TermsOfUs

Terms of Us

Welcome to Xpertell, a platform to empower travel content creators to simply visualize travel journeys, monetize journeys by selling them, prioritize requests and questions, and have less disruption in recording their travel details and activities.

These terms of use ("Terms") govern your access to and use of the Xpertell website, mobile application, and any other online service that links to these Terms (collectively, the "Platform"). By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Platform.

These Terms constitute a legally binding agreement between you and Xpertell, the owner and operator of the Platform. Please read them carefully before using the Platform.

1. Eligibility and Registration

To access and use the Platform, you must be at least 13 years old.

To use certain features of the Platform, such as creating, buying, or selling travel journeys, you must register for an account. When you register for an account, you must provide accurate and complete information and keep it updated. You are responsible for maintaining the security and confidentiality of your account and password, and for any activity that occurs under your account. You must notify us immediately of any unauthorized access or use of your account. We are not liable for any loss or damage arising from your failure to comply with this section.

2. License and Restrictions

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Platform for your personal and non-commercial use only. You may not use the Platform for any other purpose without our prior written consent.

You agree not to:

• copy, modify, distribute, sell, lease, rent, or sublicense any part of the Platform or its content, except as expressly permitted by these Terms or by us;

• reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or algorithms of the Platform or any part thereof, except as permitted by applicable law;

• remove, alter, or obscure any trademark, logo, or other proprietary notice or legend displayed or used in connection with the Platform or its content;

• interfere with or disrupt the operation or security of the Platform or any network, server, or system connected or associated with it;

• use any robot, spider, crawler, scraper, or other automated means or interface to access, collect, or extract data from the Platform or its content, except as expressly permitted by us;

• violate any applicable law, regulation, or rule in connection with your access or use of the Platform or its content;

• infringe or violate the rights of any third party, including but not limited to intellectual property, privacy, or publicity rights;

• post, upload, transmit, or share any content or material that is unlawful, harmful, abusive, defamatory, obscene, vulgar, hateful, harassing, threatening, explicit content or otherwise objectionable;

• impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity;

• solicit, collect, or use the personal information of other users of the Platform without their consent;

• engage in any fraudulent, deceptive, or misleading activity or conduct;

• transmit or introduce any virus, worm, malware, or other harmful or malicious code or program to or through the Platform;

• attempt to do any of the foregoing, or assist, encourage, or enable anyone else to do any of the foregoing.

We reserve the right, at our sole discretion, to monitor, review, edit, remove, or block any content or activity on the Platform, or to suspend, terminate, or restrict your access or use of the Platform, without notice or liability, for any reason or no reason, including if we believe that you have violated these Terms or any applicable law.

3. Content and Services

The Platform allows you to create, upload, share, buy, and sell travel journeys, as well as to interact with other users and third-party providers. You are solely responsible for any content or material that you post, upload, transmit, or share on or through the Platform, including but not limited to text, photos, videos, audio, links, or other data or information ("User Content"). You represent and warrant that you own or have the necessary rights and permissions to use and distribute your User Content, and that your User Content does not violate or infringe the rights of any third party, including but not limited to intellectual property, privacy, or publicity rights.

By posting, uploading, transmitting, or sharing your User Content on or through the Platform, you grant us a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display your User Content in connection with the Platform and our business, including for the purpose of promoting and redistributing part or all of the Platform, in any media formats and through any media channels. You also grant each user of the Platform a non-exclusive license to access, view, and use your User Content as permitted by these Terms and the functionality of the Platform.

We do not claim any ownership rights in your User Content, and you retain any rights that you may have in your User Content, subject to the licenses granted by you in these Terms. We do not endorse, support, represent, or guarantee the completeness, truthfulness, accuracy, or reliability of any User Content or communications posted on or through the Platform, or any opinions expressed therein. You understand and agree that by accessing or using the Platform, you may be exposed to User Content that might be offensive, harmful, inaccurate, or otherwise inappropriate, and that you use the Platform at your own risk.

The Platform may also contain or provide access to content, information, products, or services provided by third parties, such as travel providers, advertisers, sponsors, or partners ("Third-Party Content and Services"). We do not control, monitor, endorse, or assume any responsibility for any Third-Party Content and Services, and you access and use them at your own risk. You should review the terms and conditions and privacy policies of any third parties before using their content, information, products, or services.

4. Fees and Payments

The Platform allows you to buy and sell travel journeys for a fee. If you buy a travel journey, you agree to pay the price listed by the seller, as well as any applicable taxes, fees, or charges. If you sell a travel journey, you agree to deliver the travel journey to the buyer, as well as to pay us a commission fee of 20% of the price, as well as any applicable taxes, fees, or charges. You also authorize us to collect, hold, and disburse the payments on your behalf, and to charge or deduct any fees or costs from your account.

You can make or receive payments on the Platform using the payment methods and services that we offer or support. You must provide accurate and complete payment information and keep it updated. You are responsible for any fees or charges imposed by your payment provider or service. We are not liable for any loss or damage arising from your failure to pay or receive any payments on the Platform.

We reserve the right, at our sole discretion, to modify, suspend, or terminate any payment method or service, or to change or update any fees, commissions, or charges, at any time, without prior notice or liability. We will notify you of any changes or updates by posting them on the Platform or by sending you an email or other communication.

5. Cancellation and Refund Policy

We reserve the right, at our sole discretion, to cancel or refund any purchase or sale of a travel journey on the Platform, or to suspend or terminate your account, without notice or liability, for any reason or no reason, including if we believe that you have violated these Terms or any applicable law, or that you have engaged in any fraudulent, deceptive, or misleading activity or conduct.

