1 User Agreement
1.1 This document comprises a legal agreement between you and BluDesks.com Limited (hereafter referred to as “BluDesks, “we”, “us”, or “our”) a company incorporated under the laws of England and Wales (company number 12164261) whose registered office is at 95 Mortimer Street, London, W1W 7ST.
1.2 BluDesks provides an online platform that connects Service Partners (defined below) who have flexible workspace venues available for booking with Registered Users (defined below) seeking to use services such as hot-desks, meeting rooms and private offices. By registering for, logging into, visiting and/or otherwise using the Site in any way, you indicate that you understand and agree to be bound by the Terms (defined below), whether or not you become a Registered User of BluDesks.
1.3 The following definitions apply for the purposes of this document;
“App” means BluDesks software application used to find and or book workspaces using a mobile device.
“BluDesks Content” means all Content that BluDesks makes available through the Site, App, or Services, including any Content licenced from a third party, but excluding User Content.
“Booking Request” means all spaces that are not instantly bookable and will be submitted to the Service Partner for review before being confirmed.
“Booking Request Period” means the time period set by BluDesks (unless it is an Instant Booking) for any Booking which requires approval by our Service Partners. The Booking Request Period is a timeframe in which the Service Partner may decide whether to confirm or reject that Booking Request stated on the Site, App or Services. Different Booking Request Periods may apply in different places.
“Content” means all content hosted on or available through the Site, App, and Services other than User Content.
“Instant Booking” means all spaces that can be booked instantly by the User.
“Listing” means a Venue that is visible to the general public and available for booking via the Site, App, and Services.
“Local Tax” or “Local Taxes” refer to any sales taxes, value added taxes (VAT), harmonised sales tax (HST), goods and services taxes (GST) and other similar tax imposed by any municipal, provincial, state or federal taxing authority, whether direct or indirect, including withholding and personal or corporate income taxes.
“Member” collectively any Registered User of the Services including Individual Members, Corporate Members and employees of Corporate Members ("Corporate Employee" or "Corporate EMployee Member").
“Network” is a collection of Venues where the Service Partners have agreed that a Registered User is authorised to book at any of the Venues in the Venue Network.
“Registered User” is a User who completes BluDesks's account registration process, as described under "Account Registration" below.
“Services” means the facilities (including, without limitation, its interactive elements) provided by BluDesks to Users, including those found at or through the Site and App.
“Service Fees” refers to the charges applied to Registered Users and Service Partners for the use of Services and any other fees Terms.
“Service Partner” is a flexible workspace operator who agrees to list Venues that a Registered User is authorised to book through the Site, App, or Services.
“Site” means https://www.bludesks.com and all domains owned by BluDesks.
“Terms” refers to this agreement such the terms and conditions that you are required to agree to before you are permitted to use Services.
“User” collectively any end user of the Services including site visitors who just browse Listings as well as Users who complete BluDesks’s account registration process, including Service Partners and Registered Users, as described under “Account Registration” below.
“User Content” means all Content that a Service Partner posts, uploads, publishes, submits or transmits to be made available through the Site, App, or Services.
“Venue” means the specific location stated in a Listing by a Service Partner.
2 Accepting the Terms
2.1 Use of the services constitutes acceptance of the terms. You may not use the services if you do not accept the Terms.
2.2 You may only use the Services and App if you are at least 18 years old, and are lawfully entitles to do so.
2.3 Corporate Use;
2.3.1 If you use our Services on behalf of a company or other organisation, you warrant that you are authorised to bind such company or organisation to these Terms and to act on behalf of the company in respect to any actions you take in connection with the Services herein. In such circumstances, “you” and “your” will refer and apply to your representative company or other legal entity.
2.3.2 You agree to respond promptly and completely to requests from BluDesks for additional information that BluDesks deems necessary to determine your authority to act on behalf of a company or organisation. BluDesks may suspend or terminate your access to our Services and your account if we have reason to believe that you are not authorised to act on behalf of a company or organisation for whom you claim to be acting in connection with the Services.
2.4 The Site, App and Services comprise of an online platform through which Service Partners can create listings for venues that are available for booking by Members. You understand and agree that BluDesks is not a real estate broker, agent or insurer. BluDesks has no control over the conduct of the Service Partners, Members or other users of the Site, App and Services and disclaims all liability in this regard.
