Terms and conditions
Table of contents
Please read these Terms of Service carefully as they contain important information about your legal rights, remedies and obligations. By accessing or using the CuddlyNest Platform, you agree to comply with and be bound by these Terms of Service.
Please note: Section 19 of these Terms of Service contains an arbitration clause and class action waiver that applies to all Cuddlynest Members. If your Country of Residence (as defined below) is the United States, this provision applies to all disputes with Cuddlynest. If your Country of Residence is outside of the United States, this provision applies to any action you bring against Cuddlynest in the United States. It affects how disputes with Cuddlynest are resolved. By accepting these Terms of Service, you agree to be bound by this arbitration clause and class action waiver. Please read it carefully.
Last Updated: October 15, 2020
Thank you for using Cuddlynest!
These Terms of Service ("Terms") constitute a legally binding agreement ("Agreement") between you and Cuddlynest (as defined below) governing your access to and use of the Cuddlynest website, including any subdomains thereof, and any other websites through which Cuddlynest makes its services available (collectively, "Site"), our mobile, tablet and other smart device applications, and application program interfaces (collectively, "Application") and all associated services (collectively, "Cuddlynest Services"). The Site, Application and Cuddlynest Services together are hereinafter collectively referred to as the “Cuddlynest Platform”. Our Host Guarantee Terms, Guest Refund Policy, Nondiscrimination Policy and other Policies applicable to your use of the Cuddlynest Platform are incorporated by reference into this Agreement.
When these Terms mention “Cuddlynest,” “we,” “us,” or “our,” it refers to the Cuddlynest company you are contracting with. You are contracting with Cuddlynest, Inc., 3801 Avalon Park East Boulevard, Orlando, FL, United States, Florida.
Any and all payment processing services through or in connection with your use of the Cuddlynest Platform ("Payment Services") are provided to you by one or more Payments entities (individually and collectively, as appropriate, "Cuddlynest Payments") as set out in the Payments Terms of Service ("Payments Terms").
Hosts alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Listings and Host Services. For example, some cities have laws that restrict their ability to host paying guests for short periods or provide certain Host Services. In many cities, Hosts may have to register, get a permit or obtain a license before providing certain Host Services (such as preparing food, serving alcohol for sale, guiding tours or operating a vehicle). Host are alone responsible for identifying and obtaining any required licenses, permits, or registrations for any Host Services they offer. Certain types of Host Services may be prohibited altogether. Penalties may include fines or other enforcement. We provide some information in our Help Center to help you identify some of the obligations that apply to you. If you have questions about how local laws apply to your Listing(s) and Host Service(s) on Cuddlynest , you should always seek legal guidance.
1. Scope of Cuddlynest Services
1.1 The Cuddlynest Platform is an online marketplace that enables registered users (“Members”) and certain third parties who offer services (Members and third parties who offer services are “Hosts” and the services they offer are “Host Services”) to publish such Host Services on the Cuddlynest Platform (“Listings”) and to communicate and transact directly with Members that are seeking to book such Host Services (Members using Host Services are “Guests”). Host Services may include the offering of vacation or other properties for use ("Accommodations"), single or multi-day activities in various categories (“Experiences”), access to unique events and locations (“Events”), and a variety of other travel and non-travel related services.
1.2 As the provider of the Cuddlynest Platform, Cuddlynest does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Listings or Host Services, nor is Cuddlynest an organiser or retailer of travel packages under Directive (EU) 2015/2302. Hosts alone are responsible for their Listings and Host Services. When Members make or accept a booking, they are entering into a contract directly with each other. Cuddlynest is not and does not become a party to or other participant in any contractual relationship between Members, nor is Cuddlynest a real estate broker or insurer. Cuddlynest is not acting as an agent in any capacity for any Member, except as specified in the Payments Terms.
1.3 While we may help facilitate the resolution of disputes, Cuddlynest has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Listings or Host Services, (ii) the truth or accuracy of any Listing descriptions, Ratings, Reviews, or other Member Content (as defined below), or (iii) the performance or conduct of any Member or third party. Cuddlynest does not endorse any Member, Listing or Host Services. Any references to a Member being "verified" (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by Cuddlynest about any Member, including of the Member's identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to stay in an Accommodation, participate in an Experience or Event or use other Host Services, accept a booking request from a Guest, or communicate and interact with other Members, whether online or in person. Verified Images (as defined below) are intended only to indicate a photographic representation of a Listing at the time the photograph was taken, and are therefore not an endorsement by Cuddlynest of any Host or Listing.
1.4 If you choose to use the Cuddlynest Platform as a Host or Co-Host (as defined below), your relationship with Cuddlynest is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Cuddlynest for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Cuddlynest . Cuddlynest does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of the Host Services. You acknowledge and agree that you have complete discretion whether to list Host Services or otherwise engage in other business or employment activities.
1.5 To promote the Cuddlynest Platform and to increase the exposure of Listings to potential Guests, Listings and other Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Listings and other Member Content may be translated, in whole or in part, into other languages. Cuddlynest cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. The Cuddlynest Platform may contain translations powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.
1.6 The Cuddlynest Platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. Cuddlynest is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by Cuddlynest of such Third-Party Services.
