Hospitality Investors Trust, Inc. makes the Web site (defined below) available to you for your information and convenience, and as background regarding Hospitality Investors Trust, Inc. and its affiliates (collectively, “we”, “our”, “us” and similar pronouns), subject to these Website Terms and Conditions (these “Terms and Conditions”).
By accessing in any manner (whether automated or otherwise) the Web site on which these Terms and Conditions are posted (the “Web site”), you agree on behalf of yourself, and any and all persons, companies and legal entities that you represent (“your principals”) and any and all employees and agents thereof (collectively, “you” and “your”) that you have read and agree to these Terms and Conditions, and any additional terms and conditions that are referenced below or otherwise may apply to specific areas of the Web site. Certain features, products or software that you purchase or download from the Web site may be subject to additional terms and conditions presented to you at the time that you use, purchase or download them.
For purposes of these Terms and Conditions, the term “Web site” includes the content, materials and information, and any portion thereof, available on the Web site (collectively, “Content”) and any subdomains of the Web Site.
You agree that these Terms and Conditions legally bind you in the same manner that a signed, written, non-electronic contract does. You may not use in any manner or attempt to access the Web site if you do not agree to these Terms and Conditions. You represent and warrant that you are able to enter into legally binding contracts, including these Terms and Conditions, and that you are authorized by your principals, if any, (i) to access and use the Web site; and (ii) to agree to these Terms and Conditions as a legally binding contract on behalf of you and your principals.
We may change these Terms and Conditions at any time. Such changes will be effective when posted. By continuing to use the Web site after we post any such changes, you accept these Terms and Conditions as modified.
NOTE: THESE TERMS AND CONDITIONS CONTAIN A BINDING INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER PROVISION IN THE “BINDING INDIVIDUAL ARBITRATION” SECTION BELOW THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND CONDITIONS AND WITH RESPECT TO ANY “DISPUTE” (AS DEFINED BELOW) BETWEEN YOU AND US. YOU HAVE A RIGHT TO OPT OUT OF THE BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS AS FURTHER DESCRIBED IN THE “BINDING INDIVIDUAL ARBITRATION” SECTION BELOW.
1. USE OF CONTENT. You may access and use the Web site, including the Content, solely for your informational use in obtaining information regarding our business. Any other use (including any commercial use that is not expressly permitted) of the Content or the Web site is expressly prohibited. All other rights in the Content and the Web site are reserved by us and our licensors, and you agree these Terms and Conditions do not grant you any rights in or licenses to the Web site, except for this express, limited license. You will not copy, reproduce, upload, post, transmit, translate, distribute, sell, license, de-compile, reverse engineer, disassemble, modify, publish, participate in the transfer or sale of, create derivative works from, perform, display, incorporate into another Web site, or in any other way exploit any of the Content or any other part of the Web site or any derivative works thereof, in whole or in part, in any manner or medium (including by email or other electronic means), without our express prior written permission in our sole discretion. You may, however, print and/or save one copy of individual pages of the Web site with or on your personal computer from time to time for your informational use.
1. OUR BUSINESS, PRODUCTS AND SERVICES. The information regarding our business, products or services provided on the Web site may change at any time. In addition, eligibility or suitability requirements may apply for access to this information or any transaction with or regarding us and such access may not be available in your geographic area. We control and operate the Web site from the United States of America, and unless otherwise specified, the Content is presented solely for the purpose of promoting products and services available in the United States, its territories, possessions, and protectorates. We do not represent that materials on the Web site are appropriate or available for use in other locations. If you choose to access the Web site from other locations, you are responsible for compliance with local laws, if and to the extent local laws are applicable.
3. WEB SITE ACCURACY. You acknowledge that the Web site (including without limitation the Content) may not be accurate, complete or current and may also include technical inaccuracies or typographical errors. The Content is provided as a convenience to visitors for general informational purposes only and should not be relied upon or used as the basis for making decisions without consulting primary or more accurate, complete or timely sources of information. Accordingly, you should independently verify all Content before relying on it, and all decisions based on information contained in the Web site are your sole responsibility and at your own risk, and we have no responsibility or liability for such decisions. If you need specific details about any information contained in the Web site, you should contact us as provided in the “Contact Us” section of the Web site. Photographs on the Web site are for illustrative purposes only, and we, and our investors, may not have an interest in the properties depicted in such photographs.
