Date of Last Revision: January 1, 2014
WELCOME TO ZICASSO, INC.'S ("ZICASSO" OR "WE") INTERNET WEB SITE LOCATED AT WWW.ZICASSO.COM (THE "SITE").
Zicasso is a referral service. We refer Travelers to Travel Companies (travel agencies and tour operators) who sell Travel Services such as hotels, transportation, and tours. Zicasso does not sell or operate any Travel Services.
- Member Eligibility and Accounts
- Scope of Services
- Zicasso Policies
- Electronic Communications
- User Obligations
- Other Agreements
- Contracts Between Travel Companies and Travelers
- Third Party Content
- Links to Third Party Sites
- Warranty Disclaimer
- Limitation of Liability
- Intellectual Property
- Resolution of Disputes Between Member and Zicasso
- Membership Cancellation Instructions
- Suspension of Your Account
MEMBER ELIGIBILITY AND ACCOUNTS
The Zicasso Services (as defined below) are available only to legal entities and individuals in business who can form legally binding contracts. To become a member of the Site ("Member") and use the Zicasso Services available from the Site, you must register for a Zicasso account ("Account"). You agree to provide true, accurate and complete information, and update such information to maintain its truth, accuracy and completeness. Misleading information about your location is not allowed on Zicasso. You must safeguard the Member ID and password you use to access this Site. We may rely on any use of the Site with your Member ID and password as authorized by you.
If you are a Member that wishes to provide Travel Company Services through the Site, you must complete the Travel Company registration process. As a Travel Company Member, you acknowledge and agree that your Account may be subject to verification as well as editorial and Feedback (as defined below).
SCOPE OF SERVICES
Zicasso provides services ("Zicasso Services") that facilitate transactions between (a) Members who are travelers (each, a "Traveler") and are eligible to post information about the Travel Company Services (as defined herein) that such Traveler needs and is interested in purchasing (each, a "Trip Request"). or to inquire or purchase Travel Company Services, and (b) Members who are travel companies (each, a "Travel Company") who offer Travel Company Services to Travelers. Travel Company Services are defined as services offered by Travel Company to Traveler on Zicasso Site, including but not limited to trip proposals submitted by Travel Company in response to a Traveler's Trip Request (each a "Trip Plan") and sample trip offerings (each a "Sample Trip").
When a Travel Company submits a Trip Plan to a Traveler, in addition to specifying the types of Travel Company Services it will provide and the costs associated to it, a Trip Plan shall include the contract terms that Travel Company requires, such as, but not limited to, payment methods, payment terms, and cancellation policy.
The Site will facilitate (a) Traveler's ability to define and source Travel Company Services by posting a Trip Request in order to engage Travel Companies directly; (b) Traveler's ability to learn about, inquire, commit to procure, or procure Travel Company Services; (c) Travel Companies' ability to advertise their capabilities, bid on Trip Requests, and provide Travel Company Services directly to Travelers; (d) delivery of (i) payment information for Traveler, and (ii) receipt information for Travel Company; and (e) other services that Zicasso may offer through the Site from time to time, currently including, but not limited to services further described in the Zicasso Policies . In providing the Zicasso Services, Zicasso will NOT source or deliver any services provided by Travel Companies, including, but not limited to, Travel Company Services. Zicasso will only provide the venue for Travelers and Travel Companies to find and contract with each other for Travel Company Services according to the Zicasso Policies.
By using the Services, you consent to receiving electronic communications from Zicasso. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Zicasso Services and Travel Company Services. These electronic communications are part of your relationship with Zicasso and you receive them as part of your subscription to the Zicasso Services. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
As a Traveler, you agree that you will only complete your Trip Plan purchase via the Zicasso purchase confirmation page, and you will report the Travel Company to Zicasso if the Travel Company suggests that you purchase any Travel Company Services without informing Zicasso. As a Travel Company, you agree to use Zicasso's system to complete the transaction and send the receipt to the Traveler for all Zicasso-originated business, whether first-time, repeat or follow-on.
