VENUE TERMS OF SERVICE
Last updated 25th April, 2017
This page sets out our Terms of Service on which you (the “Venue Provider”) agree to be bound by making use of the website, https://venuefinderafrica.com (the “Online Platform”) for the purpose of promoting venues on the Online Platform.
YOUR ATTENTION IS DRAWN IN PARTICULAR TO THE PROVISIONS OF CLAUSE 4, WHICH ENTITLES US TO CHARGE COMMISSION ON ANY BOOKINGS YOU RECEIVE AS A RESULT OF USING THE ONLINE PLATFORM OR SERVICES MORE GENERALLY PROVIDED BY US.
Please read these Terms of Service carefully as they contain important information regarding your legal rights, remedies and obligations. These include various limitations and exclusions and obligations to comply with applicable laws and regulations.
The Site and services made available through it (the “Services”) comprise a website through which Venue Providers may promote their event venues, and Venue Seekers browsing the Site (the “Venue Seeker(s)”) may learn about and book venues directly with Venue Providers. The Services also include of a team of Venue Experts who may suggest Venue Providers to Venue Seekers, who may or may not have browsed the Online Platform, so that they may learn about and book venues directly with Venue Providers. You understand and agree that Venue Finder Africa is not a party to any agreement entered into between the Venue Provider and Venue Seeker, nor is Venue Finder Africa acting as an agent, or in partnership with any Venue Provider or Venue Seeker. Venue Finder Africa has no control over the conduct of Venue Providers, Venue Seekers, other users of the Online Platform and Services, or any venue promoted on the Online Platform, and disclaims all liability in this regard to the maximum extent permitted by law.
You acknowledge and agree that, by accessing or using the Online Platform or Services or by downloading or posting any content from or on the Online Platform or through the Services, you are indicating that you have read, and that you understand and agree to be bound by these terms, whether or not you have promoted on the Online Platform. If you do not agree to these terms, then you have no right to access or use the Online Platform or Services. If you accept or agree to these terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
The Online Platform and Services are intended to be used to facilitate the introduction of Venue Seekers to Venue Providers for the purpose of booking venues directly with one another. Venue Finder Africa does not control the content contained in any venue’s profile page, does not make any warranty or representation to the Venue Seeker as to the condition, legality or suitability of any Venue. Venue Finder Africa is not responsible for and disclaims any and all liability related to any and all Venues. Accordingly, any venue advertised by the Venue Provider, or bookings made by the Venue Seeker, are done so at their own risk.
1.1 The website is operated by Venue Finder Africa, a company registered under Beyond the Box, company number
1.2 Definitions in these Terms of Service:
Profile Page: means a venue’s profile page created by Venue Finder Africa on the Site for the purpose of creating Venue Listings, pursuant to the promotion process and requirements as determined by Venue Finder Africa from time to time.
Affiliate: any entity that directly or indirectly Controls, is Controlled by, or is under common Control with the Venue Provider, which is otherwise not also a Venue Provider.
Booking Inquiry: a booking inquiry is made when:
- (a) a Customer makes contact (or attempts to make contact) with a Venue Provider through the Site by submitting their personal contact details via a form on the Site, in respect of a Venue;
- (b) a member of the Venue Finder Africa Team contacts (or attempts to contact) a Venue Provider on behalf of a Customer (by whatever means available, whether through the Site or otherwise) in respect of a Venue;
- (c) a Venue Provider refers a Customer (for whatever reason) to another Venue Provider or an Affiliate; or
- (d) A member of the Venue Finder Africa Team suggests a particular Venue Provider to a Customer (whether or not contact has been made by Venue Finder Africa with the Venue Provider).
and “Booking Inquiries” shall be interpreted accordingly.
Business Day: any day other than a weekend or a public holiday in Kenya.
Completed Booking: shall mean a Confirmed Booking of a Venue for an Event, following which the Event takes place in accordance with the Confirmed Booking or on such other re-scheduled Event Date as the Venue Provider and Customer, may subsequently agree upon.