4. WEB SITE RESTRICTIONS; ELECTRONIC COMMUNICATIONS. As a condition of your access to and use of the Web site, you represent and warrant that you shall not use the Web site for any purpose that is unlawful or that is prohibited by these Terms and Conditions. You will not submit any false, misleading or inaccurate information to the Web site. You will abide by all applicable local, state, national and international laws and regulations and all applicable contractual obligations when you use the Web site, and you shall be solely responsible and liable for all of your acts or omissions in connection with your use of the Web site. By way of example, and not as a limitation, you will not use the Web site to: (a) Defame, abuse, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others; (b) Publish, distribute or disseminate any harmful, inappropriate, profane, vulgar, unlawful, fraudulent, discriminatory, infringing, obscene, tortious, indecent, immoral or otherwise objectionable material or information, if you post something to the Web site, such as comments or other content; (c) Transmit or upload any material to the Web site that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs; (d) Interfere with, disrupt, overburden or harm the Web site or our networks or servers, including, for example, by “flooding” the Web site with requests; (e) Harvest or otherwise collect information from the Web site, including by using an automated software tool or manually on a mass basis (unless we have given you separate written permission to do so), and including, for example, information about other users of the Web site and information about the offerings, products, services and promotions available on the Web site; (f) Use the account, login identification, or password of another party to access the Web site, or obtain, or attempt to obtain access to areas of the Web site or our systems that are not intended for access for you; (g) Otherwise attempt to gain unauthorized access to the Web site, other accounts, computer systems or networks connected to the Web site, through automated means, password mining or any other means, or otherwise use automated means to access the Web site (except for search engines accessing the Web site solely for web indexing purposes); (h) Restrict, inhibit or interfere with another individual’s or entity’s use or enjoyment of the Web site; (i) Frame or display the Web site (or any part of the Web site) as part of any Web site or any other work of authorship without our express prior written permission, in our discretion; (j) “Stream catch” (download, store or transmit copies of streamed content); or (k) Circumvent or reverse engineer the Web site or its systems. We have no obligation to monitor use of the Web site by you or any other person or entity, or to retain the content of any of your sessions on the Web site.
By transmitting information or otherwise communicating with us through the Web site, email or other electronic communications, you accept the risk that such information and communications, as well as any information and communications that we transmit to you, may be intercepted by third parties. We recommend that you do not send any confidential information to us by e-mail. If you choose to send any confidential information to us via e-mail or other electronic communication, you accept the risk that this information may be intercepted by a third party. We reserve the right at all times to monitor, review, retain and/or disclose any such information and communications in order to satisfy any applicable law, regulation, legal process or governmental request or as otherwise may be legally permissible. For contractual purposes, you consent to receive communications from us in an electronic form, and you agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.
5. DISCLAIMER OF WARRANTIES. THE WEB SITE AND ITS CONTENT AND SERVICES ARE PROVIDED FOR GENERAL INFORMATIONAL AND PROMOTIONAL PURPOSES. WE PROVIDE THE WEB SITE AND ITS CONTENT AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS OR IMPLIED (INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE). THIS MEANS THAT, AMONG OTHER THINGS, WE MAKE NO PROMISES THAT:
WE LIKEWISE MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ANY INFORMATION, PRODUCTS OR SERVICES REQUESTED, ORDERED OR PROVIDED VIA THE WEB SITE. ANY INFORMATION, PRODUCTS AND SERVICES REQUESTED, DISCUSSED, ORDERED OR PROVIDED VIA THE WEB SITE ARE PROVIDED "AS IS", EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A SEPARATE AGREEMENT ENTERED INTO BETWEEN YOU AND US.
NO CONTENT OR OTHER ADVICE OR INFORMATION, WHETHER ORAL, WRITTEN OR IN ANOTHER FORM, OBTAINED BY YOU THROUGH THE WEB SITE OR OTHERWISE, WILL CREATE OR IMPLY ANY REPRESENTATION OR WARRANTY BY OR ON BEHALF OF US NOT EXPRESSLY SET FORTH IN THESE TERMS AND CONDITIONS. YOU UNDERSTAND AND AGREE THAT ANY CONTENT, MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OR FROM THE WEB SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOU, YOUR PROPERTY OR ANY THIRD PARTY THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH CONTENT, MATERIAL AND/OR DATA. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEB SITE AND CONTENT IS AT YOUR SOLE RISK.
