Terms of Services ("Agreement")

Last Updated: July 16, 2017

By using the Instynt platform, web site (www.instynt.io and others) and/or mobile application(s) (“Service(s)”) and the software Instynt Inc. and all related companies, affiliates, or subsidiaries (hereinafter “Instynt”) provides (“Software”), all services and software of Instynt, you agree to be bound by the following terms and conditions (“terms of use”), including any subsequent changes or modifications to them. If you do not agree to these terms of service or to our Privacy Policy, please do not access the Instynt website or services, and please do not download, use, or access Instynt’s software. Instynt may make modifications, deletions and/or additions to this Agreement (Changes) at any time. Changes will be effective: (i) thirty (30) days after the Company provides notice of the Changes, whether such notice is provided through the Application or Website user interface, is sent to the email address associated with your account or otherwise; or (ii) when you opt-in or otherwise expressly agree to the Changes or a version of this Agreement incorporating the Changes, whichever comes first.

1. Definitions

“Licensor” means an owner or agent acting with authority on behalf of a Venue Space or Venue Spaces.
“Licensee” means a user booking a Venue Space through Instynt’s software and services.
“Venue Space” means office, coworking, meeting or any other such space controlled by a Licensor. Such Venue Spaces referred to in this agreement refer to Venue Spaces available for booking on Instynt’s platform.
“Platform” means Instynt’s operating environment encapsulating all of Instynt’s Software and Services.

2. Representations and Warranties

You may only access Venue Spaces available on Instynt’s platform using authorized means and for lawful purposes. By using Instynt’s platform to access Venue Spaces, you (as a “Licensee”) agree not to: Engage, solicit, aid and abet in, or otherwise encourage sexual activity, pornography, alcohol abuse, drug use, prostitution, smoking, physical sports (e.g. skateboarding, rollerblading, boxing, ball sports, etc.), violence, gambling, or any other purpose reasonably likely to reflect negatively on Instynt or the relevant Licensor. Start or ignite any fires, that is, light any materials including any candles, incense, or naked flames into Venue Spaces; Install, remove, or modify any fixtures, equipment, machinery, electronics, or appliances in the Venue Spaces. Wear inappropriate clothing for the Venue Space you book.

Bring, house, or keep any animal in any Venue Space, except for service or assistance animals, which shall at all times be harnessed, leashed, and/or tethered. Make excessive noise or play music in a way which would disturb others nearby.

Do anything prohibited by the specific Licensor with whom you have booked. Licensor shall provide in advance any specific rules for the Venue Space you, as a Licensee, have booked. You may be required to:

Provide Instynt or the relevant Licensor with proof of identification (e.g. a valid driver’s license) to enter the relevant Venue Space. Acknowledge and abide by any capacity limits to the Venue Space for which you have booked. Those limits may be posted on the device for which you book using the Software and Services. Be held responsible and/or liable should you take any items unlawfully from the relevant Venue Space you book. You hereby authorize Instynt to charge you for said items. You additionally acknowledge that neither Instynt nor the relevant Licensor is responsible for any property you may lose or leave behind in a Venue Space. You further acknowledge that your use of the Venue Spaces does not constitute any party granting a lease or sublease on real property but rather, a limited, revocable, non-exclusive, non-transferable contractual license on the terms of this Agreement (hence the terms “Licensor” and “Licensee”).

3. Privacy and Communications

You acknowledge and agree that Instynt may occasionally send you communications regarding your account or the Service. See the Privacy Policy, which is incorporated into this Agreement by reference.

4. Eligibility

Instynt may, in its sole discretion, refuse to offer the Services and Software to any person or entity and change its eligibility criteria at any time. If you are not 18 years old or the age of majority as the jurisdiction you are in defines as such, this agreement can only be entered into on your behalf by your parent or other person who is lawfully entitled to give consent on your behalf such as a legal guardian. This contract provision is null and void where prohibited by law and the right to use Instynt’s Services and Software is revoked in such jurisdictions.

5. Electronic Signature

You acknowledge, agree, and consent to the use of a keyboard, mouse, touchscreen or other electronic device to make any selection within the Software and Services (e.g. the type of Venue Space you want); or in accessing or making any transactions regarding any agreement, acknowledgement, consent, terms, disclosures or conditions, constitutes your signature, acceptance, and agreement as if actually signed by you in writing. Further, you agree no certification authority or other third party verification is necessary to the validity of your electronic signature; and the lack of such certification or third party verification will not in any way affect the enforceability of your signature or the resulting contract between you and Instynt. In addition:

Any electronic document bearing a user’s e-signature will be considered “in writing” and “wet-signed”.

