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MYVACAYHOME WEBSITE USER AGREEMENT

  1. Product Description
    MyVacayHome is a service and product of Vacation Storebuilder, LLC ("Vacation Storebuilder"). As such, this User Agreement is entered into with Vacation Storebuilder.
  2. Agreement and Acceptance of Terms
    This User Agreement is a binding agreement (as same may be from time to time amended, the "User Agreement"), and, in conjunction with the online MyVacayHome Subscription Agreement ("Subscription Agreement") you filled out and accepted (which sets forth the specific services and term to which you subscribe) forms the agreement between you, the "Client," and Vacation Storebuilder. The User Agreement and the Subscription Agreement are collectively referred to as the "Client Agreement". The Client Agreement governs your access to the Vacation Storebuilder platform and use of the MyVacayHome Client website (the "Client Site") for marketing the vacation rental property described in the Client Agreement (collectively, the "Service"), for which you have registered pursuant to the Client Agreement. Further, acceptance of this User Agreement serves as acknowledgement of your acceptance of Client Site created for you by Vacation Storebuilder. By clicking on the "Accept" button below, you agree to the terms of this User Agreement, as it now exists or may hereafter be amended by Vacation Storebuilder, and the terms of the Subscription Agreement. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU WILL NOT BE ABLE TO ACCESS THE SERVICE OR USE THE CLIENT SITE.
    You acknowledge that, from time to time, it may be necessary for Vacation Storebuilder to update or revise certain provisions of the Client Agreement. By accepting this User Agreement, you agree that Vacation Storebuilder may change the terms of the Client Agreement, from time to time and in its sole discretion, without providing specific notice to you. If you do not agree to the changes proposed by Vacation Storebuilder, or to any terms in this Agreement, your sole and exclusive remedy is to cancel the Client Agreement and your use of the Client Site.
  3. General Use of the Service You agree that you will use the Service exclusively for the creation and/or operation of a Client Site for a single vacation rental properties owned, managed or operated by you. Each Client Site will be linked to the MyVacayHome.com subdomain or your own domain name as applicable for product plan purchased by you. You shall not use the Service or the Client Site, in whole or in part, for any purpose that is unlawful or prohibited by this Agreement, You agree that you will not modify, copy, distribute, transmit, display, perform, reproduce, decompile, publish, license, create derivative works from, frame in another web page, use on any other Web site or product, transfer, or sell any information, software, products or services provided through or obtained from the Service other than for use as contemplated herein. You agree that you will not use the Service, including the Client Site, or permit your employees and/or agents to use the Service or the Client Site, in any manner that could damage, disable, overburden, or impair the Service or Vacation Storebuilder's servers or internet connections, or interfere with any other party's use of the Service. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Service.
  4. Term of Agreement and Renewal
    The Subscription Agreement sets for the initial term of your Service subscription. If you subscribe for the Service on a monthly basis, then the term of the Client Agreement commences on the date you accept this User Agreement and continues on monthly basis until terminated by either party. If you subscribe for the Service on an annual basis or multiyear basis (if available), then the term of the Client Agreement commences on the date you accept this User Agreement and continues until the expiration of the term set forth in the Subscription Agreement; which term shall automatically renew for an additional one (1) year period unless either party delivers written notice to the other party of its intent not to renew the Client Agreement delivered at least thirty (30) days prior to the expiration of the then current term.
  5. Charges and Billing
    In consideration of making the Service available for your use, you shall pay to Vacation Storebuilder the fees for use of the Service, including the Client Site. You agree to pay any taxes, including sales or use taxes, resulting from your use of the Service, including the Client Site. You are responsible for maintaining a current and valid credit card on file with Vacation Storebuilder to which all applicable fees will be charged. Failure to do so will result in the termination of your access to the Client Site(s). If you have elected in the Subscription Agreement to pay on a monthly basis for the Service, then you are authorizing Vacation Storebuilder to debit your credit card for the applicable then current service fees in advance on a monthly basis. If you have elected in the Subscription Agreement for an annual or multiyear term, then you are authorizing Vacation Storebuilder to debit your credit card for the applicable service fees in advance, and upon each renewal of the initial term, for the applicable service fees for the renewal term at the then current rates for such Service. If you request Vacation Storebuilder to provide additional Services during the term which request is accepted by Vacation Storebuilder, then the Client Agreement will be deemed to appropriately amended to reflect such additional services.
