Show & Tour

Terms Of Use

Version Date: March 8, 2024

The Terms of Use (“Terms”) contained in this Terms of Use Agreement (“Agreement”) constitute a legally binding agreement between You, whether personally or on behalf of an entity (“user” or “you”) and Show & Tour LLC and its affiliated companies (collectively, “Show & Tour” or “we” or “us” or “our”), concerning your access to and use of the Show & Tour platform, website (https://showandtour.com), and other services, as well as any other media form, media channel, mobile website, or mobile application related or connected thereto (collectively, the “Website”).

By accessing and using the Website, including but not limited to showandtour.com and its affiliated and/or linked sites, you accept and agree to be bound by these Terms.

 

I. Your Acceptance of Agreement & Terms

 

These Terms apply to all users of the Website. By using this Website, you represent to us that you are at least 18 years old and you agree to comply with and be bound by these Terms with Show & Tour. If you do not agree to these Terms, or if you are under 18 years old, no license is granted, and you are not authorized to access or use the Website.

 

II. Your Payment Obligations and Authorization

 

You may be required to purchase or pay a fee to access the Website and some of our services. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Website. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. We bill you through an online billing account for purchases made via the Website. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time.​You agree to pay all charges or fees at the prices then in effect for your purchases, and you authorize us to charge your chosen payment provider for any such amounts upon making your purchase. If your purchase is subject to pre-authorized charges, then you consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge, until you notify us of your cancellation.​We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment. We also reserve the right to refuse any order placed through the Website.

All transactions are conducted in U.S. dollars unless otherwise specified and are subject to applicable tax laws. You agree to bear all applicable taxes, fees, and charges incurred through your transaction with Show & Tour.

By providing your payment information and confirming your transaction, you are entering into a legally binding agreement to purchase the products or services subject to these terms, and you agree to abide by any terms, conditions, and limitations associated with such products or services.

 

III. Return Policy

 

By agreeing to these Terms, you acknowledge and agree to be bound by Show & Tour’s Return Policy, available at https://showandtour.com/return-policy/, which is incorporated by reference into this Agreement. You further represent that you reviewed the Return Policy prior to agreeing to these Terms. Your decision to proceed with any transaction with Show & Tour affirms your understanding and acceptance of the Return Policy.

 

IV. Your Representations to Show & Tour

 

a. Regarding Your Use of the Website

By using the Show & Tour Services, you represent and warrant that:

  1. all registration information you submit is truthful and accurate;
  2. you will maintain the accuracy of such information;
  3. you will keep your password confidential and will be responsible for all use of your password and account;
  4. you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use this Website; and
  5. your use of the Show & Tour Services does not violate any applicable law or regulation.

You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Website’s registration form and (b) maintain and promptly update registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Show & Tour has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Show & Tour has the right to suspend or terminate your account and refuse any and all current or future use of the Website (or any portion thereof).

We reserve the right to remove or reclaim or change a username you select if we determine appropriate in our discretion, such as when the username is obscene or otherwise objectionable or when a trademark owner complains about a username that does not closely relate to a user’s actual name.

b. Regarding Content You Provide

The Website may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute or broadcast content and materials to Show & Tour and/or the public via the Website, including, without limitation, text, writings, video, audio, photographs, graphics, comments, suggestions or personally identifiable information or other material (collectively “Contributions”). When you create or make available a Contribution, you thereby represent and warrant that:

  1. the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your Contribution does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret or moral rights of any third party;
  2. you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize Show & Tour and the Website users to use your Contributions as necessary to exercise the licenses granted by you under this Agreement;
  3. you have the written consent, release, and/or permission of each and every identifiable individual person in the Contribution to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Contribution in the manner contemplated by this Website;
  4. your Contribution is not obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable (as determined by Show & Tour), libelous or slanderous, does not ridicule, mock, disparage, intimidate or abuse anyone, does not advocate the violent overthrow of any government, does not incite, encourage or threaten physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
  5. your Contribution does not contain material that solicits personal information from anyone under 18 or exploit people under the age of 18 in a sexual or violent manner, and does not violate any federal or state law concerning child pornography or otherwise intended to protect the health or well-being of minors;
  6. your Contribution does not otherwise violate, or link to material that violates, any provision of this Agreement or any applicable law or regulation;
  7. you have saved your Contribution(s) in one or more other locations, as the Website is not intended to be the sole repository for your Contributions and you are prohibited from using it in that manner.

