlers, scrapers or other automated means to access or collect data or other content from or otherwise interact with the Platform.
184.108.40.206 Do not hack, avoid, remove, impair or otherwise attempt to circumvent any security or technological measure used to protect Platform or Content.
220.127.116.11 Do not decipher, decompile, disassemble or reverse engineer any of the software or hardware used to provide Platform.
18.104.22.168 Do not take any action that could damage or adversely affect the performance or proper functioning of the Platform.
4.1.3 Only use Platform as authorized by the Agreement.
22.214.171.124 Do not engage in any practices that are intended to manipulate the Platform’s search algorithm.
126.96.36.199 Do not use, copy, display, mirror or frame Platform, any Content, any KOOHOO branding, or any page layout or design without KOOHOO’s prior consent.
4.1.4 Honour your legal obligations.
188.8.131.52 Understand and follow the laws that apply to you, including privacy, data protection, and tax laws.
184.108.40.206 Do not use the name, logo, branding, or trademarks of KOOHOO or others without permission.
220.127.116.11 Do not use or register any domain name, social media handle, trade name, trademark branding, logo or other source identifier that may be confused with KOOHOO branding.
18.104.22.168 Do not offer Accommodation that violates the laws or agreements that apply to you.
22.214.171.124 Do not offer or solicit prostitution or participate in or facilitate human trafficking.
5 HOST OBLIGATIONS
5.1 Host can add a Property (if applicable, a Listing) and make a Bid on Platform and set the price, availability and rules for each Bid at its own discretion.
5.2 Bid must include complete, accurate, true and not misleading information about Accommodation, Property, Listing, Amenities, Facilities, availability, price and other charges (e.g. cleaning fees, resort fees, security deposits, etc., if applicable), cancellation policy and any rules or requirements that apply to Guests or the Bid. The Host must describe any and all fees and charges in its Bid and may not collect any additional fees or charges. The Host must always keep its information about Property (and if applicable, about Listing) accurate and up to date.
5.3 If the Host accepts a booking request, or receives a booking confirmation via Platform, Host enters into an agreement directly with Guest and is responsible for providing Accommodation to Guest under the terms and at the price specified in Bid.
5.4 Host is responsible for handling and using personal data of Guests and others in compliance with applicable privacy laws and the Agreement. The Host may not use Platform or Guest’s personal information to send commercial messages without their express consent.
5.5 Host is responsible for its own acts and omissions as well as the acts and omissions of anyone Host uses or allows to participate in the performance of its obligations, including in providing the Accommodation.
5.6 Host is responsible for understanding and complying with any laws, rules, regulations on the national or municipal level and contracts with third parties that apply to Property, Listing or Accommodation. For example, some lease or similar contracts, homeowner and condominium association rules restrict or prohibit sub-leasing, short-term rentals and/or longer-term stays; some municipalities have regulations that restrict the short-term rental of residential properties; some jurisdictions require Hosts to register, get a permit, or obtain a licence before providing Accommodation (incl. short-term rentals, longer-term stays, preparing food, serving alcohol for sale, etc); some jurisdictions have laws that create tenancy rights for Guests and additional obligations for Hosts.
5.7 Host is responsible for determining and fulfilling its obligations under applicable national and municipal laws and regulations to pay, report, collect, remit or include in the price any applicable Taxes.
5.8 In jurisdictions where tax or other applicable mandatory regulations require that KOOHOO as a platform collects and/or reports tax or other information about Host and Host’s transactions to competent authorities, KOOHOO provides the relevant authorities with the information required by law and Host accepts performance of such obligation by KOOHOO. KOOHOO may demand relevant data and documentation from the Host, if necessary, and the Host shall provide to KOOHOO required and accurate information at the Host’s cost. If the Host fails to provide KOOHOO with documentation that Koohoo determines to be sufficient for the performance of KOOHOO’s obligation, this is considered as a material breach of the Agreement by the Host. KOOHOO shall not be liable to Host if the Host incurs additional costs or damages as a result of performing or non-performing of relevant information collection and/or reporting obligation by KOOHOO.