2.5 You should print off or save a copy of the Terms for your records.
3 Changes to the Terms
At its discretion, BluDesks reserves the right to change, modify, add, or remove portions of these Terms at any time. Your continued use of the Site following reasonable notice of such modifications will be conclusively deemed as an acceptance of any changes to the Terms. You agree that notice of changes to these Terms posted on the Site constitutes reasonable and sufficient notice.
4 How the Site, App and Services Work
The Site, App and Services can be used to facilitate the listing and booking of venues that are available for booking as advertised by our Service Partners. You may view Listings as an unregistered visitor to the Site, App and Services; however, if you wish to book a Venue or create a Listing, then you must first register for a BluDesks Account (“Account”).
5 Account Registration
5.1 In order to access the Services, you must create an Account and become a BluDesks Registered User(“Registered User”). During the registration process, you will be required to provide certain information and you will establish a password. We will validate the information you provide to confirm your identity, using online identity verification tools supplied by third party agencies. Whereas we are unable to verify your identity online, we may request you to submit documentation via email or other means.
5.2 You undertake and warrant that the information you provide will be accurate and will be kept up to date. If you provide information that we believe to be inaccurate or misleading, we may suspend or terminate your Account and refuse any and all current or future use of the BluDesks Services. In these circumstances you shall not be entitled to any credit.
5.3 You may register to join the Services directly via the Site or App as described in this section. You can also register to join by logging into your account with certain third-party social networking sites (“SNS”), such as Facebook, Instagram, Twitter and LinkedIn. As part of the functionality of the Site, App and Services, you may link your BluDesks Account with Third Party Accounts, by either:
a. Providing your Third Party Account login information to BluDesks through the Site, Services or App; or
b. Allowing BluDesks to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account.
You represent that you are entitled to disclose your Third Party Account login information to BluDesks and/or grant BluDesks access to your Third Party Account (including for use for the purposes described in these Terms), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating BluDesks to pay any fees or making BluDesks subject to any usage limitations imposed by such third party service providers. By granting BluDesks access to any Third Party Accounts, you understand that BluDesks will access, make available and store (if applicable) any Content that you have provided to and stored in your Third Party Account so that it is available on and through the Site, Services and App via your BluDesks Account and BluDesks Account profile page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be User Content for all purposes of these Terms. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts will be available on and through your BluDesks Account on the Site, Services and App. Please note that if a Third Party Account or associated service becomes unavailable or BluDesks’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 App. You have the ability to disable the connection between your BluDesks Account and your Third Party Accounts, at any time, by accessing the “Settings” section of the Site and App.
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.
BluDesks makes no effort to review any SNS Content for any purpose, including for accuracy, legality or non-infringement, and BluDesks is not responsible for any SNS Content.
5.4 We will create your BluDesks Account and your Account profile page for your use of the Site and App based upon the personal information you provide to us or that we obtain via an SNS as described above.
5.5 You may not have more than one active BluDesks Account. We reserve the right to suspend or terminate your Account and your access to the Site, App and Services if you create more than one Account.
5.6 If you register as a corporate Member, you may authorise your employees to register for a BluDesks account as Corporate Employee Members. We will create BluDesks Account and Account profile page for each employee for their use of the Site and App based upon the personal information you and the employee provide to us or that we obtain via an SNS as described above. You acknowledge and agree that you are responsible for your employees' use of the Services, including but not limited to Service Fees.
5.7 You are responsible for maintaining confidentiality of your online Account and password, restricting access to your computer and/or mobile device, and/or preventing unauthorised access to your Account. You agree to take responsibility for all activities that occur under your Account or password.
5.8 You acknowledge that your Account is personal to you and agree not to provide any other person with access to this Site or portions of it using your username, password or other security information. You agree to notify us immediately of any unauthorised access to or use of your username or password or any other breach of security.
5.9 If you believe that your Account or password is being or is about to be used by anyone else, you should inform us immediately by email to firstname.lastname@example.org.
6 Responsibilities of BluDesks
6.1 The Site, App and Services are intended to be used to facilitate bookings in available venues hosted by our Service Partners. BluDesks does not and cannot control the content contained in any listings or the condition, legality or suitability of any venues.