1.7 Due to the nature of the Internet, Cuddlynest cannot guarantee the continuous and uninterrupted availability and accessibility of the Cuddlynest Platform. Cuddlynest may restrict the availability of the Cuddlynest Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Cuddlynest Platform. Cuddlynest may improve, enhance and modify the Cuddlynest Platform and introduce new Cuddlynest Services from time to time.
2. Eligibility, Using the Cuddlynest Platform, Member Verification
2.1 You must be at least 18 years old and able to enter into legally binding contracts to access and use the Cuddlynest Platform or register an Cuddlynest Account. By accessing or using the Cuddlynest Platform you represent and warrant that you are 18 or older and have the legal capacity and authority to enter into a contract.
2.2 You will comply with any applicable export control laws in your local jurisdiction. You also represent and warrant that (i) neither you nor your Host Service(s) are located or take place in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
2.3 Cuddlynest may make access to and use of the Cuddlynest Platform, or certain areas or features of the Cuddlynest Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or a Member’s booking and cancellation history.
2.4 User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Member’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Members to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Members, (ii) screen Members against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify a Member, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
2.5 The access to or use of certain areas and features of the Cuddlynest Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Cuddlynest Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise.
2.6 If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement. Some areas of the Cuddlynest Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
3. Modification of these Terms
Cuddlynest reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the Cuddlynest Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the Cuddlynest Platform will constitute acceptance of the revised Terms.
4. Account Registration
4.1 You must register an account ("Cuddlynest Account") to access and use certain features of the Cuddlynest Platform, such as publishing or booking a Listing. If you are registering an Cuddlynest Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2 You can register an Cuddlynest Account using an email address and creating a password, or through your account with certain third-party social networking services, such as Facebook or Google ("SNS Account"). You have the ability to disable the connection between your Cuddlynest Account and your SNS Account at any time, by accessing the "Settings" section of the Cuddlynest Platform.
4.3 You must provide accurate, current and complete information during the registration process and keep your Cuddlynest Account and public Cuddlynest Account profile page information up-to-date at all times.
4.4 You may not register more than one (1) Cuddlynest Account unless Cuddlynest authorizes you to do so. You may not assign or otherwise transfer your Cuddlynest Account to another party.
4.5 You are responsible for maintaining the confidentiality and security of your Cuddlynest Account credentials and may not disclose your credentials to any third party. You must immediately notify Cuddlynest if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Cuddlynest Account. You are liable for any and all activities conducted through your Cuddlynest Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
4.6 Cuddlynest may enable features that allow you to authorize other Members or certain third parties to take certain actions that affect your Cuddlynest Account. For example, we may allow eligible Members or certain third parties to book Listings on behalf of other Members, or we may allow Hosts to add other Members as Co-Hosts (as defined below) to help manage their Listings. These features do not require that you share your credentials with any other person. No third party is authorized by Cuddlynest to ask for your credentials, and you shall not request the credentials of another Member.
5.1 Cuddlynest may, at its sole discretion, enable Members to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Cuddlynest Platform ("Member Content"); and (ii) access and view Member Content and any content that Cuddlynest itself makes available on or through the Cuddlynest Platform, including proprietary Cuddlynest content and any content licensed or authorized for use by or through Cuddlynest from a third party ("Cuddlynest Content" and together with Member Content, "Collective Content").
5.2 The Cuddlynest Platform, Cuddlynest Content, and Member Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the Cuddlynest Platform and Cuddlynest Content, including all associated intellectual property rights, are the exclusive property of Cuddlynest and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Cuddlynest Platform, Cuddlynest Content or Member Content. All trademarks, service marks, logos, trade names, and any other source identifiers of Cuddlynest used on or in connection with the Cuddlynest Platform and Cuddlynest Content are trademarks or registered trademarks of Cuddlynest in the United States and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Cuddlynest Platform, Cuddlynest Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
5.3 You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Cuddlynest Platform or Collective Content, except to the extent you are the legal owner of certain Member Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Cuddlynest or its licensors, except for the licenses and rights expressly granted in these Terms.
5.4 Subject to your compliance with these Terms, Cuddlynest grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view any Collective Content made available on or through the Cuddlynest Platform and accessible to you, solely for your personal and non-commercial use.
5.5 By creating, uploading, posting, sending, receiving, storing, or otherwise making available any Member Content on or through the Cuddlynest Platform, you grant to Cuddlynest a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Member Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Member Content to provide and/or promote the Cuddlynest Platform, in any media or platform. Unless you provide specific consent, Cuddlynest does not claim any ownership rights in any Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use or exploit your Member Content.
5.6 You are solely responsible for all Member Content that you make available on or through the Cuddlynest Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available on or through the Cuddlynest Platform or you have all rights, licenses, consents and releases that are necessary to grant to Cuddlynest the rights in and to such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Cuddlynest 's use of the Member Content (or any portion thereof) will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
5.7 You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates Cuddlynest ’s Content Policy or any other Cuddlynest policy. Cuddlynest may, without prior notice, remove or disable access to any Member Content that Cuddlynest finds to be in violation of these Terms or Cuddlynest ’s then-current Policies or Standards, or otherwise may be harmful or objectionable to Cuddlynest , its Members, third parties, or property.
5.8 Cuddlynest respects copyright law and expects its Members to do the same. If you believe that any content on the Cuddlynest Platform infringes copyrights you own, please notify us in accordance with our Copyright Policy.
