Effective: October 21, 2019
Kopa Inc. (“Kopa” or “the Company”) provides an online platform that connects Hosts who have Accommodations to rent with Renters seeking to rent such Accommodations and Renters with Housemates (collectively, the “Services”), which Services are accessible at www.kopa.co and any other web Sites through which Kopa makes the Services available (collectively, the “Site”).
“Accommodation” means residential and other properties utilized for the Services. Accommodations are provided by Hosts, not by the Company. No Accommodation shall be rented for less than thirty-one (31) days.
“Booking Request Period” means the time period starting from the time when a booking is requested by a Renter (as determined by Kopa 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. Different Booking Request Periods may apply in different places.
“Cancellation Fee” means the $75 USD fee that is charged to any Host or Renter who cancels a booking.
“Collective Content” means Member Content and Kopa Content.
“Content” means text, graphics, images, music, software, audio, video, information or other materials.
“Housemate” means a Renter who completes a housemate profile and is looking for or is living with another Renter in an Accommodation.
“Host” means a Member whose Listing is created via the Site and Services.
“Listing” means an Accommodation that is listed by a Host as available for rental via the Site, Application, and Services.
“Member” means a person who completes Kopa’s account registration process, including but not limited to Hosts and Renters, as described under “Account Registration” below.
“Member Content” means all Content that a Member Listings, uploads, publishes, submits, transmits, or includes in their Listing, Member profile or Kopa promotional campaign to be made available through the Site, Application or Services.
“Kopa Content” means all Content that Kopa makes available through the Site, Application, Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding Member Content.
“Renter” means a Member who requests from a Host a booking of a Listing via the Site, Application or Services, or a Member who stays at an Accommodation and is not the Host for the associated Listing.
“Tax” or “Taxes” mean any sales taxes, value added taxes (VAT), goods and Services taxes (GST), transient occupancy taxes, tourist or other visitor taxes, Accommodation or lodging taxes, fees (such as convention center fees) that Accommodation providers may be required by law to collect and remit to governmental agencies, and other similar local, municipal, state, federal and national indirect or other taxes required with booking and personal or corporate income taxes.
In addition, certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions, standards, guidelines, or policies posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.
If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site, Application or Services. Failure to use the Site, Application or Services in accordance with these Terms may subject you to civil and criminal penalties.
The Site, application and Services comprise an online platform through which Listings are created for Accommodations, and Renters may learn about and book Accommodations directly with the Hosts. You understand and agree that Kopa is not a party to any agreements, written or oral, entered into between Hosts and Renters, nor is Kopa a real estate broker, agent or insurer. Kopa has no control over the conduct of Hosts, the Listings, the Accommodations, Renters and other users of the Site, application and Services or any Accommodations, and disclaims all liability in this regard to the maximum extent permitted by law, including, without limitation, the accuracy of Listings or Member Content.
If you choose to create a Listing on Kopa, you understand and agree that your relationship with Kopa is limited to being a Member and an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Kopa for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf of or for the benefit of Kopa. Kopa does not control, and has no right to control, your Listing, your offline activities associated with your Listing, or any other matters related to any Listing, that you provide, unless permitted by you. As a Member you agree not to do anything to create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of Kopa, including by inappropriately using any Kopa intellectual property.
You acknowledge and agree that, by accessing or using the Site, application or Services or by downloading or posting any content from or on the Site, via the application or through the Services, you are indicating that you have read, and that you understand and agree to be bound by these terms and receive our Services. If you do not agree to these terms, then you have no right to access or use the Site, Application, Services, or Collective Content. If you accept or agree to these Terms on behalf of a employer or other legal entity, you represent and warrant that you have the authority to bind that employer or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that employer or other legal entity.
Kopa reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will either post the modification on the Site or via the Application or otherwise provide you with notice of the modification. We will also update the “Last Updated” date at the top of these Terms. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to immediately cease using the Site, Application and Services.
The Site, Application and Services are intended solely for persons who are 18 years old or older. Any access to or use of the Site, Application or Services by anyone under 18 years old is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that you are 18 years old or older.
Kopa may make access to and use of the Kopa platform, or certain areas or features of the Site, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or a Member’s booking and cancellation history.