ALTHOUGH WE TRY TO ENSURE THAT THE INFORMATION POSTED ON THE WEB SITE IS ACCURATE AND UP-TO-DATE, WE RESERVE THE RIGHT TO CHANGE OR MAKE CORRECTIONS TO ANY OF THE INFORMATION AT ANY TIME. WE CANNOT, AND DO NOT, GUARANTEE THE CORRECTNESS, TIMELINESS, PRECISION, THOROUGHNESS OR COMPLETENESS OF ANY OF THE INFORMATION AVAILABLE ON THE WEB SITE, NOR WILL WE BE LIABLE FOR ANY INACCURACY OR OMISSION CONCERNING ANY OF THE INFORMATION PROVIDED ON THE WEB SITE. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE WEB SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. WE HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE ON THE WEB SITE OR IN CORRESPONDENCE WITH US OR OUR AGENTS. WE ARE NOT RESPONSIBLE FOR ANY CONTENT OR MATERIALS POSTED TO THE WEB SITE BY USERS, NOR FOR DISPUTES BETWEEN USERS, OR BETWEEN USERS AND THIRD PARTIES.
THESE DISCLAIMERS APPLY TO Hospitality Investors Trust, Inc. and its affiliates, AS WELL AS THIRD PARTIES THAT ARE INVOLVED IN THE CREATION, PRODUCTION OR DISTRIBUTION OF THE WEB SITE, AND ANY OF THEIR EMPLOYEES AND AGENTS.
1. LIMITATIONS OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Hospitality Investors Trust, Inc. and its affiliates, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, MEMBERS, ADVISORY BOARD MEMBERS, EMPLOYEES, CONTRACTORS, AND AGENTS (COLLECTIVELY, “COMPANY PARTIES”) SHALL HAVE NO LIABILITY FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES) ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE WEB SITE (OR THE CONTENT, MATERIALS AND FUNCTIONS PROVIDED AS PART OF THE WEB SITE), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR STRICT LIABILITY, EVEN IF ANY COMPANY PARTY KNEW, SHOULD HAVE KNOWN OR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING AND WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE LIABILITY OF THE COMPANY PARTIES ARISING OUT OF ANY KIND OF LEGAL CLAIM IN ANY WAY RELATING TO THE USE OF THE WEB SITE, WILL NOT EXCEED THE AMOUNT WHICH IS THE LESSER OF FIVE HUNDRED DOLLARS ($500) AND THE AMOUNT YOU HAVE ACTUALLY PAID TO THE COMPANY PARTIES, IF ANY, FOR USE OF THE WEB SITE, OR, IF APPLICABLE, FOR USE OF THE SPECIFIC WEB SITE FEATURE OR SERVICE FROM WHICH THE CLAIM IN QUESTION FIRST AROSE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF THE COMPANY PARTIES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.
3. INDEMNIFICATION. You agree to defend, indemnify, and hold the Company Parties (and our respective members, managers, directors, officers, employees, contractors and agents) harmless from any and all claims, liabilities, losses, damages, costs and expenses, including without limitation reasonable attorneys’ fees, arising out or relating to your use of the Web site, your submissions to the Web site, or any violation of these Terms and Conditions, applicable law or any rights of a third party, by you or by someone accessing the Web site via your account. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you agree to cooperate with us in defending such claims. This indemnification, defense and hold harmless obligation will survive these Terms and Conditions and the termination of your use of the Web site.
4. MODIFICATIONS. We reserve the right to modify, suspend or discontinue (temporarily or permanently) the Web site or any portion of the Web site, including any Content thereon, or your access to any of the foregoing, at any time and without notice to you. You agree that we are not liable to you or any third-party for any modification, suspension or discontinuation of to the Web site or any portion of the Web site, including any Content thereon, or your access to any of the foregoing.
6. INTERNET ACCESS. To use the Web site, you must at no cost to us: (a) provide for your own access to the World Wide Web and pay any service fees associated with such access; and (b) provide all equipment necessary for you to make such connection to the World Wide Web, including without limitation a computer and modem or broadband Internet connection.