6.2 BluDesks is not an owner or operator of the properties advertised on our Site, nor do we own, sell, resell, furnish, provide, rent, re-rent, manage and/or control properties, including Venues or any transportation or travel services. BluDesks’s responsibilities are limited to:
a. Facilitating the availability of the Site, App and Services and
b. Serving as the limited agent of each Service Partner for the purpose of accepting payments from Users on behalf of the Service Partner.
6.3 BluDesks is not responsible for and disclaims any and all liability related to any and all listings and venues. Any bookings made are at the Member’s own risk.
7 Payment and Credit Balance
7.1 Unless you are an employee of a Corporate Member, we require that you make payment direct to BluDesks. If you are a Corporate Member, we require that you make payment for and on behalf of your Corporate Employee Members.
7.2 Unless agreed otherwise, use of the Services is subject to pre-payment and you are responsible for adding sufficient credit balance to your Account to cover the fees charged by Service Partners and other services.We may provide an automatic payment top-up facility via your Account or App.
7.3 Charges may vary from time to time, venue to venue, and it is your responsibility to ensure that you are aware of relevant fee rates (these are as notified in the Terms or otherwise available for inspection through the App, Site or Services).
7.4 You will be charged in GBP regardless of your billing address. Your bank will directly make the conversion into the currency of your bank account at the current conversion rate when the payment is processed. BluDesks is not responsible for any additional charges your bank may apply.
7.5 Pre-paid credit balance will be applied to pay for your bookings and Service Fees.
7.6 If post-pay option is agreed, payment must be made within 14 calendar days of the date of invoice. An administration surcharge of 10% will be levied to all post-pay accounts.
8 No Endorsement
8.1 BluDesks does not warrant the accuracy, completeness or usefulness of information on the Site or App. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
8.2 By using the Site, App or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties will be limited to a claim against the particular Users or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from BluDesks with respect to such actions or omissions.
9 Acts and Omissions
You acknowledge and agree that you are responsible for your own acts and are also responsible for the acts of any individuals you may invite to any of the Partner Venues.
10 Bookings and Venue fees
10.1 The Service Partners, not BluDesks, are solely responsible for honouring any confirmed bookings and making available any Venues reserved through the Site, App and Services. It is the Service Partner and not BluDesks that determines the Venue Fees and booking criteria. The Venue Fee may include other fees, at the Service Partner’s discretion.
10.2 If a Service Partner offers “Instant Booking” to its Venue, and you as a BluDesks Member request such booking, the booking is said to be confirmed and BluDesks will send you and the Service Partner an email, text message or message via the App confirming such booking, depending on the selections you and the Service Partner make via the Site, App and Services.
10.3 If a Service Partner requires a booking request to be made in advance, and you as a BluDesks Member makes such booking request, BluDesks will send your request to that Service Partner via email, text message or message via the App, depending on the selection that Service Partner make via the Site, App and Services. The Service Partner is required to either confirm or reject the booking within 24 hours of when the booking is requested (as determined by BluDesks in its sole discretion) or the requested booking will be automatically cancelled. Ifthe Service Partner confirms the booking, BluDesks will send you and the Service Partner an email, text message or message via the App confirming such booking, depending on the selections you and the Member make via the Site, App and Services.
10.4 If a Service Partner offers access to its Venue without a confirmed booking and you as a BluDesks Member choose to visit that Venue without a confirmed booking, the Service Partner may, in its sole discretion, refuse access, and you agree and accept that BluDesks will not be responsible for the Service Partner’s decision.
10.5 If you, as a Member choose to book or access a Venue, you agree and understand that you will be required to agree to accept any terms, conditions, rules and restrictions associated with such Venue imposed by the Service Partner. You acknowledge and agree that you, and not BluDesks, will be responsible for performing the obligations of any such terms and conditions, that BluDesks is not a party to such agreements, and that, with the exception of its payment obligations hereunder, BluDesks disclaims all liability arising from or related to any such agreements.
10.6 You acknowledge and agree that, notwithstanding the fact that BluDesks is not a party to the agreement between you and the Service Partner, BluDesks acts as the Service Partner’s payment agent for the limited purpose of accepting payments from you on behalf of the Service Partner. Upon your payment of amounts to BluDesks that are due to the Service Partner, your payment obligation to the Service Partner for such amounts is extinguished, and BluDesks is responsible for remitting such amounts, less Commission owed to BluDesks, to the Service Partner. If BluDesksdoes not remit any such amounts to a Service Partner, then such Service Partner will have recourse only against BluDesks. Listings for Venues will specify the Total Fees.
