1. Key Terms

Scout Around provides an online platform that connects listers who have properties to rent with renters seeking to rent such properties for uses including but not limited to filming of motion pictures, television and other types of creative productions (collectively, the "Services"), which Services are accessible on an Online Platform as defined below at https://scoutaround.io and any other websites through which Scout Around makes the Services available (collectively, the "Online Platform").

If you are using the Online Platform or Services, these Terms of Service shall apply you and Scout Around, Inc. (hereinafter referred to as "Scout Around", "we", "us", or "our") with respect to use of the Online Platform or Services and with Stripe, a third-party payment processor, (“Stripe”) with respect to any payments or payouts from or to you conducted through the Online Platform.

"Booking Request Period" means the time period starting from the time (both exact date and hour of the day) when a booking is requested by a Renter (as determined by Scout Around in its sole discretion), within which a Lister may decide whether to confirm or reject that booking request, as stated on the Online Platform or Services. Different Booking Request Periods may apply in different places.

"Collective Content" means Member Content and Scout Around Content.

"Content" means text, graphics, images, music, software, audio, video, information or other materials.

"Scout Around Content" means all Content that Scout Around makes available through the Online Platform and Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding Member Content.

"Lister" means a Member who creates a Listing via the Online Platform and Services.

"Listing" means a Property that is listed by a Lister to be available as a rental via the Online Platform, and Services.

"Member" means a person who completes Scout Around's account registration process, including but not limited to Listers and Renters, as described under "Account Registration" below.

"Member Content" means all Content that a Member posts, uploads, publishes, submits, transmits, or includes in their Listing, Member profile or Scout Around promotional campaign to be made available through the Online Platform or Services.

"Online Platform" means https://scoutaround.io website, property of Scout Around, being an online platform, governed by these Terms and Conditions, through which platform Listers may create Listings for Properties and Renters may learn about and book Properties directly with the Listers, also referred to as Services.

"Property" means residential, commercial, vehicles and other properties.

"Renter" means a Member who requests from a Lister a booking of a Listing via the Online Platform or Services.

"Scout Around” means Scout Around Ltd., a limited liability company established under the Bulgarian legislation and registered at the Commercial Register and Register for Non-profit Legal Entities under UIC 205438905, being the owner of the Online Platform and provided of the Services of the platform.

"Tax" or "Taxes" mean any sales taxes, value added taxes (VAT), goods and services taxes, transient occupancy taxes, tourist or other visitor taxes, property or lodging taxes, fees (such as convention center fees) that Property providers may be required by law to collect and remit to governmental agencies, and other similar municipal, state, and national indirect or other withholding and personal or corporate income taxes.

2. Terms of Service

By using the Online Platform or Services, you agree to comply with and be legally bound by the terms and conditions of these Terms of Service ("Terms"), whether or not you become a registered user of the Services. These Terms govern your access to and use of the Online Platform and Services and all Collective Content (defined below), and constitute a binding legal agreement between you and Scout Around. Please also read carefully our Privacy Policy at https://scoutaround.io

If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Online Platform or Services. Failure to use the Online Platform or Services in accordance with these Terms may subject you to civil and criminal penalties.

Scout Around is not a party to any agreements entered into between listers and renters, nor is Scout Around a real estate broker, agent or insurer. Scout Around has no control over the conduct of listers, renters and other users of the Online Platform and services or any properties, and disclaims all liability in this regard to the maximum extent permitted by law.

If you choose to create a listing on Scout Around, you understand and agree that your relationship with Scout Around is limited to being a platform user as an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Scout Around for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf of or for the benefit of Scout Around. Scout Around does not control, and has no right to control, your listing, your offline activities associated with your listing, or any other matters related to any listing, that you provide. As a member you agree not to do anything to create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of Scout Around, including by inappropriately using any Scout Around intellectual property.

You acknowledge and agree that, by accessing or using the Online Platform or services or by downloading or posting any Content from or on the Online Platform or through the Services, you are indicating that you have read, and that you understand and agree to be bound by these Terms and receive our Services, whether or not you have registered with the Online Platform. If you do not agree to these terms, then you have no right to access or use the Online Platform, Services, or Collective Content. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, "you" and "your" will refer and apply to that company or other legal entity.

3. Modification

Scout Around reserves the right, at its sole discretion, to modify the Online Platform or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will either post the modification on the Online Platform or otherwise provide you with notice of the modification. We will also update the "Last Updated" date at the top of these Terms. By continuing to access or use the Online Platform or Services after we have posted a modification on the Online Platform or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Online Platform and Services.

4. Eligibility

The Online Platform and Services are intended solely for persons who are 18 years of age or older, being adults under the Bulgarian legislation. Any access to or use of the Online Platform or Services by anyone under 18 is expressly prohibited. By accessing or using the Online Platform or Services you represent and warrant that you are 18 or older.

5. How the Online Platform and Services Work

The Online Platform and Services can be used to facilitate the listing and booking of Properties. Such Properties are included in Listings on the Online Platform and Services by Listers. You may view Listings as an unregistered visitor to the Online Platform and Services; however, if you wish to book a Property or create a Listing, you must first register to create a Scout Around Account (defined below).