6. Service Fees
6.1 Cuddlynest may charge fees to Hosts ("Host Fees") and/or Guests ("Guest Fees") (collectively, "Service Fees") in consideration for the use of the Cuddlynest Platform. More information about when Service Fees apply and how they are calculated can be found on our Service Fees page.
6.2 Any applicable Service Fees (including any applicable Taxes) will be displayed to a Host or Guest prior to publishing or booking a Listing. Cuddlynest reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective.
6.3 You are responsible for paying any Service Fees that you owe to Cuddlynest . The applicable Service Fees (including any applicable Taxes) are collected by Cuddlynest Payments. Cuddlynest Payments will deduct any Host Fees from the Listing Fee before remitting the payout to the Host. Any Guest Fees are included in the Total Fees collected by Cuddlynest Payments. Except as otherwise provided on the Cuddlynest Platform, Service Fees are non-refundable.
7. Terms specific for Hosts
7.1 Terms applicable to all Listings
7.1.1 When creating a Listing through the Cuddlynest Platform you must (i) provide complete and accurate information about your Host Service (such as listing description, location, and calendar availability), (ii) disclose any deficiencies, restrictions (such as house rules) and requirements that apply (such as any minimum age, proficiency or fitness requirements for an Experience) and (iii) provide any other pertinent information requested by Cuddlynest . You are responsible for keeping your Listing information (including calendar availability) up-to-date at all times.
7.1.2 You are solely responsible for setting a price (including any Taxes if applicable, or charges such as cleaning fees) for your Listing (“Listing Fee”). Once a Guest requests a booking of your Listing, you may not request that the Guest pays a higher price than in the booking request.
7.1.3 Any terms and conditions included in your Listing, in particular in relation to cancellations, must not conflict with these Terms or the relevant cancellation policy for your Listing.
7.1.4 Pictures, animations or videos (collectively, "Images") used in your Listings must accurately reflect the quality and condition of your Host Services. Cuddlynest reserves the right to require that Listings have a minimum number of Images of a certain format, size and resolution.
7.1.5 The placement and ranking of Listings in search results on the Cuddlynest Platform may vary and depend on a variety of factors, such as Guest search parameters and preferences, Host requirements, price and calendar availability, number and quality of Images, customer service and cancellation history, Reviews and Ratings, type of Host Service, and/or ease of booking.
7.1.6 When you accept or have pre-approved a booking request by a Guest, you are entering into a legally binding agreement with the Guest and are required to provide your Host Service(s) to the Guest as described in your Listing when the booking request is made. You also agree to pay the applicable Host Fee and any applicable Taxes.
7.1.7 Cuddlynest recommends that Hosts obtain appropriate insurance for their Host Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Guests (and the individuals the Guest has booked for, if applicable) while staying at your Accommodation or participating in your Experience, Event or other Host Service.
7.2 Listing Accommodations
7.2.1 If you choose to require a security deposit for your Accommodation, you must specify this in your Listing ("Security Deposit"). Hosts are not allowed to ask for a Security Deposit after a booking has been confirmed or outside of the Cuddlynest Platform. Cuddlynest will use commercially reasonable efforts to address Hosts’ requests and claims related to Security Deposits, but Cuddlynest is not responsible for administering or accepting any claims by Hosts related to Security Deposits.
7.2.2 You represent and warrant that any Listing you post and the booking of, or a Guest's stay at, an Accommodation will (i) not breach any agreements you have entered into with any third parties, such as homeowners association, condominium, or other agreements, and (ii) comply with all applicable laws (such as zoning laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As a Host, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who reside at or are otherwise present at the Accommodation at your request or invitation, excluding the Guest and any individuals the Guest invites to the Accommodation.
8. Terms specific for Guests
8.1 Terms applicable to all bookings
8.1.1 Subject to meeting any requirements (such as completing any verification processes) set by Cuddlynest and/or the Host, you can book a Listing available on the Cuddlynest Platform by following the respective booking process. All applicable fees, including the Listing Fee, Security Deposit (if applicable), Guest Fee and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to booking a Listing. You agree to pay the Total Fees for any booking requested in connection with your Cuddlynest Account.
8.1.2 Upon receipt of a booking confirmation from Cuddlynest , a legally binding agreement is formed between you and your Host, subject to any additional terms and conditions of the Host that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. Cuddlynest Payments will collect the Total Fees at the time of the booking request or upon the Host’s confirmation pursuant to the Payments Terms. For certain bookings, Guests may be required to pay or have the option to pay in multiple installments.
8.1.3 If you book a Host Service on behalf of additional guests, you are required to ensure that every additional guest meets any requirements set by the Host, and is made aware of and agrees to these Terms and any terms and conditions, rules and restrictions set by the Host. If you are booking for an additional guest who is a minor, you represent and warrant that you are legally authorized to act on behalf of the minor. Minors may only participate in an Experience, Event or other Host Service if accompanied by an adult who is responsible for them.
8.1.4 Cuddlynest may enable a Guest who is booking a Listing on behalf of one or more additional guests (the “Organizer”) to split the payment of the Total Fees for an eligible booking on a pro-rata basis between the Organizer and at least one other additional guest (each a “Co-Payer”) (the “Group Payment Service”). In order to participate in the Group Payment Service, each Co-Payer must have or register an Cuddlynest Account prior to making a payment. All payments via the Group Payment Service are handled by Cuddlynest Payments and are subject to the Group Payment Terms of Service.