10.7 You agree to pay BluDesks for the Total Fees for any booking or Venue access requested in connection with your BluDesks Account if such requested bookings or accesses are accepted by the applicable Service Partner. In order to establish an access or a booking pending the applicable Service Partner’s confirmation of your request, you understand and agree that BluDesks will perform a balance check on your Account. If your Account balance is insufficient to cover the Total Fees for that booking request or Venue access, you agree to top-up your Account before proceeding with such request. If you are a post-pay Account Member, and your available credit limit is insufficient to cover the Total Fees for that booking request or Venue access, you agree to make a payment which would result in increasing your Account’s available credit limit before proceeding with such request.
10.8 Once Bludesks receives confirmation of your Venue usage from the applicable Service Partner, BluDesks will charge the Total Fees in accordance with the terms and conditions of these Terms and the pricing terms set forth in the applicable Listing.
11 Recurring Payments
In some instances, Members may be required to make recurring, incremental payments toward the Total Fees owed for a confirmed booking before beginning his or her stay at the applicable Venue (collectively, “Recurring Payments”). More information on Recurring Payments will be made available via the Site, App and Services, if applicable. If Recurring Payments apply to your confirmed booking and;
11.1 If you are an Individual Member, you agree to hold sufficient balance in your pre-pay account for BluDesks to charge your account at the frequency associated with the applicable Recurring Payments, identified on the Site, App and Services.
11.2 If you are a Corporate Member, you agree BluDesks to charge your account at the frequency associated with the applicable Recurring Payments, identified on the Site, App and Services.
12 Specific Terms Regarding BluDesks Booking Credits
12.1 BluDesks Booking Credits may only be redeemed for confirmed bookings via the Site, App and Services and after you accrue, Booking Credits will be automatically applied to your next confirmed booking made via the Site, App and Services. Booking Credits are credit only and have no cash value nor can they be refunded or exchanged for cash. You may only redeem Booking Credits after the Booking Credits are reflected in your BluDesks Account. The scope, variety, and type of services and products that you may obtain by redeeming Booking Credits can change at any time.
12.2 Booking Credits expire three (3) years from the date that any Booking Credits are last accrued in your BluDesks Account. BluDesks will notify you at the email address you provided during Account registration within thirty (30) days of when the Booking Credits in your Account are scheduled to expire.
12.3 If for some reason you believe that there is a discrepancy regarding your balance of Booking Credits, please contact us at email@example.com. BluDesks may require to you to submit additional information in order to make a determination regarding your balance. All decisions regarding your balance will be final and at BluDesks’s sole discretion.
12.4 You are responsible for any Tax consequences, if any, that may result from your redemption or use of BluDesks Booking Credits. Where applicable, BluDesks may be required to account for VAT on any services for which the Booking Credits are redeemed.
12.5 Without limiting any other terms of these Terms and subject to applicable law, all Booking Credits are forfeited if your BluDesks Account is terminated or suspended for any reason, in BluDesks’s sole discretion, or if BluDesks discontinues providing the Site, App, or the Services.
13.1 Unless agreed otherwise, in writing, customised space bookings are non-cancellable, non-changeable and non-refundable.
13.2 EXCEPT FOR CUSTOMISED SPACE BOOKINGS AS IN CLAUSE 13.1, NO REFUND IS AVAILABLE FOR ANY CANCELLATION MADE BY A MEMBER WITHIN 24 HOURS OF THE LISTING BOOKING TIME OR AFTER THE BOOKING TIME OR ANYTIME AFTER THE BOOKING HAS BEGUN. Members will be charged for the Venue Fees (50% of the Total Fees) for cancellations made within 24 and 72 hours of the Listing Booking time. Members will not be charged for the Venue Fees for cancellations made a full 72 hours prior to the start of the Listing Booking time. A Booking is not officially cancelled until the Member receives cancellation confirmation e-mail from BluDesks. If the cancellation e-mail is not received, contact BluDesks at firstname.lastname@example.org.
13.3 If a Service Partner cancels a confirmed booking made via the Site, Services, Bludesks will send you an email or other communication containing alternative Listings and other related information. If you have not received such email or other communication from BluDesks, please contact BluDesks at email@example.com.