As stated above, Scout Around makes available an online platform or marketplace with related technology for Renters and Listers to meet online and arrange for bookings of Properties directly with each other. Scout Around is not an owner or operator of properties, nor is it a provider of properties, and Scout Around does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control properties. Unless explicitly specified otherwise in the Scout Around platform, Scout Around's responsibilities are limited to facilitating the availability of the Online Platform and Services.

Scout Around cannot and does not control the content contained in any listings and the condition, legality or suitability of any properties. Scout Around is not responsible for and disclaims any and all liability related to any and all listings and properties. Accordingly, any bookings will be made or accepted at the member's own risk. All binding relations between the Listers and the Renters are subject to a separate agreement between them.

6. Account Registration

In order to access certain features of the Online Platform and to book a Property or create a Listing, you must register to create an account ("Scout Around Account") and become a Member. You may register to join the Services directly via the Online Platform or as described in this section.

Your Scout Around Account and your Scout Around Account profile page will be created for your use of the Online Platform based upon the personal information you provide to us. You may not have more than one (1) active Scout Around Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Scout Around reserves the right to suspend or terminate your Scout Around Account and your access to the Online Platform and Services if you create more than one (1) Scout Around Account, or if any information provided during the registration process or thereafter proves to be inaccurate, fraudulent, not current, incomplete, or otherwise in violation of these Terms of Service.

You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Scout Around Account, whether or not you have authorized such activities or actions. You will immediately notify Scout Around of any unauthorized use of your Scout Around.

7. Property Listings

As a Member, you may create Listings. To create a Listing, you will be asked a variety of questions about the Property to be listed, including, but not limited to, the property, capacity, size, features, and availability of the Property and pricing and related rules and financial terms. In order to be featured in Listings via the Online Platform and Services, all Properties must have valid physical addresses. Listings will be made publicly available via the Online Platform and Services. You understand and agree that the placement or ranking of Listings in search results may depend on a variety of factors, including, but not limited to, Renter and Lister preferences, ratings and/or ease of booking.

Other Members will be able to book your Property via the Online Platform and Services based upon the information provided in your Listing, your Renter requirements, and Renters' search parameters and preferences. You understand and agree that once a Renter requests a booking of your Property, you may not request the Renter to pay a higher price than that which is indicated in the booking request.

You acknowledge and agree that you alone are responsible for any and all Listings and Member Content you post. Accordingly, you represent and warrant that any Listing you post and the booking of, or a Renter's use, a Property in a Listing you post (i) will not breach any agreements you have entered into with any third parties, such as property owners association, condominium, lease or rental agreements, and (ii) will (a) be in compliance with all applicable laws (such as zoning laws and laws governing rentals of residential and other properties), Tax requirements, Intellectual Property laws, and rules and regulations that may apply to any Property included in a Listing you post (including having all required permits, licenses and registrations), and (b) not conflict with the rights of third parties. Please note that Scout Around assumes no responsibility for a Lister's compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Scout Around reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that Scout Around, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms, or otherwise harmful to the Online Platform or Services.

The Property booking is subject to a separate agreement between the Lister and the Renter, which may have additional content, but will state at minimum the duration of the booking and the price related to it.

If you are a Lister, you understand and agree that Scout Around does not act as an insurer or as your contracting agent. If a Renter requests a booking of your Property and stays at your Property, any agreement you enter into with such Renter is between you and the Renter and Scout Around is not a party to it.

You acknowledge and agree that, as a Lister, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who reside at or are otherwise present at the Property at your request or invitation, excluding the Renter (and the individuals the Renter invites to the Property, if applicable.)

Scout Around may offer Listers the option of having photographers take photographs of their Properties. If you as a Lister choose to have photographer do this, Scout Around shall own all copyrights in photographs taken but these photographs will be made available to you to include in your Listing with a watermark or tag bearing the words "Scout Around.com Verified Photo" or similar wording ("Verified Images"). You agree that you alone are responsible for ensuring that your Listing is accurately represented in the Verified Images. You alone are responsible for using the Verified Images for your Listing and you warrant that you will cease to use the Verified Images or any other images if such images cease to accurately represent your Listing or if you cease to be a Lister for the Listing featured. All images, materials and content created by these photographers, including Verified Images, constitute Scout Around Content, regardless of whether you include them in your Listing and you agree not to use them except in your Listing without prior authorization from Scout Around. If your Scout Around Account is terminated or suspended for any reason, you shall not use Verified Images in any way. You agree that Scout Around retains its right to and may use the Verified Images for advertising, marketing, commercial and other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation.

8. No Endorsement

Scout Around does not endorse any Member, Listing or Property. You understand that Verified Images are intended only to indicate a photographic representation of the Property at the time the photograph was taken. Verified Images are therefore not an endorsement by Scout Around of any Member, Listing or Property.

Members are required by these Terms to provide accurate information. Although Scout Around may, for transparency or fraud prevention or detection purposes, directly or through third parties, ask you to provide a form of government identification, your date of birth, and other information, or undertake additional checks and processes designed to help verify or check the identities or backgrounds of Members and/or screen Member information against third party databases or other sources, we do not make any representations about, confirm, or endorse any Member or the Member's purported identity or background. The above is also governed by our Privacy Policy.

