TERMS OF SERVICE AGREEMENT
THIS TERMS OF SERVICE AGREEMENT (this “Agreement”) is entered into as of the date the User (defined below) accepts the terms of this Agreement (the “Effective Date”), by and between Hopper Stock LLC, an Ohio limited liability company (the “Company”), and the individual indicating its acceptance to this Agreement in digital or written/recorded form (“User”).
- The Company is the owner and operator of a website named hopperstock.com (the “Website”), which provides users the ability to rent storage space to/from other users of the Website subject to the parameters set forth on the Website (the “Services”).
- User desires to obtain the right to utilize the Website for the purpose of having access to the Services.
- Subject to the terms of this Agreement, the Company desires to permit User to use the Website for the purpose of utilizing the Services.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and User hereby agree as follows:
- Use of Website. User is hereby granted the right to access the Website in order to utilize the Services (the “License”). The License is non-transferable, non-exclusive, and personal to User. User shall not utilize the Website for any purpose other than to (a) advertise or post the availability of storage space and engage in transactions with other users related to the same, and (b) search or locate storage space to rent for their personal or business use and engage in transactions related to the same. The License may be revoked at any time by the Company, with or without cause, including without limitation for any violation of this Agreement or otherwise. User hereby acknowledges that he/she has no right or license to the Services or access to the Website in the absence of the Company’s continuing approval, in its sole discretion. User acknowledges that the Company is a service connecting Users desiring to rent storage space, and is not itself renting out such space.
- Term. The term of this Agreement (the “Term”) shall commence on the Effective Date and shall expire on the date that is one month following the Effective Date, unless sooner terminated by either party upon five days’ written notice. The Term shall automatically renew for successive one month periods unless either party gives the other party written notice of its intention not to renew not less than five days prior to the effectiveness of any renewal of the Term.
- License Fee. User shall pay the Company any fees or other amounts as set forth on the Website for utilization of the Services, which shall be subject to change at any time upon advance notice from the Company. The foregoing fee shall be due any payable on the date determined by the Company. User hereby authorizes the Company to process payment of the fee monthly or more frequently (including in connection with each transaction entered into on the Website) without a separate authorization for each individual payment. This authorization shall remain in effect during the effectiveness of this Agreement.
- User Representations, Warranties, and Acknowledgements. User represents, warrants, and acknowledges that (a) its use of the License shall comply with all laws, rules, regulations, ordinances, and other legal requirements as the same may be amended from time to time (the “Legal Requirements”), (b) its use of the Website and the Services shall not infringe upon any rights held by third parties, including any intellectual property rights, (c) with respect to all Users renting property on the Website, (i) all use of the Website and the Services must be in full and complete compliance with all terms of any lease, mortgage, deed of trust, license, or other property rights agreement (“Property Agreement”) granting use or occupation of a particular property to a user as advertised on the Website, and must fully comply with all standards, policies, terms, conditions, and procedures set forth in the Property Agreement which govern User’s relationship with the counterparty to the Property Agreement with respect to the property, (ii) User has all rights required to rent the property on the Website on the terms and conditions set forth on the Website, (iii) the property rented by the User shall comply with all federal, state, and local requirements, including with respect to the Americans with Disabilities Act, building and sanitation codes, OSHA (or similar) requirements, and all other laws, regulations, and ordinances affecting the property, and (iv) the User has obtained sufficient insurance (including without limitation personal and property liability, general commercial insurance, umbrella, and any other relevant insurance policies) as is reasonably required to rent the property, in any event in such minimum amounts as are required by law or regulation, (d) with respect to Users renting properties utilizing the Services, (i) Users’ use of the property(ies) rented shall comply with all federal, state, and local laws, regulations, and ordinances, and User assumes all responsibility for such compliance, (ii) the User has obtained sufficient insurance (including without limitation personal and property liability, general commercial insurance, umbrella, and any other relevant insurance policies) as is reasonably required to rent the property, in any event in such minimum amounts as are required by law or regulation, with respect to Users renting properties utilizing the Services, and (iii) the User shall comply with all other terms and conditions set forth on the Website with respect to the rental of the relevant property, including all lessor requirements, terms, and conditions, and (e) all Users shall pay all fees and costs imposed by the Company when due, (f) Users shall not be considered employees or contractors of the Company in any manner and the User disclaims any right to be treated as such, (g) the User shall be solely responsible for payment of all taxes due to any governmental entity in connection with the utilization of the Services, including without limitation real property, income, excise, business, use, sales, or any other taxes whatsoever, as the Company does not withhold any taxes on behalf of the User, and (h) the User may communicate with representatives of the Company from time to time regarding particular properties, and such communications are meant to be generally informational only, and should not be considered representations of exact details or descriptions about a particular property, which actual details may vary from those described to the User. User understands and acknowledges that (x) the Company makes no guarantees, covenants, or representations with respect to any revenue that may or may not be generated by virtue of User’s use of the License, and (y) the Company makes no warranties, implied or express, regarding the functionality of the Website, which may incur glitches, bugs, and may crash or otherwise be non-functional for periods of time covered by this Agreement. User hereby disclaims any right to seek damages or pursue any remedy, legal or otherwise, in connection with any of the above, or with respect to the Website or the Services, to the fullest extent permitted by applicable law.
