Hidden Gems Venues Ltd Platform Terms and Conditions

Last updated: 8 September, 2023

Please read these Terms of Service (“Terms”) carefully as they contain important information about your legal rights, remedies and obligations. By accessing or using the Hidden Gems Venues Ltd Platform, you agree to comply with and be bound by these Terms.

Please note: These Terms contain an arbitration agreement and class action waiver that applies to all claims brought against Hidden Gems Venues Ltd in the South Africa. By accepting these Terms, you agree to be bound by this arbitration clause and class action waiver. Please read it carefully.

Thank you for using Hidden Gems Venues Ltd.

General Scope of Terms
These Terms are a legally binding agreement (“Agreement“) between you and Hidden Gems Venues Ltd (as defined below) governing your access to and use of the Hidden Gems Venues Ltd website, including any subdomains thereof, and any other websites through which Hidden Gems Venues Ltd 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, “Hidden Gems Venues Ltd“). The Site, Application and Hidden Gems Venues Ltd Services together are hereinafter collectively referred to as the “Hidden Gems Venues Ltd”. When these Terms mention “Hidden Gems Venues Ltd,” “we,” “us,” or our,” it refers to the Hidden Gems Venues Ltd company you are contracting with. Your contracting entity will generally be determined based on your country of residence or establishment. If your country of residence or establishment is the South Africa, you are contracting with Hidden Gems Venues Pty Ltd.

Our collection and use of personal information in connection with your access to and use of the Hidden Gems Venues Ltd Platform is described in our Privacy Policy.

Owners alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Listings. For example, in some cities, Owners may be required to register, get a permit or obtain a license before offering certain services (such as preparing food or serving alcohol). Certain types of Services may be prohibited altogether. Penalties may include fines or other enforcement. Owners are solely responsible for identifying and obtaining any required licenses, permits, or registrations for any Services they offer. If you have questions about how local laws apply to your Listing(s) on Hidden Gems Venues Ltd, you should always seek legal guidance.

The Hidden Gems Venues Ltd Platform offers an online tool that enables users (“Members”) to publish, offer, search for, and book services. Members who publish and offer services are “Listing Owners” (sometimes referred to as “Owners” or “Hosts”) and Members who search for, book, or use services are “Guests.” Listing Owners offer event space (“Venue”) and a variety of other supplies or services (collectively “Listing” or “Services”).

You must register an account to access and use many features of the Hidden Gems Venues Ltd Platform and keep your account information accurate. As the provider of the Hidden Gems Venues Ltd Platform, Hidden Gems Venues Ltd does not own, control, offer or manage, deliver or supply any Listings. Hidden Gems Venues Ltd is not a party to the contracts concluded directly between Owners and Guests, nor is Hidden Gems Venues Ltd a real estate broker or insurer. Hidden Gems Venues Ltd is not acting as an agent in any capacity for any Member, nor is Hidden Gems Venues Ltd an organizer or event planner. When Members make or accept a booking, they are entering into a contract directly with each other.

While we may help facilitate the resolution of disputes, Hidden Gems Venues Ltd has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Listings (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. Hidden Gems Venues Ltd does not endorse any Member, Listing or 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 Hidden Gems Venues Ltd 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 booking a Listing, using other Services, accepting a booking request from a Guest, or communicating and interacting 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 Hidden Gems Venues Ltd of any Owner or Listing.

If you choose to use the Hidden Gems Venues Ltd Platform as a Listing Owner, your relationship with Hidden Gems Venues Ltd is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Hidden Gems Venues Ltd 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 Hidden Gems Venues Ltd. Hidden Gems Venues Ltd 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 Services. You acknowledge and agree that you have complete discretion whether to list Services or otherwise engage in other business or activities.

To promote the Hidden Gems Venues Ltd 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.

The Hidden Gems Venues Ltd 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. Hidden Gems Venues Ltd 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 Hidden Gems Venues Ltd of such Third-Party Services.