User verification on the Internet is difficult and we cannot, and do not assume any responsibility for, the confirmation of each user’s purported identity. Any references in the Site, Application or Services to a Member being “verified” (or similar language) indicate that the Member has completed a relevant verification or identification process, and does not represent anything else.
For transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Members to provide a form of government identification, profile image, proof of ownership or other information (ii) undertake additional checks and processes designed to help verify or check the identities or backgrounds of Members and/or screen Member information against third party databases or other sources (iii) where we have sufficient information to identify a Member, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
The access to or use of certain areas and features of the Kopa platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Kopa platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise.
Any references in the Site, Application or Services to a Listing being “verified” (or similar language) indicate that the Accommodation has completed the relevant tenant confirmation process as outlined in the Help Center, and does not represent anything else.
By using the Site, Application 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 Kopa with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Site and Services regarding any bookings or Listings made by you. This limitation shall not apply to any claim by a Host against Kopa regarding the remittance of payments received from a Renter by Kopa on behalf of a Host, which instead shall be subject to the limitations described in the section below entitled “Limitation of Liability”.
The Site, Application and Services can be used to facilitate the Listing and booking of Accommodations. Such Accommodations are included in Listings on the Site, Application and Services by Hosts. You may view Listings as an unregistered visitor to the Site, Application and Services; however, if you wish to book an Accommodation, create a Listing, or find Housemates, you must first register to create a Kopa Account (defined below).
As stated above, Kopa makes available an online platform or marketplace with related technology for Renters and Hosts to meet online and arrange for bookings of Accommodations directly with each other. Kopa is not an owner or operator of properties, including, but not limited to, hotel rooms, motel rooms, other lodgings or Accommodations, nor is it a provider of properties, including, but not limited to, hotel rooms, motel rooms, other lodgings or Accommodations and Kopa does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control properties, including, but not limited to, hotel rooms, motel rooms, other lodgings or Accommodations or transportation or travel Services. Nor is Kopa a Host, Host agent, real estate broker, agent or insurer. Unless explicitly specified otherwise in the Kopa platform, Kopa’s responsibilities are limited to facilitating the availability of the Site, Application and Services, and is not a party to any contract or agreement, whether written or oral, between you and a Host.
Please note that, as stated above, the Site, application and Services are intended to be used to facilitate Hosts and Renters connecting and booking Accommodations directly with each other. Kopa cannot and does not control the content contained in any Listings and the condition, legality or suitability of any Accommodations. Kopa is not responsible for and disclaims any and all liability related to any and all Listings and Accommodations, including the condition or habitability of any Accommodations. Accordingly, any bookings, tenancy, contracts, agreements, safety, security, losses, or claims will be made or accepted at the Member’s own risk.
In order to access certain features of the Site and Application, and to book an Accommodation, find Housemates, or create a Listing, you must register to create an account (“Kopa Account”) and become a Member. You may register to join the Services directly via the Site or Application or as described in this section.
Please note that if a Third-Party Account or associated service becomes unavailable or Kopa’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through the Site, Services and Application. Please note that your relationship with the third-party service providers associated with your third-party accounts is governed solely by your agreement(s) with such third-party service providers. Kopa makes no effort to review any SNS Content for any purpose, including but not limited to for accuracy, legality or non-infringement and Kopa is not responsible for any SNS Content.
Your Kopa Account and your Kopa Account profile page will be created for your use of the Site and Application based upon the personal information you provide to us or that we obtain via an SNS as described above. You may not have more than one (1) active Kopa 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. Kopa reserves the right to suspend or terminate your Kopa Account and your access to the Site, Application and Services if you create more than one (1) Kopa Account, or if any information provided during the registration process or thereafter, including your name or profile image, bio or Listing details, proves to be inaccurate, fraudulent, not current, incomplete, or otherwise in violation of these Terms of Service. You agree to provide accurate and current information in your profile and to promptly update the profile Content to keep it accurate and current.
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 Kopa Account, whether or not you have authorized such activities or actions. You will immediately notify Kopa of any unauthorized or improper use of your Kopa Account.
