1. Your Access and your acceptance of the present Terms of Service
Welcome to PhillyTrips.com. PhillyTrips.com currently provides you access to a solution that leverages the Internet to provide affordable, easy and fun travel and vacation packages. The goal of PhillyTrips.com is to continue bringing people together through travel. Sometimes, we need a good excuse to travel. Sometimes, we do not always have a good group of friends to travel with. We hope that PhillyTrips.com gives YOU the excuse to get out of Philly and we certainly will have the people for you to travel with.
PhillyTrips.com provides this Service to you, subject to the present Terms of Service (“TOS”) and any other duly executed written agreements between PhillyTrips.com and you (or your company or any other person or entity entitled to contract on your behalf), including the Travel Agreement that must be executed on the Site to travel, that are explicitly agreed as applicable to your access or use of this Site.
YOU ACKNOWLEDGE AND AGREE THAT YOU ARE ACCEPTING THESE TOS BY CLICKING THE “I AGREE” BUTTON
AS PART OF THE SERVICE’S REGISTRATION PROCESS, OR BY ACCESSING ANY PORTION OF THE SITE, OR
USING THE SERVICE OR THE SITE OR ANY PORTION THEREOF, OR ALLOWING OTHERS TO DO SO. You warrant and represent to PhillyTrips.com and other subscribers to this Site that you are sufficiently authorized to (a) accept the TOS on your behalf or on the behalf of yourself, your company or any other person or entity on whose behalf you are accessing the Site or are using the Service, and (b) to access the Site or use the Service in the way in which you access the Site or use the Service.
If for any reason (a) you are not sufficiently authorized in accordance with the foregoing or (b) you do not accept these TOS or any portion thereof, please contact PhillyTrips.com immediately; you may not be authorized to use the Service or any other portion of the Site.
You further acknowledge and agree that, in order to maintain flexibility in the Service, PhillyTrips.com may from time to time change the TOS. However, these changes are not retroactive. They apply, as of the day of their availability or other communication to you, including display of notices or links to notices on this Site, to new orders of or use of the Service and to ongoing transactions. Otherwise, for a change to be valid, you and PhillyTrips.com must mutually agree and duly execute the appropriate documentation. Additional or different terms in any order or communication from you are void.
You understand and agree that it is your responsibility to familiarize yourself with any such changes facilitated by PhillyTrips.com, which may be accomplished by your identifying the then current version by the date of the last change to the TOS.
In addition, when Using particular PhillyTrips.com services, you shall be subject to any posted guidelines applicable to such services. All such guidelines are hereby incorporated by reference into the TOS.
2. Definitions.
“Confidential Information” means the confidential and valuable information of a party which the party desires to protect against disclosure or competitive use and which is in written or electronic form, or is disclosed orally, and is identified or marked "confidential" or "proprietary" or with a designation of similar meaning (or if disclosed orally, identified as such at the time of disclosure or within 30 days after such disclosure), or any information which a reasonable person would deem to be non-public information. In addition, Confidential Information also includes all information made available by PhillyTrips.com through the Site relating to any ancillary service provider used with or in the Site or required to provide you the Service, and any technology or know-how, and other information including Content which by its nature is clearly to be deemed confidential or proprietary information of PhillyTrips.com. User ID’s and associated passwords are also Confidential Information.
“Content” shall mean all information, schedules, marks, data, text, software, music, sound, photographs, graphics, video, messages or other materials whether publicly posted or privately transmitted by individuals or entities while using the Service or collected or generated by PhillyTrips.com from such use in accordance with PhillyTrips.com’s Policy on Privacy as attached to this Agreement as Appendix 1.
"Intellectual Property Rights" means U.S. patent rights, trademark rights, copyright rights (including, but not limited to, rights in audiovisual works and moral rights), trade secret rights and any and all other intellectual property rights recognized by the law of the applicable jurisdiction, including all current and future rights and all such rights arising out of PhillyTrips.com's providing the Site or Services hereunder. It also includes all like or similar rights that may exist in any country other than the United States of America where the Site or Services are used pursuant to this Agreement.
“Service” shall mean the services or any portion thereof available on the Site. Unless explicitly stated otherwise, any new features that augment, enhance or modify the current Service, including the release of new properties of PhillyTrips.com or its suppliers, shall be subject to the TOS.
“Site” shall mean the collection of files available to you through the http protocol of the internet at the Uniform Resource Locator (URL) http://www.PhillyTrips.com. For the purposes of these TOS, this definition of Site includes Content.