5.9 If Guest is a consumer (i.e. natural person searching for, booking or using Accommodation via a Platform outside its professional or commercial capacity), the Business Host must follow consumer protection rules arising from applicable law in its relations with the Guest. This includes the obligation to provide mandatory pre-contractual information to Guests, including the information that the Guest who is a consumer does not have the right to withdraw from the accommodation agreement between the Business Host and Guest within 14 days.
6 FEE AND PAYMENT TERMS
6.1 KOOHOO does not charge commission or other fees on reservations made via Platform. Guests pay for reservation and use of Accommodation directly to Hosts.
6.2 During the term of this Agreement Host shall provide and maintain one or more valid credit card(s) linked with the Host’s account to allow KOOHOO to charge any payments associated with the use of the Platform as set out in the Agreement.
6.3 Host shall pay KOOHOO Fee and for the use of Platform, as specified in Fee Policy. Taxes shall be included in the Fees, as required by applicable law.
6.4 Fee invoices are accessible to the Host and can be downloaded via Platform.
6.5 Host authorises KOOHOO to deduct Fee and Taxes as well as any other amounts payable by Host to KOOHOO under the Agreement from Host’s credit card.
6.6 If an automatic charge from the credit card fails, the Host remains liable for the payment obligation. In case of delay in payment, the Host shall pay delay interest 0.05% per day from the total overdue amount.
6.7 Except as otherwise provided in the Agreement, Fees and other payments made by Host to KOOHOO under the Agreement are non-refundable. If Host disputes any transactions charged to Host’s credit card, Host must contact KOOHOO within 10 business days from the date of said transaction.
6.8 KOOHOO reserves the right to change Fee Policy and Fees at any time and will provide Hosts 30 days prior notice of any relevant changes before they become effective. If Host disagrees with such change, it may terminate the Agreement at any time pursuant to Clause 11.
7.1 Host may cancel a reservation made by Guest via Platform only if there is a valid reason pursuant to the cancellation policy of the Host or under applicable law. The host shall inform Guests about the Host’s cancellation policy before the Guests make a booking.
7.2 Valid reasons for cancelling a Guest’s reservation include, but are not limited to the following circumstances:
7.2.1 National or local emergencies, epidemics, pandemics and public health emergencies. This does not include diseases that are endemic or commonly associated with an area.
7.2.2 Travel restrictions imposed by national or municipal authorities that prevent or prohibit traveling to, staying at or returning from the Listing location. This does not include non-binding travel advisories and similar government guidance.
7.2.3 Natural disasters, large-scale outages of essential utilities, volcanic eruptions, tsunamis, and other severe and abnormal weather events. This does not include weather or natural conditions that are common enough to be foreseeable in that location, e.g. snow and ice in Northern Europe in the winter period.
7.3 KOOHOO may charge a penalty fee in the amount of the cancelled reservation if the Host cancels a reservation made by the Guest via the Platform without a valid reason.
7.4 If the Host cancels a reservation made by the Guest via the Platform, then the service level rating of the Host will be lowered.
8 BIDS RANKING
8.1 KOOHOO shall set out the main parameters to Guests on the basis of which the Host Bids are ranked for Guests.
8.2 The ranking of Bids in search results on Platform depends on a variety of factors, including these main parameters:
8.2.1 Guest search parameters (e.g. number of Guests, time and duration of the trip, price range, location);
8.2.2 Listing characteristics (e.g. price, calendar availability, guest reviews, type of Accommodation);
8.2.3 Guest booking experience (e.g. customer service and cancellation history of Host);
8.2.4 Host requirements (e.g. minimum or maximum nights).
9.1 Content may be protected by Intellectual Property Rights and applicable laws. Host acknowledges that all Intellectual Property Rights for Content are the exclusive property of KOOHOO or its licensors, and agree that Host will not remove, alter or obscure any Intellectual Property Rights notices. The Host may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any Content accessed through Platform, except to the extent Host is the legal owner of that Content or as expressly permitted in the Agreement.
9.2 By providing Host Content, in whatever form and through whatever means, Host grants KOOHOO a non-exclusive, worldwide, royalty-free, sub-licensable and transferable license, for the term of the protection of the rights so licensed, to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Host Content to provide and/or promote Platform, in any media or platform, known or unknown to date and in particular on the Internet and social networks.