Any references in the Online Platform or Services to a Member being "verified" or "connected" (or similar language) only indicate that the Member has completed a relevant verification or identification process, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by Scout Around about any Member, including of the Member's identity and whether the Member is trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Online Platform and Services. We therefore recommend that you always exercise due diligence and care when deciding whether to book a specific Property with a Lister or to accept or preapprove a booking request from a Renter, or to have any other interaction with any other Member. Scout Around is not responsible for any damage or harm resulting from your interactions with other Members.

By using the Online Platform or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm. Scout Around is not a party in the relationship between the Lister and Renter, but only accommodates the process for their connection. Therefore, you agree not to attempt to impose liability on or seek any legal remedy from Scout Around with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Online Platform and Services regarding any bookings or Listings made by you. This limitation shall not apply to any claim by a Lister against Scout Around regarding the remittance of payments received from a Renter by Scout Around on behalf of a Lister, which instead shall be subject to the limitations described in the section below entitled "Limitation of Liability".

9. Bookings and Financial Terms

"Lister Fees" means the fee that Scout Around charges a Lister for the use of the Services, which is calculated as a percentage of the applicable Property Fees. The Lister Fees will be displayed to the Lister when the Lister is asked whether to confirm or reject a booking request from a prospective Renter.

"Payment Method" means a payment method that you have added to your Scout Around Account, such as a credit card, debit card, bank account or PayPal.

"Property Fees" means the amounts that are due and payable by a Renter in exchange for renting a Property. This includes the Lister Fees, the Property Management Fees (if applicable) and the Processing Fee. The Lister alone, and not Scout Around, is responsible for setting the Property Fees for his or her Listing. By request of the Lister, Scout Around may offer a consultation on the optimal pricing for the relevant Property’s booking. However, the above is a consultation of suggestive nature and the final decision on setting the pricing is entirely dependent on the Lister’s choice.

"Property Manager" means a person or a company providing assistance to the Lister with listing and renting out the Property.

"Property Management Fees" means the fee that Property Manager charges a Lister for assisting a Lister with listing and renting out the Property, which is calculated as a percentage of the applicable Property Fees. The Property Management fees will be displayed to the Renter when the Renter is asked whether to send a booking request to a Lister.

"Service Fees" means collectively the Property Management Fees and the Lister Fees.

"Processing Fee" means the fee paid by the Renter based on the total of Location Fee plus the Additional Fees (if there are Additional Fees applicable to the booking). The Processing Fee is reduced as the total cost of the booking increases.

"Additional Fees" are extra fees associated with the use of Listing. These are the fees that the host does not benefit from personally and are paid by the host to external contractors (e.g. Cleaning fee or Online Platform rep fee).

"Total Fees" means collectively the Property Fees and the Service Fees plus any Taxes.

Each Lister hereby appoints Stripe as the Lister’s limited payment collection agent for the purpose of accepting the Property Fees from Renters. Each Lister agrees that payment made by a Renter through Stripe, shall be considered the same as a payment made directly to the Lister, and the Lister will make the Property available to the Renter in the agreed-upon manner as if the Lister has received the Property Fees.

If you are a Lister and a booking is requested for your Property via the Online Platform or Services, you will be required to either 1) confirm (“instant booking”); or 2) receive an enquiry regarding the Property ’s availability (“enquiry only”) within the Booking Request Period. When a booking is requested via the Online Platform or Services, we will share with you (i) the first and last name of the Renter who has requested the booking, (ii) a link to the Renter's Scout Around Account profile page. If you are unable to confirm or decide to reject a booking request within the Booking Request Period, any amounts collected by Stripe for the requested booking will be refunded to the applicable Renter. When you confirm a booking requested by a Renter, Scout Around will send you an email, text message or message via the Online Platform confirming such booking, depending on the selections you make via the Online Platform and Services.

The Listers, not Scout Around, are solely responsible for honoring any confirmed bookings and making available any Properties reserved through the Online Platform and Services. If you, as a Renter, choose to enter into a transaction with a Lister for the booking of a Property, you agree and understand that you will be required to enter into an agreement with the Lister and you agree to accept any terms, conditions, rules and restrictions associated with such Property imposed by the Lister. You acknowledge and agree that you, and not Scout Around, will be responsible for performing the obligations of any such agreements, that Scout Around is not a party to such agreements, and that Scout Around (inclusive of all subsidiaries) disclaims all liability arising from or related to any such agreements.

The Total Fees payable will be displayed to a Renter before the Renter sends a booking request to a Lister. As noted above, the Lister is required to either 1) instant book or 2) enquiry only the booking request within the Booking Request Period; otherwise, the requested booking will be automatically canceled. [Upon receipt of your booking request, Stripe may initiate a pre-authorization and/or charge a nominal amount to your Payment Method. If a requested booking is canceled (i.e. not confirmed by the applicable Lister), the selected by the Lister Cancellation Policy for the specific Property shall apply.]

You as a Renter agree to pay the Total Fees (including the Processing Fee) for any booking requested, and in most cases confirmed, in connection with your Scout Around. Stripe will collect the Total Fees pursuant to these Terms.

Once your confirmed booking transaction is complete you will receive a confirmation email summarizing your confirmed booking.