  6. Termination of Service, Deactivation of Website and Refunds
    You may elect to terminate Services with Vacation Storebuilder at any time by delivering an email notice of such termination to Vacation Storebuilder at billing@myvacayhome.com, provided, however, that any prepaid fees will not be refunded. At the time of expiration of the then current term, Vacation Storebuilder will deactivate your Client Site and thereafter you as well as your visitors will be denied access to the Client Site. You acknowledge and agree that Vacation Storebuilder will not issue any refunds for prepaid Services in the event that you terminate the Service.
  7. Client Content/Site Access/Privacy Policy
    You agree to provide true, accurate and complete information to Vacation Storebuilder and the users of your Client Site. You are solely responsible for maintaining the confidentiality of your account and password and shall be solely responsible for any and all transactions by users obtaining access to such account or password, and any and all consequences of the use or misuse of such account and password by your employees, agents and others. You shall be responsible for all actions by such users, including, without limitation, present and former employees, and shall indemnify Vacation Storebuilder for such actions as set forth in Section 15. You are required to post and maintain on each Client Site a Privacy Policy which accurately reflects your usage of personally identifiable information collected by the Client Site from persons utilizing the Client Site. While Vacation Storebuilder may make available sample Privacy Policy templates when setting up the Client Site for your use, it is your sole responsibility to ensure that the Privacy Policy posted on the Client Site accurately reflects your use of personally identifiable information of users of the Client Site. You agree at all time to maintain the personally identifiable information of persons using the Client Site strictly in accordance with the Privacy Policy appearing on the Client Site, and you shall indemnify and hold Vacation Storebuilder harmless from any failure to act in accordance with the Privacy Policy appearing on your Client Site. You acknowledge that Vacation Storebuilder may suspend access to the Client Site(s) based on alleged violations of the posted Privacy Policy.
  8. Client Account Limitations
    You hereby acknowledge that Vacation Storebuilder may, from time to time, establish general practices and limits concerning the use of the Service and the Client Site(s), including, without limitation, (a) linking to other websites, (b) maximum number of photographic images or videos appearing on a Client Site, (c) all claims made by you on a Client Site or on a site to which the Client Site is linked must be true, accurate and complete. Vacation Storebuilder further reserves the right, at any time, to delete or remove from a Client Site, without prior notice to you, any content, video or images that Vacation Storebuilder, in its sole discretion, determines to be unethical, illegal, profane, obscene, defamatory or otherwise deemed objectionable by Vacation Storebuilder. You agrees that Vacation Storebuilder has no responsibility or liability for the removal, deletion or failure to store any content maintained or transmitted by the Service or appearing on a Client Site. You further acknowledge and agree that Vacation Storebuilder reserves the right to change these general practices and limits at any time, in its sole discretion, without notice. You may not, and may not permit any other person or party, without the express written permission from Vacation Storebuilder, sublicense, resell, distribute, decompile, disassemble or reverse engineer the Client Site or the Service.
  9. Rules of Client Conduct and Compliance with Laws
    Your right to use the Service and the Client Site is personal to you. You, and not Vacation Storebuilder, is exclusively responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Client Content") posted via the Service or on the Client Site. You represent and warrant to Vacation Storebuilder that you own or have an appropriate license to use all Client Content that at any time is posted or appearing on the Client Site. You, and not Vacation Storebuilder, is also responsible for compliance with all federal, foreign, state, and local laws, statutes, common law, regulations, codes and ordinances (collectively, "Laws") connected with all aspects of your use of the Service and the Client Site, or the leasing of your vacation rental property through the Service or through the Client Site. You shall not use the Service and/or Client Site for any illegal purpose or in violation of any Laws. You must provide all required and appropriate warnings, information and disclosure, comply with all applicable laws and regulations, and take all other required and appropriate actions in connection with your use of the Service and the Client Site.