13.4 In certain circumstances, BluDesks may decide, in its sole discretion, that it is necessary or desirable to cancel a confirmed booking made via the Site, App or Services. BluDesks may also determine, in its sole discretion, to refund you for part or all of the amounts charged in accordance with Member Refund Policy. You agree that BluDesks will not have any liability for such cancellations or refunds.
14 Cancellation Disputes
If a dispute arises concerning a cancellation and/or a refund, you shall first attempt in good faith to resolve such dispute by negotiation and consultation with BluDesks. In the event that such dispute is not resolved on an informal basis, you, by written notice to BluDesks within 24 hours of the Booking start time (“Dispute Notice”), refer such dispute to BluDesks’s Complaints Team. After a Dispute Notice has been provided to BluDesks, you agree that any decision made by BluDesks Complaints Team concerning the dispute will be final and binding.
15 Damage to Venues
15.1 As a BluDesks Member, you are responsible for leaving the Venue in the condition it was in when you arrived. You acknowledge and agree that, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you invite to, or otherwise provide access to, the Venue. If a Service Partner claims otherwise and provides evidence of damage, such as photographs, then you agree to pay the cost of replacing the damaged items with equivalent items. After being notified of the claim and given 48 hours to respond, the payment will be charged to your BluDesks Account. BluDesks also reserves the right to charge the credit card on file in your BluDesks Account, or otherwise collect payment from you and pursue any avenues available to BluDesks in this regard, in situations in which you have been determined, in BluDesks’s sole discretion, to have damaged any Venue, including in relation to any payment requests made by Service Partners under the BluDesks Service Partner Guarantee, and in relation to any payments made by BluDesks to Service Partners. If we are unable to charge your BluDesks Account or otherwise collect payment from you, you agree to remit payment for any damage to the Venue to BluDesks.
15.2 You agree to cooperate with and assist BluDesks in good faith, and to provide BluDesks with such information and take such actions as may be reasonably requested by BluDesks, in connection with any complaints or claims made by Service Partners relating to Venues or any personal or other property located at a Venue (including payment requests made under the BluDesksService Partner Guarantee) or with respect to any investigation undertaken by BluDesksor a representative of BluDesksregarding use or abuse of the Site, App or the Services. You, upon BluDesks’sreasonable request, and to the extent you are reasonably able to do so, agree to participate in mediation or similar resolution process with a Service Partner, at no cost to you, which process will be conducted by BluDesksor a third party selected by BluDesks, with respect to losses for which the Service Partner is requesting payment from BluDesksunder the BluDesksService Partner Guarantee. You understand and agree that BluDesksreserves the right, in its sole discretion, to make a claim under your insurance policy related to any damage or loss that you may have caused or been responsible for to a Venue or any personal or other property located at a Venue (including amounts paid by BluDesksunder the BluDesksService Partner Guarantee.) You agree to cooperate with and assist BluDesksin good faith, and to provide BluDeskswith such information as may be reasonably requested by BluDesksin order to make a claim under your property’s insurance policy, including executing documents and taking such further acts as BluDesksmay reasonably request, to assist BluDesksin accomplishing the foregoing.