Any user e-signed document shall be deemed to be an “original” document when printed and used in the normal course of business.

Absent manifest error, the admissibility, validity, or use of any e-signed electronic document cannot be contested.

6. Accounts, Passwords, and Security

6.1. Individual Users You must be a registered user with Instynt to access the Services and Software. You are responsible for keeping your password safe and secure. You will be solely responsible and liable for any activity that occurs under your user name. You are also prohibited from sharing your password and you ensure that a user login is only used by one person (a single login shared by multiple persons is not permitted).
6.2. Business Accounts Certain business entities may be eligible for creating business accounts. In such circumstances, the relevant business user is responsible and liable for any activity that occurs in the business’s name. The business is responsible for keeping its password safe and secure. To register for a business account, the business shall select an administrator of the business account. Only the administrator of the business account should maintain the password for a business account. The administrator should additionally not share the password.

7. Acceptable Use and Conduct

You are solely responsible for your conduct and your data related to the Services and Software. You agree to indemnify, defend, and hold harmless Instynt and its suppliers from any and all costs, damages, losses, claims and lawsuits, including attorneys’ fees, liability (to third parties or otherwise), and expense arising from or related to your data, your use of the Service or Software, or your violation of these terms. The Software and Service are made available to you, your company, and/or your customers only for personal or commercial use. Such use must be in compliance with all applicable laws and rules and regulations of the applicable jurisdiction and must not infringe or violate third party rights. Any unauthorized use of any Instynt Service or Software is a violation of this Agreement and certain federal and state laws. Such violations may subject the unauthorized user and his or her agents to civil and criminal penalties. You agree to be bound by and comply with any additional terms, conditions and policies (“Venue Policies”) provided by the owner, tenant, and property manager of the Venue Spaces, including compliance with building security procedures, IT access and use procedures provided by the applicable Licensor. The Venue Policies may be provided in electronic format through the platform, Software, website or in hardcopy format. You are responsible for all activity that occurs with respect to your Account, including, without limitation, use of the Instynt platform, Software and Services, and Venue Spaces. Without limiting the foregoing, for any booking you make, if other persons are present in the Venue Space(s), you do hereby agree to be fully responsible and to indemnify Instynt for any violation of this Agreement or applicable laws, by-laws or regulations, even if such violation was caused by such other persons.


7.1. Booking a Venue Space
Licensee shall book a space by logging into the platform, selecting a capacity related to the number of guests, selecting a location, and among other things, choosing a type of Venue Space as provided on the platform. Once Licensee submits all relevant information for a booking, a booking may be chosen for you. Unless Licensee has a Business Account, as discussed below, Licensee agrees that Licensee may not have the option of choosing a specific Venue Space. Licensee further agrees that once Instynt matches a Licensee and Licensor that a valid contract has been created amongst Licensee, Licensor, and Instynt.
7.2. Non-Circumvention
Licensors and Licensees agree to use Instynt’s platform to facilitate a Licensee’s ability to access Licensor’s Venue Space(s). In this vein, it is impermissible for Licensor or Licensee to circumvent Instynt’s platform by contacting each other outside the confines of Instynt’s platform, Services, and/or Software. In Instynt’s sole discretion, if Instynt believes a Licensee or Licensor is attempting to circumvent Instynt’s platform, Software, and/or Services, Instynt may restrict the offending Licensee or Licensor from using Instynt’s platform, Software, and/or Services.

8. Required Insurance

Licensees are required to maintain insurance relevant to their stay in Licensor’s Venue Space(s) to cover activities that Licensee and Licensee’s guests engage while in a Venue Space. Instynt does not monitor the insurance policies that Licensee obtains and Licensee is solely responsible for obtaining the correct insurance to cover Licensee’s activities in a Venue Space. Instynt maintains its own insurance policy which is explained more fully (along with Licensor insurance requirements) here.

9. Federal Regulation Compliance

You are responsible for complying with the CAN-SPAM federal regulation. Failure to adhere to Federal CAN-SPAM guidelines may result in investigation and damages. As elucidated in Section 7, you agree to indemnify, defend, and hold harmless Instynt and its suppliers from any and all costs, damages, losses, claims and lawsuits, including attorneys’ fees, liability (to third parties or otherwise), and expense arising from or related to your data, your use of the Service or Software, or your violation of these terms including violations of the CAN-SPAM federal regulation.