    Vacation Storebuilder does not control or monitor the Client Content posted on the Client Site and, as such, does not guarantee the accuracy, integrity or quality of such content. Vacation Storebuilder reserves the right, but is not obligated to review the Client Content posted via the Service or appearing on each Client Site and to refuse or remove any such materials in its sole discretion, without notice at any time. Vacation Storebuilder also reserves the right, without advance notice, to suspend public access to the Client Site if Vacation Storebuilder, in its sole discretion, determines that the Client Content is inappropriate, indecent, illegal or otherwise fails to meet the rules for Client Conduct or Client Content as set forth herein. With respect to the Client Content appearing on the Client Site, You agree not to, directly or indirectly (including, without limitation, through content provided by you or on your behalf to Vacation Storebuilder for inclusion in a Client Site):
      1. post, upload or otherwise transmit any content which is misleading to others or impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity to others, including, but not limited to, consumers;
      2. post, upload or otherwise transmit any content that is threatening, abusive, harassing, tortuous, defamatory, obscene, libelous, invasive of another's privacy, hateful, or racially and ethnically objectionable;
      3. post, upload or otherwise transmit any content that you do not have a right to post and transmit under any law or under contractual or fiduciary relationships (such as information learned or disclosed as part of employment relationships or under nondisclosure agreements);
      4. post, upload or otherwise transmit any content, such that such posting, uploading, or transmission constitutes the infringement of any patent, trademark, trade secret, copyright or other proprietary rights of any party;
      5. post, upload or otherwise transmit any materials that contain 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 and/or attempt to access the accounts of others, or attempt to penetrate security measures of Vacation Storebuilder, its vendors or suppliers or other entities' systems ("hacking"), whether or not the intrusion results in corruption or loss of data;
      6. post, upload or otherwise transmit any materials that impose an unreasonable or disproportionately large load on Vacation Storebuilder's infrastructure that exceed the limits provided by the Service for which you registered;
      7. post, upload or transmit any unsolicited or unauthorized advertising, promotional materials, "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
      8. 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;
      9. intentionally or unintentionally violate any applicable local, state, national or international law, and any regulations having the force of law;
      10. forge any headers or other manipulation of identifiers in order to disguise the origin of any content transmitted through the Service;
      11. promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals; or
      12. post or disclose any personal or private information or images about children or any third party without their consent (or a parent's consent in the case of a minor)

    Vacation Storebuilder may terminate your Account or access to each Client Site and/or the Agreement for failure to comply with the above listed rules of Client Conduct without providing you an opportunity to cure same.

  10. DISCLAIMER OF WARRANTIES
    YOU EXPRESSLY UNDERSTANDS AND AGREES THAT: (A) YOUR USE OF THE SERVICE AND THE CLIENT SITE IS AT YOUR SOLE RISK. VACATION STOREBUILDER PROVIDES THE SERVICE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SERVICE, AND THE CLIENT SITE(S) "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; AND (B) VACATION STOREBUILDER AND ITS SUPPLIERS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, OR (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.

  11. LIMITATION OF LIABILITY
    NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS CLIENT AGREEMENT OR OTHERWISE, IN NO EVENT SHALL VACATION STOREBUILDER BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA OR PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE) EVEN IF VACATION STOREBUILDER OR ANY OF ITS AGENTS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, ARISING OUT OF OR IN CONNECTION WITH (A) THE USE OR INABILITY TO USE THE SERVICE, INCLUDING THE CLIENT SITE, (B) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR UTILIZING THE SERVICE, OR (D) ANY OTHER MATTER RELATING TO THE SERVICE. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL VACATION STOREBUILDER'S AGGREGATE LIABILITY TO YOU AND/OR ANY THIRD PARTY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNT YOU ACTUALLY PAY TO VACATION STOREBUILDER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR $1,000.00, WHICHEVER IS LESS. WITHOUT LIMITING THE FOREGOING, NEITHER VACATION STOREBUILDER NOR ITS SUPPLIERS ARE RESPONSIBLE FOR ANY LOSS OR CORRUPTION OF YOUR DATA.