Due to the nature of the Internet, Hidden Gems Venues Ltd cannot guarantee the continuous and uninterrupted availability and accessibility of the Hidden Gems Venues Ltd Platform. Hidden Gems Venues Ltd may restrict the availability of the Hidden Gems Venues Ltd 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 Hidden Gems Venues Ltd Platform. Hidden Gems Venues Ltd may improve, enhance and modify the Hidden Gems Venues Ltd Platform and introduce new Hidden Gems Venues Ltd Services from time to time.

Guest Terms

1. Searching and Booking on Hidden Gems Venues Ltd

1.1 Searching. You can search for Listings by using location as the search criteria. You can also use filters to refine your search results. Search results are based on their relevance to your search and other criteria. Relevance considers factors like location and event categories.  Contact our support team at [email protected] if you need help with search features.

1.2 Booking. When you book with a Listing, you are agreeing to pay all charges for your booking and any applicable fees like service fees, offline fees, taxes, and any other items identified during the booking process (collectively, “Total Price”). You are also agreeing that a third-party payment processor may charge and collect any security deposit identified during checkout. When you receive the booking confirmation, a contract for the Listing (sometimes called a reservation in these Terms) is formed directly between you and the Listing Owner. The cancellation policy and any other rules, standards, policies, or requirements identified in the Listing or during checkout form part of your contract with the Host. Be aware that some Hosts work with a co-host or as part of a team to provide their Listing.

1.3 Venue Reservation. A Venue reservation is a limited license to enter, occupy, and use the Venue according to the terms of your booking. The Owner retains the right to re-enter the Venue during your reservation, to the extent: (i) it is reasonably necessary, (ii) permitted by your contract with the Owner, and (iii) consistent with applicable law. If you stay past checkout, the Owner has the right to make you leave in a manner consistent with applicable law, including by imposing reasonable overstay penalties. You may not exceed the maximum number of allowed Guests.

2. Cancellations, Refunds and Booking Modifications

2.1 Cancellations and Refunds. In general, if as a Guest you cancel a reservation, the amount refunded to you is determined by the cancellation policy that applies to that reservation. Hosts may also specify other cancellation requirements, which shall be clearly described on their Listing page or as specified in their contract.

2.2 Booking Modifications. Guests and Owners are responsible for any booking modifications they agree to directly between both parties.

3.0 Your Responsibilities and Assumption of Risk

3.1 Your Responsibilities. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you invite to join or provide access to any Venue or Service. For example, this means: (i) you are responsible for leaving a Venue (and related rented or personal property) in the condition it was in when you arrived, and (ii) you must act with integrity, treat others with respect, and comply with applicable laws at all times. If you will have any event guests who are minors or if one of your minor guests uses a Service, you must be legally authorized to act on behalf of the minor and you are solely responsible for the supervision of that minor.

3.2 Your Assumption of Risk. You acknowledge that many activities carry inherent risks and agree that, to the maximum extent permitted by applicable law, you assume the entire risk arising out of your access to and use of the Hidden Gems Venues Ltd Platform, including your stay at or use of the Venue, use of any Services, or any other interaction you have with other Members whether in person or online.

Listing Owner Terms

4. Hosting on Hidden Gems Venues Ltd.

4.1 Host. As a Listing Owner, Hidden Gems Venues Ltd allows you to list your space and use the Hidden Gems Venues Ltd Platform to connect with our community of Guests, accept bookings, and get paid directly from Guests. It’s easy to create a Listing, and you are in control of your Listing’s information for each Listing.

4.2 Contracting with Guests. When you accept a booking request, or receive a booking confirmation through the Hidden Gems Venues Ltd Platform, you are entering into a contract directly with the Guest, and are responsible for delivering your Service under the terms and at the price specified in your Listing. Any terms, policies or conditions that you include in any supplemental contract with Guests must: (i) be consistent with these Terms, our Policies, and the information provided in your Listing, and (ii) be prominently disclosed in your Listing description.

4.3 Independence of Hosts. Your relationship with Hidden Gems Venues Ltd is that of an independent individual or entity and not an employee, agent, joint venturer, or partner of Hidden Gems Venues Ltd. Hidden Gems Venues Ltd does not direct or control your Venue or Service, and you agree that you have complete discretion whether and when to provide Services, and at what price and on what terms to offer them.