CONTRACTS BETWEEN TRAVEL COMPANIES AND TRAVELERS
By registering as a Member, you acknowledge and agree that you contract directly with other Members of the Site to buy or sell Travel Company Services. Upon acceptance of a bid or agreement to provide Travel Company Services, Travel Company agrees to provide the Travel Company Services according to the terms of the final bid, the final agreement, or other terms agreed to by Travel Company and Traveler. Zicasso is not a party to any contract for any purchase and sale of Travel Company Services on the Site, including, without limitation, Trip Plans and Sample Trips. All rights and obligations for the purchase and sale of any Travel Company Services, including, without limitation, the purchase and sale of Trip Plans and Sample Trips, are solely between Travel Companies and Travelers. Each Member is solely responsible for the enforcement and performance of its rights and obligations for the purchase and sale of Travel Company Services, including, without limitation, Trip Plans and Sample Trips.
Zicasso is not involved in the contracting between Travel Companies and Travelers, or in the Travel Companies' delivery of services to Travelers. Zicasso has no control over and does not guarantee the quality, safety or legality of Travel Company Services advertised or provided on and/or through the Site, the truth or accuracy of listings, the qualifications, background, or abilities of Members, the ability of Travel Companies to deliver Services, the ability of Travelers to pay for Services, or that a Travel Company or Traveler will actually complete a transaction. Travel Company and Traveler must look solely to the other for enforcement and performance of all the rights and obligations pursuant to the transactions it entered into with the other on the Site, and any other terms, conditions, representations, or warranties associated with such dealings.
THIRD PARTY CONTENT
Zicasso makes available to Members on the Site various content and services provided by third parties, including, without limitation, services to verify a Member's identity or credentials ("Verification Service Providers") and a directory of Travel Companies that is populated with information from third party sources and from the Travel Companies themselves (collectively, "Third Party Content"). Zicasso has no editorial control over such Third Party Content. Zicasso is not responsible for and does not monitor the Third Party Content for accuracy or reliability. Any opinions, advice, statements, Services, offers or other information or content express or made available by third parties, including information providers, Members and Verification Service Providers, are those of the respective author(s) or distributor(s) and not of Zicasso. Zicasso neither endorses nor is responsible for the accuracy or reliability of any Third Party Content. Zicasso does not confirm or verify whether a Travel Company claiming to be a professional or claiming to be qualified to provide professional advice is in fact licensed or otherwise qualified to provide the Services or advice being requested. Zicasso provides the Third Party Content as a convenience and does not confirm or verify such Third Party Content.
LINKS TO THIRD PARTY SITES
The Site may contain links to other third party Web sites or resources ("Third Party Sites"). You acknowledge and agree that Zicasso is not responsible or liable for: (i) the availability or accuracy of such Third Party Sites; or (ii) the content, advertising, or products on or available from such Third Party Sites. The inclusion of any link on the Site does not imply that we endorse the linked to Third Part Site. Your use the links is at your own risk.
THE SERVICES, MATERIALS AND INFORMATION PROVIDED ON AND THROUGH THE SITE ARE PROVIDED "AS IS," AS AVAILABLE, AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY THIRD PARTY, OR AS TO THE ACCURACY OF THE POSTINGS MADE ON THE WEB SITE BY ANY THIRD PARTY. SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY OTHER MEMBER FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES PURSUANT TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT WILL ZICASSO'S LIABILITY TO YOU FOR ANY ACTION OR CLAIM RELATED TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE OR ANY OTHER THEORY OF LIABILITY, EXCEED IN THE GREATER OF: (A) $100 OR (B) THE AGGREGATE AMOUNT OF SERVICE CHARGES ACTUALLY COLLECTED BY US FROM YOU FOR THE SERVICES TO WHICH THE LIABILITY RELATES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DETERMINATION OF SUCH LIABILITY. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.
If you have a dispute with another Member, you release Zicasso (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute. You hereby waive California Civil Code ß1542 (and any analogous law in any other applicable jurisdiction), which says: "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."
