FlipKey Terms and Conditions

FlipKey, Inc. Terms and Conditions

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AGREEMENT BETWEEN CUSTOMER AND FLIPKEY, INC.

Welcome to the FlipKey.com website (the "Website"). This Website is provided solely to assist customers in gathering vacation rental travel information, determining the availability of travel-related goods and services, making legitimate personal vacation rental inquiries or reservations or otherwise transacting business with travel suppliers (unless you are a Manager in which case additional terms and restrictions apply), and for no other purposes. Use of the Website for any other purpose is strictly prohibited. The terms "we", "us", "our" and "FlipKey" refer to FlipKey, Inc., a Delaware corporation and/or our subsidiaries. The term "you" refers to the customer visiting the Website and/or booking a reservation through us on this Website, or through our suppliers and third party providers.

This Website is offered to you conditioned upon your acceptance without modification of all the terms, conditions, and notices set forth below (collectively, the "Agreement"). By accessing or using this Website in any manner, you agree to be bound by the Agreement. Please read the Agreement carefully. If you do not accept all of these terms and conditions, please do not use this Website. You may not amend this Agreement. Be sure to return to this page periodically to review the most current version of the Agreement. We reserve the right at any time, at our sole discretion, to change or otherwise modify the Agreement without prior notice, and your continued access or use of this Website signifies your acceptance of the updated or modified Agreement.

USE OF THE WEBSITE

As a condition of your use of this Website, you warrant that (i) you are at least 18 years of age, (ii) you possess the legal authority to create a binding legal obligation, (iii) you will use this Website in accordance with this Agreement, (iv) you will only use this Website to make legitimate reservations for you or for another person for whom you are legally authorized to act, (v) all information supplied by you on this Website is true, accurate, current and complete, and (vi) if you have a FlipKey.com account, you will safeguard your account information and will supervise and be completely responsible for any use of your account by anyone other than you. We retain the right at our sole discretion to deny access to anyone to this Website and the services we offer, at any time and for any reason, including, but not limited to, for violation of this Agreement.

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LIMITED LICENSE

FlipKey grants you a limited, nonsublicensable license to access and use the Website and to view, copy and print portions of the Website content. Such license is subject to this Agreement, and specifically conditioned upon the following: (i) you may only view, copy and print portions of the Website for your own informational, personal and non-commercial use; (ii) you may not modify or otherwise make derivative uses of the Website or any portion thereof; (iii) any displays or printouts of Website content must be marked "(c) 2007-08, FlipKey, Inc. All rights reserved."; (iv) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Website content; (v) you may not use any data mining, robots or similar data gathering or extraction methods; (vi) you may not use the Website other than for its intended purpose; and (vii) you may not reproduce, prepare derivative works from, distribute or display the Website or any site content (except for page caching), except as provided herein. Except as expressly permitted above, any use of any portion of the Website or site content without the prior written permission of FlipKey is strictly prohibited and will terminate the license granted herein.

Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in this Agreement may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

You represent and warrant that your use of the Website and any content herein will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. You expressly agree to indemnify FlipKey against any liability to any person arising out of your use of the Website not in accordance with this Agreement.

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PROHIBITED ACTIVITIES

The content and information on this Website (including, but not limited to, price and availability of vacation rental properties and travel services), as well as the infrastructure used to provide such content and information, is proprietary to us or our suppliers and providers. While you may make limited copies of your vacation rental travel itinerary (and related documents) for travel or services found through this Website, you agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through this Website. Additionally, you agree not to:

(i) use this Website or its contents for any commercial purpose;

(ii) make any speculative, false, or fraudulent reservation, reservation request or any reservation in anticipation of demand;

(iii) access, monitor, reproduce, upload, republish, distribute, transmit, display or copy any content or information of this Website using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;

(iv) violate the restrictions in any robot exclusion headers on this Website or bypass or circumvent other measures employed to prevent or limit access to this Website;