- Indemnification. In the event the Company, or any affiliate, member, manager, or agent of the Company, sustains any loss or damage by reason User’s use of the License or any activities which result from the License or User’s access to the Services, or in the event of a breach of any of the representations and warranties set forth in Section 4, User will fully indemnify the Company for any such loss or damage, including reasonable attorneys' fees incurred in connection therewith, which indemnity obligation of User shall survive the expiration or earlier termination of this Agreement. In the event the Company, any User, any invitee or licensee of the Company or any User, or any other third party sustains any loss or damage to person or property or otherwise by reason of any act or omission of User, User will fully indemnify the Company for any such loss or damage, including reasonable attorneys' fees incurred in connection therewith, which indemnity obligation shall survive the expiration or earlier termination of this Agreement. Upon the expiration or termination of this Agreement, User shall cooperate with the Company’s removal of all User data from the Website. The User hereby disclaims to the fullest extent of the law all Company liability whatsoever in connection with the Services, and acknowledges that the Company is simply providing a platform for Users to interact for the rental of storage space, and is not renting or soliciting the rental of such properties itself. Any license or other legal permit required to utilize the Services shall be the sole responsibility of the User. The Company shall have no liability to the User or any third party in connection with Services or any other services provided by the Company or in connection with the rental of any property to any other User, such liability to be borne solely by the User, and the User agrees to fully indemnify the Company for any such loss or damage, including reasonable attorneys' fees incurred in connection therewith, which indemnity obligation shall survive the expiration or earlier termination of this Agreement.
- Default and Remedies. The Company and User hereby agree that time is of the essence with respect to the performance by User of the terms, covenants and conditions of this Agreement. If User defaults in the performance of any of the terms, covenants and conditions of this Agreement, the Company may, at its option and in addition to all other remedies available under applicable law, immediately terminate the License pursuant to this Agreement without the necessity of prior notice to User. If User defaults in the performance of any of the terms, covenants and conditions of this Agreement, the Company may pursue all remedies available under applicable law. The remedies provided in this paragraph are cumulative and not to the exclusion of any other rights or remedies that may be available to the Company, at law or in equity.
(b) Users of the Website must not (i) monitor, gather or copy any Content on the Website by using any robot, “bot,” spider, crawler, spyware, engine, device, software, extraction tool or any other automatic device, utility or manual process of any kind, (ii) frame or utilize framing techniques to enclose any trademark or other proprietary information (including, without limitation, any images, text or page layout), (iii) engage in any activities through or in connection with the Website that seek to attempt to harm minors or are unlawful, offensive, obscene, threatening, harassing, abusive or that violate any right of any third party, (iv) attempt to circumvent the security systems of the Website, (v) attempt to gain unauthorized access to services, materials, other accounts, computer systems or networks connected to any Company server, (vi) attempt to use the Website for any purposes other than those intended by the Company, as determined by the Company in its sole discretion, (vii) upload or submit any data or information that contains viruses or any other computer code, corrupt files or programs designed to interrupt, destroy or limit the functionality or disrupt any software, hardware, telecommunications, networks, servers or other equipment, (viii) engage in any activity that interferes with a user’s access to the Website or the proper operation of the Website. User also agrees that, in using the Website, it will not impersonate any person or entity. The Content and the functionality of the Website may be updated or changed at any time without prior notice. In addition, if the Company becomes aware that User is copying, modifying or distributing the Content of the Website other than for the permitted uses of the Website, the Company reserves the right to revoke User’ right to these permitted uses.