16 User Conduct
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, App, Services and Content. In connection with your use of our Site, App and Services, you will not:
a. Violate any local, state, provincial, national, or other law or regulation, or any order of a court, including zoning restrictions and tax regulations;
b. Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site, App, Services or Content;
c. Use the Site, App or Services for any commercial or other purposes that are not expressly permitted by these Terms;
d. Copy, store or otherwise access any information contained on the Site, App, Services or Content for purposes not expressly permitted by these Terms;
e. Infringe the rights of any person or entity, including their intellectual property, privacy, publicity or contractual rights;
f. Interfere with or damage our Site, App or Services, including through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
g. Use our Site, App or Services to transmit, distribute, post or submit any information concerning any other person or entity, including photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
h. Use our Site, App or Services in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to advertising commercial workspaces;
i. "Stalk" or harass any other user of our Site, App or Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as BluDesks Member;
j. Register for more than one BluDesks Account or register for aBluDesks Account on behalf of an individual other than yourself;
k. Contact a Service Partner for any purpose other than asking a question related to a booking, such Service Partner’s Venues or Listings;
l. When acting as a Member or otherwise, recruit or otherwise solicit any Service Partner or other User to join third party services or websites that are competitive to BluDesks, without BluDesks;s prior written approval;
m. Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
n. Use automated scripts to collect information or otherwise interact with the Site, App or Services;
o. Use the Site, App and Services to find a Service Partner and then complete a booking of a Venue transaction independent of the Site, App or Services in order to circumvent the obligation to pay any Service Fees related to BluDesks’s provision of the Services;
p. Systematically retrieve data or other content from our Site, App or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
q. Use, display, mirror or frame the Site or App or any individual element within the Site, Services or App, BluDesks’s name, any BluDesks trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without BluDesks’s express written consent;
r. Access, tamper with, or use non-public areas of the Site or App, BluDesks’s computer systems, or the technical delivery systems of BluDesks’s providers;
s. Attempt to probe, scan, or test the vulnerability of any BluDesks system or network or breach any security or authentication measures;
t. Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by BluDesks or any of BluDesks’s providers or any other third party (including another user) to protect the Site, Services, App or BluDesks;
u. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, App or BluDesksto send altered, deceptive or false source-identifying information;
v. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, App or BluDesks; or
w. Advocate, encourage, or assist any third party in doing any of the foregoing.
The Site, App, Services and BluDesks are owned by BluDesks.com Limited, its licensors or other providers of such material and are protected by international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website, except as follows:
a. Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
b. You may store files that are automatically cached by your Web browser for display enhancement purposes.
c. You may print or download one copy of a reasonable number of pages of the Site for your use in connection with the Services.
d. If we provide desktop, mobile or other Apps for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user licence agreement for such Apps.
e. If we provide social media features with certain content, you make take such actions as are enabled by such features.
BluDesks and all related names, logos, product and service names, designs and slogans are trademarks of BluDesks or its affiliates or licensors. You must not use such marks without the prior written permission of BluDesks or its affiliates. All other names, logos, product and service names, designs and slogans on the Site, App and Service are the trademarks of their respective owners.
19 Third Party App Store Additional Terms and Conditions
The following additional terms and conditions apply to you if you are using the App from the Apple App Store or from GooglePlay or any other App Store Provider. To the extent the other terms and conditions of this Agreement are less restrictive than, or otherwise conflict with, the terms and conditions of this Section 27, the more restrictive or conflicting terms and conditions in this Section 27 apply, but solely with respect to the App from the App Store Provider. You acknowledge and agree that:
a. this Agreement is concluded solely between BluDesks and you and not with The App Store Provider, and BluDesksnot The App Store Provider, is solely responsible for the App and the content thereof. To the extent this Agreement provides for usage rules for the App which are less restrictive or in conflict with the App Store Terms of Service, the more restrictive or conflicting The App Store Provider term will take precedence and will apply;
b. The App Store Provider has no obligation whatsoever to provide any maintenance and support services with respect to the App. BluDesks is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, you may notify The App Store Provider, and The App Store Provider will refund the purchase price for App to you and to the maximum extent permitted by applicable law, The App Store Provider will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Agile Office’s sole responsibility;
c. BluDesks, not The App Store Provider, is responsible for addressing any claims of you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; (iii) claims arising under consumer protection or similar legislation.; and/or (iv) intellectual property infringement claims; and
d. The App Store Provider, and The App Store Provider’s subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of this Agreement, The App Store Provider will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof.
e. You represent and warrant that (i) you are not located in a country that is subject to a UK Government embargo, or that has been designated by the UK Government as a “terrorist supporting” country; and (ii) you are not listed on any UK Government list of prohibited or restricted parties.
20 BluDesks Content and User Content Licence
Subject to your compliance with the terms and conditions of these Terms, BluDesksgrants you a limited, non-exclusive, non-transferable licence to (i) access and view any BluDesks Content solely for your personal and non-commercial purposes and (ii) access and view any User Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicence the licence rights granted in this section. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, licence, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, App, Services, or BluDesks, except as expressly permitted in these Terms. No licences or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by BluDesksor its licensors, except for the licences and rights expressly granted in these Terms.