V. Your Intellectual Property Rights and Licensing of Contributions

 

When you post Contributions to any part of the Website or make them accessible by linking your account from any of your social network accounts, you are granting Show & Tour a limited, revocable, non-exclusive, and non-transferable license to host, use, or display your Contributions solely for the purpose of operating, promoting, and improving our services. This license is necessary for Show & Tour to provide its service effectively and does not allow Show & Tour to use your Contributions for any other purpose.

It is important to underscore that you, the user, maintain ownership of all your Contributions and associated content. Show & Tour acknowledges your ownership and asserts limited proprietary rights over your Contributions and only to the extent those rights are necessary to operate the Website and provide the services for which you pay Show & Tour. As such, these Contributions remain under your dominion, and any intellectual property rights or other proprietary rights associated with your Contributions are retained by you.

Show & Tour commits to not selling, distributing, or providing access to your Contributions to any third party without your explicit consent, unless otherwise permitted under these Terms or required by law. This assurance distinguishes our platform from others and ensures that you have full control over the use and distribution of your work.

You grant Show & Tour the right to perform necessary actions related to your Contributions, such as hosting, displaying, and performing, within the confines of our service. However, any alteration, redistribution, or commercial exploitation of your Contributions beyond what is necessary for Show & Tour to provide its service, maintain its legal obligations, and enforce its content and cloud guidelines will require your direct authorization.

Show & Tour retains the right, in our sole discretion, to edit, redact, or change any Contributions and to re-categorize or delete any Contributions that are deemed inappropriate or in violation of this Agreement. Nonetheless, these rights are exercised under the premise of maintaining the integrity and functionality of the service, without infringing upon your ownership rights and the agreed-upon limitations of usage.

 

VI. Show & Tour’s Intellectual Property Rights

 

The content on the Website (“Show & Tour Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to Show & Tour, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Show & Tour Content includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics. All Show & Tour graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, common law trademarks or trade dress of Show & Tour in the United States and/or other countries. Show & Tour’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Show & Tour.

Show & Tour Content on the Website is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the Show & Tour Content and to download or print a copy of any portion of the Show & Tour Content to which you have properly gained access solely for your personal, non-commercial use. Show & Tour reserves all rights not expressly granted to you in and to the Website and Show & Tour Content and Marks.

 

VII. Permissible Uses of Website

 

The Website provides the following services: software for real estate and architectural photographers (including but not limited to videographers, virtual tour providers, and related services) (collectively, “Show & Tour Services”). The Website may only be used for purposes related to the Show & Tour Services offered. Use of the Website for any other purposes is grounds for immediate termination of your access to the Website.

 

VIII. Prohibited Uses of Website

 

You may not access or use the Website for any other purpose other than that for which Show & Tour makes it available. The Website may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by Show & Tour as addressed in these Terms. Prohibited activity includes, but is not limited to:

  1. attempting to bypass any measures of the Website designed to prevent or restrict access to the Website, or any portion of the Website;
  2. attempting to impersonate another user or person or using the username of another user;
  3. criminal or tortious activity;
  4. deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way making up a part of the Website;
  5. deleting the copyright or other proprietary rights notice from any Website content;
  6. engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools;
  7. interfering with, disrupting, or creating an undue burden on the Website or the networks or services connected to the Website, including but not limited to the storage of unreasonably large quantities of data for the uses permitted by the Website;
  8. making any unauthorized use of the Show & Tour Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;
  9. selling or otherwise transferring your profile;
  10. systematic retrieval of data or other content from the Website to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Show & Tour;
  11. tricking, defrauding or misleading Show & Tour and other users, especially in any attempt to learn sensitive account information such as passwords;
  12. using any information obtained from the Website in order to harass, abuse, or harm another person;
  13. using the Show & Tour Services as part of any effort to compete with Show & Tour or to provide services as a service bureau; and/or,
  14. using the Website in a manner inconsistent with any and all applicable laws and regulations.

 

IX. Cloud Storage & Your Duty to Backup Your Works and Contributions

 

The cloud storage space provided by Show & Tour is to be used exclusively for you to host and manage real estate and architectural photographs, videos, virtual tours, descriptions, and directly related materials in your capacity as a user of the Website and a customer of Show & Tour.

The Website is not a generic cloud service platform. Users are strictly prohibited from utilizing the Show & Tour cloud storage for saving, sharing, or hosting any content that does not pertain to real estate, architecture, or their professional activities related to Show & Tour Services. This includes, but is not limited to, personal media, documents unrelated to real estate transactions or portfolios, or any other content that falls outside the scope of real estate or architectural photographs, videos, virtual tours, descriptions, and their direct applications.