9.3 Host Content shall not:
9.3.1 be discriminatory, harassing, obscene, violent, threatening, deceptive, or sexually explicit;
9.3.2 contain illegal content or endorse or promote illegal or harmful activity;
9.3.3 violate another person’s rights, including Intellectual Property Rights and privacy rights.
9.4 Host is solely responsible for all Host Content that it provides and warrants that Host either owns it or is authorized to grant KOOHOO the rights described in the Agreement.
9.5 Host agrees that KOOHOO makes available services or automated tools to translate Host Content and that Host Content may be translated using such services or tools. KOOHOO does not guarantee the accuracy or quality of translations, and the Host is responsible for confirming the accuracy of such translations.
10.1 Guests have an opportunity to review the Host after providing Accommodation.
10.2 Reviews are not verified by KOOHOO for accuracy and may be incorrect or misleading.
10.3 KOOHOO may remove reviews that contain no relevant information about Host, Property, Listing or Accommodation. Reviews that contain mostly irrelevant information are also subject to removal if the otherwise relevant information would not be expected to meaningfully inform the booking decisions of other Members.
10.4 When browsing Bids on Platform, reviews are ordered based on several factors that are relevant or helpful for Guests, including factors like: how recent the review is, the language of the review, the country where the reviewer resides, the length of the review.
10.5 Guest reviews are for exclusive use by KOOHOO. KOOHOO exclusively retains ownership of all rights in and to all Intellectual Property Rights of the Guest reviews. The Host is not entitled to directly or indirectly publish, market, promote, copy, scrape, (hyper-/deep)link to, integrate, obtain, utilize, combine, share or otherwise use the Guest reviews without the prior written consent of KOOHOO.
11 TERM, TERMINATION AND OTHER MEASURES
11.1 The Agreement is entered into for an unspecified term.
11.2 Host may terminate the Agreement at any time by notice via email to KOOHOO or by deleting its Host account on the Platform.
11.3 KOOHOO may terminate the Agreement for any reason by giving 30 days’ notice and providing a statement of reasons via email or using any other contact information Host has provided for its account.
11.4 KOOHOO may terminate the Agreement immediately and without prior notice, and stop providing access to Platform if:
11.4.1 Host materially breaches the Agreement, e.g. if Host provides misleading or fraudulent information about Host, Accommodation, Property or Listing to KOOHOO; Host fails to provide information necessary to perform KOOHOO’s obligations as set out in Clause 5.8 etc.;
11.4.2 Host violates applicable laws;
11.4.3 such action is necessary to protect the personal safety or property of KOOHOO, Members or third parties (e.g. in the case of fraudulent behaviour); or
11.4.4 Host’s account has been inactive for more than two years.
11.5 If Host breaches the Agreement, violates applicable laws or third party rights, has repeatedly received poor reviews, or KOOHOO otherwise becomes aware of or has received complaints about Host performance or conduct, Host has repeatedly cancelled confirmed bookings or failed to respond to booking requests without a valid reason or such action is necessary to protect the personal safety or property of KOOHOO, Members or third parties, KOOHOO may, before termination of Agreement pursuant to Clause 11.4:
11.5.1 suspend or limit Host access to Platform and/or Host account;
11.5.2 suspend or remove Listings, Reviews or other Content;
11.5.3 cancel pending or confirmed bookings.
11.6 If KOOHOO decides to take measures set out in Clause 11.5, KOOHOO provides the statement of reasons prior to or at the time of the restriction or suspension taking effect via email or using any other contact information Host has provided for its account.
11.7 In case of non-material violations or where otherwise appropriate, KOOHOO will give Host a notice of any intended measure and an opportunity to resolve the issue, unless such notification would:
11.7.1 prevent or impede detection or prevention of fraud or other illegal activities;
11.7.2 harm the legitimate interests of other Members or third parties; or
11.7.3 contravene applicable laws.