(v) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure;

(vi) deep-link to any portion of this Website (including, without limitation, the purchase path for any travel services) for any purpose other than in accordance with this Agreement or with with our express written permission;

(vii) "frame", "mirror" or otherwise incorporate any part of this Website into any other website without our prior written authorization;

(viii) post content or items in an inappropriate category or area of the Website, including posting false, inaccurate, misleading, defamatory or libelous content (including personal information); or

(ix) take any action that may undermine the feedback or ratings systems, including posting false, inaccurate or misleading feedback, ratings and reviews;

(x) sell, offer for sale, transfer, or license any portion of the Website in any form to any third parties

(xi) use any robot, spider, other automatic device, or manual process to monitor, copy, or keep a database copy of the Website or site content;

(xii) use the Website other than to make legitimate inquiries or reservations with FlipKey suppliers;

(xiii) use the Website to make any false, fraudulent or speculative reservation, or any reservation in anticipation of demand;

(xiv) post or transmit any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law; or for any other purpose that is unlawful or prohibited by this Agreement.

(xv) use or access the Website in any way that, in our reasonable judgment, adversely affects the performance or function of the Site, or any other computer systems or networks used by FlipKey, or infringes on our copyright or the copyright of our suppliers;

(xvi) upload or transmit to the Website or use any device, software or routine that contains viruses, Trojan horses, worms, time bombs, or other computer programming routines that may damage, interfere or attempt to interfere with, intercept, the normal operation of our Web site, or appropriate the Website or any system, or take any action that imposes an unreasonable load on our computer equipment, or that infringes upon the rights of a third party;

(xvii) use any device, software, or routine that interferes, or attempts to interfere, with the normal operation of our site, or take any action that impose an unreasonable load on our equipment; or

(xviii) disguise the origin of the information transmitted through the Website.

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SUPPLIER RULES AND RESTRICTIONS

Separate terms and conditions will apply to your reservation and purchase of vacation home rentals and travel-related goods and services that you select. Please read these separate terms and conditions carefully. You agree to abide by the terms and conditions of purchase imposed by any supplier with whom you elect to deal, including, but not limited to, payment of all amounts when due and compliance with the supplier's rules and restrictions regarding availability and use of products, or services. You acknowledge that some vacation rental managers and third-party providers offering certain services and/or activities may require you to sign their rental agreement and/or liability waiver prior to participating in the service and/or activity they offer. You understand that any violation of any such supplier's rules and restrictions may result in cancellation of your reservation(s), in your being denied access to the applicable vacation home rental or travel product or services, in your forfeiting any monies paid for such reservation(s), and/or in our debiting your account for any costs we incur as a result of such violation.

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PRIVACY POLICY

FlipKey believes in protecting your privacy. Please click here to review our current Privacy Policy, which also governs your use of Flipkey.com, to understand our practices: Privacy Policy.

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REVIEWS, COMMENTS AND OTHER SUBMISSIONS

We appreciate hearing from you. Please be aware that by submitting content to this Website by electronic mail, postings on this Website or otherwise, including any vacation home rental reviews, questions, comments, suggestions, ideas or the like contained in any submissions (collectively, "Submissions"), you grant FlipKey and its affiliates a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to (a) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Submissions throughout the world in any media, now known or hereafter devised; and (b) use the name that you submit in connection with such Submission. You acknowledge that FlipKey may choose to provide attribution of your comments or reviews (for example, listing your name and hometown on a vacation home rental review that you submit) at our discretion, and that such submissions may be shared with our supplier partners. You further grant FlipKey the right to pursue at law any person or entity that violates your or FlipKey's rights in the Submissions by a breach of this Agreement. You acknowledge and agree that Submissions are non-confidential and non-proprietary to you. We take no responsibility and assume no liability for any Submissions posted or submitted by you. We have no obligation to post your comments; we reserve the right in our absolute discretion to determine which comments are published on the FlipKey.com website If you do not agree to these terms and conditions, please do not provide us with any Submissions.