(d)The Company cannot guarantee that the Website or its content is error free and the Company makes no representations about the technical accuracy or functionality of the Website or that the Content is accurate, error free or up to date.
(e) THE WEBSITE IS PROVIDED BY THE COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS OR INTELLECTUAL PROPERTY. USER EXPRESSLY AGREES THAT ITS USE OF THE WEBSITE IS AT USER’S SOLE RISK. THE COMPANY DOES NOT WARRANT THAT THE INFORMATION IN THE WEBSITE IS ACCURATE, RELIABLE, UP TO DATE OR CORRECT, THAT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND THE COMPANY MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. USER, AND NOT THE COMPANY, ASSUMES THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THE WEBSITE OR ITS CONTENT. THE COMPANY MAKES NO WARRANTIES THAT USER’S USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.
(f) Neither the Company, any of its affiliates, directors, officers and employees, nor any other party involved in creating, producing or delivering the Website is liable for any direct, incidental, consequential, indirect or punitive damages arising out of User’s access to, or use of, the Website or the operation of the Website or failure of the Website to operate. In no event shall the Company be liable for any direct, indirect, special, punitive, incidental, exemplary or consequential, damages or any damages whatsoever, even if the Company has been previously advised of the possibility of such damages, whether in an action in contract, negligence, or any other theory, arising out of or in connection with the use, inability to use or performance of the information, services, products and materials available from the Website. These limitations shall apply notwithstanding any failure of essential purpose of any limited remedy. User’s acceptance of this limitation of liability is an essential term of this agreement and the parties acknowledge that the Company would not grant access to the Website without User’s agreement to this term.
(h) The Website may link to or be linked from other websites that are not maintained by, or related to, the Company. The Company does not endorse, and is not responsible for, the content of any of those third-party websites.
(i) The Company makes no representation that materials on the Website are appropriate or available for use in locations outside the United States. Access to the Website from countries or territories where such access is illegal is prohibited. Those who choose to access the Website outside the United States do so on their own initiative and are responsible for compliance with local laws.
(j) User represents that User will utilize the Website solely for Services personal to User and not on behalf of any third party.
(a) Assignment. User shall have no right to assign, sell or transfer its rights or obligations under this Agreement to any third party without the prior written consent of the Company, in the Company’s sole discretion.
(b) Entire Agreement. This Agreement is the entire agreement between the parties concerning its subject matter, and it supersedes and cancels all prior agreements or understandings, written or oral, between the parties.
(c) Choice of Laws. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF OHIO WITHOUT REGARD TO ANY OTHERWISE APPLICABLE PRINCIPLES OF CONFLICTS OF LAW.
(d) Acknowledgement. The parties hereto acknowledge that this Agreement is merely a License. This Agreement does not create any intellectual property rights or rights of possession whatsoever in favor of or on behalf of User, but only licenses to User the right to access the Website for the purposes, and in the manner, provided for in this Agreement.
(e) Binding Effect. This Agreement shall be binding on the successors, permitted assigns, heirs, executors and administrators of the parties hereto.
(f) Amendments and Waiver. This Agreement may be changed or modified at any time by the Company in its sole discretion.
(g) Severability. In the event one or more of the provisions of this Agreement are declared invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.
(h) No Personal Liability of the Company. The Company, nor such party’s owners, partners, members, managers, shareholders, or venturers shall have any personal, corporate or other liability hereunder.
HopperStock welcomes your questions or comments regarding the Terms:
6289 Melshore Dr.
Mentor, Ohio 44060