Cancelled Booking: shall mean a Confirmed Booking following which the Customer notifies the Venue Provider that the Event is cancelled and/or postponed for a period of not more than 6 months after the date on which a Booking Inquiry is made.
Confirmed Booking: shall mean a Customer booking an Event within 6 months of a Booking Inquiry being made to the Venue Provider, such Event being not more than 6 months after the date on which that Booking Inquiry is made.
Customer: a Person using the Site and/or Services for the purpose of hiring or otherwise utilizing a Venue which is operated or owned by a Venue Provider;
Event: shall mean such event or function (of whatever purpose) for which the Confirmed Booking of a Venue is made.
Event Date(s): the date or consecutive dates on which an Event for which a Confirmed Booking is made, takes place.
Venue Hire Fee: the total price (exclusive of VAT) agreed between the Customer and the Venue Provider, payable by the Customer to the Venue Provider, for use of the Venue for the Event, on the Event Date (which shall include, but not be limited to, venue hire, accommodation, catering and all other ancillary services required for the Event, which are provided or facilitated by the Venue Provider).
Venue Finder Africa Team: any officer, employee, agent or representative of Venue Finder Africa, or any other person working on behalf of Venue Finder Africa.
Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighboring and related rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Invoice Date: that date on which an invoice is raised by the Venue Provider in the name of the Customer, in respect of the Venue Hire Fee.
Paid Services: shall have the meaning given in clause 7.
Person: shall mean any natural person, or corporate or unincorporated body (whether or not having separate legal personality).
Venue Profile Page: means a web page connected with the Venue Provider which describes a Venue available for hire.
Venue Profile Details: means details of a Venue which have been submitted to the Venue Finder Africa Team (which can otherwise become a Venue Profile Page subject to confirmation by Venue Finder Africa) for the purpose of allowing the Venue Finder Africa Team to promote a Venue to Customers, otherwise than through the Site.
Recurring Event: shall mean an Event which takes place or is scheduled to take place across multiple Event Dates (such that the Event falls across two or more non-consecutive dates) due to one or more Confirmed Bookings, which have arisen from a single Booking Inquiry.
Services: means those services which Venue Finder Africa provides to Venue Providers and Customers from time to time, whether through the Site or otherwise.
Site: the website as found at the root domain https://venuefinderafrica.com and including all sub domains.
Venue: a location or set of locations of which a Venue Provider has operational control over or may be compensated for the use of, and for which the Venue Provider has promoted the use of such Venue through Venue Finder Africa (whether through the Site or otherwise).
Venue Provider (“You”): means the Person in control of the Venue.
2.1 Once your venue profile page has been uploaded, you agree to receive Booking Inquiries.
2.2 All Booking Inquiries are or may be subject to review by members of the Venue Finder Africa Team prior to, or at such time as they are sent to you (whether through such automated processes as are in use through the Site from time to time, or by such other means of manual communication as are available to the Venue Finder Africa Team at the time that a Booking Inquiry is made).
2.3 Once a Booking Inquiry has been made to a Venue Provider (and where the Venue Provider does not acknowledge receipt of the Booking Inquiry sooner) the Booking Inquiry shall be deemed to have been received by the Venue Provider 24 hours after the time at which the Booking Inquiry is first made.
2.4 Where the Venue Provider has not acknowledged receipt sooner, the Venue Provider is required to acknowledge receipt of each Booking Inquiry received, within 24 hours of deemed receipt.
2.5 In the event that a Venue Provider fails to acknowledge receipt of three or more consecutive Booking Inquiries, Venue Finder Africa reserves the right to suspend, remove or terminate the Venue Profile Page to which the Booking Inquiry relates, or the Venue Provider’s Account (whichever the case may be), as Venue Finder Africa in its absolute discretion shall think fit.
2.6 Once a Venue Provider has acknowledged receipt, the Venue Provider and Customer shall deal directly with one another for the purpose of arranging an Event, and Venue Finder Africa shall have no liability whatsoever to either the Venue Provider or the Customer in relation to any contractual dealings between the Venue Provider and Customer.