In consideration for the use of Scout Around's online marketplace and platform, Scout Around charges Lister Fees. Stripe collects these Lister Fees, and, where applicable, may also collect Taxes in respect of the Lister Fees and Property Management Fees. Scout Around deducts the Lister Fees and Property Management Fees from the Property Fees before remitting the balance to the Lister

As a Renter, you may cancel any reserved Booking before it is confirmed by the Lister without further obligation.

Listers can choose the type of cancellation and refund rules ("Cancellation Policy") that will apply to the relevant listed Property, which options shall be visible to the Renters when reviewing the Property’s booking options.

Once a booking is confirmed by a Lister, the following cancellation and refund rules can apply to Renters, dependent on the Lister’s provided options:

• Very flexible: Renters may cancel their bookings until 24 (twenty-four) hours before the event start time and will receive a full refund (including all Fees) of their price. Booking cancellations submitted less than 24 (twenty-four) hours before the event start time are not refundable;
• Flexible: Renters may cancel their bookings until 7 (seven) days before the event start time and will receive a full refund (including all Fees) of their price. Renters may cancel their booking between 7 (seven) days and 27 (twenty-seven) hours before the event start time and receive 50% (fifty percent) refund (excluding Fees) of their price. Booking cancellation submitted less than 24 hours before the Event start time are not refundable;
• Standard 30 days: Renters may cancel their bookings until 30 (thirty) days before the event start time and will receive a full refund (including all Fees) of their price. Renters may cancel their booking between 30 (thirty) days and 7 (seven) days before the event start time and receive 50% (fifty percent) refund (excluding Fees) of their price. Booking cancellation submitted less than 7 days before the Event start time are not refundable;
• Standard 90 days: Renters may cancel their bookings until 90 (ninety) days before the event start time and will receive a full refund (including all Fees) of their price. Renters may cancel their Booking between 90 (ninety) days and 14 (fourteen) days before the event start time and receive 50% (fifty percent) refund (excluding Fees) of their price. Booking cancellation submitted less than 14 (fourteen) days before the event start time are not refundable.

[In the event a Renter cancels a booking that, pursuant to this Section 9(f)(i), requires payment in the form of a refund to a Renter or payout to a Lister, Scout Around will keep the Property Fees until the day on which the cancelled booking was to begin at which time Scout Around will begin to process any applicable payments to the Renter and/or Lister in accordance with its normal payment policy.

The cancellation of a confirmed booking by a Lister requires intensive logistical support and can impact the high standard of service by which Scout Around’s marketplace operates. As such, in the event of any cancellation of a confirmed booking by a Lister, Scout Around reserves the right to impose penalties on the Lister’s account including publishing an automated review indicating a cancelled booking, and suspending or terminating the Lister’s account. A cancellation of a confirmed booking by a Lister must be made with at least 7 calendar days’ notice. Failure to comply with the preceding sentence will result in Scout Around charging the Lister the applicable Service Fee and Processing Fee. In addition, if any Lister cancels more than one confirmed booking, Scout Around may, in its sole discretion, withhold future payouts to a Lister to make up for any losses incurred as a result of Lister’s initial cancellation. These losses may include but are not limited to, the additional costs required to complete a new Booking for a Renter that has been displaced by a Lister’s cancellation.

In certain circumstances, Scout Around may decide, in its sole discretion, that it is necessary or desirable to cancel a confirmed booking or to issue a refund to a Renter for part or all of the amounts charged to the Renter. This may be for extenuating circumstances, an emergency, or for any other reason. Additionally, Scout Around reserves the right to cancel any booking that it deems fictitious or fraudulent in its sole discretion. You hereby agree that Scout Around and the relevant Renter or Lister will not have any liability for any such cancellation or refund made by Scout Around.

Scout Around has fraud detection and prevention processes in place to protect and educate Listers against potential fraudulent behavior by Renters on the platform. Scout Around’s team can be reached at any time by use of the contact page if the Lister desires a manual check on a Renter’s behavior and/or identity.

Despite Scout Around’s efforts to detect and prevent fraudulent behavior, the Lister ultimately has the responsibility to verify the identity of Renters that book the Lister’s property. If a Lister confirms a booking and is paid out Property Fees from a fraudulent Renter, Scout Around reserves the right to collect the applicable Property Fees from the Lister once payout has been issued. If Lister refuses to return the applicable Property Fees to Scout Around, Scout Around may pursue legal avenues to retrieve them; Lister shall also reimburse Scout Around for all costs incurred in collecting the applicable Property Fees, including, without limitation, court costs and attorneys’ fees. In addition, Scout Around may, in its sole discretion, withhold future payouts to a Lister to make up for any losses incurred as a result of Lister’s initial cancellation.

Additionally, Scout Around maintains the right to withhold Lister’s payout related to potentially fraudulent Renter bookings for a period of 140 days after payment is made on the platform in order to prevent the possibility of Renter-related chargebacks.

10. Taxes

Tax regulations may require us to collect appropriate tax information from our Listers, or to withhold taxes from payouts to Listers, or both. All taxes are regulated by the Bulgarian legislation.

You as a Lister understand and agree that you are solely responsible for determining (i) your applicable Tax reporting requirements, and (ii) the Taxes that should be included, and for including Taxes to be collected or obligations relating to applicable Taxes in Listings. You are also solely responsible for remitting to the relevant authority any Taxes included or received by you. Scout Around cannot and does not offer Tax-related advice to any Members.

