| Listing Owner Services Terms and Conditions 1. INTRODUCTION. Rental Que LLC, LLC (“Rental Que LLC”) provides you, and, if applicable, any of your Affiliates (defined below), access to its service of listing rental homes for rent to qualified renters via the Web Site, www.rentalque.com (the “Service”) subject to your acceptance of and compliance with these Listing Owner Services Terms and Conditions (the “Listing Owner Terms and Conditions” or this “Agreement”). In this Agreement, (i) “Listing Owner,” “you” and “your” means collectively the Listing Owner and its Affiliates who participate in the Service, and (ii) “Affiliate” means, as to any person or entity, an entity or person that directly or indirectly controls, is controlled by or is under common control with that person or entity, and the term “control” with regard to this definition means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of an entity, whether through the ownership of voting securities or a written voting rights agreement. These Terms and Conditions shall apply to listings you offer through the Service. The term of the Agreement will commence on the date you enroll as an Listing Owner and will end when terminated by either party in accordance with the terms of the Agreement (the “Term”). 2. PAYMENT. The only charge for this account is in upgrading your free listing to 'featured listing'. The basic listing for this site is free. If you wish to upgrade your basic listing to a featured listing, you agree to pay Rental Que LLC all charges to your account for the Service in accordance with these Terms and Conditions. Charges will be an amount as specified on the sign up page and are guaranteed not to increase during the term specified on the sign up page. If Rental Que LLC does not receive timely payment or if you exceed your prepayment hereunder, (i) you will incur a debit balance for the value of any unpaid charges incurred under your account, (ii) you agree to pay all amounts due on your account upon demand, and (iii) Rental Que LLC reserves the right to either suspend or terminate your account with Rental Que LLC, including deletion of your listings from the Services. Any fees for the Services which are charged to your account, as well as the initial deposit(s) are non-refundable. You agree to submit any disputes regarding any charge to your account in writing to Rental Que LLC within thirty (30) days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. If you fail to make payment as required in this Agreement, you will be responsible for all reasonable expenses (including attorneys' fees) incurred by Rental Que LLC in collecting such amounts. All prices are in United States dollars and do not include taxes that may be assessed by any jurisdiction. If withholding taxes or any other taxes are imposed by any jurisdiction on the transactions pursuant to this Agreement, you shall pay such taxes to ensure that Rental Que LLC receives the full amount invoiced to you without offset or deduction. You agree to promptly (i) update all information to keep your account and credit card billing current, complete and accurate (such as a change in billing address or e-mail), (ii) notify Rental Que LLC in writing if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your user name or password, and (iii) notify Rental Que LLC in writing if your credit card is canceled. 3. CREDIT CARD CHARGES. If you choose to upgrade your free basic listing to a featured listing, you authorize Rental Que LLC to charge your credit card (as provided by you) for all charges to your account. Your non-termination or continued use of the Service reaffirms that Rental Que LLC is authorized to charge your credit card. Rental Que LLC may submit those charges for payment and you will be responsible for such charges. Rental Que LLC reserves the right to modify, suspend or terminate the required method of payment for use of the Service at any time. If Rental Que LLC modifies the terms of the method of payment, the modified terms of the Payment Plan will be reflected in an updated version of the Agreement posted on the Rental Que LLC Website, or by e-mail notification to you. If you do not consent to such modified terms, you may elect to discontinue your enrollment in the Service at any time by providing written notice to Rental Que LLC before the effective date of such modified terms. Your continued enrollment constitutes your acceptance of the terms of the method of payment as modified. When you list an rental, you preauthorize Rental Que LLC to charge your credit card for the amount due for that listing. Such charges should appear on the periodic statement sent to you by the provider of your credit card. You understand that all of your listings may be taken offline if your credit card does not allow additional charges or rejects any charges made to it by Rental Que LLC. Unless you or Rental Que LLC discontinue your enrollment or participation in this Payment Plan, you understand that this preauthorization is valid until the termination of the Agreement or the applicable Service Terms with Rental Que LLC. For your future reference, you agree to retain, either by printing or otherwise saving, a copy of the Agreement, which provides the terms of your preauthorization. 