You agree to defend, hold harmless and indemnify Zicasso from and against any and all losses, costs, expenses, damages or other liabilities incurred by Zicasso from and against any cost, liability, loss, damage, cause of action, claim, suit, proceeding, demand or action brought by a third party against Zicasso: (a) in connection with your use of the Services, including, without limitation, any payment obligations incurred through use of the Services; or (b) resulting from: (i) your use of the Site (ii) your decision to supply credit information via the Site, including personal financial information; (iii) your decision to submit postings and accept offers from other Members; (iv) any breach of contract or other claims made by Members with which you conducted business through the Site; (v) your breach of any provision of this Agreement; (vi) any liability arising from the tax treatment of payments or any portion thereof; (vii) any negligent or intentional wrongdoing by any Member; (viii) any act or omission of yours with respect to the payment of fees to any Travel Companies; (ix) your dispute of or failure to pay any invoice or any other payment; and/or (x) your obligations to a Travel Company. Any such indemnification shall be conditioned on our: (a) notifying you in writing of any such claim, demand, action, cost, liability, loss or threat of any thereof; (b) cooperating with you in the defense or settlement thereof; and (c) allowing you to control such defense or settlement. We shall be entitled to participate in such defense through our own counsel at our own cost and expense. We reserve the right to report any wrongdoing of which we become aware to the applicable government agencies or otherwise.
License and Site Access.
Subject to and conditioned on compliance with this Agreement, Zicasso grants you a limited license to access and, if you are a Member, to use the Site internally for the purpose of ordering and receiving the Services available and authorized from the Site. You must not sell, copy, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any content of this Site in any way for any public or commercial purpose without prior written consent of Zicasso or the rights holder. You must not use any content of this Site on any other Web site or in a networked computer environment for any purpose except your own internal viewing. You will not attempt to reverse engineer or attempt to interfere with the operation of any part of this Site unless expressly permitted by law. The Site or any portion of the Site may not be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose that is not expressly permitted by Zicasso.
Reservation of Rights; Limited Licenses.
RESOLUTION OF DISPUTES BETWEEN MEMBER AND ZICASSO
If a dispute arises between you and Zicasso, our goal is to resolve such dispute quickly and cost effectively. Accordingly, you and Zicasso agree that we will resolve any claim or controversy at law or equity that arises between us out of this Agreement or the Zicasso Services (a "Claim") in accordance with this section entitled "Resolution of Disputes Between Member and Zicasso." Before resorting to these alternatives, you agree to first contact us directly to seek a resolution by going to Customer Service .
Law and Forum for Disputes.
This Agreement shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against Zicasso must be resolved by a court located in Santa Clara County, California, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts located within Santa Clara County, California for the purpose of litigating all such claims or disputes. Any cause of action you may have with respect to the Site must be commenced within 30 days after it arises, or the cause of action is waived.
For any claim arising between you and Zicasso (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost-effective manner through binding non-appearance-based arbitration. A party electing arbitration must initiate such arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration will be conducted by telephone, online and/or be solely based on written submissions, and the specific manner will be chosen by the party initiating the arbitration; (b) the arbitration will not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) if an arbitrator renders an award the party receiving the award may enter any judgment on the award in any court of competent jurisdiction.
Improperly Filed Claims.
MEMBERSHIP CANCELLATION INSTRUCTIONS
If you are a Travel Company, to cancel your membership, send an e-mail to firstname.lastname@example.org with "Cancel My Travel Company Membership" as the subject of the e-mail and include the following information in the text field (Your full name, Zicasso Username, Contact phone number for verifying your cancellation, reason to cancel your account). Zicasso will not process cancellation requests unless all of the foregoing information is provided. Your cancellation request will be effective within the next business day. Zicasso will send you an email confirmation once your membership has been cancelled. Once Zicasso confirms your cancellation, your profile will not be viewable and you will no longer be able to submit Trip Plans via the Zicasso system.
SUSPENSION OF YOUR ACCOUNT
Zicasso, Inc. is the provider of the electronic commercial service on this Site. Members are notified, via this Site, in advance regarding any applicable service charges. The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in California may be contacted in writing at 1625 N. Market Blvd., Sacramento, CA 95834, or by calling 1-800-952-5210 for callers in California, and 1-916-445-1254 for callers outside California. Upon your request, you may have this Agreement sent to you by email. Please feel free to contact Zicasso to resolve a complaint regarding any aspect of service relating to this Site by writing to email@example.com .