1. Each User bound
2. Terms and Conditions may change
3. Purpose of the Platform
The Platform is a marketplace for Providers and Students to connect with each other so that Providers can offer services to Students efficiently and easily.
4. Defined Terms
4.1 Accommodation Company means any person that is not an individual that owns purpose built student housing or non-purpose built student housing.
4.2 Agent means a person acting on behalf of an Accommodation Company or an Individual Owner in providing leasing services for a Property.
4.3 Business Day means a day which is not a Saturday, Sunday or public or bank holiday in any state of Australia, in California, United States of America or Haryana, India.
4.4 Individual Owner means an individual that owns purpose built student housing or non-purpose built student housing.
4.5 Manager means a person that manages purpose built student or non-purpose built student housing.
4.6 Student means any User enrolled in any educational institution or who intends to enrol in an educational institution or any other person who wishes to lease or licence a Property listed on the Platform.
4.7 Platform means the Unilodgers platform and includes the website, the mobile site, any app, any application programming interface (API) and any widget.
4.8 Property means any accommodation for a Student whether purpose built student housing or non-purpose built student housing.
4.9 A Provider is a User that is:
(a) an Accommodation Company;
(b) an Individual Owner;
(c) a Manager; or
(d) an Agent,
of a Property.
4.10 Unilodgers means:
(a) in the case of a Property located in Australia listed on the Platform, Chikai Global Pty Ltd ACN 637 106 319; and
(b) in the case of a Property located in any other country listed on the Platform, Unilodgers Inc, a Delaware Corporation, of 555 California Street, 4925, San Francisco CA 94104, USA.
4.11 Terms defined in any other part of this Agreement have the same meaning in this part of the Agreement.
5. No Agency or other Relationship between Unilodgers and a User
5.1 Nothing in this Agreement constitutes or shall be construed as constituting a partnership, joint venture, agency, sub-agency, employee, contractor or trust between the parties.
5.2 No party is entitled to bind any other party or make representations on behalf of any other party without prior written consent.
6. Entire Agreement
6.1 The agreement (Agreement) between Unilodgers and the User consists of:
(a) any hard copy terms and conditions on the subject matter of this Agreement (including hard copy terms signed electronically and exchanged via email);
(b) any physical document or electronic interface that Unilodgers makes available to the User or which the User signs or otherwise indicates agreement to including any email or online order form;
(c) in the case of a Student who subscribes on the Platform, the Student Terms and Conditions;
(d) in the case of a Provider that subscribes on the Platform, the Provider Terms and Conditions;
(e) the Payment Terms and Conditions;
6.2 This Agreement is the entire agreement between Unilodgers and a User about its subject matter and it supersedes all prior agreements and understandings between Unilodgers and a User, except if expressly agreed otherwise between Unilodgers and a User.
6.3 The documents referred to in clause 6.1 are interpreted with priority according to the order of the documents as listed. If there is any inconsistency between the documents referred to in clause 6.1, the document with priority prevails to the extent of any inconsistency.
7. Prohibited Activities
In connection with the use of the Platform, the User will not and will not assist or enable others to:
(a) breach or circumvent any applicable laws or regulations, agreements with third-parties, third party rights, or Unilodgers terms, policies or standards;
(d) use the Platform in connection with the distribution of unsolicited commercial messages;
(e) transmit any computer virus, worms, malware, adware, trojans or other malicious or damaging embedded software;
(f) use, display, mirror or frame the Platform, or any individual element within the Platform, Unilodgers’ name, any Unilodgers’ trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Platform, without Unilodgers’ express written consent;
(g) dilute, tarnish or otherwise harm the Unilodgers’ brand in any way, including through registering and/or using Unilodgers or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Unilodgers’ domains, trademarks, taglines or promotional campaigns;
(h) use any robots, spider, crawler, scraper or other automated or manual means or processes to access, collect data or index data or other content available on the Platform or build a database from information available on the Platform or compete with us in any manner that we have not authorised;
(i) avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Unilodgers;
(j) attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Platform;
(k) take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Platform; and
(l) make any misrepresentation, undertake any misleading conduct or undertake any fraudulent or other criminal activity through the Platform;
(m) exploit the Platform or reproduce, adapt or distribute the Platform or its contents except as authorised by Unilodgers;
(n) violate or infringe anyone else’s rights or otherwise cause harm to anyone.
8. US Trade Restrictions
Each User represents and warrants that it is:
(a) not located or resident in a country that is subject to a US government embargo or that has been designated as a “terrorist supporting” country; and
(b) listed on any US government list of prohibited or restricted parties.
9. Anti-money laundering
Each User must comply with all applicable anti-money laundering laws and regulations including Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), the USA Patriot Act (US), Proceeds of Crime Act 2002 (UK), Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (UK), Terrorism Act 2000 (UK), Terrorism Act 2006 (UK) (collectively, the Anti-Money Laundering Laws) and shall notify Unilodgers within two Business Days, of any Anti-Money Laundering Law regulatory notice or action involving any User.