“Use” or “Using” means access to the Site and/or utilization of the Service.
“You" or "your" or like words may refer to the individual or the legal entity reviewing, entering into and agreeing to the terms of this document.
3. Your Registration and Account Obligations
In consideration PhillyTrips.com granting you access to the Site and offering you Use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself and/or your company as prompted by the Service's account registration form ("Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or PhillyTrips.com has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, PhillyTrips.com has the right to suspend or terminate your account and refuse access to the Site and refuse any and all current or future Use of the Service (or any portion thereof).
4. PhillyTrips.com Privacy Policy
Pursuant to PhillyTrips.com's privacy policy, we may disclose to third parties certain aggregate information contained in your Registration Data or related data (including, but not limited to, email address, credit card information, birth date, etc…), provided that, such information will NOT include personally identifying information, except as specifically authorized by you or in the good faith belief that such action is reasonably necessary to comply with the law, legal process, or to enforce the TOS. For more information, please see our full privacy policy attached to the TOS as Appendix 1.
5. Member Account, Password, & Security
You will create a password and account designation during the Service's registration
process. You are responsible for maintaining the confidentiality of the password and
account, and are fully responsible for all activities that occur under your password or
account. You agree to (a) immediately notify PhillyTrips.com of any unauthorized
use of your password or account or any other breach of security, and (b) ensure that
you exit from your account at the end of each session. You acknowledge and agree that,
in view of technical constraints and in view of the negotiated Service fee which
represents the agreed and bargained compensation reflecting the allocation of the risks
associated with the use of the Service, PhillyTrips.com cannot and will not be liable
for any loss or damage arising from your failure to comply with this Section 5.
6. Member Conduct
Under no circumstances will PhillyTrips.com be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via the Service. Without limiting the generality of the foregoing, you further agree not to Use the Service or other portion of the Site to:
· upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
· harm minors in any way;
· impersonate any person or entity, including, but not limited to, a PhillyTrips.com official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
· forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
· upload, post, email or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
· upload, post, email or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
· upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas (such as shopping rooms) that are designated for such purpose;
· upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
· disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Service are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
· interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
· intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
· "stalk" or otherwise harass another; or
· collect or store personal data about other users.
7. Special Admonitions for International Use
Recognizing the global nature of the World Wide Web (also known as the Internet), you agree to comply with all applicable local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside and applicable laws regarding the transmission or exchange of personal data in the country you reside and any country the transmission or exchange of personal data related to.
8. No Resale of Service
You agree not to reproduce, in whole or in part, in any form or by any means, including electronic or mechanical, photocopying, recording, or by any information storage and retrieval system now known or hereafter invented, without written permission by PhillyTrips.com or its licensors, any portion of the Site or Service, the use of the Service, or access to the Service, or sell, resell or otherwise commercially exploit any portion of the Site or Service, the use of the Service, or access to the Service. You specifically agree that, unless agreed in writing between you and PhillyTrips.com, your access to and Use of the Site does not allow you to Use the Site or Service in any way which would be competitive to the Site or Service.
9. Modifications to Services
PhillyTrips.com reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that PhillyTrips.com shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
10. Termination
You agree that PhillyTrips.com, in its sole discretion, may terminate your account (or any part thereof) or use of the Service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use, or if PhillyTrips.com believes that you have violated or acted inconsistently with the letter or spirit of the TOS. PhillyTrips.com 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 any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that PhillyTrips.com may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that PhillyTrips.com shall not be liable to you or any third-party for any termination of your access to the Service.
11. Links
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because PhillyTrips.com has no control over such sites and resources, you acknowledge and agree that PhillyTrips.com is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that PhillyTrips.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such World Wide Web site or resource.
12. PhillyTrips.com's Proprietary Rights
You acknowledge and agree that the Site and the Service and the Content contain proprietary and Confidential information of PhillyTrips.com, its licensors, partners and suppliers and other subscribers to PhillyTrips.com that is protected by intellectual property laws and other applicable laws. You may not, and these Terms of Use do not give you permission to, reproduce, reverse engineer, de-compile, disassemble, modify or create derivative works with respect to the Site or the Service.You further acknowledge and agree that any code and/or software embedded in the Site and Services or otherwise required to provide you with the Service (the Software) is not provided to you as part of the Service and that you may not do, or attempt to do, any or similar or equivalent of the following:
· create interoperability between the Software and any external software system
· de-compile or reverse engineer the Software
· in any other way obtain access to or information which is part of the source code of the Software
· modify any portion of the Software or create derivative works of the Software.