You are fully responsible for the content of your Submissions, (specifically including, but not limited to, reviews posted to this Website). You are prohibited from posting or transmitting to or from this Website: (i) any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other material or content that would violate rights of publicity and/or privacy or that would violate any law; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); and (iii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party. You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of content to this Website. You acknowledge that FlipKey may exercise its rights (e.g. use, publish, delete) to any content you submit without notice to you.

FlipKey's policies with respect to claims by third parties that the content of the Website, including the content of any Submissions, infringes the copyrights owned by said third party can be found at Copyright Dispute Policy.

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PROPERTY LISTINGS AND RELATED CONTENT

By registering or signing into your account on this Website as a vacation rental owner or manager ( "Manager"), you agree to provide accurate and current information about yourself as prompted by the registration process and maintain and promptly update your online profile information to keep it accurate and current, including but not limited to the information displayed on your FlipKey Front Desk.

By registering or signing into your account on this Website as a Manager with a listed vacation rental property (a "Listing" and collectively "Listings") on this Website:

(a) You represent and warrant that (i) you own and control all of the rights to the content that you post or otherwise distribute regarding the Listings, or you otherwise have the lawful right to post and distribute such content to or through the Website; (ii) such content is accurate and not misleading (including, without limitation, descriptions, features, availability and rental pricing, and pictures (whether supplied by you or authorized by you to be taken by FlipKey from another web site or service)); and (iii) use and posting or other transmission of such content does not violate this Agreement and will not violate any rights of or cause injury to any person or entity.

(b) You represent and warrant that each Listing displays an individual and uniquely identified property available for short term rent. A Listing cannot be an example of properties available. FlipKey reserves the right to amend or remove any Listing, when more than one property is described, and may choose, in its sole discretion to retain any fees associated with the non-conforming listing as compensation for violating this condition.

(c) You represent and warrant that the Listings will not contain addresses of other web sites, HTML, code or other markup languages, other than as provided herein. Addresses of other web sites, HTML, code, or other markup languages will be removed from Listings without notice. You agree not to place email addresses within your listings other than in the designated area to help prevent SPAM and discourage email harvesting robots from crawling FlipKey. Email addresses included outside designated areas will be removed from Listings without notice.

(d) You grant FlipKey, its affiliates, and licensees (i) a nonexclusive, royalty-free, perpetual, transferable, irrevocable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such content throughout the world in any media, now known or hereafter devised; (ii) the right to use the name that you submit in connection with such content, if they choose; and (iii) the right to pursue at law any person or entity that violates your or FlipKey's rights in the content by a breach of this Agreement.

(e) You understand that content submitted will be considered non-confidential and FlipKey, its affiliates, and licensees will be under no obligation to treat such content as proprietary information. Without limiting the foregoing, FlipKey, its affiliates, and licensees reserve the right to use the content as they deem appropriate, including, without limitation, deleting, editing, modifying, rejecting, or refusing to post it. FlipKey, its affiliates, and licensees are under no obligation to offer you any payment for content that you submit or the opportunity to edit, delete or otherwise modify content once it has been submitted to FlipKey. FlipKey, its affiliates, and licensees shall have no duty to attribute authorship of content to you, and shall not be obligated to enforce any form of attribution by third parties.

(f) You hereby declare that if it is determined that you retain moral rights (including rights of attribution or integrity) in the content (i) you do not require that any personally identifying information be used in connection with the content, or any derivative works of or upgrades or updates thereto; (ii) you have no objection to the publication, use, modification, deletion and exploitation of the content by FlipKey, its affiliates, and licensees; (iii) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the content; and (iv) you forever release FlipKey, its affiliates, and licensees, from any claims that you could otherwise assert against FlipKey, its affiliates, and licensees by virtue of any such moral rights.