You understand and acknowledge that appropriate governmental agencies, departments or authorities, specifically the National Revenue Agency (the "Tax Authority") where your Property is located may require Taxes to be collected from Renters or Listers on the amount paid for the right to use and/or occupancy of properties, and to be remitted to the respective Tax Authority.

11. Renting a Property on Scout Around

As a Renter, you are responsible for acquiring all the necessary permits from all relevant bodies (including but not limited to filming permits, parking permits etc.) and insurance policies as well as release forms and other documents relevant to the filming process to be performed at the Property during the Booking Period. Scout Around can not be held liable for Renter not acquiring all the necessary permits and other documents relevant to the filming process to be performed at the Property during the Booking Period.

12. Damage to Properties

As a Renter, you are responsible for leaving the Property in the condition it was in when you arrived. You acknowledge and agree that, as a Renter, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Property. In the event that a Lister claims otherwise and provides evidence of damage ("Damage Claim"), including but not limited to photographs, you agree to pay the cost of replacing the damaged items with equivalent items.

Listers may choose to include security deposits in their Listings ("Security Deposits"). Each Listing will describe whether a Security Deposit is required for the applicable Property. Scout Around will use commercially reasonable efforts to address Listers' requests and claims related to Security Deposits, but Scout Around is not responsible for administering or accepting any Damage Claims by Listers related to Security Deposits, and disclaims any and all liability in this regard.

If a Lister makes a Damage Claim for a confirmed booking of a Property, you as a Renter will be notified of any Damage Claim and given forty eight (48) hours to respond. Thereafter, Stripe will collect any such costs from you and/or against the Security Deposit. Scout Around/Stripe also reserves the right to otherwise collect payment from you and pursue any avenues available to Scout Around in this regard in situations in which you have been determined, in Scout Around's sole discretion, to have damaged any Property, including, but not limited to, in relation to any payment requests made by Listers based on a Damage Claim, and in relation to any payments made by Scout Around to Listers.

Both Renters and Listers agree to cooperate with and assist Scout Around in good faith, and to provide Scout Around with such information and take such actions as may be reasonably requested by Scout Around, in connection with any Damage Claims or other complaints or claims made by Members relating to Properties or any personal or other property located at a Property or with respect to any investigation undertaken by Scout Around or a representative of Scout Around regarding use or abuse of the Online Platform or the Services. If you are a Renter, upon Scout Around's reasonable request, and to the extent you are reasonably able to do so, you agree to participate in mediation or similar resolution process with a Lister, at no cost to you, which process will be conducted by Scout Around or a third party selected by Scout Around or its insurer, with respect to losses for which the Lister is requesting payment from Scout Around.

If you are a Renter, you understand and agree that Scout Around may make a claim under your homeowner's, renter's or other insurance policy related to any damage or loss that you may have caused or been responsible for or to a Property or any personal or other property located at a Property. You agree to cooperate with and assist Scout Around in good faith, and to provide Scout Around with such information as may be reasonably requested by Scout Around, in order to make a claim under your homeowner's, renter's or other insurance policy, including, but not limited to, executing documents and taking such further acts as Scout Around may reasonably request to assist Scout Around in accomplishing the foregoing Security Deposits, if required by a Lister, may be applied to any fees due from a Renter overstaying at a Listing without the Lister's consent.

Renter acknowledges that Scout Around may hold a security deposit of the total location fee, subject to notification and Renter’s confirmation, 48 hours before the start date of the booking, should the location require it. This hold is authorized on the credit card used to book the location. If Scout Around is unable to successfully authorize the security deposit, the Renter’s booking may be subject to the terms of the Scout Around cancellation policy.

13. Insurance

Scout Around requires the Lister and/or the Renter obtain insurance or review their existing policies to make sure their existing insurance covers any loss that may arise out of the Booking and use of a particular Property by the Renter, its guests, vendors, clients, customers, crew, cast, talents, sub-contractors or licensees (including all third parties that the Renter is or should be accounted for), including policies covering property damage, casualty, personal injury, fire, and general liability (the “Liability Insurance”). Scout Around disclaims any and all liability for Lister or Renter’s failure to be covered by Liability Insurance. To the extent Lister has not obtained and does not have Liability Insurance, Scout Around shall require Renter to purchase Liability Insurance prior to the booking start date. Scout Around shall have no liability for the Parties’ failure to obtain Liability Insurance.

B. Scout Around may offer Renter the opportunity to obtain Liability Insurance through the Online Platform. The Renter is not required to purchase the Liability Insurance through the Online Platform and may instead purchase Liability Insurance through the licensed insurance producer and/or insurance company of its choosing.