7. REGISTRATION AND FORMS. To access certain features or areas of the Web site, you may be required to provide personal and/or demographic information as part of a Web site registration or form submission process. You agree to provide true, accurate, current and complete information about yourself and your principals, if any, as prompted by the applicable registration or online form, and you are responsible for keeping such information up-to-date (this includes your contact information, so that we can reliably contact you). The information you submit must describe you (you may not impersonate another person or entity), and you may not sell, share or otherwise transfer your account information.
8. TERMINATION. The term (“Term”) of these Terms and Conditions shall be until either you or we terminate your Web site account or access, with or without cause at any time and effective immediately. You agree that we are not liable to you or any third party for termination of these Terms and Conditions. Should you object to any terms or conditions of these Terms and Conditions or any subsequent modifications to these Terms and Conditions or become dissatisfied with any part of the Web site in any way, your sole and exclusive remedy is to immediately: (a) terminate use of the Web site; and (b) notify us in writing of your termination of your agreement to these Terms and Conditions. Upon expiration of the Term or termination of these Terms and Conditions, your license rights to the Web site immediately cease. Sections 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17 and 18 of these Terms and Conditions will survive and remain in full force and effect after termination.
We have the right to deny access to, and to suspend or terminate your access to, the Web site, or to any features or portions of the Web site, and to remove and discard any content or materials you have submitted to the Web site, at any time and for any reason, including for any violation by you of these Terms and Conditions. In addition, we have a policy of terminating the site usage privileges of users who are repeat infringers of intellectual property rights.
13. BINDING INDIVIDUAL ARBITRATION.
Purpose. The term “Dispute” means any dispute, claim, or controversy between you and us regarding the Web site or any service thereon, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Section (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced. If you have a Dispute with us or any of our officers, directors, employees or agents that cannot be resolved through negotiation within the time frame described in the “Notice of Dispute” clause below, other than those matters listed in the Exclusions from Arbitration clause, you and the entity that you have a Dispute with agree to seek resolution of the Dispute only through arbitration of that Dispute in accordance with the terms of this Section, and not litigate any Dispute in court. Arbitration means that the Dispute will be resolved by a neutral arbitrator instead of in a court by a judge or jury.
Exclusions from Arbitration. YOU AND WE AGREE THAT ANY CLAIM FILED BY YOU OR BY US IN SMALL CLAIMS COURT ARE NOT SUBJECT TO THE ARBITRATION TERMS CONTAINED IN THIS SECTION.
RIGHT TO OPT OUT OF BINDING ARBITRATION AND CLASS ACTION WAIVER WITHIN 30 DAYS. IF YOU DO NOT WISH TO BE BOUND BY THE BINDING ARBITRATION AND CLASS ACTION WAIVER IN THIS SECTION, YOU MUST NOTIFY US IN WRITING WITHIN 30 DAYS OF THE DATE THAT YOU ACCEPT THIS AGREEMENT. YOUR WRITTEN NOTIFICATION MUST BE MAILED TO HOSPITALITY INVESTORS TRUST, INC. GENERAL COUNSEL, 3950 University Drive, Fairfax, VA 22030 AND MUST INCLUDE: (1) YOUR NAME, (2) YOUR ADDRESS, (3) YOUR ACCOUNT NUMBER, IF YOU HAVE ONE, AND (4) A CLEAR STATEMENT THAT YOU DO NOT WISH TO RESOLVE DISPUTES WITH US THROUGH ARBITRATION.
Notice of Dispute. IF YOU HAVE A DISPUTE WITH US, YOU MUST SEND WRITTEN NOTICE TO HOSPITALITY INVESTORS TRUST, INC. General Counsel, 3950 University Drive, Fairfax, VA 22030 TO GIVE US THE OPPORTUNITY TO RESOLVE THE DISPUTE
INFORMALLY THROUGH NEGOTIATION. You agree to negotiate resolution of the Dispute in good faith for no less than 60 days after you provide notice of the Dispute. If we do not resolve your Dispute within 60 days from receipt of notice of the Dispute, you or we may pursue your claim in arbitration pursuant to the terms in this Section.
Class Action Waiver. ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL LEGAL ACTION, UNLESS BOTH YOU AND WE SPECIFICALLY AGREE TO DO SO IN WRITING FOLLOWING INITIATION OF THE ARBITRATION.
