Terms and Conditions
Welcome to Guestasy Reputation Management Solution. In these terms “you” refers to the Customer or Customer personnel using the Services (“Users”) as appropriate. By subscribing for and/or using the Services, you agree to these terms. Please read them carefully.
1 Service description
Services that you are subscribing for include:
- Responses to 100% reviews from the below listed channels in the supported languages in an average of 48 hours on working days
- Feedback system in the supported languages
- Analysis tools including the Guestasy Key performance analysis
- Guestasy team support
2 Account Terms
Customers subscribe for Services by signing the enclosed contract.
2.2 Engagement period
Customers are engaged to Services for a period of 1 year starting from the date indicated in the contract. After this period, customers will have to renew the contract to carry on using the Services. Reminders will be sent when approaching the end of the period. Note that for any valid reasons, the Customer can request for suspension of the service for a mutually agreed period.
You are responsible for maintaining the security of your account and password, and are responsible for all activities conducted using your account and password. Guestasy cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
3 Use Restrictions
3.1 Appropriate Use of Services.
You may not:
(a) license, sublicense, sell, resell, transfer, assign, or distribute the Services;
(b) modify or make derivative works based upon the Services;
(c) introduce software or automated agents or scripts to the Services so as to produce multiple accounts, generate automated searches, requests and queries, or strip, scrape, or mine data from the Services;
(d) frame, mirror or reverse engineer the Services; or
(e) overload the Guestasy systems used to provide the Services.
3.2 Guest Communications.
Certain Services permit Customers to send emails to their guests. The sending of commercial messages might be regulated by law in your country. Customer is responsible for complying with all applicable laws, published rules and policies regarding communication with its guests. Customer represents and warrants that it has obtained written or electronic opt-in permission from each guest to send messages to that guest.
3.3 Use of Proprietary Third Party Content.
You may not modify, republish, reproduce, post, transmit, sell, offer for sale, or redistribute Third Party Content (as defined in section 4.3) without the prior written permission of Guestasy and if applicable, the rights holder of Third Party Content (such as industry research data). You must abide by all copyright notices, information, or restrictions related to any Third Party Content.
4 Ownership Rights.
4.1 Ownership of Services
The Services (including all Software and Guestasy Confidential Information used to provide the Services) belong to Guestasy and its licensors (if any). Even if the terms “purchase” and “sale” are used, you do not receive ownership rights in the Services and have only those licenses and use rights in this Agreement.
4.2 Ownership of Customer Confidential Information.
Customer Confidential Information belongs to Customer (or the person or other entity from whom Customer received information). Nothing in this Agreement assigns any rights in that information from you to Guestasy.
4.3 Ownership of Content Received from Third Parties.
Guestasy gathers, stores, analyzes, displays and uses a variety of information, such as:
(a) publicly available reviews and hotel rankings posted on third party web sites, feedback and information provided by guests at Customer facilities, posts from social media sites and forums, news articles, blog posts, photos and videos, and
(b) commercially available data regarding hospitality businesses and guest travel and hospitality trends, such as hotel occupancy rates and rate metrics, marketing engagement data and guest travel information (collectively “Third Party Content”). Some Third Party Content is public information (such as online hotel reviews) and other Third Party Content is proprietary to its creators (such as industry research data). Third Party Content may be owned by the people or entities that publish the content, or by other parties.
All collected Customer information by Guestasy (such as occupancy rate, marketing strategy, etc) or resulting from meeting, email exchanges and phone conversations are strictly confidential. All types of Customer Analysis prepared using the Guestasy platform are also strictly confidential. Guest feedbacks and guest emails stored in the Guestasy platform are strictly confidential.
6 Payment and Pricing Terms
Customer will pay Guestasy in US dollars the fees in the amounts and at the times specified on the contract. After Guestasy successfully receives the payment, Guestasy Services will automatically be set-up within 7 working days and a confirmation email containing all credentials will be sent.
7.1 By Customer
Customer will indemnify, defend, and hold harmless Guestasy, its parents, subsidiaries, affiliates, officers, directors, employees, consultants, and agents (the “Indemnitees”) from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys’ fees) (together, “Claims”) brought by third parties (including Users) arising from or relating to
(a) any information Customer or any User submits, posts, or transmits through the Services or any other act or omission of Customer or any User in connection with the Services,
(b) Customer’s, or any User’s, grossly negligent use or intentional misuse of the Services,
(c) Customer’s, or any User’s, breach of its material obligations under this Agreement, and
(d) Customer’s, or any User’s, violation of any rights of any other person or entity arising out of or related to the use of the Services.