5. Managing Your Listing.

5.1 Creating and Managing Your Listing. The Hidden Gems Venues Ltd Platform provides tools that make it easy for you to set up and manage a Listing. Your Listing must include complete and accurate information about your Venue and Services. You are responsible for keeping your Listing information and content (like photos and videos) up-to-date and accurate at all times. We recommend that you obtain appropriate insurance for your Services and suggest you carefully review policy terms and conditions including coverage details and exclusions. You may only maintain one Listing per Venue, but may have multiple Listings for Venues which form part of a group or collection.

5.2 Know Your Legal Obligations. You are responsible for understanding and complying with any laws, rules, regulations, and contracts with third parties that apply to your Listing or Services. For example: Some cities have zoning or other laws that restrict gatherings. Some jurisdictions require Hosts to register, get a permit, or obtain a license before providing certain Services (such as short-term rentals, preparing food, or serving alcohol for sale). In some places, the Services you want to offer may be prohibited altogether. Check your local rules to learn what rules apply to the Services you plan to offer. Information we provide regarding legal requirements is for informational purposes only and you should independently confirm your obligations. You are responsible for handling and using personal data of Guests and others in compliance with applicable privacy laws and these Terms. If you have questions about how local laws apply you should always seek legal advice.

5.3 Search Ranking. The ranking of Listings in search results on the Hidden Gems Venues Ltd Platform depends on a variety of factors, which may include these parameters:

• Guest search parameters (e.g. number of Guests, type of event, catering options, price range), Listing characteristics (e.g. quality of images, Reviews, Owner status, age of the Listing, average Guest popularity),

• Host requirements (e.g. maximum guests, catering), and

• Guest preferences (e.g. previous bookings, saved Listings, location from where the Guest is searching).

Search results may appear differently on our mobile application than they appear on our website. Hidden Gems Venues Ltd may allow Owners to promote their Listings in search or elsewhere on the Hidden Gems Venues Ltd Platform by paying an additional fee.

5.4 Your Responsibilities. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you allow to participate in providing your Services. You are responsible for setting your price and establishing rules and requirements for your Listing.

5.5 Hosting as a Team or Organisation. If you work with a co-owner or host as part of a team, business, or other organization, the entity and each individual who participates in providing Services is responsible and liable as a Host under these Terms. If you accept terms or enter into contracts, you represent and warrant that you are authorized to enter into contracts for and bind your team, business or other organisation, and that each entity you use is in good standing under the laws of the place where it is established. If you perform other functions, you represent and warrant that you are authorized to perform those functions.

5.6 Your Assumption of Risk. You acknowledge that hosting carries inherent risks and agree that you assume the entire risk arising out of your access to and use of the Hidden Gems Venues Ltd Platform, offering Services, or any interaction you have with other Members whether in person or online. You agree that you have had the opportunity to investigate the Hidden Gems Venues Ltd Platform and any laws, rules, regulations, or obligations that may be applicable to your Listings or Services and that you are not relying upon any statement of law made by Hidden Gems Venues Ltd.

6. Cancellations and Booking Modifications.

6.1 Cancellations. As a host, you may specify other requirements for Guests, as long as they are clearly and prominently disclosed and described on your Listing page, and managed by you. As a Host, you should not cancel on a Guest without a valid reason. Extenuating circumstances that qualify as valid reasons are as follows:

• Death or unexpected serious illness of Host, co-owner or guest occurring after the reservation was made. Valid documentation, including a death certificate, obituary, news article naming the deceased, or police report in the event of a death, or a statement from a physician confirming that the person can’t host or carry on with their event due to serious illness, should be provided within 14 days of cancellation.

• Government-mandated obligations, including jury duty, restrictions on gathering, court appearances, and military deployment. Within 14 days of cancellation, you’ll be asked to provide a copy of the official notice dated after the reservation was booked, including the name of the person fulfilling the obligation.