Violation of this provision will prompt a review of the offending account and can lead to its immediate termination, in Show & Tour’s absolute discretion. Show & Tour reserves the right to enforce these terms strictly to ensure the cloud service remains highly optimized and relevant for professional real estate photography needs. Users found to be storing materials that contravene the intended purpose of this cloud service will face account cancellation to preserve the integrity and functionality of the platform for all users.

Similarly, Show & Tour is not, nor does it intend to be, the sole repository for your works and Contributions. You must save your works and Contributions in one or more other locations to ensure their safety. By agreeing to these Terms and this Agreement, you agree that (1) you will save your works and Contributions in one or more other locations besides the Show & Tour Website or platform and (2) that you will release and hold harmless Show & Tour for the loss of any works or Contributions caused by your failure to save your works and Contributions in one or more other locations besides the Show & Tour Website or platform.

If you delete any data stored on the Website, including but not limited to your Contributions, Show & Tour has no way to recover your deleted data. Do not delete any data without first backing it up elsewhere.

X. Submissions

 

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website or the Show & Tour Services (“Submissions”) provided by you to Show & Tour are non-confidential and Show & Tour (as well as any designee of Show & Tour) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

 

XI. Third Party Websites and Content

 

The Website integrates with and provides links to Third Party Websites, including but not limited to cloud storage and payment solutions (“Third Party Services”), along with articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items originating from third parties (the “Third Party Content”). While these integrations and contents facilitate your experience and the utility of Show & Tour Services, we do not control, endorse, or assume responsibility for the accuracy, functionality, or any aspect of Third Party Services or Third Party Content.

We do not investigate, monitor, or check for accuracy, appropriateness, or completeness of any Third Party Services or Third Party Content. Accordingly, Show & Tour disclaims any responsibility for such external sites or resources. Your use of Third Party Services through Show & Tour, including your data or any personal information shared with or collected by such Third Party Services, is at your own risk and subject to the terms of service and privacy policies of such Third Parties.

You acknowledge that any use of Third Party Services through Show & Tour is not governed by Show & Tour’s terms and policies. We encourage you to be aware when you leave our Website and to read the terms and conditions and privacy policy of each Third Party Service you use. If you decide to access any Third Party Websites, use or install any Third Party Content, or engage in any purchases through Third Party Services, such actions are between you and the applicable third party, and Show & Tour has no liability whatsoever in such engagements. Show & Tour reserves the right, without liability, to disable or remove integrations with any Third Party Services at our discretion.

 

XII. Use and Storage of Data about You; Privacy Policy

 

Our Website will maintain certain data that you transfer to the Website for the purpose of the performance of the Show & Tour Services, as well as data relating to your use of the Show & Tour Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the Show & Tour Services. You agree that Show & Tour shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against Show & Tour arising from any such loss or corruption of such data.

We care about the privacy of our users. By accepting these Terms and using the Website and/or Show & Tour Services, you consent to and agree to be bound by Show & Tour’s Privacy Policy, which is available at https://showandtour.com/privacy-policy/ and is incorporated by reference herein. All information provided to us as a result of your use of the Website will be handled in accordance with our Privacy Policy. In consideration of your use of the Website, you agree that to the extent you provide personal information to the Website it will be true, accurate, current, and complete and that you will update all personal information as necessary. To the extent there are inconsistencies between these Terms and our Privacy Policy, these Terms control.

 

XIII. Consent to Receive Electronic Mail and SMS/Text Messages from Show & Tour.

 

By agreeing to these Terms, you agree by electronic signature to be contacted by Show & Tour through a live agent, electronic mail (to the email you provide Show & Tour), artificial or prerecorded voice, and automated SMS text at any residential or cellular number provided to Show & Tour, dialed manually or by autodialer.

 

XIV. Use of Email and SMS Functionality on the Website

 

Show & Tour may, at times, provide customers with the ability to send e-mail and SMS correspondence utilizing the Website. These e-mail and SMS functionalities may be used solely for correspondence related to Show & Tour Services and for no other purpose. You agree that prior to sending any e-mail or SMS correspondence to any person using the Show & Tour Website, you will obtain advance written affirmative consent from the recipient indicating their willingness to receive e-mail and/or SMS correspondence from you and Show & Tour. You also agree to provide a meaningful opportunity for any recipient to opt out of receiving any additional e-mail or SMS correspondence from you via the Show & Tour Website and that you will honor any opt outs you receive as required by law. You further agree to indemnify and hold harmless Show & Tour for any and all claims arising out of your use of any e-mail and/or SMS functionality offered by Show & Tour, including but not limited to any actual or potential liability for e-mail or SMS messages that you cause to be sent to any person using the Show & Tour Website.