The Site, App and Services may contain links to third-party websites or resources. You acknowledge and agree that BluDesksis 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 BluDesksof 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, App and Services. You may submit Feedback by emailing us at firstname.lastname@example.org or through the “Contact” section of the Site and App. You acknowledge and agree that all Feedback will be the sole and exclusive property of BluDesks and you hereby irrevocably assign to BluDesksand agree to irrevocably assign to BluDesksall of your right, title, and interest in and to all Feedback, including all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At BluDesks’srequest and expense, you will execute documents and take such further acts as BluDesksmay reasonably request to assist BluDesksto acquire, perfect and maintain its intellectual property rights and other legal protections for the Feedback.
23 Copyright Policy
BluDesksrespects copyright law and expects its users to do the same. It is BluDesks’spolicy to terminate in appropriate circumstances the BluDesksAccounts of Users or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
24 Suspension, Termination and BluDesks Account Cancellation
24.1 We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel your BluDesks Account. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you:
a. Your BluDesksAccount will be deactivated or suspended, your password will be disabled, and you will not be able to access the Site, App, Services, your BluDesksAccountor receive assistance from BluDesksMember service,
b. Any pending or accepted future bookings will be immediately terminated. We may communicate to Service Partners that a potential or confirmed booking has been cancelled,
c You will not be entitled to any refunds or compensation for Bookings (even if confirmed) that were cancelled as a result of a suspension, deactivation or termination of your BluDesks Account.
24.2 You may cancel your BluDesksAccount at any time by sending an email to email@example.com. Please note that if your BluDesksAccount is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site, App and Services, including, but not limited to, any reviews or Feedback.
25 Changes to Site, Apps or Services
BluDesks reserves the right to withdraw or amend this Site, and any service or material BluDesksprovide on the Site, in our sole discretion without notice. BluDeskswill not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, BluDesksmay restrict access to some parts of the Site, or the entire Site, to users, including Users. You are responsible for:
a. Making all arrangements necessary for you to have access to the Site.
b. Ensuring that all persons who access the Site through your internet connection are aware of these Terms of Service and comply with them.
IF YOU CHOOSE TO USE THE SITE, APP OR SERVICES, THEN YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT BLUDESKS DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY USER, INCLUDING REGISTERED USERS AND SERVICE PARTNERS, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SITE, APP, SERVICES, AND BLUDESKSARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED. WITHOUT LIMITING THE FOREGOING, BLUDESKSEXPLICITLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY REPRESENTATIONS, WARRANTIES AND CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. BLUDESKSMAKES NO WARRANTY OR GIVES ANY REPRESENTATION OR CONDITION THAT THE SITE, APP, SERVICES, CONTENT, INCLUDING THE LISTINGS OR ANY VENUES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE OR ERROR-FREE BASIS. BLUDESKS MAKES NO REPRESENTATION, WARRANTY OR CONDITION REGARDING THE QUALITY OF ANY LISTINGS, VENUES, YOUR ACCRUAL OF BLUDESKSBOOKING CREDITS, THE SERVICES OR CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE, APP, OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BLUDESKSOR THROUGH THE SITE, APP, SERVICES OR BLUDESKS, WILL CREATE ANY REPRESENTATION, WARRANTY OR CONDITION NOT EXPRESSLY MADE HEREIN. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APP OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APP OR SERVICES, INCLUDING ANY SERVICE PARTNERS OR REGISTERED USERS. YOU UNDERSTAND THAT BLUDESKSDOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APP OR SERVICES OR TO REVIEW OR VISIT ANY VENUES. BLUDESKSMAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS AS TO THE CONDUCT OF USERS OF THE SITE, APP OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APP OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APP OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPOR SERVICES, INCLUDING REGISTERED USERS AND SERVICE PARTNERS, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANISED BY BLUDESKS. NOTWITHSTANDING BLUDESKS’SAPPOINTMENT AS THE LIMITED AGENT OF THE SERVICE PARTNERS FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM REGISTERED USERS ON BEHALF OF THE SERVICE PARTNERS, BLUDESKSEXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY REGISTERED USERS OR OTHER THIRD PARTY.