• Unforeseen property damage, maintenance, and amenity issues to the Hidden Gems Venues Ltd listing that makes it unsafe to host guests, or that prevents guests from accessing basic amenities like electricity. This doesn’t include planned renovations. You’ll be asked to provide all of the following documents: 1) Proof that the issue is being fixed; 2) An estimate of when it will be fixed; 3) An invoice for the repairs being done and 4) Photos of the damage.

If you cancel on a Guest without such a valid reason, it could result in your Listing being removed from any future promotion on the Hidden Gems Venues Platform and may impose a fee and other consequences. You agree that these Terms preempt the cancellation policy you set in situations where they allow for the cancellation of a reservation and/or the issuance of refunds to Guests. If we reasonably expect to provide a refund to a Guest under one of these policies.

6.2 Booking Modifications. Owners and Guests are responsible for any Booking Modifications they agree to make direct.

7. Taxes.

7.1 Host Taxes. As a Listing Owner, you are responsible for determining and fulfilling your obligations under applicable laws to report, collect, remit, or include in your price any applicable VAT or other indirect taxes, occupancy taxes, tourist, income, or other taxes (“Taxes”).

General Terms

8. Reviews.

After each Booking, Guests will have an opportunity to review the Listing. The Review must be accurate, useful, and informative and may not contain any discriminatory, offensive, defamatory, or other language that violates our Content guidelines as described in Section 9 of the Terms. Reviews are not verified by Hidden Gems Venues Ltd for accuracy and may be incorrect or misleading. Reviews should be unbiased. Entities or individuals who own or are affiliated with a Listing should not provide a review for that Listing. Likewise, anyone who offers competing Services are not allowed to post reviews of their direct competitor. Reviews should be relevant to the Hidden Gems Venues Ltd community. Venue owners and guests will be reading your reviews to learn more about the Listing, so reviews should focus on your experience during your booking and any relevant interactions with other Members.

9. Content.

The Hidden Gems Venues Ltd Platform allows you to provide information, descriptions, text, photos, and other content (collectively, “Content”). By providing Content, in whatever form and through whatever means, you grant Hidden Gems Venues Ltd a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to copy, modify, prepare derivative works of, distribute, publish and otherwise exploit, that Content, without limitation. If Content includes personal information, our Privacy Policy describes how we use that personal information. Where Hidden Gems Venues Ltd pays for the creation of Content or facilitates its creation, Hidden Gems Venues Ltd may own that Content, in which case supplemental terms or disclosures will say that. You are solely responsible for all Content that you provide and warrant that you either own it or are authorized to grant Hidden Gems Venues Ltd the rights described in these Terms. You are responsible and liable if any of your Content violates or infringes the intellectual property or privacy rights of any third party. Content must comply with our Content Policy and Non-discrimination Policy, which prohibit, among other things, discriminatory, obscene, harassing, deceptive, violent, and illegal content. You agree that Hidden Gems Venues Ltd may make available services or automated tools to translate Content and that your Content may be translated using such services or tools. Hidden Gems Venues Ltd does not guarantee the accuracy or quality of translations and Members are responsible for confirming the accuracy of such translations.

10. Subscription Services

Definitions: 

“Initial Subscription Term” is the minimum term of the Subscription Services. 
“Subscription Services” means the Services offered as part of a Subscription
“Renewal Date” means the last day of the “Renewal Period”. 
“Renewal Period” means a successive period following the “Initial Subscription Term”, ending in the “Renewal Date”. 
“Subscription” means the subscription purchased by a Venue which entitles that Venue to access the Subscription Services and “Subscribe” shall be construed accordingly. 
“Subscription Fees” means the subscription fees payable by a Venue to Hidden Gems Venues Ltd for the Subscription Services

11. General provisions

11.1. Subscription plans are sold on an annual basis. Following the initial subscription term (1 year) all subscriptions shall renew for another year unless due notice (minimum of 30 days’ notice before the end of the subscription period) is given to cancel the subscription. Hidden Gems Venues Ltd may, at its sole discretion, grant shorter subscription terms evaluated on a case-by-case basis.