4. POSTING INFORMATION. You agree that Rental Que LLC is not responsible for any aspect of your listing. You represent, warrant and covenant that (i) all information you provide or approve or that is provided on your behalf in connection with the Agreement is, and will be updated to remain, current and accurate. You acknowledge that Rental Que LLC users are independent third-parties and not directly controlled by Rental Que LLC. As a consequence, any leads provided by Rental Que LLC or information requests from Web Site users are unverified and outside of the control of Rental Que LLC. 5. CONFIDENTIALITY. “Confidential Information” means any information disclosed to you by Rental Que LLC, either directly or indirectly, in writing, orally or by inspection of tangible objects, other than information that you can establish: (i) was publicly known and made generally available in the public domain prior to the time of disclosure to you by Rental Que LLC; (ii) becomes publicly known and made generally available after disclosure to you by Rental Que LLC other than through your action or inaction; or (iii) is in your possession, without confidentiality restrictions, prior to the time of disclosure by Rental Que LLC as shown by your files and records. You shall not at any time (a) disclose, sell, license, transfer or otherwise make available to any person or entity any Confidential Information (except to your employees and agents who have a legitimate need to know such information and are bound in writing by confidentiality and non-use restrictions not less protective than those contained herein), or (b) use, reproduce or copy any Confidential Information, except as necessary in connection with the purpose for which such Confidential Information is disclosed to you and in accordance with the Agreement. You agree to take all measures to protect the secrecy, and avoid disclosure and unauthorized use, of the Confidential Information. You may disclose Confidential Information if required by law to disclose the Confidential Information, provided that you give Rental Que LLC prompt written notice of such requirement prior to such disclosure and assistance in obtaining an order protecting the information from public disclosure, and provided further that any such disclosure is limited to the minimum extent necessary to comply with the legal requirement. All Confidential Information shall remain Rental Que LLC's personal property and all documents, electronic media and other tangible items containing or relating to any Confidential Information shall be delivered to Rental Que LLC immediately upon Rental Que LLC's request, and also, upon termination of the Agreement. Nothing contained in the Agreement will prevent Rental Que LLC, its Parent and/or Affiliates from complying with privacy laws and regulations, and if there is any conflict between the Agreement and the terms of the applicable Rental Que LLC Privacy Policy (“Privacy Policy”) (as posted on or linked from the Rental Que LLC Website), the Agreement shall control. Notwithstanding anything to the contrary in the Agreement or the applicable Privacy Policy, all data and information gathered or received by Rental Que LLC, its Parent and/or Affiliates in connection with providing the applicable Services and/or services and all information described in the Privacy Policy may be shared with and used by (x) Rental Que LLC, its Parent and/or Affiliates, and/or (y) certain trusted third parties. You may not issue any press release or other public statement regarding the Agreement, Rental Que LLC, its Parent and/or their Affiliates without Rental Que LLC's prior written consent. 