2.7 Venue Finder Africa reserves the right to contact either the Venue Provider or the Customer at any time following a Booking Inquiry so as to ascertain the status of the Booking Inquiry and ask for feedback from either party.
2.8 For the avoidance of doubt, the concepts of deemed receipt and acknowledged receipt in this clause 2 shall not in any way prejudice the right of Venue Finder Africa to receive commission on each Booking Inquiry that is made pursuant to clause 4.
- OBLIGATIONS OF THE VENUE PROVIDER
3.1 In creating a venue profile page, the Venue Provider agrees to act at all material times in good faith towards Venue Finder Africa.
3.2 The Venue Provider shall provide Venue Finder Africa at all material times with the information that Venue Finder Africa reasonably requires to carry out its duties, including promotion information for and details of the Services, and information about the Venue Provider.
3.3 In using the Site, the Venue Provider agrees to maintain up to date contact details in connection with the Venue Profile Page, and shall ensure in so far as is reasonably practible that all guide prices and dates on which a given Venue is available for hire in relation to any venue profile page, are accurate.
3.4 The Venue Provider may update any information in connection with the venue profile page, at any time, save that any request made to Venue Finder Africa to update a Venue Profile Page must be made within Venue Finder Africa’s ordinary business hours.
3.5 The Venue Provider agrees to provide prompt evidence of booking to Venue Finder Africa of the following:
- (a) the date it receives a Confirmed Booking;
- (b) the Venue Hire Fee payable for the Event;
- (c) the Invoice Date;
- (d) the date or dates on which payment of the Venue Hire Fee by the Customer becomes due; and
- (e) in the event of a Cancelled Booking, the amount of any non-refundable payment received from the Customer as at the date of cancellation,
no later than three Business Days after it receives a Confirmed Booking or Cancelled Booking (as the case may be).
3.6 The Venue Provider may not advertise guide prices on the Site which are higher than any prices routinely quoted to prospective customers, or advertised elsewhere in the ordinary course of the Venue Provider’s business.
3.7 The Venue Provider is responsible for the accuracy of all images and text which appears on a venue profile page connected to a venue, and shall use all reasonable endeavors to ensure that the content is maintained. Venue Finder Africa may create content on behalf of the Venue Provider if so requested to do so, using information readily available from the public domain, or supplied to it by the Venue Provider.
3.8 The Venue Provider shall ensure that its venues do not infringe any applicable laws, regulations or third party rights (including the use of material which is obscene, indecent, pornographic, seditious, offensive, defamatory, threatening, liable to incite racial hatred or acts of terrorism, menacing, blasphemous or in breach of any third party Intellectual Property Rights) (Inappropriate Content).
3.9 The Venue Provider acknowledges that Venue Finder Africa does not purport to monitor the content of the Site. Venue Finder Africa reserves the right to remove content from the Site where it reasonably suspects such content is Inappropriate Content. Venue Finder Africa shall notify the Venue Provider promptly if it becomes aware of any allegation that any content contained in any venue profile page on the Site may be Inappropriate Content.
3.10 Without prejudice to the rights of Venue Finder Africa pursuant to clause 2.6 the Venue Provider shall be under no obligation to accept a Booking Inquiry.
3.11 In the event that the Venue Provider is unwilling or unable to accept a Booking Inquiry, the Venue Provider agrees that it shall not refer that Booking Inquiry to another entity, unless that entity is another Venue Provider, or an Affiliate, in which case that Affiliate’s attention shall be drawn to these Terms and Conditions and its obligation to pay commission pursuant to clause 4.2.
- COMMISSION AND PAYMENTS
4.1 In consideration of Venue Finder Africa facilitating the making of Booking Inquiries to the Venue Provider, the Venue Provider agrees to, and shall be liable to pay commission to Venue Finder Africa, for any Booking Inquiry which results in a Confirmed Booking, in accordance with the provisions set out in this clause 4.