11.2. Annual subscriptions are paid upfront in full at the start of the subscription period.

11.3. Should you wish to cancel your subscription, you will need to give confirmation in writing 30 days prior to the end of your subscription plan. The Venue Listing will then be removed from the platform after a 30-day period.

11.4. The Subscription and the Venue will be set live only once payment has been received.

11.5. We reserve the right to hide or remove venues from the platform in the event of unpaid invoices until the invoices have been settled in full.

11.6. The Subscription Services commence on the date on which the Member pays in full for the Subscription Services and shall continue for the Initial Subscription Term and, thereafter, the Subscription Services shall be automatically renew after each Renewal Period, unless either party notifies the other party of termination, in writing, at least 30 days before the end of any Renewal Period.

11.7. Should the Venue wish to terminate a Subscription before the end of the Renewal Period, or remove their Venue from the Platform before that time, any remaining period of the Subscription unused shall be forfeited and any corresponding Subscription Fees are non-refundable.

12. Hidden Gems Venues Ltd Platform Rules.

12.1 Rules. You must follow these rules and must not help or induce others to break or circumvent these rules.

• Read and follow our Terms and standards.

• Be polite, treat others respectfully, and act with integrity at all times.

• Do not lie, misrepresent something or someone, or pretend to be someone else.

• Do not discriminate against or harass others.

• Do not scrape, hack, reverse engineer, compromise or impair the Hidden Gems Venues Ltd Platform.

• Do not use bots, crawlers, scrapers, or other automated means to access or collect data or other content from or otherwise interact with the Hidden Gems Venues Ltd Platform.

• Do not hack, avoid, remove, impair, or otherwise attempt to circumvent any security or technological measure used to protect the Hidden Gems Venues Ltd Platform or Content.

• Do not decipher, decompile, disassemble, or reverse engineer any of the software or hardware used to provide the Hidden Gems Venues Ltd Platform.

• Do not take any action that could damage or adversely affect the performance or proper functioning of the Hidden Gems Venues Ltd Platform.

• Only use the Hidden Gems Venues Ltd Platform as authorized by these Terms or another agreement with us You may only use another Member’s personal information as necessary to facilitate a transaction using the Hidden Gems Venues Ltd Platform as authorized by these Terms.

• Do not use the Hidden Gems Venues Ltd Platform, our messaging tools, or Members’ personal information to send commercial messages without the recipient’s express consent.

• You may use Content made available through the Hidden Gems Venues Ltd Platform solely as necessary to enable your use of the Hidden Gems Venues Ltd Platform as a Guest or Host.

• Do not use Content unless you have permission from the Content owner or the use is authorized by us in these Terms or another agreement you have with us.

• Do not engage in any practices that are intended to manipulate our search algorithm.

• Do not use, copy, display, mirror or frame the Hidden Gems Venues Ltd Platform, any Content, any Hidden Gems Venues Ltd branding, or any page layout or design without our consent.

• Understand and follow the laws that apply to you, including export, privacy, and data protection laws. Do not use the Hidden Gems Venues Ltd Platform to offer Services that violate the agreements or laws that apply to you. If you provide us with another person’s personal information, you: (i) must be authorized to do so (ii) must do so in compliance with applicable law, and (iii) authorize Hidden Gems Venues Ltd to process that information under our Privacy Policy.

• Do not organize or facilitate any unauthorized parties or activities. You are responsible and liable for any activity or event during your reservation that violates our rules, as incorporated by reference herein.

• Do not use the name, branding, trademarks or logo of Hidden Gems Venues Ltd or others without permission.

• Do not use or register any social media handle, domain name, trademark, trade name, logo, branding or other source identifier that may be confused with Hidden Gems Venues Ltd branding.

• Do not offer or solicit, participate in or facilitate human trafficking or prostitution.