As a Host, you may create Listings. To create a Listing, you will be asked a variety of questions about the Accommodation to be listed, including, but not limited to, the location, capacity, size, features, and availability of the Accommodation along with pricing, related rules, and financial terms. All Accommodations must be fully furnished and it is a Host’s responsibility to ensure that the Listing accurately shows and describes furnishings. In order to be featured in Listings via the Site, Application and Services, all Accommodations must have valid, bona fide and accurate physical addresses, including suite or apartment numbers, where applicable. Listings will be made publicly available via the Site, Application and Services. You understand and agree that the placement or ranking of Listings in search results may depend on a variety of factors, including, but not limited to, Renter and Host preferences, ratings and/or ease of booking.
Other Renters will be able to book your Accommodation via the Site, Application and Services based upon the information provided in your Listing, your Renter requirements, and Renters’ search parameters and preferences. You understand and agree that once a Renter requests a booking of your Accommodation, you may not request the Renter pay a higher price than in the booking request unless provided with written consent from the renter.
You acknowledge and agree that you alone are responsible for any and all Listings and Member Content you list. Accordingly, you represent and warrant that any Listing you post and the booking of, or a Renter’s stay at, an Accommodation in a Listing you post (i) will not breach any agreements you have entered into with any third parties, such as homeowners association, condominium, lease or leases, other tenants or service providers; and (ii) will (a) be in compliance with all applicable laws (such as zoning laws and laws governing rentals of residential and other properties), Tax requirements, Intellectual Property laws, and rules and regulations that may apply to any Accommodation included in a Listing you post (including having all required permits, licenses and registrations), (b) not conflict with the rights of third parties, and (c) will abide by and conform the dates and prices of a Listing to the Renter’s Booking. It is the Host’s responsibility to maintain any Listing up-to-date. Please note that Kopa assumes no responsibility for a Host’s compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Kopa reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that Kopa, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.
If you are a Host, you understand and agree that Kopa does not act as an insurer, real estate broker or as your contracting agent. If a Renter requests a booking of your Accommodation and stays at your Accommodation, any agreement you enter into with such Renter is between you and the Renter and Kopa is not a party to it. Alternatively, if a Renter requests a booking of your Accommodation and is accepted to stay at your Accommodation, Kopa is not liable if this Renter does not end up staying at your Accommodation. Kopa is also not liable for, and hereby disclaims any responsibility for, any intentions or promises made to you by the Renter or for any act or omission, whether willful or negligent, individually or together with other persons, that a Renter (or a Renter’s guest or business invitee) may commit or permit in, on or about your Accommodation.
Kopa recommends that Hosts obtain appropriate insurance for their Accommodations. Please review any insurance policy that you may have for your Accommodation carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, inclusive of any rights of subrogation, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Renters (and the individuals, whether guests or business invitees, the Renter invites to the Accommodation, if applicable) while at your Accommodation.
“Accommodation Fees” means the amounts that are due and payable by a Renter in exchange for that Renter booking an Accommodation, which amounts may include rent, security deposits, cleaning fees and all other amounts charged by Host. The Host alone, and not Kopa, is responsible for the Accommodation Fees for his or her Listing. The Host may in his or her sole discretion decide to include a security deposit alongside the booking payment to be returned at the end of the rental period. It is the responsibility of the Host to return the security deposit and Kopa is not liable for any failure by Host to timely return security deposits or otherwise comply with any local laws, rules, regulations or ordinances, including rent control ordinances. No portion of the Accommodation Fees shall be construed, directly or indirectly, as real estate brokerage or agency fees.
“Host Payment Method” means the bank account that the Host uses to receive payments made by Renters and pay Host Service Fees. In no event shall Kopa be responsible for any chargebacks or overdrafts on credit cards or other failed payment methods by Renters. Host agrees to indemnify, defend, and hold Kopa harmless from any breach of credit or debit card processing and/or issuing agreements, and/or violation of applicable law.
“Host Payment Processing Fees” means those fees charged by Kopa to Host for the processing of payments.
“Host Service Fees” means the fee that Kopa charges a Host for the use of the Services, which is calculated as a percentage of the applicable Accommodation Fees. The Host Service Fees will be displayed to the Host when reviewing the fee breakdown before accepting a booking request.