Initiation of Arbitration Proceeding/Selection of Arbitrator. If you or we elect to resolve your Dispute through arbitration, the party initiating the arbitration proceeding may initiate it with the American Arbitration Association (“AAA”), www.adr.org, or JAMS www.jamsadr.com. The terms of this Section govern in the event they conflict with the rules of the arbitration organization selected by the parties.
Arbitration Procedures. Because the software and/or service provided to you by the entity you have a Dispute with concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all Disputes. However, applicable federal or state law may also apply to the substance of any Disputes. For claims of less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related Disputes (“Supplementary Procedures”) shall apply including the schedule of arbitration fees set forth in Section C-8 of the Supplementary Procedures; for claims over $75,000, the AAA’s Commercial Arbitration Rules and relevant fee schedules for non-class action proceedings shall apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. Further, if your claims do not exceed $75,000 and you provided notice to and negotiated in good faith with us as described above, if the arbitrator finds that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorneys’ fees and costs as determined by the arbitrator, in addition to any rights to recover the same under controlling state or federal law afforded to us or you. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. Such award will be binding and final, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Location of Arbitration. You or we may initiate arbitration in either New York County, New York or the county in which you reside. In the event that you select the county of your residence, we may transfer the arbitration to New York County, New York in the event that we agree to pay any additional fees or costs you incur as a result of the change in location as determined by the arbitrator.
Severability. If any clause within this Section is found to be illegal or unenforceable, that clause will be severed from this Section, and the remainder of this Section will be given full force and effect.
Continuation. This Section shall survive any termination of these Terms and Conditions or the provision of the associated services to you.
14. EQUITABLE RELIEF. You acknowledge that any use or threatened use of the Web site or Content in a manner inconsistent with these Terms and Conditions shall cause immediate irreparable harm to us for which there is no adequate remedy at law. Accordingly, you acknowledge and agree that we shall be entitled to immediate and permanent injunctive relief from a court of competent jurisdiction in the event of any such breach or threatened breach by you. You agree and stipulate that we shall be entitled to such injunctive relief without posting a bond or other security; provided however that if the posting of a bond is a prerequisite to obtaining injunctive relief, then a bond in the amount of $1000 shall be sufficient. Nothing contained herein shall limit our right to any remedies at law, including without limitation the recovery of damages from you for breach of these Terms and Conditions, as applicable.
15. ASSIGNMENT. THESE TERMS AND CONDITIONS ARE PERSONAL TO YOU AND YOU MAY NOT ASSIGN, INCLUDING WITHOUT LIMITATION BY OPERATION OF LAW, CHANGE OF CONTROL OR OTHERWISE, THESE TERMS AND CONDITIONS, EITHER IN WHOLE OR IN PART, TO ANYONE. ANY ATTEMPT TO ASSIGN THESE TERMS AND CONDITIONS CONTRARY TO THIS SECTION WILL BE VOID AND HAVE NO EFFECT.
16. INTELLECTUAL PROPERTY RIGHTS; COPYRIGHT NOTICES. ALL OF THE CONTENT AND INFORMATION ON THE WEB SITE, INCLUDING TEXT, IMAGES, GRAPHICS AND SOFTWARE, IS THE PROPERTY OF HOSPITALITY INVESTORS TRUST, INC., EXCEPT AS OTHERWISE INDICATED OR AS MAY BE OWNED BY OTHER COMPANY PARTIES OR THIRD PARTY LICENSORS, AND IS PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAWS. IN ADDITION, THE COLLECTION, ARRANGEMENT AND ASSEMBLY OF CONTENT ON THE WEB SITE IS THE EXCLUSIVE PROPERTY OF HOSPITALITY INVESTORS TRUST, INC. AND IS LIKEWISE PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAWS. YOU MAY, HOWEVER, VIEW, DOWNLOAD AND PRINT, FROM TIME TO TIME, ONE COPY OF INFORMATION AND MATERIALS CONTAINED ON INDIVIDUAL PAGES OF THE WEB SITE (I) SOLELY FOR YOUR PERSONAL, NON-COMMERCIAL USE PURPOSES AND FOR NO OTHER PURPOSE, AND (II) PROVIDED THAT NEITHER THE MATERIALS, NOR ANY COPYRIGHT AND OTHER PROPRIETARY NOTICES THEREIN, ARE MODIFIED OR ALTERED IN ANY WAY.