12.2 Reporting Violations. If you are concerned that a Listing, Content or Member has violated our Standards, you should report the issue to Hidden Gems Venues Ltd. If you believe that a Listing, Content or Member poses an imminent danger of harm to a property or person, you must contact local authorities immediately before contacting Hidden Gems Venues Ltd. If you’ve reported an issue to the local authorities, Hidden Gems Venues Ltd may request a copy of that report. You agree that Hidden Gems Venues Ltd is not obligated to take any action in response to any report, except as required by applicable law.

12.3 Copyright Notifications. If you believe that any Content on the Hidden Gems Venues Ltd Platform infringes copyrights, please notify us immediately.

13. Termination, Suspension and other Measures.

13.1 Term. The agreement reflected by these Terms is between you and Hidden Gems Venues Ltd and is effective when you access the Hidden Gems Venues Ltd Platform and shall remain in effect until either you or Hidden Gems Venues Ltd terminates the agreement in accordance with these Terms.

13.2 Termination. You may terminate this agreement at any time by emailing us to request termination, or by deleting your account. Hidden Gems Venues Ltd may terminate this agreement and your account for any reason by providing you 30 days’ notice via email or using any other contact information you’ve provided for your account. If you breach these Terms, you violate our Standards, you violate applicable laws, or we reasonably believe termination is necessary to protect Hidden Gems Venues Ltd, its Members, or third parties, we may terminate this agreement immediately and without notice and stop providing access to the Hidden Gems Venues Ltd Platform. If your account has been inactive for two years or more, we may terminate your account without providing notice.

13.3 Member Violations. If (i) you breach these Terms, our Policies, or our Standards, (ii) you violate applicable laws, regulations, or third – party rights, or (iii) Hidden Gems Venues Ltd believes it is reasonably necessary to protect Hidden Gems Venues Ltd, its Members, or third parties; Hidden Gems Venues Ltd may, with or without prior notice:

• limit or suspend your access to or use of the Hidden Gems Venues Ltd Platform and / or your account;

• suspend or remove Listings, Reviews, or other Content;

• suspend or revoke any special status associated with your account.

For minor violations, or where Hidden Gems Venues Ltd otherwise deems appropriate, you will be provided notice of any intended action by Hidden Gems Venues Ltd and given an opportunity to resolve the issue. You may appeal actions taken by us under this Section by contacting our customer support team. If a reservation is cancelled under this Section, the amount paid to the Listing Owner will be reduced by the amount we refund or otherwise provide to the Guest, and by any other costs we incur as a result of the cancellation.

13.4 Legal Mandates. Hidden Gems Venues Ltd may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body, including the actions described in these Terms.

14. Modification.

Hidden Gems Venues Ltd may modify these Terms at any time. When we make material changes to these Terms, we will post the revised Terms on the Hidden Gems Venues Ltd Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of any material changes by email at least 30 days before the date they become effective. If you disagree with the revised Terms, you may terminate this agreement immediately as provided in these Terms. If you do not terminate your agreement before the date the revised Terms become effective, your continued access to or use of the Hidden Gems Venues Ltd Platform will constitute acceptance of the revised Terms.

15. Hidden Gems Venues Ltd’s Role.

We offer a platform that enables Members to publish, offer, search for, and book venue space for events or activities. While we are working hard to ensure our Members have great experiences using Hidden Gems Venues Ltd, we do not and cannot control the conduct of Guests and Hosts. You acknowledge that Hidden Gems Venues Ltd has the right, but does not have any obligation, to monitor the use of the Hidden Gems Venues Ltd Platform and verify information provided by our Members. For example, we may review, disable access to, remove, or edit Content to: (i) operate, secure and improve the Hidden Gems Venues Ltd Platform (including 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) address Content that we determine is harmful or objectionable; (v) take actions set out in these Terms; and(vi) maintain and enforce any quality or eligibility criteria, including by removing Listings that don’t meet quality and eligibility criteria. Members acknowledge and agree that Hidden Gems Venues Ltd administers its Policies and Standards (such as basic requirements for hosts), including decisions about whether and how to apply them to a particular situation, at its sole discretion. Members agree to cooperate with and assist Hidden Gems Venues Ltd in good faith, and to provide Hidden Gems Venues Ltd with such information and take such actions as may be reasonably requested by Hidden Gems Venues Ltd with respect to any investigation undertaken by Hidden Gems Venues Ltd regarding the use or abuse of the Hidden Gems Venues Ltd Platform. Hidden Gems Venues Ltd is not acting as an agent for any Member except for where otherwise provided in these Terms.