“Renter Payment Processing Fees” means those fees charged by Kopa to Renter for the processing of payments.
“Renter Service Fees” means the fee that Kopa charges a Renter for the use of the Services, which is calculated as a percentage of the applicable Accommodation Fees. The Renter Service Fees will be displayed to the Renter when reviewing the fee breakdown before paying the Accommodation Fee.
“Rental Application” means the information provided by a Renter before sending a message or booking request to a Host. This information may include first name, last name, details about and proof of employment, reason for moving, length of stay, educational background information, smoking habits, pets, convictions, evictions, or bankruptcies.
“Total Fees” means collectively the Accommodation Fees, Renter Payment Processing Fees, and the Renter Service Fees plus any Taxes.
If you are a Host and a booking is requested for your Accommodation via the Site, Application or Services, you will be required to either preapprove, confirm or reject the booking request within the Booking Request Period, otherwise the booking request will automatically expire. When a Member sends a booking request or inquiry to you via the Site, Application or Services, we will share with you (i) the Rental Application of the Member who has requested the booking (ii) a link to the Renter’s Kopa Account profile page. If you are unable to confirm or decide to reject a booking request within the Booking Request Period, any amounts collected by Kopa (via Kopa) for the requested booking will be refunded to the applicable Renter. When you confirm a booking requested by a Renter, Kopa will send you an email and message via the Application confirming such booking, depending on the selections you make via the Site, Application and Services.
Host agrees to pay all applicable Host Service Fees and Host Payment Processing Fees charged by Kopa. Host agrees to maintain accurate Host Payment Methods. In the event a Renter cancels a Booking, Kopa will refund the Host Service Fees to the Host and charge a Cancellation Fee to the Renter Payment Method. The Renter Service Fees will not be returned to the Renter in the event a Renter cancels a Booking.
Kopa will collect the Total Fees from Renters at the time of the booking request or upon the Host’s confirmation and will initiate payment of the Accommodation Fees (less applicable fees and taxes) to the Host in most cases (except to the extent that a refund is due to the Renter).
Each Host agrees that, in extenuating circumstances, Kopa may (i) permit the Renter to cancel the booking and (ii) refund (via Stripe or Modern Treasury) to the Renter that portion of the Accommodation Fees specified in the booking request.
The Hosts, not Kopa, are solely responsible for honoring any confirmed bookings and making available any Accommodations reserved through the Site, Application and Services. If you, as a Renter, choose to enter into a transaction with a Host for the booking of an Accommodation, you agree and understand that you will be required to enter into an agreement with the Host and you agree to accept any terms, conditions, rules and restrictions, including any house rules, maximum occupancy, quiet hours, ingress and egress restrictions, associated with such Accommodation or otherwise imposed by the Host. You acknowledge and agree that you, and not Kopa, will be responsible for performing the obligations of any such agreements, that Kopa is not a party to such agreements, and that, Kopa disclaims all liability arising from or related to any such agreements, including any breach, rescission, termination or cancellation by either party, of your agreement, written or oral, with the Host.
Renter agrees to pay all applicable Renter Service Fees and Renter Payment Processing Fees charged by Kopa. Renter agrees to maintain accurate Renter Payment Methods. In the event a Host cancels a Booking, Kopa will refund the Renter Service Fee to the Renter and charge a Cancellation Fee to the Host Payment Method. The Host Service Fees will not be returned to the Host in the event a Host cancels a Booking.
The Total Fees payable will be displayed to a Renter before the Renter 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. If a requested booking is cancelled (i.e. not confirmed by the applicable Host), any amounts collected by Kopa from Renter will be refunded to such Renter, depending on the selections the Renter makes via the Site and Application, and any pre-authorization of such Renter’s Payment Method will be released, if authorized and applicable. Renters have seventy-two (72) hours after a Booking Request is accepted by a Host to pay the Total Fees. In no event shall Kopa be responsible or liable for any fees, charges, expenses or penalties for chargebacks or overdrafts on credit cards or other failed or returned payment methods.
You as a Renter agree to pay the Total Fees for any booking you or a Housemate requested in connection with your Kopa Account.