14. Overstaying without the Lister's Consent

Renters agree that a confirmed booking is merely a license granted by the Lister to the Renter to enter and use the Listing for the limited duration of the confirmed booking and in accordance with the Renter's agreement with the Lister. Renters are allowed to be present in the Property only within the designated hours that the Lister specifies in the Listing or such other time as mutually agreed upon between the Lister and Renter and further agree to leave the Property no later than the checkout time that the Lister specifies in the Listing or such other time as mutually agreed upon between the Lister and Renter. If a Renter stays past the agreed upon designated hours or checkout time without the Lister's consent, they no longer have a license to stay in the Listing and the Lister is entitled to make the Renter leave. In addition, Renters agree that the Lister can charge the Renter for periods that the Renter stays over the agreed designated hours or period without the Lister's consent an additional fee of 1.5 times the average hourly Property Fee originally paid by the Renter to cover the inconvenience suffered by the Lister, plus all applicable Service Fees, Taxes, and any legal expenses incurred by the Lister to make the Renter leave (collectively, "Additional Sums"). The Additional Sums will be charged in half hour increments. If the Renter's production/event has more people on location than originally booked, Scout Around has the right to charge the Renter for the extra people, as well as any damages and overages based on the evidence provided by the Host. Scout Around reserves the right to charge the Renter for any such overages based on the Location Agreement.

15. User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Online Platform, Services and Collective Content. You are obliged to cooperate with Scout Around in your capacity as a user of the platform to provide any required information and cooperation to the extent of the applicable laws. In connection with your use of the Online Platform, Services and Collective Content, you may not and you agree that you will not:

• A. violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
• B. decompile the software supporting the Online Platform, unless explicitly necessary for the compatibility of the software with the Services operability, as long as the decompiled part of the software shall not be used by the Lister/Renter/or any third party to create software, similar to the one supporting the Online Platform, as per the regulations of Directive 2009/24/EC of the European Parliament and of the Council of 23 April 2009 on the legal protection of computer programs. In addition, you will not use manual or automated software, devices, scripts, robots, backdoors, or other means or processes to access, "scrape," "crawl" or "spider" any web pages or other services contained in the Online Platform, Services or Collective Content;
• C. access or use our Online Platform or Services to use, expose, or allow to be used or exposed, any Scout Around Content: (i) that is not publicly displayed by Scout Around in its search results pages or listing pages before a booking is confirmed; (ii) in any way that is inconsistent with the Scout Around Privacy Policy or Terms of Service; or (iii) in any way that otherwise violates the privacy rights or any other rights of Scout Around's users or any other third party;
• D. use the Online Platform, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Scout Around endorsement, partnership or otherwise misleads others as to your affiliation with Scout Around;
• E. dilute, tarnish or otherwise harm the Scout Around brand in any way, including through unauthorized use of Collective Content, registering and/or using Scout Around 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 Scout Around domains, trademarks, taglines, promotional campaigns or Collective Content; F. copy, store or otherwise access or use any information contained on the Online Platform, Services or Collective Content for purposes not expressly permitted by these Terms;
• G. infringe the rights of Scout Around or the rights of any other person or entity, including without limitation, their intellectual property, privacy, publicity or contractual right;
• H. interfere with or damage our Online Platform or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, backdoors, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
• I. use our Online Platform or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
• J. use our Online Platform, Services or Collective Content in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to filming of motion pictures, television, and/or organizing events in a private residence;
• K. "stalk" or harass any other user of our Online Platform, Services or Collective Content, or collect or store any personally identifiable information about any other user other than for purposes of transacting as an Scout Around Renter or Lister;
• L. offer, as a Lister, any Property that you do not yourself own or have permission to rent as a residential, commercial, public or other property (without limiting the foregoing, you will not list Properties as a Lister if you are serving in the capacity of a rental agent or listing agent for a third party) (except for the cases in which you have an explicit 3-party [Owner + Representative + Scout Around] allowing the above);
• M. offer, as a Lister, any Property that may not be rented or subleased pursuant to the terms and conditions of an agreement with a third party, including, but not limited to, a property rental agreement;
• N. register for more than one Scout Around Account or register for an Scout Around Account on behalf of an individual other than yourself;
• O. unless Scout Around explicitly permits otherwise, request or book usage of any Property if you will not actually be performing the filming or other creative process at the Property yourself;
• P. contact another Member for any purpose other than asking a question related to a Booking, Property, Listing, or the Member's use of the Online Platform and Services;
• Q. recruit or otherwise solicit any Lister or other Member to join third-party services or websites that are competitive to Scout Around, without Scout Around's prior written approval;
• R. recruit or otherwise solicit any Member to join third-party services or websites, without our prior written approval;
• S. impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
• T. use automated scripts to collect information from or otherwise interact with the Online Platform, Services or Collective Content;
• U. use the Online Platform, Services or Collective Content to find a Lister or Renter and then complete a booking of a Property independent of the Online Platform or Services, in order to circumvent the obligation to pay any Service Fees related to Scout Around's provision of the Services or for any other reasons;
• V. as a Lister, submit any Listing with false or misleading information, including price information, or submit any Listing with a price that you do not intend to honor;
• W. violate these Terms;
• X. engage in disruptive, circumventive, abusive or harassing behavior in any area or aspect of our Online Platform, or Services;
• Y. post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
• Z. systematically retrieve data or other content from our Online Platform or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
• AA. use, display, mirror or frame the Online Platform, Services or Collective Content, or any individual element within the Online Platform, Services or Collective Content, Scout Around's name, any Scout Around trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Online Platform or Services, without Scout Around's express written consent;
• AB. access, tamper with, or use non-public areas of the Online Platform or Services, Scout Around's computer systems, or the technical delivery systems of Scout Around's providers;
• AC. attempt to probe, scan, or test the vulnerability of any Scout Around system or network or breach any security or authentication measures;
• AD. avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Scout Around or any of Scout Around's providers or any other third party (including another user) to protect the Online Platform, Services or Collective Content;
• AE. forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Online Platform, Services or Collective Content to send altered, deceptive or false source-identifying information;
• AG. advocate, encourage, or assist any third party in doing any of the foregoing; or
• AH. accept or make a payment for Property Fees or Property Management Fees outside Scout Around. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold Scout Around harmless from any liability for such payment. Scout Around may in certain instances, withhold future payouts to recover lost funds caused by a Host accepting payment outside of Scout Around.

