Exchange Terms of Service

www.kidandcoe.com

last updated February 3, 2017

Kid & Coe (“Kid & Coe,” “we,” “us,” or “our”) welcomes you. We’re really excited that you have decided to access and use our online platform (the “Kid & Coe Exchange”), which is made available to you through our website located at www.kidandcoe.com (the “Website”). These Terms of Service govern your use of the Kid & Coe Exchange on condition that you accept these Terms of Service, and confirm your acceptance of the Privacy Policy and Terms of Use posted on the Website (collectively, the “Agreement”). The terms “You” or “Your” refers to the person accessing or using the Kid & Coe Exchange. If you are entering into this Agreement on behalf of a legal entity, you represent that you have the authority to bind such entity to this Agreement, in which case the terms “You” or “Your” refers to such entity. BY CLICKING THE “ACCEPT” BUTTON, YOU ACKNOWLEDGE THAT YOU HAVE REVIEWED AND ACCEPT THE AGREEMENT. IF YOU DO NOT ACCEPT THE AGREEMENT, OR DO NOT HAVE AUTHORITY TO BIND THE ENTITY TO THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THE KID & COE EXCHANGE. Unless otherwise stated herein, all defined terms shall have the meaning set forth in the Terms of Use and Privacy Policy.

Description of Kid & Coe Exchange

Kid & Coe Exchange is an online platform that allows users (each, a “User”) offering to exchange their homes or other accommodations (each, a “Property”) to connect with Users seeking to exchange their Properties. Through the Kid & Coe Exchange, Users may create listings for Properties that are available for exchange; Users interested in the Properties respond with a proposal with information including but not limited to, the dates on which the User would like the exchange to happen; and if the parties agree on the terms of the exchange, the parties provide their travel plans to each other.

You understand and agree that Kid & Coe is not: (a) a party to any exchange, swap or other agreements between the Users; (b) a real estate broker, agent or insurer; (c) an owner or manager for any Property listed on the Kid & Coe Exchange; or (d) a provider or operator of hotel rooms, motel rooms, other lodgings or travel services.

The Kid & Coe Exchange is made available to you on a subscription basis (“Subscription”). Subject to the terms and conditions of this Agreement, Kid & Coe grants User a non-exclusive, non-transferable, non-sublicensable and revocable license to access and use the Kid & Coe Exchange.

Use of Personal Information

Your use of the Kid & Coe Exchange may involve the transmission to us of certain Personal Information. Our policies with respect to the collection and use of such Personal Information are governed according to our Privacy Policy (located at https://www.kidandcoe.com/privacy-policy), which is hereby incorporated by reference in its entirety.

Registration

During the online registration process, you will be asked to provide your name, email address and other information, and create a user name and password for your account. You represent and warrant that all registration information you submit is truthful and accurate and you will maintain the accuracy of such information. You are solely responsible for the confidentiality of your user account, as well as for its use and misuse. You will promptly inform us of any need to deactivate a user name or password. We reserve the right to delete or change your user name and/or password at any time and for any reason. Kid & Coe is under no obligation to accept any individual as a User, and may accept or reject any applicant in its sole and complete discretion.

Community Guidelines

Kid & Coe’s community, like any community, functions best when its people follow a few simple rules. By accessing and/or using the Kid & Coe Exchange, you hereby agree to comply with these community rules and that:

  • You will comply with all applicable laws in your use of the Kid & Coe Exchange and will not use the Kid & Coe Exchange for any unlawful purpose;
  • You will not access or use the Kid & Coe Exchange to collect any market research for a competing business;
  • You will not upload, post, e-mail, transmit, or otherwise make available any content that:
    • infringes any copyright, trademark, right of publicity, or other proprietary rights of any person or entity; or
    • is threatening, tortious, defamatory, libelous, indecent, obscene, pornographic, invasive of another’s privacy, or promotes violence; or
    • discloses any sensitive information about another person, including that person’s e-mail address, postal address, phone number, credit card information, or any similar information;
  • You will not “stalk” or otherwise harass another;
  • You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • You will not decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Kid & Coe Exchange;
  • You will not circumvent, remove, alter, deactivate, degrade, or thwart any of the protections in the Kid & Coe Exchange;
  • You will not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Kid & Coe Exchange, or the Kid & Coe Exchange, directly or indirectly, except for Internet search engines (e.g., Google) and non-commercial public archives (e.g., archive.org) that comply with our robots.txt file;
  • You will not use, frame, or utilize framing techniques to enclose any Kid & Coe’ trademark, logo, or other proprietary information (including the images found at the Kid & Coe Exchange, the content of any text, or the layout/design of any page or form contained on a page) without Kid & Coe’ express written consent;
  • You will not use meta tags or any other "hidden text" utilizing a Kid & Coe’ name, trademark, or Product name without Kid & Coe’ express written consent;
  • You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure;
  • You will not interfere with or attempt to interrupt the proper operation of the Kid & Coe Exchange through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Kid & Coe Exchange through hacking, password or data mining, or any other means; and
  • If you find something that violates our Community Guidelines, please let us know, and we’ll review it.

We reserve the right, in our sole and absolute discretion, to deny you access to the Kid & Coe Exchange, or any portion of the Kid & Coe Exchange, without notice, and to remove any comments that do not adhere to these guidelines.

Accommodation Listings

Once registered, Users may create listings for Properties that they are legally authorized to list for exchange. Kid & Coe will ask you to provide information about the Property to be listed, such as its address, square footage/meters, number of rooms/bedrooms/bathrooms, features, neighborhood, deposit preferences, financial terms and standards, and the rules and instructions governing permissible use of the Property.

Users listing any Property acknowledge and agree that they are solely responsible for any and all listings they post. Accordingly, each User represents and warrants that any listing and any stay by any User at any such Property will be in compliance with all applicable laws, tax requirements, rules, regulations zoning laws and laws governing swapping of residential and other properties, will not breach any agreements with any third parties, and will not conflict with the rights of third parties. You are solely responsible for evaluating the listed Properties and ensuring that they comply with applicable law.

Trial Period

We will provide the Platform to you free of charge for a period of thirty (30) days from the date on which your listing goes live (“Trial Period”). You may cancel your Subscription at any time during the Trial Period by providing written notice to us. If you do not cancel your Subscription before the end of the Trial Period, you will be charged the applicable Subscription Fees (as defined below).

Fees, Payments, and Automatic Renewals

You agree to pay all applicable Subscription fees made known to you during registration (“Fees”). We may use a third party payment vendor (“Third-Party Payment Vendor”) to process your payment of Fees. You warrant and represent that you are the valid owner or an authorized user, of the credit card or other payment card to such Third Party Payment Vendor, and that all information you provide is accurate.

IT IS IMPORTANT TO NOTE THAT WHEN YOU SIGN UP FOR A SUBSCRIPTION (MONTHLY, OR YEARLY), YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW UNTIL YOU CANCEL IT. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME BY NOTIFYING US IN WRITING, AND THE CANCELLATION WILL TAKE EFFECT THE FOLLOWING MONTH. AGAIN, IF YOU DO NOT CANCEL, THEN YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW UNDER THE SAME SUBSCRIPTION.

We reserve the right to change any of the fees that we charge, or to institute new or additional fees, at any time upon notice to you.