 

XV. Compliance with Laws

 

Show & Tour makes no representation that the Website is appropriate or available in locations other than where it is operated by Show & Tour. The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Show & Tour to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Website from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

You shall maintain knowledge of and comply with all applicable federal and state laws, rules, and regulations, and shall not knowingly participate or assist in any violation of such laws, rules or regulations. Without limiting the broad nature of the foregoing sentence, you affirmatively represent and agree that if you avail yourself of the benefit of any e-mail or SMS messaging functionality provided by Show & Tour, you will make yourself aware of all applicable state and federal laws related thereto, including but not limited to the Telephone Consumer Protection Act and the CANSPAM Act, and will abide by those laws at all time.

 

XVI. Terms of Service may be Amended by Show & Tour at any Time

 

Show & Tour reserves the right to amend, alter, or change these Terms at any time, with or without notice. Each time you use the Website, the current version of the Terms will be made available. Each time you use the Website you should check the date of the posted Terms and review any changes since the last time you used the Website. You agree to be bound by any additional or changed Terms and your continued use of the Website following any changes to the Terms constitutes your agreement to be bound by the revised terms. Supplemental terms and conditions or documents that may be posted on the Website from time to time, are hereby expressly incorporated into this Agreement by reference.

Show & Tour may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Website for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement shall be effective after posting.

Show & Tour reserves the right at any time to modify or discontinue, temporarily or permanently, the Show & Tour Services (or any part thereof) with or without notice. You agree that Show & Tour shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Show & Tour Services.

 

XVII. Site Management

 

Show & Tour reserves the right but does not have the obligation to:

  1. monitor the Website for violations of this Agreement;
  2. take appropriate legal action against anyone who, in Show & Tour’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;
  3. in Show & Tour’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any Show & Tour policy;
  4. in Show & Tour’s sole discretion and without limitation, notice or liability to remove from the Website or otherwise disable all files and content that are excessive in size or are in any way burdensome to Show & Tour’s systems;
  5. otherwise manage the Website in a manner designed to protect the rights and property of Show & Tour and others and to facilitate the proper functioning of the Website.

 

XVIII. Digital Millennium Copyright Act Policy

 

We take claims of copyright infringement seriously and will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the Website infringe your copyright, you may request removal of those materials pursuant to Show & Tour’s Digital Millennium Copyright Act Policy, which is available at https://showandtour.com/dmca-policy/ and incorporated herein by reference.

 

XIX. Term and Termination of this Agreement

 

This Agreement shall remain in full force and effect while you use the Website or are otherwise a user or member of the Website, as applicable. You may terminate this Agreement at any time, for any reason or for no reason, by deleting your Service account by contacting us at [email protected]. You agree that the Company, in its sole discretion and for any or no reason, may terminate this Agreement, your account or your use of the Service, at any time and without notice. The Company may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that the Company shall not be liable to you or any third-party for any such termination. Sections IV, VI, VII, VIII, IX, X, Xi, XII, XIII, XIV, XV, XVI, XVII, XVIII, XIX, XX, XXI, and XXIII, and any other provisions herein necessary to effectuate this Agreement and protect or enforce Show & Tour’s rights hereunder, will survive any termination of this Agreement.

Without limiting any other provision of this agreement, Show & Tour reserves the right to, in Show & Tour’s sole discretion and without notice or liability, deny access to and use of the website and the Show & Tour Services, to any person for any reason or for no reason at all, including without limitation for breach of any representation, warranty or covenant contained in this agreement, or of any applicable law or regulation, and Show & Tour may terminate your use or participation in the website and the Show & Tour Services, delete your profile and any content or information that you have posted at any time, without warning, in Show & Tour’s sole discretion.

In order to protect the integrity of the Website and Show & Tour Services, Show & Tour reserves the right at any time in its sole discretion to block certain IP addresses from accessing the Website and Show & Tour Services.

If Show & Tour terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, Show & Tour reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

 

XX. Dispute Resolution

 

a. Between Users

If there is a dispute between users of the Website, or between users and any third party, you understand and agree that Show & Tour is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Show & Tour, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Show & Tour Services.

b. With Show & Tour

All questions of law, rights, and remedies regarding any act, event or occurrence undertaken pursuant or relating to this Website or the Show & Tour Services shall be governed and construed by the laws of the State of Kansas, excluding such state’s conflicts of law rules. Any legal action of whatever nature by or against Show & Tour arising out of or related in any respect to this Website and the Show & Tour Services shall be brought solely in either the applicable federal or state courts located in or with jurisdiction over Johnson County, State of Kansas; subject, however, to the right of Show & Tour, at the Show & Tour’s sole discretion, to bring an action to seek injunctive relief to enforce this Agreement or to stop or prevent an infringement of proprietary or other third party rights (or any similar cause of action) in any applicable court in any jurisdiction where jurisdiction exists with regard to a user. You hereby consent to (and waive any challenge or objection to) personal jurisdiction and venue in the above-referenced courts. Application of the United Nations Convention on Contracts for the International Sale of Goods is excluded from this Agreement. In no event shall any claim, action or proceeding by you related in any way to the Website and/or the Show & Tour Services (including your visit to or use of the Website and/or the Show & Tour Services) be instituted more than two (2) years after the cause of action arose.