10. Fees

You are responsible for the cost of repair or necessary cleaning of Venue Spaces resulting from your violation of this Agreement or your use of the Software, Services, or Venue Spaces in excess of normal wear and tear (e.g. any violation as enumerated in Section 2 of this Terms of Service). In the event that Instynt, in its sole and reasonable discretion, determines that excessive repair or cleaning is required, the Company reserves the right to charge the payment method designated in your account for the reasonable cost of such repair and/or cleaning, as well as an additional service fee which shall not exceed $500 US Dollars per occurrence. Any such amounts are non-refundable and are additionally at the reasonable discretion of Instynt. Any fees which Instynt may charge you for the use of the Software, Services, or Venue Spaces, will be as set out on the platform, website or Software at the time of purchase, are inclusive of any taxes payable, are due immediately and non-refundable (see cancellation policy below). This no refund policy shall apply at all times regardless of your decision to terminate your usage, Instynt's decision to terminate your usage, disruption caused to our website, Software or Venue Spaces either planned, accidental or intentional, or any reason whatsoever. Instynt reserves the right to determine final prevailing pricing. You do hereby agree that you shall be charged fees based on the length of time of your booking of the Venue Spaces (regardless if you only make use of the Venue Spaces for less than your booked time). If you exceed the amount of time for which you booked a Venue Space, then you shall be charged for such excess time, as well as an overage charge if such excess time conflicts with another User’s booked time. You do hereby consent to such excess time charges and to such overage charge. You additionally agree to that you may be charged a reasonable authorization charge at the sole discretion of Instynt as a security deposit prior to using the Venue Space. Security deposits shall be used to cover any damages caused by Licensee as specified in Section 2 of this Agreement. Should no damage occur, Licensee will receive its security deposit back in full. Instynt, at its sole discretion, may make promotional offers with different features and different rates to any of our customers. These promotional offers, unless made to you, shall have no bearing whatsoever on your offer or contract. Instynt may change the fees for our platform, website, Venue Spaces or Software as we deem necessary for our business.

11. Prepaid Venue Space Booking

You (if you are a Licensee) acknowledge that Instynt pre-negotiates certain rates with Licensors to facilitate the booking of Venue Spaces. You also acknowledge that Instynt provides you services to facilitate such booking of Venue Spaces for consideration. The Venue Space rate displayed on Instynt’s platform is a combination of the pre-negotiated Venue Space rate reserved on your behalf by Instynt and the fee retained by Instynt for its services. You authorize Instynt to book Venue Spaces for the total booking price, which includes the Venue Space rate displayed on the platform, plus tax recovery charges, service fees, and where applicable, taxes on the Instynt services. You agree that your credit card or other payment method will be charged by Instynt for the total Venue Space price. Upon submitting your Venue Space request, you authorize Instynt, to facilitate the booking of the Venue Space on your behalf, including making payment arrangements with applicable Licensors.

12. Chargeback / Refund Policy

You may cancel or change your prepaid Venue Space booking within 10 minutes of making the booking, but you will be charged a cancellation fee of $25. If you do not cancel or change your booking reservation within 10 minutes, you will be subject to the full charge for the Venue Space listed when you booked the Venue Space. You agree to pay any cancellation fees that you incur.

13. Limitation of Liability

To the extent not prohibited by applicable law, in no event will Instynt or its Licensors, nor its respective directors, officers, employees, consultants, licensors, licensees or affiliates, be liable for any indirect, incidental, special, consequential, punitive or exemplary loss or damage, or any loss of data, use profits, savings, business or revenue, arising out of or in connection with the download, distribution, use or performance or non-performance of the Software, even if Instynt has been advised of the possibility of such loss or damages. If you are dissatisfied with any portion of the Software or Services under the Terms of Use, to the maximum extent permitted by applicable law, your sole and exclusive remedy is to discontinue using the software. The foregoing limitations of liability shall apply notwithstanding any failure of any remedy provided for hereunder in its essential purpose. To the maximum extent permitted by applicable law, in no event will Instynt’s or its Licensors’ total liability to Licensee exceed the fees paid by licensee for the software under these Terms of Use. See Instynt’s Licensor Terms of Use for Instynt’s limitation of liability with respect to Licensors.

14. Rating System

Instynt very much appreciates reviews made of your stay in Instynt’s Venue Spaces, provided by Instynt’s Licensors. You therefore may be required to rate your overall experience in the Venue Spaces, the rating of which will be prompted through the Software after your booking has ended. If you do not participate in such rating when requested, Instynt reserves the right to restrict your access to Venue Spaces in the future.

