By using the Website and/or the Service, you confirm that you accept these Terms and that you agree to be bound by them. If you do not agree to these Terms, you must not use the Website or the Service.
Please read these Terms carefully before you start to use the Website and/or the Service. You should keep a copy of these Terms for future reference. These Terms are only available in the English language.
We may amend these Terms from time to time in order to update them, to reflect changes to the Service or for legal, regulatory or security reasons. We will keep you informed and give you notice of any amendment to these Terms by posting the amended Terms on the Website and stating in the amended Terms when they took effect.
We are The Gilt Club Limited, a company registered in England and Wales (registration number 10022298) with registered office at 8 St. James's Square, London, England, SW1Y 4JU (The Gilt Club, we, us, our). Our VAT number is 234 1836 20.
If you have any questions, complaints or comments about the Service or these Terms, then please contact us by emailing us at email@example.com or by writing to us at 8 St. James's Square, London, England, SW1Y 4JU.
The Service is designed: (i) to introduce individuals who wish to exchange (Exchange) and/or rent (Rent or Rental) their assets or holiday/second homes (Assets); (; and (ii) to connect you and other members of the Service (Members) and to facilitate such Exchanges and Rentals. For the purposes of these Terms, if you are providing an Asset you are an 'Owner' and if you are using an Asset you are a 'Guest'.
Further information about the Service, how it operates and the rules relating to it are set out on the Website at http://www.thegiltclub.com/faqs . Such information is incorporated into, and forms part of, these Terms and our agreement with you; however, in the event of any conflict between such information and these Terms, these Terms will prevail.
Just to emphasise, the Service is designed to act as a private club only to facilitate Exchanges and Rentals for the purpose of taking vacations. We do not own, manage, provide, operate, otherwise deal with, make promises or statements in respect of, or take responsibility for any type of asset or its condition or suitability, including Assets, except as set out in these Terms.
We make no statement (express or implied) that your use of the Service will produce and/or generate any particular outcome (whether in relation to successful Exchanges or Rentals or otherwise) and you should take your own financial and tax advice in relation to Exchanges and Rental.
We are constantly looking for ways to improve and expand the Service. You agree that we may do so to the extent that it is not detrimental to your use of the Service.
Your use of the Service
You may sign up to use the Service by telephone, via the Website or email.
When you sign up to use the Service, you will be asked to choose a password which, together with your email address (which will be your username), you will use to log in to the Service. You are responsible for maintaining the confidentiality of your password and username and are responsible for all activities that are carried out under them. We will not be responsible for losses suffered by you where your password or username is used by someone else (whether or not such use is fraudulent). You agree to notify us immediately by email to firstname.lastname@example.org if you become aware of, or suspect any unauthorised use of, your password or username.
Your promises to us
You promise that:
you are at least 18 years old;
all information and details provided by you to us (including when you sign up to use the Service and in connection with any Listing (as defined in clause 5.1)) are true, accurate and up to date in all respects and at all times;
you are able to validly enter into any Exchange and/or Rental agreement that you agree to, and, in doing so, you will not breach any other agreement you may have with anyone else;
you will at all times comply with the restrictions on your use of the Service and any other obligations, in each case as set out in these Terms;
you will at all times comply with, and will only use the Service in a manner consistent with, all applicable local, national and international laws and regulations;
you will not use the Service if such use is not legal in your jurisdiction; and
you will be responsible for obtaining all necessary licences, consents and permissions relating to your use of the Service (including, where relevant, the consent of your landlord, mortgage provider or insurance provider).
You agree that, in using the Service, you will not:
use the Service for any unlawful purpose;
use the Service for any commercial or business purpose (for example, if you are a professional landlord);
recruit or otherwise encourage any Member to join another service similar to the Service;
use the Service in any way that interrupts, damages, impairs or renders the Service less efficient;
impersonate any other person (living or dead), misrepresent your connection with a person or entity or provide false or otherwise misleading information (or fail to provide information which has the same effect);
sell, pass-on or refer any inquiries from Members to any other person (whether registered with the Service or otherwise);
transfer files that contain viruses, trojans or other harmful programs;
authorise, encourage or assist any other person to copy, modify, reverse-engineer, decompile, disassemble, alter or otherwise tamper with any software (including source code), databases and other technology that forms part of the Service;
access or attempt to access the accounts of other Members or to penetrate or attempt to penetrate the Service security measures;
email, publish or otherwise disseminate any Content (as defined in clause 9.2) or Communication (as defined in clause 8.1) which is defamatory, obscene, or may have the effect of being harassing, threatening or abusive to an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability or which is otherwise inappropriate; or
advertise or promote your own or third party products or services (other than your Asset).