Once your confirmed booking transaction is complete, you will receive a confirmation email summarizing your confirmed booking.
In consideration for the use of Kopa’s online marketplace and platform, Kopa charges Service Fees. Service Fees are, as noted above, included in the Total Fees.
More information on any such costs or deductions will be available via the Site and Application. Except as otherwise expressly provided herein, Service Fees are non-refundable.
If, as a Renter, you wish to cancel a confirmed booking made via the Site, Application and Services, either prior to or after arriving at the Accommodation, the cancellation policy of the Host contained in the applicable Listing will apply to such cancellation. In addition, as previously mentioned, Kopa will retain all Renter Service Fees and charge a Cancellation Fee to the Renter Payment Method in the event of a Renter cancellation. Our ability to refund the Accommodation Fees and other amounts charged to you will depend upon the terms of the applicable cancellation policy. Details regarding refunds and cancellation policies are available via the Site and Application. The Service Fee is non-refundable regardless of the cancellation policy selected by the Host.
If a Host cancels a confirmed booking made via the Site, Services, and Application, (i) it is the responsibility of the Host to communicate with and refund the Accommodation Fees that were paid for such booking to the applicable and (ii) the Renter will be informed by the Host of the cancellation. In addition, as previously mentioned, Kopa will retain all Host Service Fees in the event of a Host cancellation and charge a Cancellation Fee to the Host Payment Method in the event of a Host cancellation. If the Renter requests a booking from an alternative Listing and the Host associated with such alternative Listing confirms the Renter’s requested booking, then the Renter agrees to pay Kopa the Total Fees relating to the confirmed booking for the Accommodation in the alternative Listing, in accordance with these Terms. If a Host cancelled a confirmed booking and you, as a Renter, have not received an email or other communication from the Host or Kopa, please contact Kopa.
If, as a Host, you cancel a confirmed booking, you agree that Kopa may apply penalties or consequences to you or your Listing, including (i) publishing an automated review on your Listing indicating that a booking 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.
In certain circumstances, Kopa may decide, in its sole discretion, that it is necessary or desirable to cancel a confirmed booking made via the Site, Application or Services. This may be done for any reason in the judgment of Kopa in its sole discretion. Kopa may also determine, in its sole discretion, to refund to the Renter part or all of the amounts charged to the Renter. You agree that Kopa and the Renter or Host, as applicable, will not have any liability for such cancellations or refunds.
Some Hosts may pledge to donate a portion of the funds they receive from confirmed bookings made via the Site, Application and Services to a particular cause or charity. We do not take any responsibility or liability for whether the Host does in fact make the donation he or she pledged to make. In such cases, the Host in question is responsible for his or her own compliance with all laws and regulations applicable to such pledges and/or donations.
You as a Renter or Host are responsible for any modifications to a booking that you direct Kopa to make (“Booking Modifications”), and you agree to pay any Accommodation Fees, Service Fees, and/or Taxes associated with such Booking Modifications.
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 including Taxes to be collected or obligations relating to applicable Taxes in Listings. You are also solely responsible for remitting to the relevant taxing authority any Taxes included or received by you. Kopa cannot and does not offer Tax-related advice to any Members, nor does Kopa collect or withhold taxes on your behalf.
Kopa’s online platform facilitates bookings between Renters and Hosts who may prefer to pay in a currency different from their destination currency, which may require foreign currency conversions to accommodate these differing currency preferences. Although the Kopa platform may allow users to view the price of Listings in a number of currencies, the currencies available for users to make and receive payments may be limited, and may not include the default currency in any given geographic location. Kopa disclaims all liability for costs, fees, expenses, rates or variances in any foreign currency exchange.
As a Renter, you are responsible for leaving the Accommodation in the condition it was in when you arrived. You acknowledge and agree that, as a Renter, 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 Accommodation. In the event that a Host claims otherwise and provides you evidence of damage (“Damage Claim”), including but not limited to photographs, you agree to pay the cost of replacing the damaged items with equivalent items. Kopa does not serve as a Damage Claim agent on behalf of any Host and disclaims any and all liability with respect to any Damage Claim.