  12. ADDITIONAL REPRESENTATIONS AND WARRANTIES
    You represents, warrants, and covenants that (a) the person entering into this Agreement has the power and authority to enter into this Agreement; (b) you are at least eighteen (18) years of age; and, (c) you will only use the Vacation Storebuilder's Service and Client Site in accordance with these Terms of Service. You further represent that you are and will at all times be, in full compliance with all applicable Laws regarding your business and as otherwise related to this Agreement and your performance hereunder;
  13. Proprietary Rights to Client Content and Customer Data
    You retain all rights to the Client Content that you provide (or is provided on your behalf) to Vacation Storebuilder and/or that you place on the Client Site. During the term of this Agreement, you hereby grant Vacation Storebuilder a worldwide, royalty-free, non-exclusive license to (i) host, use, reproduce, modify, distribute, transmit, combine with information provided by third parties, and publicly display the Client Content on and through the Service and on the Client Site(s) for purposes of performing Vacation Storebuilder's obligations hereunder, (ii) list Client's name and/or logo on a list of Vacation Storebuilder's representative clients on Vacation Storebuilder's website or in Vacation Storebuilder's promotional or advertising materials (only for the limited purpose of promoting Vacation Storebuilder services), and (iii) sublicense to third parties such Client Content to the extent necessary for the creation and maintenance of, in part or in whole, of such Client Site(s). By posting Client Content, uploading files (or permitting the uploading of files to Vacation Storebuilder), or inputting data, you warrant and represent that you owns or otherwise controls the rights necessary to do so and to grant Vacation Storebuilder the license set forth above, and you will defend and indemnify Vacation Storebuilder and its affiliates from any third party claim related to a breach of any of the representations and warranties contained in this User Agreement. You shall exclusively own all rights to the data provided to you through a Client Site; provided, however, Vacation Storebuilder may use such data on an aggregate basis which is not identifiable to either you or your customers for development of case studies, compilation of statistical data with respect to Vacation Storebuilder's services and to facilitate research, development and enhancement of the Service.
  14. Vacation Storebuilder Proprietary Rights/Software Licenses
    You acknowledge and hereby agree that the Service and any software used in connection with the Service (the "Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Vacation Storebuilder, during the term of this Client Agreement, provides you with a non- exclusive, non-transferable, limited license to use the Software, which you agree to use solely with respect to the Client Site(s) and in accordance with this Agreement. You may not sub-license or charge others to use or access the Software without first obtaining written permission or a written agreement from Vacation Storebuilder. The Software is owned by Vacation Storebuilder and/or its suppliers and is protected to the maximum extent permitted by copyright laws and international treaty provisions. Any reproduction, modification, creation of derivative works from or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. The Software, its structure, sequence and organization and source code are considered trade secrets of Vacation Storebuilder and its suppliers and are protected by trade secret laws. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. YOU MAY NOT DECOMPILE OR DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE ATTEMPT TO DISCOVER ANY SOURCE CODE CONTAINED IN ANY SOFTWARE PROVIDED HEREUNDER.
  15. Indemnification
    You hereby agree to indemnify and hold Vacation Storebuilder and its suppliers, affiliates, partners, subsidiaries, managers, members, employees and agents (collectively, the "Indemnified Parties") harmless from any and all claims and demands, losses, liability costs and expenses (including, but not limited to, reasonable attorneys' fees), incurred by an Indemnified Party arising out of or related to (i) your (or your agent's) breach of this Client Agreement, including, without limitation any of your covenants, representations or warranties; (ii) any information (including, but not limited to, Client Content appearing on the Client Site) submitted, posted, or otherwise provided by you (or on your behalf) at the Client Site and/or to Vacation Storebuilder and/or its affiliates; (iii) any dispute or litigation between an Indemnified Party and a third party caused by your or your agent's actions or anything appearing on or linked to the Client Site(s); and (iv) the violation or alleged violation by Client Content of any intellectual property rights or other rights of another party; (v) any third party claim against the Indemnified Party for: (1) the breach of any privacy policy appearing on a Client Site; or (2) the breach of any representation or warranty made by you; or (3) your, your agent's or the Client Sites' compliance with all Laws, or (4) any claim by your customer against any Indemnified Party to the extent such Liabilities arise out of or result from your business dealings with such Customer, including, without limitation the failure by you to fulfill any reservations for accommodations made through the Client Site(s). These obligations will survive any termination of your relationship with Vacation Storebuilder or your use of or access to the Service.