6. REPRESENTATIONS AND WARRANTIES. You represent, warrant and covenant that (i) you have sufficient authority to enter into the Agreement; (ii) you are a business, not a consumer, and that your use of Rental Que LLC’s services is solely for lawful commercial and business purposes; (iii) you have the necessary rights to provide all information provided under the Agreement (including all content, data, listings, titles, URLs and descriptions) for use as described in this Agreement, and that all such information and all claims, statements, products and services contained or referenced herein and in the Website: (a) do not violate any law, statute, ordinance, treaty or regulation or Rental Que LLC policy or guideline; (b) do not infringe any copyright, patent, trademark, trade secret or other intellectual property right of any third party; (c) do not breach any duty toward or rights of any person or entity including rights of publicity or privacy, and have not otherwise resulted in or are not likely to result in any consumer fraud, product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity; (d) are not false, deceptive or misleading; (e) are not defamatory, libelous, slanderous or threatening; and (f) will be free of viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs, cancelbots or other computer programming routines that may potentially damage, interfere with, intercept, or expropriate any system data or personal information; and (iv) you will not engage or cause others to engage in any form of spamming or improper or malicious, as determined by Rental Que LLC, clicking, impression or marketing activities through the Service, and you will comply with all applicable laws including complying with all applicable laws such as the CAN-SPAM Act of 2003. 7. INDEMNIFICATION. You agree to indemnify and hold harmless Rental Que LLC, its Parent and Affiliates and its and their officers, directors, licensors, partners, licensees, consultants, contractors, agents, attorneys, employees, third party service providers and third parties authorized by Rental Que LLC to make your listings, results, and/or Services available (the “Rental Que LLC Entity”) from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees (collectively, “Claims”), that actually or allegedly result from your information, use of the Service, any listings, your Website, or your breach of the Agreement. You agree to be solely responsible for defending any Claim against or suffered by Rental Que LLC and/or any Rental Que LLC Entity, subject to Rental Que LLC and/or the Rental Que LLC Entity's right to participate with counsel of its own choosing, and for payment of damages or losses resulting from all claims against Rental Que LLC, and/or any Rental Que LLC Entity provided that you will not agree to any settlement that imposes any obligation or liability on Rental Que LLC and/or an Rental Que LLC Entity without Rental Que LLC's prior express written consent. 8. WARRANTY DISCLAIMER. YOU EXPRESSLY AGREE THAT THE SERVICES ARE AVAILABLE ON AN “AS IS” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND THAT YOUR USE THEREOF IS AT YOUR OWN RISK. RENTAL QUE LLC HEREBY DISCLAIMS ANY AND ALL WARRANTIES INCLUDING ANY WARRANTIES OF TITLE, MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. 9. LIMITATION OF LIABILITY. ANY LIABILITY OF RENTAL QUE LLC IN CONNECTION WITH THIS AGREEMENT, UNDER ANY CAUSE OF ACTION OR THEORY, SHALL BE STRICTLY LIMITED TO THE AMOUNT ALREADY PAID BY YOU TO RENTAL QUE LLC PURSUANT TO THE AGREEMENT IN THE PRIOR SIX MONTH PERIOD. IN NO EVENT SHALL RENTAL QUE LLC OR ANY RENTAL QUE LLC ENTITY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, ARISING OUT OF, OR IN CONNECTION WITH, THE AGREEMENT. YOU AGREE THAT YOU WILL NOT HOLD RENTAL QUE LLC RESPONSIBLE FOR THE SELECTION OR RETENTION OF, OR ANY ACTS, ERRORS, OR OMISSIONS BY, ANY THIRD PARTY IN CONNECTION WITH THE AGREEMENT, INCLUDING WITH RESPECT TO CLICKS BY ANY THIRD PARTY ON YOUR LISTING(S) REGARDLESS OF THE INTENT OF SUCH THIRD PARTY. 10. TERMINATION. You and/or Rental Que LLC may terminate this Agreement and/or your participation in the Service at any time, for any reason or for no reason, and Rental Que LLC shall not have any liability regarding such decisions. Upon termination, suspension or discontinuation of the Service or your participation therein, all outstanding payment obligations incurred under such Service will become immediately due and payable. Sections 2, 3, 4, and 5 through 14 of these Listing Owner Terms and Conditions shall survive any termination of the Agreement. 11. NOTICES. Rental Que LLC may give general notices to you by posting on its Website, or by electronic mail to the e-mail address provided by you to Rental Que LLC. It is your responsibility to ensure that your e-mail address and any other contact information you provide to Rental Que LLC is updated, current and correct. All notices to Rental Que LLC shall be sent via recognized overnight courier or certified mail, return receipt requested, to: President, Rental Que LLC, Inc., 5348 Watervista Dr., Orlando, FL 32821 USA. 12. CHOICE OF LAW. Any dispute referring or relating to the Agreement or between the parties shall be governed by the laws of the State of Florida, without regard to its conflict of laws principles. You agree to submit to the exclusive jurisdiction of the state and federal courts located in Orange County, Florida. Any claim against Rental Que LLC arising from the Agreement shall be adjudicated on an individual basis, and shall not be consolidated in any proceeding with any claim or controversy of any other party. 