Hosts may choose to include security deposits in their Listings (“Security Deposits”). Each Listing will describe whether a Security Deposit is required for the applicable Accommodation. Kopa will use commercially reasonable efforts to address Hosts’ requests and claims related to Security Deposits, but Kopa is not responsible for administering or accepting any Damage Claims by Hosts related to Security Deposits, and disclaims any and all liability in this regard. It is the Hosts responsibility to lawfully request, retain and return the Security Deposit if there is not damage to the Accommodation, and it is the Host’s responsibility to pay interest, if any, on a Security Deposit as may be required by law, rule, ordinance or regulation. Kopa disclaims any and all liability with respect thereto.
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, Application, Services and Collective Content. In connection with your use of the Site, Application, Services and Collective Content, you may not and you agree that you will not:
Kopa may, upon notice of any violation of any one or more of the above requirements, at its sole discretion, remove or modify Content of any Host, Listing or Renter, terminate the Listing or Booking, and/or permanently prohibit a Host or Renter from any future Kopa Account, Listing or Booking.
Kopa has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. In addition, and as set in these Terms, Kopa may take a range of actions against you, including but not limited to removing, modifying Member Content, deactivating or canceling your Listing(s) or Kopa Account, for a violation of this Section or these Terms.
Kopa 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 Kopa or to comply with legal process (for example, subpoenas or warrants), (ii) enforce or administer our agreements with users (iii) for fraud prevention, risk assessment, investigation, customer support, product development and debugging purposes, or (iv) protect the rights, property or safety of Kopa, its users, or Members of the public. You acknowledge that Kopa has no obligation to monitor your access to or use of the Site, Application, 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, Application 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. Kopa reserves the right, at any time and without prior notice, to remove or disable access to, or change any Collective Content that Kopa, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.
You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of Kopa and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or powering the Site, Application, Services, or Collective Content. All trademarks, service marks, logos, trade names, and any other proprietary designations of Kopa used on or in connection with the Site, Application, Services, and Kopa Content are trademarks or registered trademarks of Kopa in the US and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Site, Application, Services, and Kopa Content are used for identification purposes only and may be the property of their respective owners. Kopa respects the intellectual property rights of others and expects users of the Service to do the same. Kopa complies with the federal Digital Millennium Copyright Act (“DMCA”), the text of which may be found on the U.S. Copyright Office Website at http://www.copyright.gov/legislation/dmca.pdf. Kopa will respond to notices of alleged copyright infringement that comply with the DMCA and other applicable law and are properly provided to us.
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, Application, Services, or through Kopa promotional campaigns, you hereby grant to Kopa a worldwide, irrevocable, perpetual (or for the term of the protection), 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, Application and Services. Kopa 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, Application, Services or through Kopa promotional campaigns. 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, Application, Services or through Kopa promotional campaigns or you have all rights, licenses, consents and releases that are necessary to grant to Kopa 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 Kopa’s use of the Member Content (or any portion thereof) on, through or by means of the Site, Application, the Services or Kopa promotional campaigns 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, Application and Services may contain links to third-party websites or resources. You acknowledge and agree that Kopa 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 Kopa 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.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site, Application and Services (“Feedback”). You may submit Feedback by emailing us, through the Contact section of the Site and Application, or by other means of communication. You acknowledge and agree that all Feedback you give us will be the sole and exclusive property of Kopa and you hereby irrevocably assign to Kopa and agree to irrevocably assign to Kopa 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, and waive any moral rights you may have in such Feedback. At Kopa’s request and expense, you will execute documents and take such further acts as Kopa may reasonably request to assist Kopa to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
If you choose to use the Site, Application, Services or Collective Content, you do so at your sole risk. You acknowledge and agree that Kopa does not have an obligation to conduct background or registered sex offender checks on any Member, including, but not limited to, Renters and Hosts, but may conduct such background or registered sex offender checks in its sole discretion. If we choose to conduct such checks, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a user or guarantee that a user will not engage in misconduct in the future.