Insurance

Kid & Coe does not provide liability or property insurance for Users. Users are solely responsible for obtaining insurance coverage sufficient to protect their Properties and other Users during the entire duration of the swap. Users agree that they have or will obtain the appropriate insurance coverage sufficient to cover all property and bodily harm arising from the exchange of the Property they list through the Kid & Coe Exchange prior to the arrival of the User which whom the exchange is going to take place. Users further agree to maintain and increase the insurance amounts, as needed, so as to carry all appropriate and adequate amounts through the departure date of any User booked through the Kid & Coe Exchange. Kid & Coe recommends that Users carry all applicable travelers, liability, renters, homeowner’s and any other appropriate insurance to cover any losses to person and/or property during each User’s stay. Please contact your insurance broker, carrier or respective provider to be sure your coverage encompasses other Users within the premises of your home for the duration of their stay. Users agree to provide Kid & Coe copies of relevant proof of coverage upon request.

Security Deposit Policy

Users are given the option in their account settings to specify a security deposit up to 5,000 $/€/£, which will be applied to every swap of the User Properties (“Security Deposit”). The Security Deposit will be charged to the guest User only if there is damage to the Property. To avoid conflicts and breakages, we recommend that all breakables and items of value are stored out of the way of the smallest guests. We also understand accidents happen, so we encourage our Users to work together cooperatively on a voluntary basis to resolve any claimed property damage. A User must submit a damage claim to Kid & Coe (via email to team@kidandcoe.com), within 48 hours of the guest User’s departure. Kid & Coe shall use commercially reasonable efforts to forward such claim to the applicable guest User. Any such claims must specify the claimed damages in writing and provide photographs. Upon request, Kid & Coe may, at its sole discretion, endeavor to assist Users in resolving the claim(s). Notwithstanding the foregoing, Users are solely responsible for pursuing and/or resolving any and all claims or disputes by or among them, or with a third party, that may arise in connection with the Property, including, but not limited to, filing legal and/or equitable claims, and notifying insurance companies. The guest Users’ credit card will be charged for the amount of the Security Deposit, or portion thereof, that the parties agree is owed in connection with the property damages claim. The guest User will be responsible for the 3% credit card fee associated with processing the security deposit.

Compliance with Applicable Laws

COMPLIANCE WITH APPLICABLE LAWS The Kid & Coe Exchange is based in the United States. We make no claims concerning whether the content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Kid & Coe Exchange, or the content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

Disclaimer of Warranties

KID & COE, ITS AFFILIATES, AND ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY THE “KID & COE PARTIES”) HEREBY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS ABOUT THE KID & COE EXCHANGE, OR THE CONTENT (THE “MATERIALS”) INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. THE MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND. YOU AGREE THAT YOU USE THE MATERIALS ENTIRELY AT YOUR OWN RISK. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE MATERIALS SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. THE KID & COE PARTIES DO NOT REPRESENT, WARRANT OR GUARANTEE THAT THE MATERIALS WILL BE FREE FROM VIRUSES OR MALWARE, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE MATERIALS. NONE OF KID & COE PARTIES WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE KID & COE EXCHANGE, ANY THIRD PARTY WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND NONE OF KID & COE PARTIES WILL BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND/OR OTHER USERS AND/OR 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.

THE KID & COE PARTIES DO NOT ENDORSE ANY USER, PROPERTY, OR ANY CONTENT (INCLUDING, WITHOUT LIMITATION, ANY OPINION, RECOMMENDATION OR ADVICE EXPRESSED BY ANY USER). YOU ACKNOWLEDGE THAT THE KID & COE EXCHANGE MERELY PROVIDE A VENUE THAT ALLOWS USERS TO CONNECT WITH EACH OTHER. NONE OF THE KID & COE PARTIES IS A PARTY TO, OR HAS ANY RESPONSIBILITY OR LIABILITY WITH RESPECT TO, ANY TRANSACTION, COMMUNICATION OR INTERACTION BETWEEN USERS OR FOR ANY RESULTS CAUSED BY USING THE KID & COE EXCHANGE, INCLUDING WITHOUT LIMITATION, ANY PERSONAL INJURY OR PROPERTY DAMAGE. NONE OF THE KID & COE PARTIES IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY IN CONNECTION WITH THE FOREGOING.