In case of breach of the above by any Lister, Renter or any third party acting on their behalf in regard to the provision of Services, Scout Around will be entitled to a penalty in the amount of 100% (one hundred percent) of the relevant transaction amount.

Scout Around has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. In addition, and as set in these Terms, Scout Around may take a range of actions against you, including but not limited to deactivating or canceling your Listing(s) or Scout Around Account, for a violation of this Section or these Terms.

Scout Around may access, preserve and disclose any of your information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary to (i) respond to claims asserted against Scout Around or to comply with legal process (for example, subpoenas or warrants), (ii) enforce or administer our agreements with users, such as these Terms, (iii) for fraud prevention, risk assessment, investigation, customer support, product development and de-bugging purposes, or (iv) protect the rights, property or safety of Scout Around, its users, or members of the public. You acknowledge that Scout Around has no obligation to monitor your access to or use of the Online Platform, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating and improving the Online Platform and Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to respond to content that it determines is otherwise objectionable or as set forth in these Terms. Scout Around reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Scout Around, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Online Platform or Services.

Reporting Misconduct

If you stay with or host anyone who you feel is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Scout Around by contacting us with your police station and report number; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.

16. Privacy

You agree that Scout Around's Privacy Policy (as may be updated from time to time) governs Scout Around's collection and use of your personal information.

17. Intellectual Property Ownership and Rights Notices

The Online Platform, Services, and Collective Content are protected by copyright, trademark, and other laws of the Republic of Bulgaria and the European Union. You acknowledge and agree that the Online Platform, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of Scout Around and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Online Platform, Services, or Collective Content. All trademarks, service marks, logos, trade names, and any other proprietary designations of Scout Around used on or in connection with the Online Platform, Services, and Scout Around Content are trademarks or registered trademarks of Scout Around in Bulgaria. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Online Platform, Services, and Scout Around Content are used for identification purposes only and may be the property of their respective owners. As a Lister, Renter, or Member, you understand and agree that you are bound by the additional Terms, Guidelines and Policies that apply to your use of the Online Platform, Services and Collective Content.

18. Scout Around Content and Member Content License

Subject to your compliance with these Terms, Scout Around grants you a limited, non-exclusive, non-transferable license, to (i) access and view any Scout Around Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Online Platform, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Scout Around or its licensors, except for the licenses and rights expressly granted in these Terms.

19. Member Content

We may, in our sole discretion, permit you to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Online Platform, Services, or through Scout Around promotional campaigns, you hereby grant to Scout Around a worldwide, irrevocable, perpetual (or for the term of the protection), non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, by means of or to promote or market the Online Platform and Services. Scout Around does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.

You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Online Platform, Services or through Scout Around promotional campaigns. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Online Platform, Services or through Scout Around promotional campaigns or you have all rights, licenses, consents and releases that are necessary to grant to Scout Around the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Scout Around's use of the Member Content (or any portion thereof) on, through or by means of the Online Platform, the Services or Scout Around promotional campaigns will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

20. Links

The Online Platform and Services may contain links to third-party websites or resources. You acknowledge and agree that Scout Around is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Scout Around of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.

Some portions of the Scout Around platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to Google's terms of use.

21. Term and Termination, Suspension and Other Measures

A. Term

This Agreement shall be effective for a 12-month term, at the end of which it will automatically and continuously renew for subsequent 12 months until such time when you or Scout Around terminates the Agreement as described below.

B. Termination for convenience

You may terminate this Agreement at any time by sending us an email. If you cancel your Scout Around Account as a Lister, any confirmed bookings will be automatically canceled and your Renters will receive a full refund. If you cancel your Scout Around Account as a Renter, any confirmed booking will be automatically canceled and any refund will depend upon the terms of the applicable cancellation policy.

Without limiting our rights specified below, Scout Around may terminate this Agreement for convenience at any time by giving you 30 days' notice via email to your registered email address.

C. Termination for breach, suspension and other measures

Scout Around may immediately, without notice terminate this Agreement if (i) you have materially breached these Terms or our Policies, including but not limited to any breach of your warranties outlined in these Terms or breach of the "User Conduct" provisions in these Terms, (ii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Scout Around Account registration, or Listing process or thereafter, (iii) you have violated applicable laws, regulations or third party rights, or (iv) Scout Around believes in good faith that such action is reasonably necessary to protect the safety or property of other Members, Scout Around or third parties, for fraud prevention, risk assessment, security or investigation purposes. In addition Scout Around may deactivate or delay Listings, reviews, or other Member Content, cancel any pending or confirmed bookings, limit your use of or access to your Scout Around Account and the Online Platform or Services, temporarily or permanently revoke any special status associated with your Scout Around Account, or temporarily or permanently suspend your Scout Around Account if (i) you have breached these Terms or our Policies, including material and non-material breaches and receiving poor ratings from Listers or Renters, or (ii) Scout Around believes in good faith that such action is reasonably necessary to protect the safety or property of Members, Scout Around or third parties, for fraud prevention, risk assessment, security or investigation purposes.