8.2 Booking Accommodations
8.2.1 You understand that a confirmed booking of an Accommodation (“Accommodation Booking”) is a limited license granted to you by the Host to enter, occupy and use the Accommodation for the duration of your stay, during which time the Host (only where and to the extent permitted by applicable law) retains the right to re-enter the Accommodation, in accordance with your agreement with the Host.
8.2.2 You agree to leave the Accommodation no later than the checkout time that the Host specifies in the Listing or such other time as mutually agreed upon between you and the Host. If you stay past the agreed upon checkout time without the Host's consent (“Overstay”), you no longer have a license to stay in the Accommodation and the Host is entitled to make you leave in a manner consistent with applicable law. In addition, you agree to pay, if requested by the Host, for each twenty-four (24) hour period (or any portion thereof) that you Overstay, an additional nightly fee of up to two (2) times the average nightly Listing Fee originally paid by you to cover the inconvenience suffered by the Host, plus all applicable Guest Fees, Taxes, and any legal expenses incurred by the Host to make you leave (collectively, "Overstay Fees"). Overstay Fees for late checkouts on the checkout date that do not impact upcoming bookings may be limited to the additional costs incurred by the Host as a result of such Overstay. If you Overstay at an Accommodation, you authorize Cuddlynest (via Cuddlynest Payments) to charge you to collect Overstay Fees. A Security Deposit, if required by a Host, may be applied to any Overstay Fees due for a Guest’s Overstay.
9. Booking Modifications, Cancellations and Refunds, Resolution Center
9.1 Hosts and Guests are responsible for any modifications to a booking that they make via the Cuddlynest Platform or direct Cuddlynest customer service to make ("Booking Modifications"), and agree to pay any additional Listing Fees, Host Fees or Guest Fees and/or Taxes associated with such Booking Modifications.
9.2 Guests can cancel a confirmed booking at any time pursuant to the Listing’s cancellation policy, and Cuddlynest Payments will refund the amount of the Total Fees due to the Guest in accordance with such cancellation policy. Unless extenuating circumstances exist, any portion of the Total Fees due to the Host under the applicable cancellation policy will be remitted to the Host by Cuddlynest Payments pursuant to the Payments Terms.
9.3 If a Host cancels a confirmed booking, the Guest will receive a full refund of the Total Fees for such booking within a commercially reasonable time of the cancellation. In some instances, Cuddlynest may allow the Guest to apply the refund to a new booking, in which case Cuddlynest Payments will credit the amount against the Guest’s subsequent booking at the Guest’s direction. Further, Cuddlynest may publish an automated review on the Listing cancelled by the Host indicating that a booking was cancelled. In addition, Cuddlynest may (i) keep the calendar for the Listing unavailable or blocked for the dates of the cancelled booking, and/or (ii) impose a cancellation fee, unless the Host has a valid reason for cancelling the booking pursuant to Cuddlynest ’s Extenuating Circumstances Policy or has legitimate concerns about the Guest’s behavior.
9.4 In certain circumstances, Cuddlynest may decide, in its sole discretion, that it is necessary to cancel a confirmed booking and make appropriate refund and payout decisions. This may be for reasons set forth in Cuddlynest 's Extenuating Circumstances Policy or (i) where Cuddlynest believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to Cuddlynest , other Members, third parties or property, or (ii) for any of the reasons set out in these Terms.
9.5 If a Guest suffers a Travel Issue pursuant to the Guest Refund Policy, Cuddlynest may determine, in its sole discretion, to refund the Guest part or all of the Total Fees in accordance with the Guest Refund Policy.
9.6 If, as a Host, your Guest cancels a confirmed booking or Cuddlynest decides that it is necessary to cancel a confirmed booking, and Cuddlynest issues a refund to the Guest in accordance with the Guest Refund Policy, Extenuating Circumstances Policy, or other applicable cancellation policy, you agree that in the event you have already been paid, Cuddlynest Payments will be entitled to recover the amount of any such refund from you, including by subtracting such refund amount out from any future Payouts due to you.
9.7 Except as otherwise set out in these Terms, Members may use the CuddlyNest Support to send or request money for refunds, additional Host Services, Co-Host Services or Damage Claims related to bookings. You agree to pay all amounts sent through the CuddlyNest Support in connection with your Cuddlynest Account, and Cuddlynest Payments will handle all such payments.
10. Ratings and Reviews
10.1 Within a certain timeframe after completing a booking, Guests and Hosts can leave a public review (“Review”) and submit a star rating (“Rating”) about each other. Ratings or Reviews reflect the opinions of individual Members and do not reflect the opinion of Cuddlynest . Ratings and Reviews are not verified by Cuddlynest for accuracy and may be incorrect or misleading.
10.2 Ratings and Reviews by Guests and Hosts must be accurate and may not contain any offensive or defamatory language. Ratings and Reviews are subject to Section 5 and must comply with Cuddlynest ’s Content Policy and Extortion Policy.
10.3 Members are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party to write a positive or negative Review about another Member.
10.4 Ratings and Reviews are part of a Member’s public profile and may also be surfaced elsewhere on the Cuddlynest Platform (such as the Listing page) together with other relevant information such as number of bookings, number of cancellations, average response time and other information.
11. Damage to Accommodations, Disputes between Members
11.1 As a Guest, you are responsible for leaving the Accommodation (including any personal or other property located at the Accommodation) in the condition it was in when you arrived. You are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Accommodation, excluding the Host (and the individuals the Host invites to the Accommodation, if applicable).