Limitation of Liability

UNDER NO CIRCUMSTANCES WILL ANY OF KID & COE PARTIES BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THIS KID & COE EXCHANGE OR THE CONTET. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THE KID & COE EXCHANGE AND THE CONTENT. IN NO EVENT SHALL THE KID & COE PARTIES, OR ANY OF THEM, BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM BUSINESS INTERRUPTION) RESULTING FROM YOUR USE OR INABILITY TO USE THE MATERIALS, OR YOUR PURCHASE OR EXCHANGE OF PROPERTIES, PRODUCTS OR SERVICES AVAILABLE THROUGH THE KID & COE EXCHANGE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF THE KID & COE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE LESSER OF (I) ONE HUNDRED DOLLARS, OR (II) THE AMOUNT PERMITTED BY APPLICABLE LAW.

YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH ANY OF THE MATERIALS IS TO STOP USING THE KID & COE EXCHANGE.

Indemnification

You agree to defend, indemnify, and hold Kid & Coe Parties harmless from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (i) your breach of this Agreement; (ii) your access to, use, or misuse of the Content, or the Kid & Coe Exchange; (iii) any content provided through your account; (iv) your violation of any third-party right, including without limitation any copyright, trademark, property, or privacy right; and (v) any claims brought against Kid & Coe by a User as a result of your acts or omissions.

Termination

We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Content and/or the Kid & Coe Exchange at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Content and/or the Kid & Coe Exchange at any time without prior notice or liability. You may terminate this Agreement at any time upon the provision of written notice to us by email to: team@kidandcoe.com, or via hard copy mail directed to: 41 East 11th Street, Suite 99, New York, NY 10003.

Modifications

We reserve the right to amend this Agreement at any time and from time to time without notice. If you use the Kid & Coe Exchange after this Agreement has been posted, you will be deemed to have agreed to this Agreement. If you do not agree to the modified Agreement, you should discontinue your use of the Kid & Coe Exchange, which termination is your sole and exclusive remedy.

Miscellaneous

In the event that any portion of this Agreement is held to be invalid or unenforceable, then such portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of this Agreement shall remain in full force and effect. The sections of this Agreement entitled limitation of liability, indemnification, miscellaneous shall survive the termination of this Agreement. The paragraph headings herein are provided only for reference and shall have no effect on the construction or interpretation of this Agreement. You expressly absolve and release Kid & Coe Parties from any claim of harm resulting from a cause beyond their control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, terrorist activities or governmental restrictions. You may not assign this Agreement. No waiver shall be effective unless in writing. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. Except for proceedings commenced by Kid & Coe to protect its intellectual property or confidential information which may be brought in any court of competent jurisdiction, the parties mutually agree that any and all disputes arising hereunder shall be resolved exclusively by state or federal courts located in the State of New York. This Agreement contains the entire agreement of the parties concerning the Kid & Coe Exchange and supersedes all existing agreements and all other oral, written or other communication between the parties concerning its subject matter. You shall comply with all laws, rules and regulations which are now or hereinafter promulgated by any government authority or agency which govern or apply to the operation and use of the Kid & Coe Exchange. Without limiting the generality of the foregoing, you expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws of the United States. You are prohibited from any use of the Kid & Coe Exchange that would constitute an illegal offense, give rise to liability or otherwise violate any applicable local, state, national or international law or regulation. All rights not expressly granted herein are reserved by Kid & Coe.

You consent and agree that Your clicking of the “I Accept” button constitutes Your electronic signature, acceptance, and agreement under the United States federal E-SIGN legislation and that such electronic signature will meet the requirements of an original signature as if actually signed by You in writing. Further, You agree that no certification authority or other third-party verification is necessary to the enforceability of Your signature. At our request, any electronically signed document must be re-executed in original form by You. No party hereto may raise the use of an electronic signature as a defense to the enforcement of these Terms or any amendment or other document executed in compliance with these Terms.