(g) You acknowledge that: (i) you will be responsible for adhering to all local regulations including, but not limited to, permits, licenses, zoning regulations, occupancy taxes, and safety compliance; (ii) FlipKey is not a property management company; (iii) prospective renters will contact you directly using the email contact, booking or payment forms or the contact information provided with the Listing; (iv) FlipKey is not responsible for renters of property (it is your responsibility to validate the qualifications of the prospective renters and rent a Listing on terms and conditions acceptable to you); and (v) FlipKey may, at no additional cost to you, license third-party web sites to advertise the Listings in order to maximize the visitors to your listing.

(h) You understand that you may cancel any Listing at any time (such listing will generally be removed from FlipKey within seven business days).

(i) You agree not to post, email, or approve for posting content, whether in Listings or otherwise: that violates the Fair Housing Act by stating a discriminatory preference based on race, color, national origin, religion, sex, familial status or handicap, or violates any state or local law prohibiting discrimination on the basis of these or other characteristics; that is false, deceptive, misleading, deceitful, misinformative, or constitutes "bait and switch"; that infringes any patent, trademark, trade secret, copyright or other proprietary right of any third party, or that you do not have a right to make available under any law or contractual or fiduciary relationship; that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or that employs misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of content transmitted through the Website.

As a Manager, you may provide or approve Listings. You represent and warrant that all information contained in Listings will be true and accurate in all material respects and will not omit anything that may be material to the decision of a user interested in a transaction. You understand that renters will rely upon your Listings and any misstatements or omissions about the Listing may result in liability and other consequences to you including but not limited to cancellation of your Listing and/or account with FlipKey. You expressly release FlipKey and its users from any liabilities or obligations that may arise from any misrepresentations, omissions, or misstatements in the Listings you provide to FlipKey (including Listings you approve) and others who use the Website. You may also provide limited additional rules of use for your Listings, but FlipKey will have no obligation to monitor, police or enforce such rules, and FlipKey will have no liability or obligation to you or to a renter for any violation of such rules. You understand and agree that FlipKey is a referral service only, and in no event shall FlipKey be a party to any rental contract or agreement between you and a renter.

As a Manager, you represent and warrant that contact information for past guests that you enter into the Website through the Reputation Manager or other automated processes (including providing contact information of past guests directly to FlipKey), shall be the valid contact information of past renters. If such contact information is provided in relation to a specific Listing, you represent and warrant that to the best of your knowledge such information is accurate and renters are truly and accurately associated with Listings that they rented.

You hereby agree to allow FlipKey to send review requests on your behalf based on the contact information (email address) of past guests' that you provide and that FlipKey shall have the right to retain this contact information, including the guests' name and email address for record keeping purposes. FlipKey respects the privacy of your customers and our users and hereby agrees not to reuse this information for remarketing purposes. Users that register an account with FlipKey shall be subject to this Agreement and may be contacted in connection with FlipKey promotions or service information.

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TRAVEL DESTINATIONS

Although most travel, including travel to international destinations, is completed without incident, travel to certain destinations may involve greater risk than others. FlipKey urges passengers to review travel prohibitions, warnings, announcements and advisories issued by the United States Government prior to booking travel to international destinations. Information on conditions in various countries and the level of risk associated with travel to particular international destinations can be found at www.state.gov, www.tsa.gov, www.dot.gov, www.faa.gov, www.cdc.gov, www.treas.gov/ofac and www.customs.gov.

BY OFFERING FOR SALE TRAVEL TO PARTICULAR INTERNATIONAL DESTINATIONS, FLIPKEY DOES NOT REPRESENT OR WARRANT THAT TRAVEL TO SUCH POINTS IS ADVISABLE OR WITHOUT RISK, AND IS NOT LIABLE FOR DAMAGES OR LOSSES THAT MAY RESULT FROM TRAVEL TO SUCH DESTINATIONS.