11.8 KOOHOO may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body.
11.9 If Host terminates the Agreement, or if Host’s access to Platform or Host account is suspended or limited, or KOOHOO terminates the Agreement, any confirmed booking(s) will be automatically cancelled. KOOHOO has no obligation to find a new Host or Bid for a Guest.
12.1 KOOHOO provides the Platform on an “as is” and “as available” basis. KOOHOO does not warrant the performance or non-interruption of the Platform.
12.2 KOOHOO may, temporarily and under consideration of the Members’ legitimate interests (e.g. by providing prior notice), restrict the availability of Platform or certain features thereof, if this is necessary for a view of capacity limits, the security or integrity of KOOHOO’s servers, or to carry out maintenance measures that ensure the proper or improved functioning of Platform.
12.3 KOOHOO is not responsible for outages or disruptions of the Internet and telecommunications infrastructure which are beyond Koohoo’s control and can lead to interruptions in the availability of the Platform.
12.4 KOOHOO does not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any Guest, Host, Accommodation, Property, Listing, Bid or third party.
12.5 KOOHOO does not warrant that verification, identity or background checks conducted on Members (if any) will identify past misconduct or prevent future misconduct. Any references to a Member being ‘verified’ (or similar language) indicate only that the Member or KOOHOO has completed a relevant verification or identification process and nothing else.
13 LIMITATION OF LIABILITY
13.1 KOOHOO shall be liable for breach of Agreement only if the breach is caused intentionally or due to gross negligence or carelessness of KOOHOO.
13.2 Liability of KOOHOO for non-material damage or loss of profit is excluded.
13.3 KOOHOO’s aggregate liability to Host for breach of Agreement is limited to the amount of Fee paid by the Host in the 12-month period prior to the event giving rise to the liability.
13.4 Limitations of KOOHOO’s liability set out in the Agreement do not apply when damage is caused intentionally or due to gross negligence by KOOHOO, or when death or damage to health is caused.
14 APPLICABLE LAW AND DISPUTE RESOLUTION
14.1 The Agreement is governed by Estonian law.
14.2 If mandatory consumer protection regulations in Private Host’s country of residence contain provisions that are more beneficial for the consumer, such provisions shall apply to the Agreement between KOOHOO and Private Host, irrespective of the choice of Estonian law.
14.3 Private Host may bring any judicial proceedings relating to the Agreement before the competent court of its place of residence or the competent court of KOOHOO’s place of business in Estonia (i.e. Harju County Court).
14.4 If KOOHOO wishes to enforce any of its rights against Private Host, Koohoo may do so only in the courts of the jurisdiction in which Private Host is a resident.
14.5 As a consumer, a Private Host can access the European Commission’s online dispute resolution platform here: https://ec.europa.eu/consumers/odr. However, KOOHOO is not committed nor obliged to use an alternative dispute resolution entity to resolve the dispute with consumers.
14.6 If Host is a Business Host, it agrees to submit to the exclusive jurisdiction of the Estonian courts.
15 REPRESENTATIONS AND WARRANTIES
15.1 Host represents and warrants to KOOHOO that for the term of the Agreement:
15.1.1 Host has all necessary rights, power and authority to use, operate, own (as applicable), (sub)license, and make available on the Platform (i) the relevant Accommodation, and (ii) the Intellectual Property Rights in respect of, as set out or referred to in the Host Content;
15.1.2 Host holds and complies with all permits, licences and other governmental authorizations, registrations and requirements necessary for conducting, carrying out and continuing its activities, operations and business, and making the Accommodation available on Platform for reservation;
15.1.3 Host and its representatives and (direct, indirect and ultimate (beneficial)) owners are not in any way connected to, part of, involved in, or related to or under the control, management or ownership of:
126.96.36.199 terrorists or terrorist organizations; or
188.8.131.52 sanctioned persons; or
184.108.40.206 persons who are (i) guilty of or (ii) have entered into a non-prosecution or deferred prosecution arrangement in which they have admitted to participating in money laundering, tax evasion, bribery, financial crime, fraud or corruption.