4.2 The right of Venue Finder Africa to receive commission shall arise at the point at which a Booking Inquiry is made and for the purpose of this clause 4.2, a Booking Inquiry shall deemed to have been made:
- (a) at such time as a Customer first submits their contact details on the Site through a venue profile page belong to the Venue Provider, for the purpose of making contact with the Venue Provider (as timed and recorded by the Site); or
- (b) where a Customer has asked the Venue Finder Africa Team to make contact on its behalf, at such time as the Venue Finder Africa Team first attempt contact with the Venue Provider (whether by way of email, telephone call, through the Site or otherwise) and not the time at which an acknowledgement from the Venue Provider is actually received (whether such receipt is deemed or otherwise); or
- (c) where a member of the Venue Finder Africa Team suggests a Venue Provider to a Customer, at such time as the Venue Finder Africa Team first contact the Customer with the suggestion (whether by way of email, telephone call, through the Site or otherwise) and not the time at which an acknowledgement from the Customer is actually received.
4.3 No commission shall be payable to Venue Finder Africa in respect of a Confirmed Booking where a Customer has first entered into bona fide negotiations with the Venue Provider in respect of the same Event to which a Confirmed Booking relates, in the 3 months immediately prior to making a Booking Inquiry (as described in clause 4.2).
4.4 Where a Venue Provider refers a Customer to an Affiliate in accordance with clause 3.11, for any Booking Inquiry which results in a Confirmed Booking, the Affiliate shall be liable to pay commission to Venue Finder Africa in accordance with the provisions set out in this clause 4.
4.5 For all Confirmed Bookings where money is due from the Customer to the Venue Provider, the following rates of commission will apply:
- (a) in the event of a Completed Booking, an agreed commission of the Venue Hire Fee due from the Customer to the Venue Provider (exclusive of VAT); and
- in the event of a Cancelled Booking, and where the Venue Provider has retained a non-refundable payment from the Customer, an agreed commission of that payment (exclusive of VAT).
4.6 For a Recurring Event, commission at the rate of an agreed commission shall be payable on the aggregate Venue Hire Fee which is due from the Customer to the Venue Provider, for use of the Venue on the first 100 calendar days on which the Recurring Event takes place.
4.7 All payments due to Venue Finder Africa will be subject to VAT at the prevailing rate in force at such time as payment becomes due.
4.8 All Venue Providers pay a non-negotiable an agreed 10% commission rate of commission.
4.9 Venue Finder Africa reserves the right to charge a different rate of commission to that otherwise advertised on the Site or on a case by case basis at its absolute discretion.
4.10 Venue Providers will be invoiced for the payment of commission on the earlier of:
- (a) the date on which a Confirmed Booking is made;
- (b) seven days after the Invoice Date;
- (c) where no invoice is raised by the Venue Provider in respect of the Venue Hire Fee paid by a Customer, the date on which the Venue Hire Fee is paid; or
- (d) where no advance notice has been given to Venue Finder Africa of the Invoice Date, and where Venue Finder Africa has subsequently been made aware of a Confirmed or Completed Booking (by whatever means), on such date as knowledge of the Confirmed or Completed Booking is acquired.
4.11 The due date for all invoices raised by Venue Finder Africa will be 14 days from the date on which any such invoice is raised.
4.12 Venue Finder Africa reserves the right to offer alternate payment terms on a case by case basis at its absolute discretion.
4.13 In the event that invoices are not paid within two weeks of their due date, your venue profile page may be suspended and your credit rating may be affected. If you have any queries about invoices then please contact us directly on email@example.com
4.14 The liability of the Venue Provider for the payment of commission is not subject to, nor conditional upon, the Venue Provider having first received payment (whether invoiced or not) from the Customer in respect of the Confirmed or Completed Booking.
4.15 If a Customer defaults on payment to the Venue Provider commission remains due and payable to Venue Finder Africa. Non-payment from the Customer to the Venue Provider does not affect our terms of payment.
4.16 The Venue Provider may claim back commission already paid in respect of Confirmed Bookings which are subsequently cancelled by the Customer, subject to providing satisfactory evidence of the same to firstname.lastname@example.org, and subject to the deduction of any payment due in respect of the Cancelled Booking under clause 4.3(b).