You agree to compensate us fully for any loss or damage whatsoever that we suffer as a result of your breach or alleged breach of these Terms, including, without limitation, your breach of clause 4.4(c); we do not tolerate the Service being used by similar services to try to recruit Members to their service and/or club.
You also agree to compensate us fully for any loss or damage whatsoever that we suffer as a result of your breach or alleged breach of any contract between you and any third party (including a Owner or Guest, as applicable). This includes any loss or damage we suffer as a result of any claims or legal proceedings brought against us by any third party arising out of such breach or alleged breach.
Launch and Review Brochure, Travel Advice, Listing
To use the Service, you must provide reasonable information relating to you and your Asset together with photographs of your Asset as requested by The Gilt Club. You acknowledge that The Gilt Club may in its sole discretion refuse to approve your use of the Service and/or the Listing of any Asset.
The Gilt Club with your approval may arrange for a visit to your Asset and all visits will be arranged with you. The Gilt Club shall prior to the visit advise the member of the payment terms, review process and terms. If you cancel any agreed visits then you will pay all costs incurred by The Gilt Club relating to the cancelled visit.
The Gilt Club will create your Listing for your review and approval. No Listing will be added to the Website (Launch) until The Gilt Club has received your approval by email and you have paid all outstanding fees
Owner acknowledges that the lead-time between execution of this Agreement and any Launch may be up to six (6) months.
Any requests to make any changes to Listings must be made by email to The Gilt Club and all changes are subject to The Gilt Club’s approval and if approved will be made by The Gilt Club.
Whilst we hope, and use our reasonable endeavours to ensure, that all Listings are accurate and complete and provide a true representation of the relevant Asset and its condition, we cannot guarantee this. We accept no responsibility or liability for inaccurate Listings and/or your reliance on them.
Exchanges, Rentals and other dealings with Members
If you agree to enter into an Exchange or Rental with another Member the terms of the arrangement and/or agreement regarding that Exchange, or Rental are solely between you and the other Member. We are not a party to any Exchanges or Rentals. You acknowledge and agree, therefore, that, save as set out in these Terms (including, in particular, clause 7), we have no part in or involvement with, or any responsibility or liability for, any such arrangement, agreement, relationship or other dealings you may have with any other Members, including the terms of any Exchange or Rental you may agree or the condition or suitability of any property.
The terms of cancellation for any Rental will be detailed in the relevant Listing and or agreed between individual members. Additional terms are set out in clauses 10.5 and 10.7. You agree to abide by all such cancellation terms.
You agree to compensate and defend us fully against any claims or legal proceedings brought against us by any person in respect of any arrangement, agreement, relationship or other dealings you may have with other Members. You agree that you will not involve us in any dispute between you and any other Member (except to the extent that we agree in writing to get involved in any such dispute).
If you are an Owner, you agree:
to ensure that your Asset is in a clean and tidy condition for your Guest and in the same or better condition than that shown in any photos included in your Listing;
to hold appropriate insurance cover in respect of your Asset (and its contents) for when Guests are using that Asset;
at all times to treat your Guest with the utmost consideration, courtesy and respect; and
to adhere to all terms, conditions and other agreements (whether in writing, verbally or otherwise) that you have agreed with your Guest regarding any Exchange or Rental.
If you are a Guest, you agree:
to treat the Owner’s Asset with the utmost care, and leave it in at least the same condition that it was in when you arrived;
to accept full responsibility for any damage whatsoever that you cause to the Asset of the Owner (or its contents), to notify the Owner of any such damage within 24 hours and promptly to replace, repair or pay for the same (unless otherwise agreed).
to hold appropriate insurance in place to cover you in the event that an Exchange or Rental is cancelled (whether by you or the Owner) or the Asset you have booked becomes uninhabitable and/or unavailable; and
to adhere to all terms, conditions and other agreements (whether in writing, verbally or otherwise) that you have agreed with your Owner regarding any Exchange or Rental.
The Service allows Members to communicate with and send messages to other Members (Communications).
Communications are allowed solely for the purpose of arranging Exchanges and Rentals with other Members. You agree not to send Communications that are:
advertising or other commercial promotions;
charity requests or petitions; and/or
You also agree to abide by the restrictions set out in clause 4.4 when sending Communications.