13. ELECTRONIC SIGNATURES EFFECTIVE. (a) The Agreement is an electronic contract that sets out the legally binding terms of your use of the Rental Que LLC Service. You indicate your acceptance of the Agreement and all of the terms and conditions contained or referenced in this Agreement by clicking on the “I Accept” button in connection with your enrollment. This action creates an electronic signature that has the same legal force and effect as a handwritten signature. By clicking on the “I Accept” button, you accept the Agreement and agree to the terms, conditions and notices contained or referenced herein. When you click on the “I Accept” button during enrollment, you also consent to have the Agreement provided to you in electronic form. (b) Please print a copy of the Agreement for your records. To retain an electronic copy of the Agreement, you may save it into any word processing program. 14. OTHER. The Agreement constitutes the entire agreement and understanding between the parties regarding the subject matter contained herein and supersedes all previous and contemporaneous agreements, proposals and communications in all forms of media (including all instructions, advertisements, messages and policies), written and oral, between you and Rental Que LLC regarding the subject matter contained herein. Only a written instrument executed by the party waiving compliance may waive the terms or covenants of the Agreement. No waiver by either party of a breach of any provision hereof shall be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of the provision itself. If any provision of the Agreement is held or made invalid or unenforceable for any reason, such invalidity shall not affect the remainder of the Agreement, and the invalid or unenforceable provisions shall be replaced by a mutually acceptable provision, which being valid, legal and enforceable comes closest to the original intentions of the parties to the Agreement and has like economic effect. Rental Que LLC shall have no liability under the Agreement by reason of any failure or delay in the performance of its obligations on account of strikes, shortages, riots, acts of terrorism, insurrection, fires, flood, storm, explosions, earthquakes, internet outages, computer virus, Acts of God, war, governmental action, or any other cause that is beyond its reasonable control. The parties are independent contractors and nothing in the Agreement shall be construed to create, evidence, or imply any agency, employment, partnership, or joint venture between the parties. Neither party shall have any right, power, or authority to create any obligation or responsibility on behalf of the other. The Agreement is not intended to benefit, nor shall it be deemed to give rise to any rights in, any third party. You may not assign or transfer the Agreement, or sublicense, assign or delegate any right or duty under the Agreement without Rental Que LLC's prior written consent. Any assignment, transfer or attempted assignment or transfer in violation of this Section shall be void and of no force and effect. Rental Que LLC and its subsequent assignees may assign the Agreement, in whole or in part, or any of its rights or delegate any of its duties, under the Agreement to any party. Any rights not expressly granted in the Agreement are reserved by Rental Que LLC, and all implied licenses are disclaimed. Headings used in the Agreement are for reference purposes only and in no way affect the Agreement. The term “including” is a term of enlargement meaning “including without limitation,” and does not denote exclusivity. Rental Que LLC may change this Agreement and/or the Privacy Policy at any time upon notice published on its Website, or by e-mail notification to you. Any use by you, your Affiliates, agents, representatives, employees, or any person or entity acting on your behalf, of the Service after such notice shall be deemed to be continued acceptance by you of this Agreement and Privacy Policy, including any amendments and modifications thereto. All information or material in connection with a Service must be submitted in the form requested by Rental Que LLC. Rental Que LLC reserves the right to discontinue offering, and/or modify the Services at any time. Except as otherwise specified by Rental Que LLC, you agree that you will direct all communications relating to the Service or your participation therein directly to Rental Que LLC and not to any other entity. The organization, specifications, structure or appearance of any Rental Que LLC property or any page where your information (including listings) may be displayed may be redesigned or modified at any time. | |||