11.2 If a Host claims and provides evidence that you as a Guest have damaged an Accommodation or any personal or other property at an Accommodation ("Damage Claim"), the Host can seek payment from you through the Resolution Center. If a Host escalates a Damage Claim to Cuddlynest , you will be given an opportunity to respond. If you agree to pay the Host, or Cuddlynest determines in its sole discretion that you are responsible for the Damage Claim, Cuddlynest Payments will collect any such sums from you and/or against the Security Deposit (if applicable) required to cover the Damage Claim pursuant to the Payments Terms. Cuddlynest also reserves the right to otherwise collect payment from you and pursue any remedies available to Cuddlynest in this regard in situations in which you are responsible for a Damage Claim, including, but not limited to, in relation to any payment requests made by Hosts under the Cuddlynest Host Guarantee.
11.3 Members agree to cooperate with and assist Cuddlynest in good faith, and to provide Cuddlynest with such information and take such actions as may be reasonably requested by Cuddlynest , in connection with any Damage Claims or other complaints or claims made by Members relating to (i) Accommodations or any personal or other property located at an Accommodation (including, without limitation, payment requests made under the Cuddlynest Host Guarantee), (ii) Experiences, (iii) Co-Host agreements, or (iv) a Group Payment Booking. A Member shall, upon Cuddlynest 's reasonable request and at no cost to the Member, participate in mediation or a similar resolution process with another Member, which process will be conducted by Cuddlynest or a third party selected by Cuddlynest or its insurer, with respect to losses for which a Member is requesting payment from Cuddlynest (including but not limited to payments under the Cuddlynest Host Guarantee).
11.4 If you are a Guest or a Co-Host, you understand and agree that Cuddlynest may make a claim under your homeowner's, renter's or other insurance policy related to any damage or loss that you may have caused, or been responsible for, to any personal or other property (including an Accommodation) of the Host (including without limitation amounts paid by Cuddlynest under the Cuddlynest Host Guarantee). You agree to cooperate with and assist Cuddlynest in good faith, and to provide Cuddlynest with such information as may be reasonably requested by Cuddlynest , to make a claim under your homeowner's, renter's or other insurance policy, including, but not limited to, executing documents and taking such further acts as Cuddlynest may reasonably request to assist Cuddlynest in accomplishing the foregoing.
12. Rounding off
Cuddlynest generally supports payment amounts that are payable from or to Guests or Hosts to the smallest unit supported by a given currency (i.e., U.S. cents, Euro cents or other supported currencies). Where Cuddlynest ’s third-party payment services provider does not support payments in the smaller unit supported by a given currency, Cuddlynest may, in its sole discretion, round up or round down amounts that are payable from or to Guests or Hosts to the nearest whole functional base unit in which the currency is denominated (i.e. to the nearest dollar, Euro or other supported currency); for example, Cuddlynest may round up an amount of $101.50 to $102.00, and round down an amount of $101.49 to $101.00.
13.1 As a Host you are solely responsible for determining your obligations to report, collect, remit or include in your Listing Fees any applicable VAT or other indirect sales taxes, occupancy tax, tourist or other visitor taxes or income taxes ("Taxes").
13.2 Tax regulations may require us to collect appropriate Tax information from Hosts, or to withhold Taxes from payouts to Hosts, or both. If a Host fails to provide us with documentation that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to freeze all payouts, withhold such amounts as required by law, or to do both, until resolution.
13.3 You understand that any appropriate governmental agency, department and/or authority ("Tax Authority") where your Accommodation is located may require Taxes to be collected from Guests or Hosts on Listing Fees, and to be remitted to the respective Tax Authority. The laws in jurisdictions may vary, but these Taxes may be required to be collected and remitted as a percentage of the Listing Fees set by Hosts, a set amount per day, or other variations, and are sometimes called "transient occupancy taxes," "hotel taxes," "lodging taxes," "city taxes," "room taxes" or "tourist taxes" ("Occupancy Taxes").
13.4 You agree that any claim or cause of action relating to Cuddlynest 's facilitation of Collection and Remittance of Occupancy Taxes shall not extend to any supplier or vendor that may be used by Cuddlynest in connection with facilitation of Collection and Remittance, if any. Guests and Hosts agree that we may seek additional amounts from you in the event that the Taxes collected and/or remitted are insufficient to fully discharge your obligations to the Tax Authority, and agree that your sole remedy for Occupancy Taxes collected is a refund of Occupancy Taxes collected by Cuddlynest from the applicable Tax Authority in accordance with applicable procedures set by that Tax Authority.
13.5 Cuddlynest reserves the right, with prior notice to Hosts, to cease the Collection and Remittance in any jurisdiction for any reason at which point Hosts and Guests are once again solely responsible and liable for the collection and/or remittance of any and all Occupancy Taxes that may apply to Accommodations in that jurisdiction.