6. Intellectual Property Rights

The Platform and its content, features, and functionality, including but not limited to text, graphics, logos, icons, images, audio, video, software, data, and information, are owned by or licensed to Xpertell, and are protected by intellectual property rights under applicable laws. You acknowledge and agree that you do not acquire any ownership or other rights in or to the Platform or its content, features, and functionality, except for the limited license granted by us in these Terms.

You may not use, copy, reproduce, distribute, display, perform, modify, create derivative works from, or otherwise exploit any part of the Platform or its content, features, and functionality, without our prior written consent or the consent of the respective owners. You may not use any trademarks, logos, or service marks displayed or used in connection with the Platform, without our prior written consent or the consent of the respective owners.

We respect the intellectual property rights of others and expect you to do the same. If you believe that your work has been copied, reproduced, distributed, displayed, performed, modified, or otherwise exploited on or through the Platform in a way that constitutes infringement, please contact us by sending an email to [email protected]. We will respond to your notice and take appropriate action in accordance with applicable law.

7. Privacy Policy

We care about your privacy and the security of your personal information. Please review our Privacy Policy, which explains how we collect, use, disclose, and protect your personal information when you access or use the Platform. By accessing or using the Platform, you agree to our Privacy Policy, which is incorporated by reference into these Terms.

8. Disclaimer of Warranties

The Platform and its content, features, and functionality are provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title, or non-infringement. We do not warrant that the Platform or its content, features, and functionality will be uninterrupted, secure, error-free, accurate, complete, reliable, or current, or that any defects or errors will be corrected, or that the Platform or its content, features, and functionality will meet your requirements or expectations. You access and use the Platform and its content, features, and functionality at your own risk and discretion, and you are solely responsible for any loss or damage that may result from such access or use.

We do not warrant, endorse, guarantee, or assume any responsibility for any content, information, products, or services provided by third parties on or through the Platform, or for any transactions or interactions that you may have with such third parties. You access and use any third-party content, information, products, or services at your own risk and discretion, and you are solely responsible for any loss or damage that may result from such access or use.

Some jurisdictions do not allow the exclusion or limitation of certain warranties, so some or all of the above exclusions or limitations may not apply to you.

9. Limitation of Liability

To the fullest extent permitted by applicable law, we and our affiliates, directors, officers, employees, agents, licensors, and partners will not be liable for any direct, indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, revenue, data, goodwill, or other intangible losses, arising out of or in connection with your access or use of, or inability to access or use, the Platform or its content, features, and functionality, or any third-party content, information, products, or services on or through the Platform, whether based on warranty, contract, tort, or any other legal theory, and whether or not we have been advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some or all of the above exclusions or limitations may not apply to you. In no event will our total liability to you for all damages, losses, or causes of action arising out of or in connection with these Terms or your access or use of the Platform exceed the amount paid by you to us for accessing or using the Platform in the 12 months preceding the date of the claim, or €100, whichever is greater.

10. Indemnification

You agree to indemnify, defend, and hold harmless us and our affiliates, directors, officers, employees, agents, licensors, and partners from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees, including reasonable attorneys' fees, arising out of or in connection with your access or use of the Platform or its content, features, and functionality, or any third-party content, information, products, or services on or through the Platform, or your violation of these Terms or any applicable law, or your infringement or violation of the rights of any third party.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with us in such defense. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

11. Termination

We may terminate or suspend your access to or use of the Platform, or your account, at any time, without notice or liability, for any reason or no reason, including if we believe that you have violated these Terms or any applicable law, or that you have engaged in any fraudulent, deceptive, or misleading activity or conduct. Upon any such termination or suspension, your

right to access and use the Platform and its content, features, and functionality, or your account, will immediately cease, and we may delete or deactivate your account and all related information and files in your account. Any sections of these Terms that by their nature should survive termination or suspension will survive, including but not limited to sections 3, 4, 5, 6, 8, 9, 10, and 12.

You may terminate your account at any time, by sending an email to [email protected]. Upon your request, we will delete or deactivate your account and all related information and files in your account, subject to our retention policies and applicable law. Any sections of these Terms that by their nature should survive termination will survive, including but not limited to sections 3, 4, 5, 6, 8, 9, 10, and 12.

12. General

These Terms constitute the entire agreement between you and Xpertell regarding your access to and use of the Platform and its content, features, and functionality, and supersede any prior or contemporaneous agreements, communications, or understandings, whether oral or written, between you and us on such subject matter.

These Terms are governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts of the Netherlands for any dispute arising out of or in connection with these Terms or your access or use of the Platform, and you waive any jurisdictional, venue, or inconvenient forum objections to such courts.

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision will be modified to the extent necessary to make it enforceable, or if not possible, deleted, and the remaining provisions of these Terms will remain in full force and effect.

Our failure or delay to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any right or provision of these Terms will be effective only if in writing and signed by us.

You may not assign or transfer any of your rights or obligations under these Terms, by operation of law or otherwise, without our prior written consent. We may assign or transfer any of our rights or obligations under these Terms, by operation of law or otherwise, without your consent.

These Terms do not create any partnership, joint venture, employment, or agency relationship between you and us, or any rights or benefits for any third party.

We may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Platform. You consent to receive such notices by any of these means.

If you have any questions, comments, or complaints regarding these Terms or the Platform, please contact us by sending an email to [email protected]. We will respond to your inquiries as soon as possible.