· download any portion of the Software
· use the Software for any other purpose than using the Service and, when doing so, using the Software in a form or manner different than the form and manner defined explicitly by PhillyTrips.com or implicitly by PhillyTrips.com by designing the Service and Site and your form and manner of using Service or Site
· license, sublicense, sell, resell or exploit commercially in any other form or manner the Software.You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by PhillyTrips.com or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or otherwise commercially exploit create derivative works based on the Service, in whole or in part.
13. Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. PHILLYTRIPS.COM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. PHILLYTRIPS.COM MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) ANY ERRORS IN THE CODE, FUNCTIONALITY OR SOFTWARE WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PHILLYTRIPS.COM OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
14. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT PHILLYTRIPS.COM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PHILLYTRIPS.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO ACCESS THE SITE OR USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
15. Exclusions and Limitations
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES AS A MATTER OF LAW. ACCORDINGLY, IN SUCH A CASE, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 13 AND 14 MAY NOT APPLY TO YOU.
16. Notice
Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Service.
17. OWNERSHIP
You may not, and these Terms of Use do not give you permission to, reproduce, reverse engineer, decompile, disassemble, modify or create derivative works with respect to the PhillyTrips.com Web Site.
18. Compliance with Laws
You agree to comply with all applicable laws, statutes, ordinances and regulations regarding your use of the Site or Service , or your ordering of, bidding on or purchase of products and services, if applicable, and posting and retrieval of information (including without limitation those governing antitrust, unfair competition, false advertising, tax and export control). You are responsible for paying all applicable fees and taxes you incur in connection with access of our servers. You acknowledge that we have an express policy of complying with the antitrust laws and that the operation of the Site is not intended to facilitate collusion or other illegal agreements among competitors. TO FURTHER THAT END, YOU REPRESENT AND WARRANT TO US THAT YOU DO NOT INTEND TO USE THE SITE TO VIOLATE THE ANTITRUST LAWS AND WILL NOT KNOWINGLY ACT AS A CONDUIT OR INTERMEDIARY FOR PRICE-FIXING OR ANY OTHER ANTI-COMPETITIVE AGREEMENT AMONG COMPETITORS.
19. General Information
With the exception of the terms included on the Travel Agreement, the TOS constitute the entire agreement between you and PhillyTrips.com and govern your use of the Service, unless an expressed written agreement has been executed between PhillyTrips.com and you and/or your company in which case the executed agreement between you and/or your company and PhillyTrips.com would apply to the extent there is a conflict between the TOS and said agreement. You also may be subject to additional legalities that may apply when you use affiliate services, third-party content or third-party services. This site is operated by PhillyTrips.com from their offices in Philadelphia, Pennsylvania, United States of America. All matters relating to the present TOS, your access to , or use of, the Site or the Service shall be governed by U.S. Federal Law or the laws of the State of Pennsylvania (excluding its provisions relating to conflicts of laws and excluding the United Nations Convention on the International Sale of Goods) . Any legal action or proceeding relating to the TOS, your access to, or use of, the Site or the Service shall be settled by arbitration. The arbitration will take place in Philadelphia, under the auspices of the American Arbitration Association ("AAA") subject to any provision or limitation provided in this Agreement that shall supersede the AAA rules. In the event the Parties cannot agree upon a single arbitrator within sixty (60) days from either request for arbitration of any dispute or claim, the arbitrator shall be selected pursuant to the AAA Rules. The arbitration shall be conducted in Philadelphia, Philadelphia County, Pennsylvania at such location as the Parties may mutually agree upon. If a location cannot be mutually agreed upon, the arbitrator shall make arrangements for a hearing in Philadelphia. Nothing in this Agreement shall require the Parties to use the services of the AAA unless the parties cannot agree on the selection of an arbitrator. The arbitration fee shall be borne by the losing party. The failure of PhillyTrips.com to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.
You may not access, download, use or export the information, software, products or services contained on this website in violation of U.S. export laws or regulations, or in violations of any applicable local laws or regulations.
Use of the PhillyTrips.com website for solicitation purposes is prohibited. Any violation will be considered a trespass. If any unauthorized party attempts to send unsolicited messages to PhillyTrips.com email addresses, PhillyTrips.com will take appropriate action.