14. Prohibited Activities
14.1 You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Cuddlynest Platform. In connection with your use of the Cuddlynest Platform, you will not and will not assist or enable others to:
breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms, Policies or Standards;
use the Cuddlynest Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Cuddlynest endorsement, partnership or otherwise misleads others as to your affiliation with Cuddlynest ;
use the Cuddlynest Platform in connection with the distribution of unsolicited commercial messages ("spam");
offer, as a Host, any Accommodation that you do not yourself own or have permission to make available as a residential or other property through the Cuddlynest Platform;
unless Cuddlynest explicitly permits otherwise, book any Listing if you will not actually be using the Host Services yourself;
contact another Member for any purpose other than asking a question related to a your own booking, Listing, or the Member's use of the Cuddlynest Platform, including, but not limited to, recruiting or otherwise soliciting any Member to join third-party services, applications or websites, without our prior written approval;
use the Cuddlynest Platform to request, make or accept a booking independent of the Cuddlynest Platform, to circumvent any Service Fees or for any other reason;
request, accept or make any payment for Listing Fees outside of the Cuddlynest Platform or Cuddlynest Payments. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold Cuddlynest harmless from any liability for such payment;
discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any violent, harmful, abusive or disruptive behavior;
misuse or abuse any Listings or services associated with the Cuddlynest Open Homes program as determined by Cuddlynest in its sole discretion.
use, display, mirror or frame the Cuddlynest Platform or Collective Content, or any individual element within the Cuddlynest Platform, Cuddlynest 's name, any Cuddlynest trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Cuddlynest Platform, without Cuddlynest 's express written consent;
dilute, tarnish or otherwise harm the Cuddlynest brand in any way, including through unauthorized use of Collective Content, registering and/or using Cuddlynest or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Cuddlynest domains, trademarks, taglines, promotional campaigns or Collective Content;
use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the Cuddlynest Platform for any purpose;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Cuddlynest or any of Cuddlynest 's providers or any other third party to protect the Cuddlynest Platform;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Cuddlynest Platform;
take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Cuddlynest Platform;
export, re-export, import, or transfer the Application except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
violate or infringe anyone else’s rights or otherwise cause harm to anyone.
14.2 You acknowledge that Cuddlynest has no obligation to monitor the access to or use of the Cuddlynest Platform by any Member or to review, disable access to, or edit any Member Content, but has the right to do so to (i) operate, secure and improve the Cuddlynest Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Member Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Members agree to cooperate with and assist Cuddlynest in good faith, and to provide Cuddlynest with such information and take such actions as may be reasonably requested by Cuddlynest with respect to any investigation undertaken by Cuddlynest or a representative of Cuddlynest regarding the use or abuse of the Cuddlynest Platform.
14.3 If you feel that any Member you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Cuddlynest by contacting us with your police station and report number (if available). You agree that any report you make will not obligate us to take any action (beyond that required by law, if any).
15. Term and Termination, Suspension and other Measures
15.1 This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or Cuddlynest terminate the Agreement in accordance with this provision.
15.2 You may terminate this Agreement at any time by sending us an email. If you cancel your Cuddlynest Account as a Host, any confirmed booking(s) will be automatically cancelled and your Guests will receive a full refund. If you cancel your Cuddlynest Account as a Guest, any confirmed booking(s) will be automatically cancelled and any refund will depend upon the terms of the Listing’s cancellation policy.
15.3 Unless your Country of Residence is the United States, without limiting our rights specified below, Cuddlynest may terminate this Agreement for convenience at any time by giving you thirty (30) days' notice via email to your registered email address.
15.4 Cuddlynest may immediately, without notice, terminate this Agreement and/or stop providing access to the Cuddlynest Platform if (i) you have materially breached your obligations under these Terms, the Payments Terms, our Policies or Standards, (ii) you have violated applicable laws, regulations or third party rights, or (iii) Cuddlynest believes in good faith that such action is reasonably necessary to protect the personal safety or property of Cuddlynest , its Members, or third parties (for example in the case of fraudulent behavior of a Member).
15.5 In addition, Cuddlynest may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, our Policies or Standards, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Cuddlynest Account registration, Listing process or thereafter, (iv) you and/or your Listings or Host Services at any time fail to meet any applicable quality or eligibility criteria, (v) you have repeatedly received poor Ratings or Reviews or Cuddlynest otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed bookings or failed to respond to booking requests without a valid reason, or (vii) Cuddlynest believes in good faith that such action is reasonably necessary to protect the personal safety or property of Cuddlynest , its Members, or third parties, or to prevent fraud or other illegal activity:
refuse to surface, delete or delay any Listings, Ratings, Reviews, or other Member Content;
cancel any pending or confirmed bookings;
limit your access to or use of the Cuddlynest Platform;
temporarily or permanently revoke any special status associated with your Cuddlynest Account;
temporarily or in case of severe or repeated offenses permanently suspend your Cuddlynest Account and stop providing access to the Cuddlynest Platform.
In case of non-material breaches and where appropriate, you will be given notice of any intended measure by Cuddlynest and an opportunity to resolve the issue to Cuddlynest 's reasonable satisfaction.
15.6 If we take any of the measures described above (i) we may refund your Guests in full for any and all confirmed bookings that have been cancelled, irrespective of preexisting cancellation policies, and (ii) you will not be entitled to any compensation for pending or confirmed bookings that were cancelled.
15.7 When this Agreement has been terminated, you are not entitled to a restoration of your Cuddlynest Account or any of your Member Content. If your access to or use of the Cuddlynest Platform has been limited or your Cuddlynest Account has been suspended or this Agreement has been terminated by us, you may not register a new Cuddlynest Account or access and use the Cuddlynest Platform through an Cuddlynest Account of another Member.