Rights granted and reserved
Your use of the Service (whether as a Member or otherwise) grants no rights to you in relation to our intellectual property rights (IPR) or the IPR of any third parties.
By submitting information, text, photos, graphics or any other content whatsoever to us in connection with the Service (for example, as part of a Listing or Communication) (Content), you grant us the right, on a non-exclusive, irrevocable, perpetual, royalty-free, transferable, sub-licensable, worldwide basis, to use such Content at our own discretion in any media, including, without limitation, the right to store, edit, copy, reproduce, distribute, disclose and make such Content publicly available on the Service. You further waive any moral rights you may have in relation to such Content.
You agree that we can edit or take down from the Service without notice any Content you submit to us via the Website if we believe that it is in breach of these Terms (and will use our reasonable endeavours to promptly inform you of this). You also acknowledge that certain types of Content formats (for example, video files) may not be uploaded to the Service. You are responsible for keeping copies of your Content, and we will not make any back-up copies or return any Content to you when you cease to use the Service
You promise us that any Content you submit to us via the Service will not infringe the IPR or any other rights of any third parties. In relation to any Content you submit which includes any personal information relating to other people, for example where they appear in photographs, you also promise us that you have the right to do so and have obtained all necessary consents.
You agree to compensate and defend us fully against any claims or legal proceedings bought against us by any person as a result of your breach of this clause 9 (including if you are unable to validly grant us the rights you agree to grant).
You acknowledge and agree that, although we alert other Members that they may not misuse your Content (for example, by using it for commercial or business purposes), we cannot guarantee this and accept no liability to you if it is so misused by other Members or any other third parties.
Fees and payment
If you are a Member, you confirm that you own the bank account or credit/debit card you provided us with details of when you became a Member (or any subsequent or replacement credit or debit card you ask us to use for payment of your membership fee and any other amounts payable by you in connection with the Service). All credit or debit card holders are subject to validation checks and authorisation by the card issuer. If the issuer of your card refuses to authorise payment, we will not be responsible for any non-provision of any aspect of the Service. We are not responsible for your card issuer or bank charging you as a result of our processing of your credit or debit card payment.
The various levels of membership for the Service, the corresponding membership fees and times for payment are set out on the Website and are subject to reasonable change by us from time to time. The fees will be charged in pounds sterling.
As the Service is classified as a digital service that is electronically supplied, if you are located within the European Union we must charge you VAT calculated at the rate applicable to where you are ordinarily resident. All membership fees are stated inclusive of VAT, where applicable.
Other than the membership fees described above, no fees are payable to us for Exchanges.
If an Exchange which has already been accepted and confirmed is cancelled by you, you will be liable for any loss suffered by the other party as result of such cancellation.
If you are a Guest or Owner then other than the membership fees described above, no fees are payable to us for Rentals.
if the Owner cancels a Rental which has already been accepted and confirmed by them, we will use our reasonable endeavours to find you an alternative Asset of equivalent size and location for the Guest to stay. Whilst we hope, and use our reasonable endeavours to ensure, that any alternative asset is suitable, we cannot guarantee this. We accept no responsibility or liability if the asset is not suitable and you must satisfy yourself by confirming the same with the owner of that alternative asset (please see clause 6.1).
Membership term and cancellation of membership
If you choose to become a Member, your membership will begin on the date we send you an email confirming your membership and your membership will continue for a further period of 24 months or as otherwise specified (Subscription Period) (unless cancelled earlier in accordance with these Terms) and we will debit your credit or debit card for the relevant membership fee notified to you.
Your membership will automatically renew for a further period of 24 months or as otherwise specified (Renewal Period) at the then current membership renewal fee at the end of the Subscription Period or any subsequent Renewal Period (as applicable) unless you notify us in writing or by email sent to email@example.com at any time prior to the end of the Subscription Period or relevant Renewal Period (as applicable) that you do not wish your membership to renew. Such notice or email must be received by us by no later than the end of the Subscription Period or relevant Renewal Period (as applicable). We reserve the right to increase membership fees at any time, and will notify you of this by email to the address you have provided in advance of any changes taking effect.
If your membership automatically renews as set out in clause 11.3, you will still be able to change your mind and cancel your membership by notifying us in writing or by emailing us at firstname.lastname@example.org, provided that we receive such notice or email by no later than the end of the fourteenth day following the date of such renewal. If you cancel your membership during such period, we will refund to you the membership fee in respect of such renewal if such fee has already been charged to your credit or debit card or by direct debit.