16. Member Accounts.

You must register an account to access and use many features of the Hidden Gems Venues Ltd Platform. Registration is only permitted for legal entities, partnerships and natural persons who are 18 years or older. You represent and warrant that you are not a person or entity barred from using the Hidden Gems Venues Ltd Platform under the laws of the South Africa, your place of residence, or any other applicable jurisdiction. You must provide accurate, current, and complete information during registration and keep your account information up-to-date. You may not register more than one account or transfer your account to someone else. You are responsible for maintaining the confidentiality and security of your account credentials and may not disclose your credentials to any third party. You are responsible and liable for activities conducted through your account and must immediately notify Hidden Gems Venues Ltd if you suspect that your credentials have been lost, stolen, or your account is otherwise compromised. If and as permitted by applicable law, we may, but have no obligation to(i) ask you to provide identification or other information, (ii) undertake checks designed to help verify your identity or background, (iii) screen you against third – party databases or other sources and request reports from service providers, and(iv) obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents.

17. Disclaimer of Warranties.

We provide the Hidden Gems Venues Ltd Platform and all Content “as is” without warranty of any kind and we disclaim all warranties, whether express or implied. For example: (i) we do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any Guest, Service, Listing Owner, Listing or third party; (ii) we do not warrant the performance or non – interruption of the Hidden Gems Venues Ltd Platform; and(iii) we do not warrant that verification, identity or background checks conducted on Listings or Members(if any) will identify past misconduct or prevent future misconduct. Any references to a Member or Listing being “verified”(or similar language) indicate only that the Member or Listing or Hidden Gems Venues Ltd has completed a relevant verification or identification process and nothing else. The disclaimers in these Terms apply to the maximum extent permitted by law. If you have statutory rights or warranties we cannot disclaim, the duration of any such statutorily required rights or warranties, will be limited to the maximum extent permitted by law.

18. Limitations on Liability.

Neither Hidden Gems Venues Ltd (including any affiliates and personnel) nor any other party involved in creating, producing, or delivering the Hidden Gems Venues Ltd Platform or any 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) the use of or inability to use the Hidden Gems Venues Ltd Platform or any Content, (iii) any communications, interactions or meetings you may have with someone you interact or meet with through, or as a result of, your use of the Hidden Gems Venues Ltd Platform, or(iv) publishing or booking of a Listing, including the provision or use of Services, whether based on warranty, contract, tort(including negligence), product liability or any other legal theory, and whether or not Hidden Gems Venues Ltd has been informed of the possibility of such damage, even if a limited remedy set out in these Terms is found to have failed of its essential purpose.

Except for our obligation to transmit payments to Hosts under these Terms, in no event will Hidden Gems Venues Ltd.’s aggregate liability for any claim or dispute arising out of or in connection with these Terms, your interaction with any Members, or your use of or inability to use the Hidden Gems Venues Ltd Platform, any Content, or any Service.

These limitations of liability and damages are fundamental elements of the agreement between you and Hidden Gems Venues Ltd. If applicable law does not allow the limitations of liability set out in these Terms, the above limitations may not apply to you.

19. Indemnification.

To the maximum extent permitted by applicable law, you agree to release, defend(at Hidden Gems Venues Ltd.’s option), indemnify, and hold Hidden Gems Venues Ltd 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 (including any supplemental or additional terms that apply to a product or feature) or our Policies or Standards, (ii) your improper use of the Hidden Gems Venues Ltd Platform, (iii) your interaction with any Member, activity at Venue, or use of any 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) your failure, or our failure at your direction, to accurately report, collect or remit Taxes, or (v) your breach of any laws, regulations or third party rights such as intellectual property or privacy rights.