You will be liable for any attorneys’ fees and costs if we have to take any legal action against or involving you to enforce this Agreement.

 

XXI. Disclaimers

 

Show & Tour cannot control the nature of all of the content available on the Website. By operating the Website, Show & Tour does not represent or imply that Show & Tour endorses any blogs, contributions or other content available on or linked to by the Website, including without limitation content hosted on third party websites or provided by third party applications, or that Show & Tour believes contributions, blogs or other content to be accurate, useful or non-harmful. We do not control and are not responsible for unlawful or otherwise objectionable content you may encounter on the Website or in connection with any contributions. The Show & Tour is not responsible for the conduct, whether online or offline, of any user of the Website or Show & Tour Services.

You agree that your use of the website and Show & Tour Services will be at your sole risk. To the fullest extent permitted by law, Show & Tour, its officers, directors, employees, and agents disclaim all warranties, express or implied, in connection with the website and the Show & Tour Services and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Show & Tour makes no warranties or representations about the accuracy or completeness of the website’s content or the content of any websites linked to this website and assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of content and materials, (b) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of our website, (c) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (d) any interruption or cessation of transmission to or from the website or Show & Tour Services, (e) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the website by any third party, and/or (f) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the website. Show & Tour does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the website or any hyperlinked website or featured in any banner or other advertising, and Show & Tour will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate.

 

XXII. Limitation of Liability

 

In no event shall Show & Tour or its directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special or punitive damages, including lost profit, lost revenue, loss of data or other damages arising from your use of the website or Show & Tour Services, even if Show & Tour has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, Show & Tour’s liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to Show & Tour for the Show & Tour Services during the period of three (3) months prior to any cause of action arising.

If you are a California resident, you waive California civil code section 1542, which says: “a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

 

XXIII. Indemnity

 

You agree to defend, indemnify and hold Show & Tour, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the Show & Tour Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, Show & Tour reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Show & Tour, and you agree to cooperate, at your expense, with Show & Tour’s defense of such claims. Show & Tour will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

 

XXIV. Electronic Contracting

 

Your use of the Show & Tour Services includes the ability to enter into agreements and/or to make transactions electronically. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by and to pay for such agreements and transactions. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into relating to the Show & Tour Services, including notices of cancellation, policies, contracts, and applications. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

 

XXV. Miscellaneous

 

a. Entire Agreement

This Agreement constitutes the entire agreement between you and Show & Tour regarding the use of the Show & Tour Services.

b. No Waiver by Show & Tour

The failure of Show & Tour to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.

c. Governing Law, Jurisdiction, and Venue.

These Terms and Privacy Policy will be governed under the laws of the State of Kansas without regard to its conflicts of law provisions. All actions or proceedings arising out of or relating to these Terms will be adjudicated exclusively in the state or federal court of competent jurisdiction for the City of Kansas City. You hereby irrevocably consent and submit to the personal jurisdiction of said courts for all such purposes. Notwithstanding the foregoing, the Website may also bring legal proceedings in any jurisdiction where we believe that infringement of these Terms is taking place or originating.

d. Headings

The section titles in this Agreement are for convenience only and have no legal or contractual effect.

e. Severability

This Agreement operates to the fullest extent permissible by law. If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

f. Assignment

This Agreement and your account may not be assigned by you without our express written consent. Show & Tour may assign any or all of its rights and obligations to others at any time.

g. Force Majeure

Show & Tour shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Show & Tour’s reasonable control.

h. Your Cooperation with Show & Tour

Upon Show & Tour’s request, you will furnish Show & Tour any documentation, substantiation or releases necessary to verify your compliance with this Agreement.

i. No Joint Venture or Agency

There is no joint venture, partnership, employment or agency relationship created between you and Show & Tour as a result of this Agreement or use of the Website and Show & Tour Services.

j. Notices

You agree that any notice which Show & Tour chooses to serve or is required to serve upon you may be served at the electronic and/or physical address you provide to Show & Tour. Any notice to Show & Tour required by this Agreement or by law must be sent to:

Show & Tour LLC
420 Nichols Road
2nd Floor
Kansas City, MO 64112
Email: [email protected]