4.17 The Venue Provider may not claim back commission which has been paid to Venue Finder Africa in respect of a Confirmed Booking which is subsequently cancelled by the Venue Provider.
4.18 Termination of the Venue Provider’s Account (howsoever arising) shall not affect the continuation in force of this clause 4 and the Venue Provider’s obligation to pay commission to Venue Finder Africa in accordance with it in respect of any outstanding Booking Inquiries as at the date on which the venue profile page is terminated.
- INTELLECTUAL PROPERTY & UPLOADING CONTENT
5.1 The Intellectual Property Rights in all software made available and content supplied in connection with the Venue Provider’s use of the Site and/or Services remains the property of Venue Finder Africa and/or its licensors, advertisers and/or content suppliers.
5.2 The Venue Provider will comply with the terms of any agreement required by the owner of Intellectual Property Rights in all software and content supplied to the Venue Provider for the purpose of using the Site and the Venue Provider hereby acknowledges that all software that is not made readily available to it is confidential, and that all other rights including but not limited to database rights and copyright are asserted and reserved by Venue Finder Africa, its licensors, advertisers and content suppliers.
5.3 The Venue Provider must not modify, translate, reverse engineer, decompile, disassemble (except to the extent that applicable laws expressly or impliedly prohibit such restriction) or create derivative works based on any software or any documentation accompanying such software supplied by Venue Finder Africa, its licensors, advertisers or content suppliers, via the Site.
5.4 The Venue Provider shall not reproduce any marketing material created or commissioned by Venue Finder Africa for the Venue Provider for use on the Site, for the Venue Provider’s own external marketing off the Site, without written permission from Venue Finder Africa.
5.5 Any content a Venue Provider uploads to Site will be considered non-confidential and non-proprietary. The Venue Provider retains all of its ownership rights in such content, but is required and agrees pursuant to these Terms and Conditions to grant Venue Finder Africa a limited license to use, store and copy that content and to distribute and make it available to third parties.
5.6 Venue Finder Africa may use any images or other media which has been uploaded to a venue profile page or made publicly available by a Venue Provider, for the purpose of marketing Venue Finder Africa’s services.
5.7 Venue Finder Africa reserves the right to disclose a Venue Provider’s identity to any third party who is claiming that any content posted or uploaded by the Venue Provider to the Site constitutes a violation of their Intellectual Property Rights or of their right to privacy.
5.8 Venue Finder Africa will not be responsible, or liable to any third party, for the content or accuracy of any content posted by Venue Providers or Customers to the Site.
5.9 Venue Finder Africa reserves the right to remove any Venue Profile page, if in Venue Finder Africa’s opinion, that Listing does not comply with acceptable content standards.
- LIMITATION OF LIABILITY
6.1 Venue Finder Africa shall have no authority, and shall not hold itself out, or permit any person to hold itself out, as being authorized to bind the Venue Provider in any way, and shall not do any act which might reasonably create the impression that Venue Finder Africa is so authorized. Venue Finder Africa shall not make or enter into any contracts or commitments or incur any liability for or on behalf of the Venue Provider, including for the provision of Venues or the price for them, and shall not negotiate any terms for the provision of the Venues with the Customers.
6.2 Venue Finder Africa shall disclose to each Customer that it has no authority or ability to negotiate or vary the terms of the Venue Provider or enter into any contract on behalf of the Venue Provider.
6.3 Nothing in these Terms of Service are intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorize any party to make or enter into any commitments for or on behalf of any other party.
6.4 Venue Finder Africa shall not warrant or represent to the Customers that any Venue listed through the Site is of satisfactory quality and/or reasonably fit for any of the purposes for which the Venue is required.
6.5 The Venue Provider acknowledges that if for any reason a Customer is not content with a Venue, the Customer’s claim is against the Venue Provider and the Venue Provider alone.
6.6 Venue Finder Africa shall use its reasonable endeavors to ensure that use of the Site and Services is safe and secure and that the Site is functioning properly.