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LIABILITY DISCLAIMER

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PUBLISHED ON THIS WEBSITE MAY INCLUDE INACCURACIES OR ERRORS, INCLUDING VACATION HOME RENTAL AVAILABILITY AND PRICING ERRORS. IN PARTICULAR, FLIPKEY, ITS SUBSIDIARIES AND CORPORATE AFFILIATES (COLLECTIVELY, THE "FLIPKEY COMPANIES") AND THE AFFILIATED, CO-BRANDED AND/OR LINKED WEBSITE PARTNERS THROUGH WHOM WE PROVIDE SERVICE (COLLECTIVELY, "FLIPKEY AFFILIATES") DO NOT GUARANTEE THE ACCURACY OF, AND DISCLAIM ALL LIABILITY FOR ANY ERRORS OR OTHER INACCURACIES RELATING TO THE INFORMATION AND DESCRIPTION OF THE VACATION HOME RENTAL PROPERTIES, LODGING, HOTEL, AIR, CRUISE, CAR AND OTHER TRAVEL PRODUCTS DISPLAYED ON THIS WEBSITE (INCLUDING, WITHOUT LIMITATION, THE PRICING, AVAILABILITY, PHOTOGRAPHS, LIST OF VACATION RENTAL PROPERTY AMENITIES, GENERAL PRODUCT DESCRIPTIONS, ETC.), MUCH OF WHICH INFORMATION IS PROVIDED BY THE RESPECTIVE SUPPLIERS. IN ADDITION, FLIPKEY EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY AVAILABILITY AND PRICING ERRORS ON OUR WEBSITE AND/OR ON PENDING RESERVATIONS MADE UNDER AN INCORRECT PRICE. IN SUCH EVENT, WE WILL OFFER YOU THE OPPORTUNITY TO KEEP YOUR PENDING RESERVATION AT THE CORRECT PRICE OR, AT YOUR OPTION, WE WILL CANCEL YOUR RESERVATION WITHOUT PENALTY.

REPUTATION, REVIEWS AND RATINGS DISPLAYED ON THIS WEBSITE ARE INTENDED AS ONLY GENERAL GUIDELINES, AND THE FLIPKEY COMPANIES AND THE FLIPKEY AFFILIATES DO NOT GUARANTEE THE ACCURACY OF THE REVIEWS AND RATINGS DISPLAYED. THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES AND THEIR RESPECTIVE SUPPLIERS MAKE NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC PRODUCTS AND SERVICES. THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES AND THEIR RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES ON THIS WEBSITE AT ANY TIME.

THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND THEIR RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THIS WEBSITE FOR ANY PURPOSE, AND THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES ON THIS WEBSITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY THE FLIPKEY COMPANIES OR THE FLIPKEY AFFILIATES. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND THEIR RESPECTIVE SUPPLIERS DISCLAIM ALL WARRANTIES AND CONDITIONS THAT THIS WEBSITE, ITS SERVERS OR ANY EMAIL SENT FROM THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND THEIR RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.

THE PROPERTY MANAGERS, OWNERS, SERVICES AND OTHER SUPPLIERS PROVIDING VACATION RENTAL PROPERTY INFORMATION, TRAVEL OR OTHER SERVICES ON THIS WEBSITE ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF THE FLIPKEY COMPANIES, OR THE FLIPKEY AFFILIATES. THE FLIPKEY COMPANIES AND THE FLIPKEY AFFILIATES ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH SUPPLIERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. THE FLIPKEY COMPANIES AND THE FLIPKEY AFFILIATES HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE OR OTHER CAUSES BEYOND THEIR DIRECT CONTROL, AND THEY HAVE NO RESPONSIBILITY FOR ANY ADDITIONAL EXPENSE, OMISSIONS, DELAYS, RE-ROUTING OR ACTS OF ANY GOVERNMENT OR AUTHORITY.