15.8 Unless you reside in Germany, if you or we terminate this Agreement, the clauses of these Terms that reasonably should survive termination of the Agreement will remain in effect.
If you choose to use the Cuddlynest Platform or Collective Content, you do so voluntarily and at your sole risk. The Cuddlynest Platform and Collective Content is provided “as is”, without warranty of any kind, either express or implied.
You agree that you have had whatever opportunity you deem necessary to investigate the Cuddlynest Services, laws, rules, or regulations that may be applicable to your Listings and/or Host Services you are receiving and that you are not relying upon any statement of law or fact made by Cuddlynest relating to a Listing.
If we choose to conduct identity verification or background checks on any Member, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Member or guarantee that a Member will not engage in misconduct in the future.
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.
17.1 Unless your Country of Residence is in the EU, 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 Cuddlynest Platform and Collective Content, your publishing or booking of any Listing via the Cuddlynest Platform, your stay at any Accommodation, participation in any Experience or Event or use of any other Host Service, participation in the Group Payment Service, or any other interaction you have with other Members whether in person or online remains with you. Neither Cuddlynest nor any other party involved in creating, producing, or delivering the Cuddlynest Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the Cuddlynest Platform or Collective Content, (iii) from any communications, interactions or meetings with other Members or other persons with whom you communicate, interact or meet with as a result of your use of the Cuddlynest Platform, or (iv) from your publishing or booking of a Listing, including the provision or use of a Listing’s Host Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Cuddlynest has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable Hosts pursuant to these Terms or an approved payment request under the Cuddlynest Host Guarantee, in no event will Cuddlynest ’s aggregate liability arising out of or in connection with these Terms and your use of the Cuddlynest Platform including, but not limited to, from your publishing or booking of any Listings via the Cuddlynest Platform, or from the use of or inability to use the Cuddlynest Platform or Collective Content and in connection with any Accommodation, Experiences, Event,other Host Service, the Group Payment Service, or interactions with any other Members, exceed the amounts you have paid or owe for bookings via the Cuddlynest Platform as a Guest in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Host, the amounts paid by Cuddlynest to you in the twelve (12) month period prior to the event giving rise to the liability, or one hundred U.S. dollars (US$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 Cuddlynest and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you. If you reside outside of the U.S., this does not affect Cuddlynest ’s liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.
17.2 If your Country of Residence is in the EU, Cuddlynest is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors, or other vicarious agents. The same applies to the assumption of guarantees or any other strict liability, or in case of a culpable injury to life, limb, or health. Cuddlynest is liable for any negligent breaches of essential contractual obligations by us, our legal representatives, directors, or other vicarious agents. Essential contractual obligations are such duties of Cuddlynest in whose proper fulfilment you regularly trust and must trust for the proper execution of the contract but the amount shall be limited to the typically occurring foreseeable damage. Any additional liability of Cuddlynest is excluded.
You agree to release, defend (at Cuddlynest ’s option), indemnify, and hold Cuddlynest and its affiliates and subsidiaries, including but not limited to, Cuddlynest Payments, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our Policies or Standards, (ii) your improper use of the Cuddlynest Platform or any Cuddlynest Services, (iii) your interaction with any Member, stay at an Accommodation, participation in an Experience, Event or other Host Service, participation in the Group Payment Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, (iv) Cuddlynest ’s Collection and Remittance of Occupancy Taxes, or (v) your breach of any laws, regulations or third party rights.
19. Dispute Resolution and Arbitration Agreement
19.1 This Dispute Resolution and Arbitration Agreement shall apply if your (i) Country of Residence is in the United States; or (ii) your Country of Residence is not in the United States, but bring any claim against Cuddlynest in the United States (to the extent not in conflict with Section 21).
19.2 Overview of Dispute Resolution Process. Cuddlynest is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom Section 19.1 applies: (1) an informal negotiation directly with Cuddlynest ’s customer service team, and (2) a binding arbitration administered by the American Arbitration Association (“AAA”) using its specially designed Consumer Arbitration Rules (as modified by this Section 19 and except as provided in Section 19.6). Specifically, the Consumer Arbitration Rules provide:
Claims can be filed with AAA online (www.adr.org);
Arbitrators must be neutral and no party may unilaterally select an arbitrator;
Arbitrators must disclose any bias, interest in the result of the arbitration, or relationship with any party;
Parties retain the right to seek relief in small claims court for certain claims, at their option;
The initial filing fee for the consumer is capped at $200;
The consumer gets to elect the hearing location and can elect to participate live, by phone, video conference, or, for claims under $25,000, by the submission of documents;
The arbitrator can grant any remedy that the parties could have received in court to resolve the party’s individual claim.
19.3 Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and Cuddlynest each agree to notify the other party of the dispute and attempt to negotiate an informal resolution to it first. We will contact you at the email address you have provided to us; you can contact Cuddlynest ’s customer service team by emailing us. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA and the written Demand for Arbitration (available at www.adr.org) provided to the other party, as specified in the AAA Rules.
19.4 Agreement to Arbitrate. You and Cuddlynest mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement or interpretation thereof, or to the use of the Cuddlynest Platform, the Host Services, the Group Payment Service, or the Collective Content (collectively, “Disputes”) will be settled by binding arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Cuddlynest agree that the arbitrator will decide that issue.
19.5 Exceptions to Arbitration Agreement. You and Cuddlynest each agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction: (i) Any claim related to actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) Any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack).