6.7 Venue Finder Africa offers no guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. Venue Finder Africa may suspend, withdraw, discontinue or change all or any part of the Site without notice and shall not be liable to the Venue Provider if for any reason the Site is unavailable at any time or for any period.
6.8 Venue Finder Africa is responsible for making all arrangements necessary for the Venue Provider to have access to the Site, and the Venue Provider shall be solely responsible for ensuring that use of the Site does not result in any damage to the Venue Provider’s computer systems or data loss which might arise from use of the Site and/or disruption to the Services.
6.9 Venue Finder Africa (including its affiliates, officers, directors, agents and employees) shall not be liable to either the Venue Provider or Customer in contract, tort (including negligence) or otherwise for any business losses, such as loss of data, profits, revenue, business, opportunity, goodwill, reputation or business interruption or for any other losses arising directly or indirectly from:
- (a) use of or an inability to use the Site and/or Services;
- (b) delays or disruptions in the operation of the Site and/or Services;
- (c) viruses or other malicious software which is acquired by accessing the Site, or any site, services, application or tool linked to the Site;
- (d) glitches, bugs, errors, or inaccuracies of any kind in the Site;
- (e) a suspension or other action taken in respect to Venue Profile Page by the Venue Finder Africa Team;
- (f) the duration or manner in which Venue Profile Pages appear in search results;
- (g) the Venue Provider’s need to modify practices, content, or behavior or loss of or inability to do business, as a result of changes to these Terms of Service or our policies (and Venue Finder Africa reserves the right to modify its policies and these Terms of Service at any time consistent with the provisions outlined in these Terms of Service
6.10 Venue Finder Africa cannot confirm, and is not responsible for ensuring, the accuracy or truthfulness of Venue Providers’ or Customers’ purported identities, or the validity of the information which they provide to Venue Finder Africa or post on the Site.
6.11 For the avoidance of doubt, Venue Finder Africa shall not be liable for any loss or damage caused to the Venue Provider arising from the actions or default of any Customer (for whatever reason whatsoever) and Venue Finder Africa makes no representations or warranties to the Venue Provider as to the Customers who may engage with the Venue Provider, as a direct result of Venue Finder Africa carrying out the Services.
- PAID SERVICES
7.1 Venue Finder Africa may in its absolute discretion offer additional, optional Services to the Venue Provider from time to time, for which a one off charge is payable (the “Paid Services”).
7.2 The Paid Services shall be offered in accordance with these terms and any additional provisions as advertised on the Site or otherwise through the Venue Finder Africa Team (in each case as may be varied from time to time).
7.3 The Paid Services may include (but shall not be limited to) an entitlement to receive an unlimited number of Booking Inquiries each month (otherwise capped), consultation with the Venue Finder Africa Team as to the appearance and creation of effective Venue Profile Pages, photography packages, advice as to promotional strategies, premium placement of Venue Profile Pages in highly visible areas of the Site, and direct marketing by the Venue Finder Africa Team on the Venue Provider’s behalf, by way of social media campaigns and marketing, content marketing, conversion rate optimization, search engine optimization, website analytics, newsletters and mail shots, and the organization of promotional events specific to a Venue.
7.4 The Venue Provider accepts that in the course of carrying out the Paid Services, and in particular in respect of marketing activities, Venue Finder Africa may from time to time promote a Venue or Venue Provider through marketing literature or social media platforms, and make such representations on the Venue Provider’s behalf as the Venue Finder Africa Team shall think fit, in order to promote the Venue or Venue Provider.