IN NO EVENT SHALL THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO, DISPLAY OF OR USE OF THIS WEBSITE OR WITH THE DELAY OR INABILITY TO ACCESS, DISPLAY OR USE THIS WEBSITE (INCLUDING, BUT NOT LIMITED TO, YOUR RELIANCE UPON REVIEWS AND OPINIONS APPEARING ON THIS WEB SITE; ANY COMPUTER VIRUSES, INFORMATION, SOFTWARE, LINKED SITES, PRODUCTS, AND SERVICES OBTAINED THROUGH THIS WEBSITE; OR OTHERWISE ARISING OUT OF THE ACCESS TO, DISPLAY OF OR USE OF THIS WEBSITE) WHETHER BASED ON A THEORY OF NEGLIGENCE, CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES AND/OR THEIR RESPECTIVE SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE THE FLIPKEY COMPANIES, THE FLIPKEY AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, AND ALL OTHER RELATED PERSONS OR ENTITIES FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABLITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE SERVICE.

If, despite the limitation above, the FlipKey Companies, the FlipKey Affiliates or their respective suppliers are found liable for any loss or damage which arises out of or in any way connected with any of the occurrences described above, then the FlipKey Companies, the FlipKey Affiliates or their respective suppliers liabilities will in no event exceed, in the aggregate, the greater of (a) the transaction fees assessed for your transactions on this Website, or (b) One-Hundred Dollars (US$100.00).

The limitation of liability reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose. The limitations of liability provided in these terms inure to the benefit of the FlipKey Companies, the FlipKey Affiliates, and/or their respective suppliers.

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INDEMNIFICATION

You agree to defend and indemnify the FlipKey Companies, the FlipKey Affiliates, and/or their respective suppliers and any of their officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought by third parties as a result of:

(a) your breach of this Agreement or the documents referenced herein;

(b) your violation of any law or the rights of a third party; or

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HYPERLINKS

You are granted a limited, non-exclusive right to create a text hyperlink to the Website for noncommercial purposes, provided such link does not portray FlipKey or any of its products or services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a FlipKey logo or other proprietary graphic of FlipKey to link to the Website without the express written permission of FlipKey. Further, you may not use, frame or utilize framing techniques to enclose any FlipKey trademark, logo or other proprietary information, including the images found at the Website, the content of any text or the layout/design of any page or form contained on a page on the Website without FlipKey's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of FlipKey or any third party. Nothing contained on the Website may be construed as granting, by implication, estoppel or otherwise, any license or right to use any patent, trademark, copyright or other proprietary right of FlipKey or any third party without the prior written permission of FlipKey or such other party that may own such patent, trademark, copyright or other proprietary right(s).

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LINKS TO THIRD-PARTY SITES

This Website contains hyperlinks to websites operated by parties other than FlipKey. Such hyperlinks are provided for your reference and convenience only. We do not control such websites and are not responsible for their contents or the privacy or other practices of such websites. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from this Website or other websites) is free of such items as viruses, worms, trojan horses, defects and other items of a destructive nature. Our inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.

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SOFTWARE AVAILABLE ON THIS WEBSITE

Any software that is made available to download from this Website ("Software") is the copyrighted work of FlipKey, FlipKey Affiliates, and/or our respective suppliers. Your use of such Software is governed by the terms of the end user license agreement, if any, which accompanies, or is included with, the Software ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms. For any Software made available for download on this Website not accompanied by a License Agreement, we hereby grant to you, the user, a limited, personal, nontransferable license to use the Software for viewing and otherwise using this Website in accordance with these terms and conditions and for no other purpose.

Please note that all Software, including, without limitation, all HTML code, JavaScript and other code and software applications contained on this Website, is owned by the FlipKey Companies, FlipKey Affiliates, and/or our respective suppliers, and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT.