The Web site is Copyright © 2017 Hospitality Investors Trust, Inc. All rights reserved.
The Web site features trade names, logos and other trademarks and service marks that are the property of, or are licensed to, Hospitality Investors Trust, Inc. or other Company Parties. The Web site may also include trademarks or service marks of third parties. All of these trademarks are the property of their owners and you agree not to use or display them in any manner without the prior written permission of the applicable trademark owner. You also agree not to use, copy, modify or display any of these marks in any manner likely to cause confusion or in any manner that disparages or discredits any Company Parties.
17. NOTICE. Any notice required or allowed under these Terms and Conditions shall be deemed properly given and effective upon (a) (i) actual delivery, if delivery is by hand; (ii) upon receipt by the transmitting party of confirmation or answer back, if delivery is by telex, telegram or facsimile; (iii) five (5) days after delivery into the regular mail, postage prepaid by registered or certified mail, return receipt-requested to the respective party at the applicable address below; or (b) if you have provided an email address, to you immediately upon transmittal of an email to such email address. If to you: Such notice will be sent to you based on the contact information you have submitted to us. If to us: Hospitality Investors Trust, Inc., 3950 University Drive, Fairfax, VA 22030, ATTENTION: General Counsel or at such other address as the parties may designate by notice given pursuant to this clause or these Terms and Conditions.
18. GENERAL. THESE TERMS AND CONDITIONS AND THE RELATIONSHIP BETWEEN YOU AND US SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS. Subject to Section 13 (BINDING INDIVIDUAL Arbitration), ANY DISPUTE NOT SUBJECT TO ARBITRATION AND NOT INITIATED IN SMALL CLAIMS COURT WILL BE LITIGATED BY EITHER PARTY IN A COURT OF COMPETENT JURISDICTION ONLY IN THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK OR, IF SUCH COURT WOULD NOT HAVE JURISDICTION OVER THE MATTER, THEN ONLY IN A NEW YORK STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, CITY OF NEW YORK, STATE OF NEW YORK. EACH PARTY HEREBY CONSENTS AND SUBMITS TO THE EXCLUSIVE JURISDICTION OF THESE COURTS AND AGREES NOT TO COMMENCE ANY LEGAL ACTION UNDER OR IN CONNECTION WITH THE SUBJECT MATTER OF THESE TERMS AND CONDITIONS IN ANY OTHER COURT OR FORUM. EACH PARTY WAIVES ANY OBJECTION TO THE LAYING OF THE VENUE OF ANY LEGAL ACTION BROUGHT UNDER OR IN CONNECTION WITH THE SUBJECT MATTER OF THESE TERMS AND CONDITIONS IN THE FEDERAL OR STATE COURTS SITTING IN THE BOROUGH OF MANHATTAN, CITY OF NEW YORK, AND AGREES NOT TO PLEAD OR CLAIM IN SUCH COURTS THAT ANY SUCH ACTION HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of these Terms and Conditions 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 these Terms and Conditions remain in full force and effect. The section titles in these Terms and Conditions are for convenience only and have no legal or contractual effect. We shall not be liable for delays or failure to make the Web site (including without limitation the Content) available for any reason. We make the Web site available hereunder as an independent contractor, and in no event shall there be deemed to be any agency, joint venture, partnership, employment or similar relationship between you and any Company Party in connection with these Terms and Conditions or any use or access of the Web site. Each party acknowledges that it is not entering into these Terms and Conditions on the basis of any representation not expressly contained in these Terms and Conditions. These Terms and Conditions, and any additional terms and conditions that are referenced herein or otherwise may apply to specific areas of the Web site, constitute the entire agreement between you and us (and the other Company Parties) concerning this subject matter, and supersede and cancel any and all prior or contemporaneous agreements or contracts, whether written or oral, with respect to the same.
YOU AGREE THAT, UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO USE OF THE WEB SITE, OR THESE TERMS AND CONDITIONS, MUST BE FILED BY YOU WITHIN ONE YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION ACCRUED OR BE PERMANENTLY BARRED.
LAST UPDATED: MARCH 31, 2017