7.5 Venue Finder Africa shall not in any circumstances have any liability for any losses or damages which may be suffered by the Venue Provider (or any person claiming under or through the Venue Provider), whether the same are suffered directly or indirectly or are immediate or consequential, and whether the same arise in contract, tort (including negligence) or otherwise howsoever, which fall within any of the following categories:
- (a) special damage, even though Venue Finder Africa was aware of the circumstances in which such special damages could arise;
- (b) loss of profits;
- (c) loss of anticipated savings;
- (d) loss of business opportunity;
- (e) loss of goodwill;
- (f) loss of, or damage to (including corruption of), data;
which the Venue Provider believes to have arisen as a result of the actions of Venue Finder Africa in undertaking the Paid Services, provided that this clause 7.5 shall not prevent claims for loss of or damage to the Venue Provider’s tangible property that fall within the terms of clause 7.6 or any other claims for direct financial loss that are not excluded by any of categories (a) to (f) inclusive of this clause 7.5;
7.6 The Venue Provider agrees that, in accepting these Terms of Service, it has not relied on any representations (whether written or oral) of any kind or of any person other than those expressly set out in these Terms of Service or (if it did rely on any representations, whether written or oral, not expressly set out in these Terms) that it shall have no remedy in respect of such representations and (in either case) Venue Finder Africa shall not in any circumstances have any liability otherwise than in accordance with the express Terms of Service set out herein.
7.7 Without prejudice to any other express limitation of liability within these Terms of Service, the total liability of Venue Finder Africa, whether in contract, tort (including negligence) or otherwise in connection with the Paid Services, shall in no circumstances exceed a sum equal to 100% of the Charges payable by the Venue Provider to Venue Finder Africa in the period (as specified and advertised on the site for the Paid Services in question) in which the liability arises.
7.8 Venue Finder Africa offers no representations or warranties as to the effectiveness of the Paid Services for the purpose of generating Booking Inquiries or Confirmed Bookings.
7.9 All amounts due to Venue Finder Africa in respect of the Paid Services shall be paid by the Venue Provider in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
8.1 We will contact you by e-mail, or by providing you with information by posting notices on the Site.
8.2 Notices will be deemed received and properly served immediately when posted on the Site or 24 hours after an email is sent.
9.1 Without affecting any other right or remedy available to it under these Terms of Service, Venue Finder Africa may terminate the Venue Provider’s venue profile page with immediate effect, if:
- (a) the Venue Provider fails to pay any amount due under these Terms of Service on the due date for payment and remains in default not less than 30 days after being notified in writing to make such payment; or
- (b) the Venue Provider commits a material breach of any term of these Terms of Service and such breach is irremediable, or (if such breach is remediable) the Venue Provider fails to remedy that breach within a period of 30 days after being notified in writing to do so.
9.2 The Venue Provider may terminate its venue profile page at any time, or request that one or more venue profile pages be taken down from the Site at any time, by sending an email to Venue Finder Africa.
9.3 Venue Finder Africa may terminate or suspend any part of the Services at any time, without giving notice to the Venue Provider.
9.4 Termination of the venue profile page by either the Venue Provider or Venue Finder Africa, or termination of the Services by Venue Finder Africa (as the case may be) shall not affect any rights, remedies, obligations or liabilities that the parties have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Terms and Conditions which existed at or before the date of termination.
The Venue Provider agrees to indemnify, defend and hold harmless Venue Finder Africa, its directors, officers, employees, consultants, agents, and Affiliates, from any and all third party claims, liability, damages and/or costs (including, but not limited to, legal fees) arising from, without limitation, the Venue Provider’s use of the Site and Services, any breach of these Terms of Service, infringement of any Intellectual Property Rights or any other right of any person or entity, or breach of any duty of confidence or privacy, or any defamatory statements made by the Venue Provider in any form.
No failure or delay by Venue Finder Africa to exercise any right or remedy provided under these Terms of Service or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
Venue Finder Africa reserves the right to vary these Terms of Service unilaterally from time to time. You should regularly check and read the Terms of Service for any updates and/or amendments. If you do not agree to any of the updates or amendments at any time you should cease to use the Site and/or Services.
If any provision or part-provision of these Terms of Service becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms of Service.
- GOVERNING LAW AND JURISDICTION
14.1 These Terms of Service and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Kenya.
14.2 Each party irrevocably agrees that the courts of Kenya shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms of Service or their subject matter or formation (including non-contractual disputes or claims).