  16. Copyright and Trademark Notices
    All elements of the Service (as well as the organization and layout of the Client Site), are owned and represent the proprietary intellectual property of Vacation Storebuilder, its affiliates, and its suppliers. No reproduction, distribution, or transmission of the copyrighted materials of the Service, which includes the Client Site and templates, is permitted without the written permission of Vacation Storebuilder. Any rights not expressly granted to you herein are reserved by Vacation Storebuilder.
  17. Modification of the Service
    Vacation Storebuilder reserves the right, at its sole discretion, to, at any time, modify, or discontinue the Service, temporarily or permanently, (or any part thereof), including the imposition of limits on certain features and services or restriction of access to parts or all of the Service, with or without notice. You agree that Vacation Storebuilder shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. You further agree that Vacation Storebuilder shall have the right to remove any feature from the Client Site, without notice to you, at any time at Vacation Storebuilder's sole discretion, if Vacation Storebuilder discontinues offering such feature for any reason. If you do not agree to any such modifications, your sole and exclusive remedy is to cancel the Agreement.
  18. Notice
    Statements, notices and other communications to you may be made by mail, email (at the email address on file with Vacation Storebuilder) postings within your account or other reasonable means. You shall be solely responsible for updating the account's registered email and postal address. Vacation Storebuilder shall not be responsible for any undelivered notices caused by your failure to update the account information. Vacation Storebuilder may also provide notices of changes to the User Agreement or other matters by displaying notices or links to notices generally on the Vacation Storebuilder Web Site. You may provide notices to Vacation Storebuilder pursuant to the Client Agreement by email at clientsupport@myvacayhome.com . Either party may change its email address for notice purposes by delivering written notice to the other party.
  19. Arbitration / Jurisdiction
    You agree that any dispute or claim arising out of or related to the Service, the Client Site (s) or this Agreement, or the interpretation, making, performance, breach or termination thereof, shall be finally settled by binding arbitration in Cook County, Illinois, U.S.A. under the American Arbitration Association Rules by one arbitrator appointed in accordance with said Rules. You agree that any claim against Vacation Storebuilder must be filed within one (1) year of the time such claim arose, regardless of any law to the contrary, otherwise such claim will be barred forever. Notwithstanding the above, Vacation Storebuilder may apply to any court of competent jurisdiction (i) for a temporary restraining order, preliminary injunction or other interim or conservatory relief as necessary, including without limitation for breach of Section 11 (Vacation Storebuilder Proprietary Rights/Software License) or (ii) to collect fees due and owing from you pursuant to this Agreement, without breach of this arbitration agreement and without any abridgment of the powers of the arbitrator. This Agreement shall be governed in all respects by the laws of the State of Illinois, U.S.A. Such law shall be applied by the arbitrator to the merits of any dispute or claim. For any non-arbitral action or proceeding arising out of or related to the Service or this Agreement, both parties submit to sole and exclusive jurisdiction and venue in the courts located in Cook County, Illinois and further agree that any such action or proceeding shall be brought in a court in Cook County, Illinois. A printed version of this Agreement shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
  20. General
    If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Vacation Storebuilder's failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. You may not assign this Agreement in connection with a sale or transfer of all or substantially all its assets, except upon a written approval by Vacation Storebuilder. Vacation Storebuilder shall have the right to freely assign this Agreement, and its rights and obligations hereunder, to any third party without requiring the consent of or notice to you. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefits of the parties hereto, their successors and permitted assigns. This Agreement sets forth the entire understanding and agreement between Vacation Storebuilder and you with respect to the subject matter hereof. The section and subsection titles in the Agreement are for convenience only and have no legal or contractual effect. Each party is an independent contractor and not an agent or representative of any other party. This Agreement shall not be interpreted or construed to create an association, joint venture or partnership between the parties or to impose any partnership obligation or liability upon any party. The parties acknowledge and agree that this Agreement may be entered into electronically, and without the necessity of written signatures.
  21. Internet Domain Names
    If you have an internet domain name for use with your property, Vacation Storebuilder can utilize your domain name in connection with the Client Site, which internet domain name shall be retained by you. Upon termination of the Agreement and upon receipt of written request therefor, Vacation Storebuilder will assist you in transferring the internet domain name to your new hosting service. If you do not have your own internet domain name, Vacation Storebuider will provide during the term of the Agreement (including any extension thereto) an internet subdomain name for use with the Client Site. Upon termination of the Agreement, Vacation Storebuilder retains all rights to the provided subdomain name.