19.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules“) then in effect, except as modified here. The AAA Rules are available at www.adr.org or by calling the AAA at 1–800–778–7879.
19.7 Modification to AAA Rules - Arbitration Hearing/Location. In order to make the arbitration most convenient to you, Cuddlynest agrees that any required arbitration hearing may be conducted, at your option, (a) in the county where you reside; (b) in San Francisco County; (c) in any other location to which you and Cuddlynest both agree; (d) via phone or video conference; or (e) for any claim or counterclaim under $25,000, by solely the submission of documents to the arbitrator.
19.8 Modification of AAA Rules - Attorney’s Fees and Costs. You and Cuddlynest agree that Cuddlynest will be responsible for payment of the balance of any initial filing fee under the AAA Rules in excess of $200 for claims of $75,000 or less. You may be entitled to seek an award of attorney fees and expenses if you prevail in arbitration, to the extent provided under applicable law and the AAA rules. Unless the arbitrator determines that your claim was frivolous or filed for the purpose of harassment, Cuddlynest agrees it will not seek, and hereby waives all rights it may have under applicable law or the AAA Rules, to recover attorneys’ fees and expenses if it prevails in arbitration.
19.9 Arbitrator’s Decision. 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 with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
19.10 Jury Trial Waiver. You and Cuddlynest acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
19.11 No Class Actions or Representative Proceedings. You and Cuddlynest acknowledge and agree that we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding as to all Disputes. Further, unless you and Cuddlynest both otherwise agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute.
19.12 Severability. Except as provided in Section 19.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
19.13 Changes. Notwithstanding the provisions of Section 3 (“Modification of these Terms”), if Cuddlynest changes this Section 19 (“Dispute Resolution and Arbitration Agreement”) after the date you last 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) within thirty (30) days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Cuddlynest ’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 Cuddlynest in accordance with the provisions of the “Dispute Resolution and Arbitration Agreement” section as of the date you last accepted these Terms (or accepted any subsequent changes to these Terms).
19.14 Survival. Except as provided in Section 19.12 and subject to Section 15.8, this Section 19 will survive any termination of these Terms and will continue to apply even if you stop using the Cuddlynest Platform or terminate your Cuddlynest Account.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Cuddlynest Platform (“Feedback“). You may submit Feedback by emailing us, through the “Contact” section of the Cuddlynest Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.
21. Applicable Law and Jurisdiction
21.1 If your Country of Residence is the United States, these Terms will be interpreted in accordance with the laws of the State of Illinois and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 19 must be brought in state or federal court in San Francisco, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in Chicago, Illinois.
21.2 If your Country of Residence is China these Terms will be interpreted in accordance with the laws of China (“China Laws”). Any dispute arising from or in connection with this Agreement shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in Beijing which shall be conducted in accordance with CIETAC’s arbitration rules in effect at the time of applying for arbitration, provided that this section shall not be construed to limit any rights which Cuddlynest may have to apply to any court of competent jurisdiction for an order requiring you to perform or be prohibited from performing certain acts and other provisional relief permitted under China Laws or any other laws that may apply to you. The arbitration proceedings shall be conducted in English. The arbitral award rendered is final and binding upon both parties.
21.3 If your Country of Residence is outside of the United States and China, these Terms will be interpreted in accordance with United States law and the United Nations Convention on Contracts for the International Sale of Goods will be applied. The choice of law does not impact your rights as a consumer according to the consumer protection regulations of your Country of Residence. If you are acting as a consumer, you agree to submit to the non-exclusive jurisdiction of the American courts. Judicial proceedings that you are able to bring against us arising from or in connection with these Terms may only be brought in a court located in Ireland or a court with jurisdiction in your place of residence. If Cuddlynest wishes to enforce any of its rights against you as a consumer, we may do so only in the courts of the jurisdiction in which you are a resident. If you are acting as a business, you agree to submit to the exclusive jurisdiction of the American courts.
22. General Provisions
22.1 Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between Cuddlynest and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Cuddlynest and you in relation to the access to and use of the Cuddlynest Platform.
22.2 No joint venture, partnership, employment, or agency relationship exists between you and Cuddlynest as a result of this Agreement or your use of the Cuddlynest Platform.
22.3 These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
22.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
22.5 Cuddlynest ’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. 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 permitted under law.
22.6 You may not assign, transfer or delegate this Agreement and your rights and obligations here under without Cuddlynest's prior written consent. Cuddlynest may without restriction assign, transfer or delegate this Agreement and any rights and obligations here under, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
22.7 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be provided electronically and given by Cuddlynest via email, Cuddlynest Platform notification, or messaging service (including SMS and WeChat). For notices made to Members residing outside of Germany, the date of receipt will be deemed the date on which Cuddlynest transmits the notice. If your booking is in respect of a Listing in Japan, you agree and acknowledge that such notifications via electronic means in lieu of a written statement, satisfies Cuddlynest ’s obligations under Article 59 Paragraph 1 of the Japanese Housing Accommodation Business Act.
22.8 If your Country of Residence is in the EU you can access the European Commission’s online dispute resolution platform here: http://ec.europa.eu/consumers/odr. Please note that Cuddlynest Ireland is not committed nor obliged to use an alternative dispute resolution entity to resolve disputes with consumers.
22.9 If you have any questions about these Terms please email us.