APPENDIX 1
PhillyTrips.com’s Policy on Privacy
PhillyTrips.com has created this privacy policy to demonstrate its firm commitment to a secure and trustworthy Internet commerce and to Subscriber’s privacy. Additional Information on gathering and distributing information is available on the Site.
Any information that Users submit PhillyTrips.com will be used strictly by PhillyTrips.com for its stated and intended purpose(s) only.
Collected information and purpose of collection
IP Addresses.
PhillyTrips.com may use User’s IP address (not e-mail address) to help diagnose problems with PhillyTrips.com’s server, to administer PhillyTrips.com ‘s Web site, or to gather broad demographic information.
Cookies.
PhillyTrips.com may use cookies to enhance the user experience and deliver personalized services and other information. Cookies may help PhillyTrips.com to deliver information specific to User interests, to eliminate the need to re-enter User password each time User visits the Site, or to keep track of User’s shopping cart. Cookies also allow PhillyTrips.com to better analyze PhillyTrips.com’s site traffic patterns so that PhillyTrips.com can bolster its offering. PhillyTrips.com does not follow User’s browsing path outside of the PhillyTrips.com site. Advertising networks that serve ads onto the Site may also use their own cookies.
User Registration.
User may choose to fill out a registration form on the Site with contact information that PhillyTrips.com or its affiliates and partners may need. This information may be used to send User requested information or products, to contact User with other product information, news or promotions and to learn more about PhillyTrips.com visitors. User may choose to not receive any further information from PhillyTrips.com any time (more details in the Choice/Opt-out section below).
E-mail Addresses.
If User gives PhillyTrips.com its e-mail address, PhillyTrips.com will communicate with User via e-mail. However, PhillyTrips.com does not share User’s e-mail address with others outside the PhillyTrips.com "group of companies" and will not place User's email address on any other mailing lists without the knowledge of the User. User can choose not to receive e-mails at any time (more details in the Choice/Opt-out section below). For the use of e-mail addresses in connection with e-mail based services, reference is made to the paragraph "Registration for third party services at PhillyTrips.com." below.
Registration for Third Party Services at PhillyTrips.com.
To the extent such services are made available, User can register for third party services. Those services are available through PhillyTrips.com, but are provided by a third party, which is typically not affiliated with PhillyTrips.com. It will be specifically stated when information is being submitting to a third party on the PhillyTrisp.com website. When User signs up for one of these services, it may be necessary to communicate some of User’s PhillyTrips.com registration information to this service provider. Also, if the service provider User chooses requires User e-mail address to fulfill this service, PhillyTrips.com will also give User’s e-mail address to the service provider. This means that PhillyTrips.com will pass User’s e-mail address to a service provider ONLY in the event that User specifically asked for this service and the service cannot be provided without User e-mail address. For privacy practices and opt-out procedures of those service providers, please refer to the individual privacy policy of the respective service provider.
Demographic and User Profile Data
PhillyTrips.com may use demographic or user profile data collected to tailor User’s Site experience, showcase content that PhillyTrips.com thinks may interest User, and display information that matches User’s preferences. This data also gives PhillyTrips.com an insight into User’s needs and interests.
Links to Other Sites
The Site may contain links to other sites. PhillyTrips.com is not responsible for the privacy practices or the content of other web sites whose operations are subject to the policies of the respective site.
PhillyTrips.com Group of Companies
The PhillyTrips.com "Group of Companies" pertains to the following websites/businesses. PhillyTrips.com LLC, NYEphilly.com LLC, YoungProfessionalEvents.com LLC, UpcomingEvents.com LLC, SinglesEvents.com LLC, and NetworkInPhilly.com. From time to time, PhillyTrips.com can add to this list. It is User's responsibility to check back to this page to see the current list as PhillyTrips.com may not communicate the new website/business to User. As always, User has the right to opt out of this service at any time.
Choice To Opt Out - At Any Time.
User can opt-out of receiving communications from PhillyTrips.com via clicking the unsubscribe link provided on the email newsletters or contacting us through the "Contact Us" feature at the top of every page of this website.
User Consent.
By using the PhillyTrips.com site, Subscriber consents to the collection and use of the information as described here. User also understands that it is their job and duty to keep up to date with the "last modified" date at the top of this page and review this TOS document for any changes.
If you have any questions, please Contact Phillytrips.com.
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