The Site, application, Services, Collective Content are provided “as is”, without warranty of any kind, either express or implied. Without limiting the foregoing, Kopa explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Kopa makes no warranty that the Site, Application, Services, Collective Content, including, but not limited to, the Listings or any Accommodations, will meet your requirements, is as it appears in photos or descriptions, or be available on an uninterrupted, secure, or error-free basis. Kopa makes no warranty regarding the quality of any Listings, Accommodations, Hosts, Renters, the Services or Collective Content or the accuracy, timeliness, truthfulness, completeness or reliability of any Collective Content obtained through the Site, application or Services.
No advice or information, whether oral or written, obtained from Kopa or through the Site, Application, 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, application or Services and with other persons with whom you communicate or interact as a result of your use of the Site, application or Services, including, but not limited to, any Hosts or Renters. You understand that Kopa does not make any attempt to verify the statements of users of the Site, application or Services or to review, verify, validate or visit any Accommodations. Kopa makes no representations or warranties as to the conduct of users of the Site, application or Services or their compatibility with any current or future users of the Site, application or Services. You agree to take reasonable precautions in all communications and interactions with other users of the Site, application or Services and with other persons with whom you communicate or interact as a result of your use of the Site, application or Services, including, but not limited to, Renters and Hosts, particularly if you decide to meet offline or in person regardless of whether such meetings are organized by Kopa. Kopa explicitly disclaims all liability for any act or omission of any Renter or other third party, as well as any false or misleading Host Listing, photo, or description of an Accommodation, or bad act or negligent omission, by any Host, Host agent or third party.
YOU AGREE THAT KOPA HAS NO SPECIAL RELATIONSHIP WITH, OR FIDUCIARY DUTY TO YOU. YOU ACKNOWLEDGE THAT KOPA HAS NO CONTROL OVER, AND NO DUTY TO TAKE ANY ACTION REGARDING: (I) WHICH INDIVIDUALS, COMPANIES OR OTHER ENTITIES GAIN ACCESS TO OR USE THE SERVICE; (II) THE CONTENT THAT YOU MAY ACCESS VIA THE SERVICE; (III) THE EFFECT THE CONTENT MAY HAVE ON YOU; (IV) HOW YOU OR OTHER INDIVIDUALS MAY INTERPRET OR USE THE CONTENT; OR (V) THE ACTIONS YOU OR OTHER USERS OR PROVIDERS MAY TAKE AS A RESULT OF HAVING BEEN EXPOSED TO THE CONTENT. THE SERVICE MAY CONTAIN, OR MAY CONTAIN LINKS TO SERVICES CONTAINING, INFORMATION THAT SOME PEOPLE MAY FIND OFFENSIVE OR INAPPROPRIATE.
WITHOUT LIMITING THE FOREGOING, KOPA DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE, CONTENT OR MATERIALS MADE AVAILABLE THROUGH THE SERVICE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE; KOPA DOES NOT REPRESENT OR WARRANT THAT THE SERVICE OR ANY ACCOMMODATION WILL MEET YOUR REQUIREMENTS; THAT ANY ACCOMODATION MEETS APPLICABLE LEGAL STANDARDS AND IS SAFE AND SUITABLE FOR YOUR INTENDED USE; AND KOPA DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SERVICE, OR ITS SERVERS, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. USER’S USE OF THE SERVICE IS SOLELY AT USER’S OWN RISK. IN NO EVENT WILL KOPA BE LIABLE FOR LOSS OF ANY OF YOUR CONTENT OR OTHER DATA.
THE DISCLAIMERS SET FORTH ABOVE IN THIS SECTION APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
SOME STATES MAY NOT ALLOW LIMITATIONS ON CERTAIN WARRANTIES OR HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU OR MAY BE LIMITED BY ACTION OF LAW. IN SUCH EVENT, YOU AGREE THAT KOPA’S LIABILITY WILL BE THE LOWEST LIABILITY ALLOWABLE UNDER APPLICABLE LAW.
ELECTRONIC COMMUNICATIONS PRIVACY ACT NOTICE (18 USC 2701-2711): KOPA MAKES NO GUARANTEE OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SERVICE OR ANY WEBSITE LINKED TO THE SERVICE. KOPA WILL NOT BE LIABLE FOR THE PRIVACY OF EMAIL ADDRESSES, REGISTRATION AND IDENTIFICATION INFORMATION, DISK SPACE, COMMUNICATIONS, CONFIDENTIAL OR TRADE-SECRET INFORMATION, OR ANY OTHER CONTENT STORED ON KOPA’S EQUIPMENT, TRANSMITTED OVER NETWORKS ACCESSED BY THE SERVICE, OR OTHERWISE CONNECTED WITH YOUR USE OF THE SERVICE.