In case of non-material breaches and where appropriate, you will be given notice of any measure by Scout Around and an opportunity to resolve the issue to Scout Around's reasonable satisfaction.

D. Consequences

If we take any of the measures described above we may (i) communicate to your Renters or Listers that a pending or confirmed booking has been canceled, (ii) refund your Renters in full for any and all confirmed bookings, irrespective of preexisting cancellation policies, (iii) support your Renters, on an exceptional basis, in finding potential alternative Properties, and (iv) you will not be entitled to any compensation for confirmed bookings that were canceled.

If you or we terminate this Agreement, we do not have an obligation to delete or return to you any of your Member Content, including but not limited to any reviews or Feedback. When this Agreement has been terminated, you are not entitled to a restoration of your Scout Around Account or any of your Member Content. If your access to or use of the Online Platform and Services has been limited or your Scout Around Account has been suspended or this Agreement has been terminated by us, you may not register a new Scout Around Account or attempt to access and use the Online Platform and Services through other Scout Around Accounts.

E. Survival

If you or we terminate this Agreement, the clauses of these Terms that reasonably should survive termination of the Agreement will remain in effect.

22. Disclaimers

Scout Around makes no warranty regarding the quality of any listings, properties, listers, renters, the services or collective content or the accuracy, timeliness, truthfulness, completeness or reliability of any collective content obtained through the Online Platform or services.

No advice or information, whether oral or written, obtained from Scout Around or through the Online Platform, services or collective content, will create any warranty not expressly made herein.

You are solely responsible for all of your communications and interactions with other users of the Online Platform or services and with other persons with whom you communicate or interact as a result of your use of the Online Platform or services, including, but not limited to, any listers or renters. You understand that Scout Around does not make any attempt to verify the statements of users of the Online Platform or services or to review or visit any properties. Scout Around makes no representations or warranties as to the conduct of users of the Online Platform or services or their compatibility with any current or future users of the Online Platform or services. You agree to take reasonable precautions in all communications and interactions with other users of the Online Platform or services and with other persons with whom you communicate or interact as a result of your use of the Online Platform or services, including, but not limited to, renters and listers, particularly if you decide to meet offline or in person regardless of whether such meetings are organized by Scout Around. Scout Around explicitly disclaims all liability for any act or omission of any renter or other third party.

23. Limitation of Liability

The relations between the Listers and Renters are subject to a separate agreement between them, to which Scout Around is no party. In cases of liability matters in the relations between the Listers and Renters, that are not provided for in these Terms and Conditions and/or in their separate agreement, damages for liabilities exceeding the agreed thresholds can be sought after as per the applicable Bulgarian civil law.

You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Online Platform, services and collective content, your listing or booking of any properties via the Online Platform and services, and any contact you have with other users of Scout Around whether in person or online remains with you. Neither Scout Around nor any other party involved in creating, producing, or delivering the Online Platform, services and collective content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these terms, from the use of or inability to use the Online Platform, services or collective content, from any communications, interactions or meetings with other users of the Online Platform, or services or other persons with whom you communicate or interact as a result of your use of the Online Platform, services, or from your listing or booking of any property via the Online Platform and services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Scout Around has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

24. Indemnification

You agree to release, defend, indemnify, and hold Scout Around and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Online Platform, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking of a Property, or (iii) creation of a Listing; (d) the use, condition or rental of a Property by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a rental, booking or use of a Property.

25. Entire Agreement

Except as they may be supplemented by additional Scout Around policies, guidelines, standards, or terms for a specific product, feature, service or offering, these Terms constitute the entire and exclusive understanding and agreement between Scout Around and you regarding the Online Platform, Services, Collective Content (excluding Payment Services), and any bookings or Listings of Properties made via the Online Platform and Services (excluding Payment Services), and these Terms supersede and replace any and all prior oral or written understandings or agreements between Scout Around and you regarding bookings or listings of Properties, the Online Platform, Services, and Collective Content (excluding Payment Services).

26. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Scout Around's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Scout Around may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

27. Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Scout Around (i) via email (in each case to the address that you provide) or (ii) by posting to the Online Platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

28. Controlling Law and Jurisdiction. Dispute Resolution

These Terms and your use of the Services will be interpreted in accordance with the laws of the Republic of Bulgaria. All disputes arising from the Terms, Services, Online Platform, their interpretation and execution, etc. will be resolved between the parties in a manner of open communication. In case no resolution is reached, the dispute will be forwarded to the relevant Bulgarian Court in the city of Sofia.

29. Health and Safety Measures

You acknowledge and agree that Scout Around’s Terms of Service include your responsibility for taking all necessary health, safety and hygiene measures to protect yourself and any Listers or Renters from the spread of potential infectious diseases or any other unhealthy, unsafe, or unsanitary conditions. You also acknowledge and agree that you have read and will comply with the safety measures imposed by the relevant jurisdiction.

30. General

The failure of Scout Around to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Scout Around. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.