27 Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, APP, SERVICES AND BLUDESKS, YOUR LISTING OR BOOKING OF ANY VENUES VIA THE SITE, APP AND SERVICES AND ANY CONTACT YOU HAVE WITH OTHER USERS OF BLUDESKSWHETHER IN PERSON OR ONLINE REMAINS WITH YOU. NEITHER BLUDESKSNOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, APP, SERVICES, OR BLUDESKSWILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE, APP, SERVICES OR BLUDESKS, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, APP, OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APP, SERVICES,OR FROM YOUR LISTING OR BOOKING OF ANY VENUE VIA THE SITE, APP AND SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BLUDESKSHAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EXCEPT FOR OUR OBLIGATIONS TO PAY AMOUNTS TO APPLICABLE SERVICE PARTNERS PURSUANT TO THESE TERMS OR AN APPROVED PAYMENT REQUEST UNDER THE BLUDESKSSERVICE PARTNER GUARANTEE, IN NO EVENT WILL BLUDESKSAGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SITE, APP AND SERVICES INCLUDING FROM YOUR LISTING OR BOOKING OF ANY VENUE USING THE SITE, APP AND SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SITE, APP, SERVICES, OR AGILE OFFICE AND IN CONNECTION WITH ANY VENUE OR INTERACTIONS WITH ANY OTHER USERS, EXCEED THE AMOUNTS YOU HAVE PAID OR OWE FOR BOOKINGS VIA THE SITE, APP AND SERVICES AS A REGISTERED USERS IN THE 12 MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE A SERVICE PARTNER, THE AMOUNTS PAID BY BLUDESKSTO YOU IN THE 12 MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR £100, IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BLUDESKSAND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to release, defend, indemnify, and hold harmless BluDesksand its affiliates and subsidiaries, and their respective officers, directors, employees and agents, from and against any and all claims, liabilities, damages, losses and expenses, including reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, App, Services or BluDesks or your violation of these Terms; and (b) your (i) booking of a Venue, or (ii) the use, condition or booking of a Venue by you, including any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a booking or use of a Venue.
29 Service Partner Data
To participate on the Site, you are required to provide personally identifiable information such as your name, physical address, e-mail address and birthdate ("personal data"). BluDesks and its Service Partners collect personal data for the following purposes: management and archiving operations, statistical data, marketing, and payment.
BluDesksonly shares or discloses your personal data with its employees and your name to Serviced Partners. We require them to protect the privacy of all information collected over the Website.
BluDesksonly retains your personal data for a maximum period of two (2) years following the end of your subscription. After this term, your personal data are automatically destroyed.
In accordant with European General Data Protection Regulations (GDPR), BluDesksendeavours to undertake all necessary measures to protect your personal data, preserve their integrity and prevent them from being distorted, damaged or communicated to unauthorised third parties. To this end, your personal data are stored in a secure area inaccessible to the public.
31 Export Control and Restricted Countries
You may not use, export, re-export, import, or transfer the App except as authorised by applicable law, including the laws of the jurisdiction in which you obtained the App. BluDesks does not permit Listings associated with certain countries due to embargo restrictions under applicable laws.
32 Entire Agreement
You may not assign or transfer these Terms, by operation of law or otherwise, without BluDesks’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. BluDesks 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 under these Terms, including those regarding modifications to these Terms, will be in writing and given by BluDesks (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the App. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
35 Controlling Law and Jurisdiction
These Terms will be interpreted in accordance with the laws of the United Kingdom, without regard to conflict-of-law provisions. You and BluDesks agree to submit to the personal jurisdiction of the United Kingdom for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights, as set forth in the Dispute Resolution provision below in these Terms.
36 Dispute Resolution
You and BluDesks agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Site or App (collectively, “Disputes”) will be settled exclusively by binding arbitration by a single arbitrator, except that each party retains the right to seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and BluDesksare each waiving the right to a trial by jury or to participate as a plaintiff or class User in any purported class action or representative proceeding. Further, unless both you and BluDesksotherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms. The location of the arbitration will be London, England and governed by British Law. If your claim does not exceed £10,000, then the arbitration will be conducted solely on the basis of documents you and BluDeskssubmit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds £10,000, your right to a hearing will be determined by UK Regulations. Subject to the Regulations, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the Regulations. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favour of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The parties will share equally in the fees and expenses of the arbitrator and the cost of the venues used for the arbitration hearing, but will otherwise each bear their respective costs incurred in connection with the arbitration.
Notwithstanding the provisions of the “Modification” section above, if BluDeskschanges this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to firstname.lastname@example.org) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of BluDesks’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and BluDesksin accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
The failure of BluDesksto 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 authorised representative of BluDesks. 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.