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, Application, Services and Collective Content, your Listing or booking of any Accommodations via the Site, application and Services, and any contact you have with other users of Kopa whether in person or online remains with you. Neither Kopa nor any other party involved in creating, producing, or delivering the Site, Application, Services, Collective Content or the Referral Program (which is described, incorporated herein by this reference, and available here: referral terms) 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, related to, or in connection with these terms, from the use of or inability to use the Site, Application, Services or collective content, from any communications, interactions or meetings with other users of the Site, application, or Services or other persons with whom you communicate or interact as a result of your use of the Site, Application, Services, or your participation in the referral program or from your Listing or booking of any Accommodation via the Site, application and Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, including personal injury, death, property damage, injury or death of third persons (whether guests or business invitees), or emotional distress, whether caused by Kopa, Host, Renter or a third party, and whether or not Kopa 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.
In no event will Kopa’s aggregate liability arising out of, related to, or in connection with these terms and your use of the Site, application and Services including, but not limited to, from your Listing or booking of any Accommodation via the Site, application and Services, or from the use of or inability to use the Site, application, Services, or Collective Content.
You agree to release, defend, indemnify, and hold Kopa 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, related to, or in any way connected with (a) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking of an Accommodation, or (iii) creation of a Listing; (d) the use, condition or rental of an Accommodation by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising out of, related to, in connection with or as a result of a rental, booking or use of an Accommodation; and (e) your participation in the Referral Program.
You hereby acknowledge that you are aware of California Civil Code Section 1542, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.
With full awareness and understanding of the above provisions, you hereby waive any rights you may have under Section 1542, as well as under any other statutes or common law principles of similar effect.
You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List. By using the Site, Application and Services, you represent and warrant that (i) neither you nor your listed Accommodation is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site, Application and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. Kopa does not permit Listings associated with certain countries due to U.S. embargo restrictions. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.
Arbitration is more informal than a lawsuit in court. There is no judge or jury in arbitration. Instead, the dispute is resolved by a neutral arbitrator. Court review of an arbitration award is limited. Except to the extent the parties agree otherwise, arbitrators can award the same damages and relief that a court can award. You agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Kopa are each waiving the right to a trial by jury or to participate in a class action, to the maximum extent permitted by law. This Arbitration Agreement will survive any termination of these Terms.
If you intend to seek arbitration, after following the informal dispute resolution procedure, you must first send written notice to Kopa of your intent to arbitrate (“Notice”). The Notice to Kopa should be sent by emailing the Notice to email@example.com.
The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought. The arbitration will be administered by the International Institute for Conflict Prevention and Resolution (“CPR”) under the CPR Rules for Administered Arbitration by a single arbitrator. The arbitration will be conducted in the City and County of San Francisco, California, United States.
Each party will be responsible for paying any CPR, administrative and arbitrator fees (other than the initial filing fees) in accordance with CPR Rules, except that Kopa will pay for your reasonable filing, administrative, and arbitrator fees if your claim for damages does not exceed $75,000 and is non-frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). Nothing in this Arbitration Agreement shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property, or unauthorized access to the Service.
If you do not want to arbitrate disputes with Kopa and you are an individual, you may opt out of this Arbitration Agreement by sending an email to: firstname.lastname@example.org within 30 days of the first of the date you access or use the Service.
If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then the entirety of this Arbitration Agreement will be null and void.
If for any reason a claim proceeds in court rather than in arbitration, the dispute will be governed exclusively and irrevocably by the laws of the State of California and the FAA without regard to or application of its conflict of law provisions or your state or country of residence, and will be brought solely in the federal or state courts located in San Francisco, California, United States. You irrevocably consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
You may not assign or transfer these Terms, by operation of law or otherwise, without Kopa’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Kopa 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.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Kopa (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
The failure of Kopa to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Kopa. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
If you have any questions about these Terms, please contact us.