10. Anti-corrupt practices
Neither the User nor (in the case of a User that is a company) any of it officers, directors, agents or employees, has used or will use any funds:
(a) for any unlawful contribution, gift, entertainment or other unlawful expense relating to political activity;
(b) to make any direct or indirect unlawful payment to any government official or employee;
(c) to violate any provision of the U.S. Foreign Corrupt Practices Act of 1977 (US) or similar law of a jurisdiction in which the User resides or conducts its business and to which they are lawfully subject; or
(d) to make any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment.
11.1 Unilodgers is the copyright owner of the content on this Platform.
11.3 If a User wishes to use the content on this Platform for any other purpose it must first obtain the written permission of Unilodgers.
12. Third Party Content
12.1 Content uploaded by a Provider is third party content (Third Party Content). Unilodgers does not monitor, review or moderate the Third Party Content and takes no responsibility for its accuracy. The Third Party Content is not a representation or conduct of Unilodgers and any User relies on Third Party Content at its own risk.
12.2 The Platform may contain advertisements (which may include banner ads), embedded hyperlinks and pointers to websites operated by third parties. Third Party Links are operated by third parties and are not under the control of Unilodgers. Unilodgers is not responsible for the content of any Third Party Links. The User relies on Third Party Links at its own risk. Unilodgers does not:
(a) make any warranty with respect to the Third Party Links provided on the Platform;
(b) guarantee the accuracy or reliability of information of the website, information, service or goods contained in any Third Party Links; or
(c) make any endorsement the website, information, service or goods contained in any Third Party Links.
13. Release and Indemnity
13.1 The User releases and indemnifies Unilodgers and its affiliates and subsidiaries, and their officers, directors, employees and agents from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees (Loss), arising out of or in any way connected with:
(a) the User’s access to or use of the Platform;
(b) this Agreement;
(c) interaction between a Provider and a Student;
(d) any breach of any lease or licence agreement;
(e) death or personal injury incurring on a Property; and
(f) damage or destruction to any Property.
13.2 If, notwithstanding clause 13.1, Unilodgers is liable to a User for any Loss, the maximum liability of Unilodgers to the User in respect of that Loss is $USD 1,000.
14. No Consequential Loss
In no event shall Unilodgers nor its agents have any liability for any lost profits, loss of revenue, loss of data, costs of procurement of substitute services or for other indirect, special incidental, punitive or consequential damages however caused under any theory of liability, whether or not Unilodgers has been advised of the possibility of such damage.
15. Suspension and Termination
15.1 Unilodgers may suspend or terminate any User’s access to, or registration on, the Platform at any time in Unilodgers’ absolute discretion.
15.2 Unilodgers is not liable to a User or any other person for any Loss arising out of such suspension or termination.
16. No Warranties
16.1 Except as may be required by law, Unilodgers makes no warranty as to:
(a) the suitability, quality or fitness for purpose of a Property listed on the Platform;
(b) that a Property will remain available for any period of time;
(c) the accuracy or reliability of information about a Property;
(d) the credentials or bona fides of any Provider or any Student or any Property; or
(e) that the Platform will be error free or uninterrupted.
16.2 Each Student acknowledges that Providers are responsible for content and links to content may change from time to time.
16.3 Unilodgers makes no representation or warranty in relation to availability of a Property advertised on the Platform.
16.4 Each Provider acknowledges that Unilodgers has no role in identifying, introducing, managing or vouching for Students.
17. No Waiver
17.1 No failure or delay by Unilodgers or a User to exercise any right or remedy provided under this Agreement by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
17.2 No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
18. Unilodgers may Assign
18.1 Each User consents to Unilodgers assigning or transferring any of the rights or obligations under this Agreement to any other party and each User agrees to be a party to any novation agreement that may be required to give effect to this clause.
18.2 The User is not permitted to assign or transfer any of the rights or obligations under this agreement to any other party without the consent of Unilodgers, which may be withheld in Unilodgers’ absolute discretion.
19. No Third Party Rights
20. Court may Sever
If any term of this Agreement is or becomes unlawful, invalid or unenforceable, a court may sever that term and the remainder of the Agreement shall remain in full force and effect.
21. Governing Law
This Agreement shall be governed by laws of the state/territory and country of which the Property is located. The User irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of the state/territory and country of which the Property is located and courts of appeal from them.
In this Agreement unless the contrary intention appears:
(a) a reference to this Agreement or another instrument includes any variation or replacement of them;
(b) a reference to a statute, ordinance, code or other law includes regulations and other instruments under it and consolidations, amendments, re-enactments or replacements of any of them;
(c) the singular includes the plural and vice versa;
(d) the word person includes a firm, a body corporate, an unincorporated association or an authority;
(e) a reference to a person includes a reference to the person’s executors, administrators, successors, substitutes (including, without limitation, persons taking by novation) and assigns;
(f) an agreement, representation or warranty on the part of or in favour of two or more persons binds or is for the benefit of them jointly and severally;
(g) a reference to an accounting term is to be interpreted in accordance with generally accepted principles and practices in the jurisdiction of the relevant Unilodgers entity consistently applied by a body corporate or as between bodies corporate and over time;
(h) a reference to any thing (including, without limitation, any amount) is a reference to the whole or any part of it and a reference to a group of persons is a reference to any one or more of them;
(i) references to a clause, schedule or annexure shall be construed as references to a clause of or schedule to or annexure to this Agreement and references to this Agreement shall include its schedules and annexures.