15.2 Host shall immediately notify KOOHOO in the event of an actual or suspended breach of Clause 15.1.3.
15.3 Each Party represents and warrants to the other Party that for the term of the Agreement:
15.3.1 it has the power and authority to enter into and perform its obligations under the Agreement;
15.3.2 it has taken all action required by it to authorize the execution and performance of the Agreement;
15.3.3 the Agreement constitutes legal valid and binding obligations of that Party in accordance with its terms; and
15.3.4 it complies in all material aspects with all applicable laws, regulations and rules of the country, state or municipality under which law the relevant Party is incorporated with respect to the services rendered by such Party.
16 ACCESS TO DATA
16.1 Access to data. KOOHOO and Host remain separate data controllers regarding any personal data processed under this Agreement. KOOHOO and Host shall thereby:
16.1.2 inform each other immediately about any data processing incidents or breaches that are relevant in performing this Agreement;
16.1.3 reasonably assist each other in responding to the requests of data subjects and authorized public authorities.
16.2 KOOHOO collects personal data of the Members while using the Platform. Without it, KOOHOO may not be able to provide its Members with all services and features requested. Collected information may include:
16.2.1 Information needed to use the Platform;
16.2.2 Contact information, account, profile information, including name (first name and last name of Private Host or business name of Business Host), phone number, postal address, email address, date of birth (of Private Host), registry code (of Business Host), some of which depend in the feature the Member uses.
16.2.3 Payment information and identity verification (if applicable), such as images of Members’ or its representative’s Government’s issued ID (as permitted by applicable laws), ID number or other verification information.
16.2.4 Information the Member chooses to give, which may include:
220.127.116.11 Additional profile information, such as gender, preferred language(s), address, and personalised description. Some of this information as indicated in the account settings is part of the Members’ profile page and will be visible for the Members of the Platform.
18.104.22.168 Information about the Property, Listing, Amenities, Facilities, Bid, etc. including descriptions, photos, location, availability, etc.
17.1 Modification. KOOHOO may modify the Agreement at any time. If KOOHOO makes changes to the Agreement, KOOHOO will post the revised Agreement on the Platform. KOOHOO will also notice the Host of the proposed changes within reasonable and proportionate time, at least 30 days before the changes become effective. If Host disagrees with the revised Agreement, Host may terminate the Agreement immediately as provided in Clause 11. If Host does not terminate the Agreement before the date the revised terms become effective and Host continues using the Platform, KOOHOO will constitute acceptance of the revised Agreement. The notice period as described above does not apply if KOOHOO has exceptionally to change its terms and conditions to address unforeseen and imminent danger related to defending the Platform, its Members, Guests or Hosts from fraud, malware, spam, data breaches or other cybersecurity risks.
17.2 Interpretation. The Agreement constitutes the entire agreement between KOOHOO and Host pertaining to Host’s access to or use of the Platform and supersede any and all prior oral or written understandings or agreements between KOOHOO and Host. If any provision of the Agreement is held to be invalid or unenforceable, except as otherwise indicated, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
17.3 No Waiver. KOOHOO’s failure to enforce any right or provision of the Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed between by the Parties.
17.4 Assignment. The Host may not assign, transfer or delegate the Agreement to a third party without KOOHOO’s prior consent. Host’s right to terminate the Agreement at any time pursuant to Clause 11 remains unaffected.
17.5 Notices. Unless specified otherwise, any notices or other communications to Host permitted or required under the Agreement will be provided electronically and given by KOOHOO via e-mail, Platform notification, SMS or any other contact method KOOHOO enables to provide, using the e-mail address or other contact information the Host has provided for its Host account. All notices and communications between the Parties must be in English.
17.6 Third-Party-Services. KOOHOO is not responsible or liable for any aspect of Third-Party- Services. Links to Third-Party Services contained in the Platform are not an endorsement.
17.7 KOOHOO’s Intellectual Property Rights. Host agrees not to use, display, benefit from, include, utilize, refer to, or specifically target the KOOHOO brand/logo (including trade name, trademark, service mark or other similar indication of identity or source) and other Intellectual Property Right of KOOHOO for any purposes unless approved by KOOHOO.
17.8 Force Majeure. A Party’s non-performance of the Agreement is excused if the non-performance is caused by Force Majeure.