  22. Prohibited Uses and Client Site Content
    By agreeing to the terms of this Agreement, you agree to the following additional terms and conditions:
      1. Prohibited Uses. In addition to all restrictions set forth above, you shall not use, nor permit any third party to use, the Client Site or any part thereof: (i) to violate any federal, state or local law, (ii) to transmit any obscene communication, (iii) to promote any illegal activities, (iv) to violate any intellectual property rights (v) to attempt to overcome or penetrate any security measures on the Server, or (vi) to upload or transmit any virus or harmful agent. You acknowledge that you may be subject to civil or criminal liability under the laws of various governmental jurisdictions as a result of any failure to abide by the provisions of this paragraph.
      2. Client Site Content. You will be solely responsible for all content and materials appearing or in the Client Site (whether same has been posted on a Client Site by you, by Vacation Storebuilder at your request, or otherwise), including without limitation (i) the accuracy and appropriateness of content and materials appearing on or in the Client Site, (ii) ensuring that the content and materials appearing in the Client Site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy or other personal or proprietary rights), and (iii) ensuring that the content and materials appearing in the Client Site are not libelous or otherwise illegal. You also will be solely responsible for accepting, processing and filling any reservations generated through the Client Site, and for handling any customer inquiries and complaints arising there from. You covenant to inspect and monitor the Client Site as frequently and extensively as necessary to ensure its proper operation and compliance with the provisions of this Agreement, and to uncover any problems with the Client Site. To the fullest extent permitted by law, the Client Site will be deemed to be exclusively "under the control" of you and not "under the control" of Vacation Storebuilder or its suppliers. Vacation Storebuilder shall have no responsibility to determine the accuracy or appropriateness of the Client Content or the Client Site, which shall be exclusively be the obligation of you.
  23. Merchant Account/Payment Processor for the Vacation Storebuilder Storefront
    You acknowledge that the Client Site may include credit card transaction functionality. The Service does not include a merchant account which processes the credit card transactions. Correspondingly, in order for the Client Site to accept and process credit card charges in connection with accepting reservations from consumers visiting the Client Site, you must directly sign up for a merchant account with Paypal or other vendor approved by Vacation Storebuilder. If you have signed up to have the Client Site to have a payment processing function, you will need to setup your own PayPal Account (or other Vacation Storebuilder approved payment clearing vendor) to which the Client Site will be linked for clearing credit charges for consumers desiring to book accommodations through the Client Site. You shall be exclusively responsible for all costs, expenses and charges associated with such credit card clearing and payment service. By accepting the terms and conditions of the Merchant Account provider (i.e. – Paypal or other provider), you are creating a separate contractual relationship between you and such Merchant Account provider (even if Vacation Storebuilder assists you in signing with such Merchant Account provided) and that you, and not Vacation Storebuilder, is solely responsible for all liability, and obligations in connection with that relationship. Vacation Storebuilder is not responsible for the unavailability or malfunction of the Merchant Account. Vacation Storebuilder is not a party to, and shall not be involved in or responsible for, transactions, agreements, and/or disputes between you and the Merchant Account provider. In the event of a dispute with the Merchant Account provider, Client hereby releases Vacation Storebuilder (and its officers, directors, agents, and employees) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any connected with such disputes.
  24. Survival
    The representations, warranties, covenants and indemnifications of the parties contained herein shall survive the expiration or early termination of this Agreement.
  25. Entire Agreement
    The terms set forth in the Client Agreement (as same may, from time to time, be amended in writing) and this User Agreement (and any terms and conditions incorporated by reference herein) sets forth the entire understanding and agreement between you and Vacation Storebuilder with respect to the subject matter hereof. In the event of any conflict between or among this User Agreement and any other document referenced herein, the terms of this User Agreement shall control.

BY CHECKING "I ACCEPT THE TERMS AND CONDITIONS" YOU ARE ACKNOWLEDGING THAT YOU ARE DULY AUTHORIZED TO EXECUTE THIS AGREEMENT AND YOU AGREE TO ABIDE BY THE TERMS OF THIS VACATION STOREBUILDER USER AGREEMENT SET FORTH ABOVE.