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CURRENCY RATES

Currency rates are based on various publicly available sources and should be used as guidelines only. Rates are not verified as accurate, and actual rates may vary. Currency quotes are not updated every day. The currency information supplied by on this Website is believed to be accurate, but the FlipKey Companies, the FlipKey Affiliates, and/or our respective suppliers do not warrant or guarantee such accuracy. When using this information for any financial purpose, we advise you to consult a qualified professional to verify the accuracy of the currency rates. We do not authorize the use of this information for any purpose other than your personal use and you are expressly prohibited from the resale, redistribution, and use of this information for commercial purposes.

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OWNERSHIP, COPYRIGHT AND TRADEMARK NOTICES

Except as otherwise indicated, the Website, and all text, images, marks, logos and other content contained herein, including, without limitation, the FlipKey logo and all designs, text, graphics, pictures, information, data, software, sound files, other files, and the selection and arrangement thereof are the proprietary property of FlipKey or its licensors or users and are protected by U.S. and international copyright laws. All contents of this Website are: ©2007 FlipKey, Inc. All rights reserved. FlipKey, Inc. is not responsible for content on websites operated by parties other than FlipKey, Inc. FlipKey; FlipKey.com; Trusted Homes, Trusted Rentals; FlipKey Front Desk; FlipKey Dashboard; Reputation Manager; FlipKey Verified; and the Home Key logo are either registered trademarks or trademarks of FlipKey, Inc. in the U.S. and/or other countries. Other logos and product and company names mentioned herein may be the trademarks of their respective owners.

ExceptFLIPKEY and the FlipKey logo and all other product or service names or slogans displayed on the Website are registered and/or common law trademarks of FlipKey, Inc. and/or its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of FlipKey or the applicable trademark holder. In addition, the look and feel of the Website, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of FlipKey and may not be copied, imitated or used, in whole or in part, without the prior written permission of FlipKey. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by FlipKey.

ExceptIf you are aware of an infringement of our brand, please let us know by e-mailing us at brands@flipkey.com. We only address messages concerning brand infringement at this email address.

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CLAIMS OF COPYRIGHT INFRINGEMENT

If you believe in good faith that materials hosted by us infringe your copyright, please click here for additional information: Copyright Dispute Policy.

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GENERAL

Your use of mapping available on this Website is governed by (a) the specific terms of service for Google Maps (which can be viewed at http://maps.google.com/help/terms_maps.html) including the content notices applicable thereto (which can be viewed at http://maps.google.com/help/legalnotices_maps.html), (b) the general Google terms of service (which can be viewed at http://www.google.com/terms_of_service.html) and (c) Google's overall privacy policy (which can be viewed at http://www.google.com/privacypolicy.html), such provisions being hereby incorporated into these Terms and Conditions by reference. To the extent that there is any inconsistency or conflict between such additional terms and these Terms and Conditions, the provisions of these Terms and Conditions take precedence.

This Website is operated by a U.S. entity and this Agreement is governed by the laws of the Commonwealth of Massachusetts, USA. You hereby consent to the exclusive jurisdiction and venue of courts in Suffolk County, Massachusetts, USA, in all disputes arising out of or relating to the use of this Website. Use of this Website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph.

You agree that no joint venture, partnership, or employment relationship exists between you and the FlipKey Companies as a result of this Agreement or use of this Website.

Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement limits our right to comply with law enforcement or other governmental or legal requests or requirements relating to your use of this Website or information provided to or gathered by us with respect to such use. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of this Website within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.

If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and Agreement shall continue in effect.

This Agreement (and any other terms and conditions referenced herein) constitutes the entire agreement between you and FlipKey with respect to this Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and FlipKey with respect to this Website. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Fictitious names of companies, products, people, characters, and/or data mentioned on this Website are not intended to represent any real individual, company, product, or event.

Any rights not expressly granted herein are reserved.

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SERVICE HELP

For answers to frequently asked questions, please visit our FAQ. Or Contact Us with additional questions, comments of service help.

March 25, 2008

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