20. South Africa Governing Law and Venue.

If you reside or have your place of establishment in the South Africa, these Terms will be interpreted in accordance with the laws of South Africa, without regard to conflict – of – law provisions.

21. Miscellaneous.

21.1 Other Terms Incorporated by Reference. Any and all other Policies, Standards and other supplemental policies and terms linked to in these Terms or otherwise published on the Hidden Gems Venues Ltd site apply to your use of the Hidden Gems Venues Ltd Platform, are incorporated by reference, and form part of your agreement with Hidden Gems Venues Ltd.

21.2 Interpreting these Terms. Except as they may be supplemented by additional terms, conditions, policies, guidelines, standards, and in -product disclosures, these Terms(including those items incorporated by reference) constitute the entire agreement between Hidden Gems Venues Ltd and you pertaining to your access to or use of the Hidden Gems Venues Ltd Platform and supersede any and all prior oral or written understandings or agreements between Hidden Gems Venues Ltd and you. These Terms do not and are not intended to confer any rights or remedies upon anyone other than you and Hidden Gems Venues Ltd. If any provision of these Terms is held to be invalid or unenforceable, except as otherwise indicated in Section 21.11 above, such provision will be struck and will not affect the validity and enforceability of the remaining provisions. Where the word “will” be used in these Terms it connotes an obligation with the same meaning as “shall.”

21.3 No Waiver. Hidden Gems Venues Ltd.’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.

21.4 Assignment. You may not assign, transfer or delegate this agreement or your rights and obligations hereunder without Hidden Gems Venues Ltd.’s prior written consent. Hidden Gems Venues Ltd may without restriction assign, transfer or delegate this agreement and any rights and obligations hereunder, at its sole discretion, with 30 days’ prior notice.

21.5 Notice. Unless specified otherwise, any notices or other communications to Members permitted or required under this agreement, will be provided electronically and given by Hidden Gems Venues Ltd via email, Hidden Gems Venues Ltd Platform notification, messaging service (including SMS and WeChat), or any other contact method we enable, and you provide.

21.6 Third – Party Services. Hidden Gems Venues Ltd Platform may contain links to third – party websites, applications, services or resources (“Third – Party Services”) that are subject to different terms and privacy practices. Hidden Gems Venues Ltd is not responsible or liable for any aspect of such Third – Party Services and links to such Third – Party Services are not an endorsement.

21.7 Google Terms. Some translations on the Hidden Gems Venues Ltd Platform are 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. Some areas of the Hidden Gems Venues Ltd Platform may 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.

21.8 Apple Terms. If you access or download our application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement.

21.9 Hidden Gems Venues Ltd Platform Content. Content made available through the Hidden Gems Venues Ltd Platform may be protected by copyright, trademark, and / or other laws of the South Africa and other countries. You acknowledge that all intellectual property rights for that Content are the exclusive property of Hidden Gems Venues Ltd and / or its licensors and agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any Content accessed through the Hidden Gems Venues Ltd Platform except to the extent you are the legal owner of that Content or as expressly permitted in these Terms. Subject to your compliance with these Terms, Hidden Gems Venues Ltd 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 the Content made available on or through the Hidden Gems Venues Ltd Platform and accessible to you, solely for your personal and non – commercial use.

21.10 Force Majeure. Hidden Gems Venues Ltd shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, epidemics or disease, strikes or shortages of transportation facilities, fuel, energy, labour or materials.

21.11 Emails and SMS. You will receive administrative communications from us using the email address or other contact information you provide for your Hidden Gems Venues Ltd account. Enrolment in additional email subscription programs will not affect the frequency of these administrative emails, though you should expect to receive additional emails specific to the program(s) to which you have subscribed. You may also receive promotional emails from us. No fee is charged for these promotional emails. You can control whether you receive promotional emails using the notification preferences in your account settings. Please note that you will not be able to take advantage of certain promotions if you disable certain communication settings or do not have a Hidden Gems Venues Ltd account. In South Africa if you consent to receive SMS (text messages) from us, you will be subject to our SMS Terms.

21.12 Contact Us. If you have any questions about these Terms please email us at [email protected].