You can check the date of the next membership fee payment due from you and/or your renewal date at any time by going to the 'My Profile' section of the Website. We may also send this information to you by email from time to time.
We may immediately suspend or cancel your membership and access to the Service without notice and without refunding any fees if:
you breach any of your obligations or restrictions under these Terms;
you cancel an already agreed and confirmed Exchange (whether as a Guest or an Owner) or Rental (as a Guest or Owner) in breach of the cancellation terms agreed by the parties, other than due to events or circumstances beyond your reasonable control; or
if bankruptcy proceedings are brought against you, or if you do not pay a court judgment on time, or if you make an arrangement with your creditors or if your assets are the subject of any form of seizure.
Limits on our liability
We do not exclude or limit in any way our liability for:
death or personal injury caused by our negligence or the negligence of our employees or agents;
fraud or fraudulent misrepresentation; or
any other matter for which it would be illegal or unlawful for us to exclude or attempt to exclude our liability.
If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach of these Terms or our negligence or if it was contemplated by you and us at the time of the agreement between us coming into effect as a possible result of our breach of these Terms or our negligence.
We only supply the Service for personal and private use. You agree not to use the Service for any commercial or business purpose, and we have no liability to you for any loss of profit, loss of business, business interruption or loss of business opportunity.
We are also not liable to you for:
any damage to your Asset (or its contents) caused by another Member; or
any failure to provide the Service or to meet any of our obligations under these Terms where such failure is due to your breach of these Terms or events or circumstances beyond our reasonable control.
While we take reasonable precautions to prevent the existence of computer viruses and/or other malicious programs on the Service, we accept no liability for them.
Accessing the Website and availability of the Service
You are responsible for making all arrangements necessary for you to have access to the Website. You are also responsible for ensuring that all persons who access the Website through your internet connection are aware of these Terms and that they comply with them.
We provide the Service on an 'as-is' basis and do not guarantee that the Service will be available or fault free and do not accept any liability for any errors or omissions. We may suspend or terminate the Service without notice at any time if we feel this is necessary (for example, for maintenance or upgrades), but will use our reasonable endeavours to notify you of the same in advance.
All content on the Website (including Listings) is provided in good faith, but we give no warranty of representation that such content is accurate, complete or up-to-date, nor that the Service does not infringe the rights of any third party. We accept no responsibility or liability for your use of, or reliance on, content provided by us and such use is entirely at your own risk.
Security and linking
Information transmitted via the Service will pass over public telecommunications networks and we cannot guarantee the security of these.
Where the Service or Website contains links to other sites and resources provided by third parties, these links are provided for your information only and your use of such other sites and resources is subject to the rules and policies of the relevant site or resource. Please read the rules and policies applicable to that site or resource before proceeding. We have no control over, nor do we endorse, the contents of those sites or resources nor any use of personal data by such third party and you acknowledge and agree that your use of them is at your own risk. We accept no responsibility or liability for them or for any loss or damage that may arise from your use of them.
We may assign our rights, and/or transfer or sub-contract our obligations, under these Terms to another legal entity. These Terms are personal to you. You may not assign your rights, and/or transfer or sub-contract your obligations, under these Terms to anyone else.
Any failure or delay by us in exercising or enforcing any right available to us under these Terms does not constitute a waiver of that right or any other rights under these Terms. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
If any provision of these Terms is disallowed or found to be ineffective, invalid, illegal or unenforceable by any court or regulator, the other provisions shall not be affected and shall continue to apply.
These Terms are not intended to give rights to anyone except you and us.
These Terms are governed by English law.
We will do our best to resolve any disputes with you arising out of, or in connection with, these Terms and your use of the Service. If, however, any such dispute cannot be resolved between us and either we or you wish to take court proceedings, the courts of England and Wales will, subject to clause 16.7, have exclusive jurisdiction over any claim arising from, or related to, these Terms (unless you are a resident of Northern Ireland, in which case you may bring proceedings in Northern Ireland, or you are a resident of Scotland, in which case you may bring proceedings in Scotland).
Nothing in clause 16.6 will limit our right to take proceedings against you in any other court of competent jurisdiction, nor will the taking of proceedings in any one or more jurisdictions preclude us from taking proceedings in any other jurisdiction, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.