7.2 By Guestasy
Guestasy at its own expense will defend or settle any claims, actions and demands brought by third parties against Customer and its Indemnitees where the third party expressly asserts that the Services:
(i) infringe such third party’s trademark or copyright arising under the laws of Singapore, or
(ii) Guestasy misappropriated such third party’s trade secrets in the development of the Software (collectively, “Claims”). Guestasy will conduct the defense of any such Claim, any related proceedings and actions, and all negotiations for settlement or compromise of the same. Customer may in its discretion participate in the defense of any such Claim and any related proceedings and actions at Customer’s expense. The foregoing obligations are conditioned on Customer notifying Guestasy promptly in writing of such action, giving Guestasy sole control of the defense thereof and any related settlement negotiations, and cooperating in such defense. If the Services become, or in Guestasy’s opinion are likely to become, the subject of an infringement or misappropriation Claim, Guestasy may, at its option and expense, either:
(a) procure for Customer the right to continue exercising the rights licensed hereunder;
(b) replace or modify the Services so that they become non-infringing and remain substantially functionally equivalent; or
(c) refund to Customer any advance fees paid by Customer to Guestasy for periods during which Customer is unable to use the affected Services due to such Claim and terminate this Agreement. Notwithstanding the foregoing, Guestasy will have no obligation under this Section or otherwise with respect to any infringement or misappropriation Claim based upon: (w) any unauthorized use or distribution of the Services by Customer or any of its Users; (x) any use of the Services in combination with other products, software, or data not supplied by Guestasy; (y) any modification of the Services by any person other than Guestasy or its authorized contractors; or (z) any Third Party Content, or the collection, storage or provision of Third Party Content. This Section states Guestasy’s entire liability, and Customer’s sole and exclusive remedy, for infringement and misappropriation claims and actions.
7.3 Settlement of Claims
Neither Customer nor Guestasy may settle or compromise any Claim that requires the other party to pay any amount, or take any action, without the other party’s prior written consent.
8 Representations and Warranties & Warranty Disclaimer
Each of Guestasy and Customer represents and warrants that: (a) it has the full right, power and authority to enter into and perform this Agreement; (b) the person signing this Agreement on its behalf is a duly authorized representative of such party who has in fact been authorized to execute this Agreement; (c) its entry herein does not violate any other agreement by which it is bound; and (d) it is a legal entity in good standing in the jurisdiction of its formation and shall continually be in good standing in the jurisdiction of its formation.
8.2 Compliance with Laws
You represent and warrant that your use of the Services will comply with all applicable laws, ordinances, rules, regulations, directives and guidelines applicable to your use of the Services (collectively “Laws”) including, without limitation, all data privacy and processing Laws.
8.3 Guest Information
Each Customer that uses Guestasy Services represents and warrants to Guestasy that it has authority from its guests to provide to Guestasy the names, email addresses, nationality.
9 Limitations of Liability
9.1 Without limiting claims arising from your breach of Guestasy’s intellectual property rights in the Services, in no event will Guestasy or you be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses that result from the use of, inability to use, or unavailability of the Services. If by any circumstances, some Channels shutdown, or make their platform technically inaccessible to Third Party ( Such as Guestasy) or change their policy in a way that Third Party (such as Guestasy) cannot access their content, Guestasy would have no liability if it is constrained to remove those channels from the services it offers.
9.2 Under no circumstances will Guestasy be responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access or use of the Services or your Guestasy account, or the information contained therein.
10.1 Termination for Cause.
Guestasy or Customer may terminate this Agreement for a material breach by the other party if, within 30 days after receiving notice of the non-breaching party’s intent to terminate, the breaching party fails to cure such material breach. If Customer terminates this Agreement for any other reason, Customer will be responsible for paying any remaining contracted fees that would have been due during the term if Customer had not terminated.
10.2 Termination by Users
Users may terminate this Agreement at any time by ceasing to use the Services.
10.3 Effect of Termination & Survival
Immediately on termination of this Agreement, Customer shall cease all use of the Services. The sections entitled Ownership, Confidentiality, Indemnification and Limitations of Liability will survive the termination or expiration of this Agreement for any reason.
11 Amendment of These Terms