15. Intellectual Property

You acknowledge that Instynt owns all right, title and interest in and to the Service and Software, including without limitation all intellectual property rights, and such rights are protected by U.S. and international intellectual property laws. You agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service and Software. Such rights derive from any of Instynt’s copyrights, trademarks, patents, trade dress, and any other such intellectual property rights that Instynt may have with regard to its Software and Services.

16. Disclaimers

16.1 Commercial Real Estate Hospitality Disclaimer
Instynt provides services and software affiliated with the commercial real estate and hospitality industry but is in no way a hospitality provider such as a hotel. Except where claimed pursuant to Section 11, Instynt therefore claims no right to the intellectual property regarding the names of the various Venue Spaces displayed in any of Instynt’s products and software. The display of any Venue Space or venue name or any room of any venue does not imply an endorsement from any person, entity (like a hotel), or organization. We therefore do not claim Venue Space names and venue names as our intellectual property in any way, shape, or form. Furthermore, Instynt aids only in the facilitation of a license agreement between Licensee and Licensor. Any agreement between Licensee and Licensor through the use of Instynt’s platform, Software, and/or Services shall be construed as a license agreement and not as a lease or sublease. In other words, no tenancy is created by use of Instynt’s platform, Software, and/or services.
16.2 Legal Disclaimer
Instynt provides a platform (through the Software and Services) for creating a licensing relationship between Licensors and Licensees. As discussed above, Licensors may, in each Licensor’s own discretion, provide additional rules and regulations related to Licensee behavior within Licensor’s Venue Space(s). Instynt may or may not review Licensor’s additional rules and regulations. Instynt does not endorse any of Licensor’s additional rules and regulations that Licensor provides Instynt does not review any information any party provides us for legal accuracy or sufficiency, draw legal conclusions, provide opinions about your selection of forms, or apply the law to the facts of your situation. If you need legal advice for a specific problem, you should consult with a licensed attorney. Any information Instynt may provide or which is available on Instynt’s platform is not a substitute for legal advice from a qualified attorney licensed to practice in an appropriate jurisdiction. As Instynt is not a law firm, please note that any communications between you and Instynt may not be protected as confidential information under the attorney-client privilege doctrine. Your use of the Software and Services does not create an attorney-client relationship between you and Instynt, or between you and any Instynt employee or representative. Unless you are otherwise represented by an attorney, you represent yourself in any legal matter you undertake through our Services.

17. Software and Documentation License

The software Instynt provides and any documentation are licensed and not sold to you. This Agreement grants you a personal, revocable, non-exclusive, non-transferable license that permits you to use the Service and Software solely in connection with the services Instynt provides, to access and use such services, and for no other purposes. You may not copy, reproduce or distribute the software Instynt provides. You agree to not sell, rent, lease, or transfer, or attempt to sell, rent, lease, or transfer, the software Instynt provides or your entitlement to use the services Instynt provides.

18. Updates

The Software Instynt provides may include the ability to automatically check for upgrades and updates to the Software and Service provided. You agree that Instynt may make such updates or upgrades available to you from time-to-time. Such updates or upgrades shall be subject to the terms and conditions of this Agreement unless the Software or Service Instynt provides is expressly provided to you under other, or additional terms and conditions, in which case, those other, or additional terms and conditions (which may include the payment of additional fees), shall apply.

19. Use of the Software and Services

The service Instynt offers is provided only for your own personal use. You are responsible for all of your activity in connection with such services. You shall not (and shall not permit any third party to) (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any content on or through the Services and Software that: (i) infringes any patent, trademark, trade secret, right in confidential information, copyright, right of publicity or other right of any other person or entity (and “Intellectual Property Right”), (ii) violates any law or contractual duty or that you know is false, misleading, untruthful or inaccurate; (iii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, or otherwise inappropriate as determined by Instynt in its sole discretion; (iv) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”); (v) involves commercial activities and/or sales without Instynt’s prior written consent; (vi) contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of Instynt or any third party; (vii) or impersonates any person or entity, including any employee or representative of Instynt. Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Instynt in its sole discretion) an unreasonable or disproportionately large load on Instynt’s (or its third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the services Instynt provides or any activities conducted on the services Instynt provides; (iii) bypass any measures Instynt may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); or (iv) run any form of auto-responder or “spam” on the services Instynt provides. You also agree that you will only use the software and services Instynt provides in accordance with this Agreement and all applicable laws.

20. Connectivity; Mobile

Normal carrier charges and taxes may apply to any Services or Software you access from the Instynt website or from mobile applications. Instynt is not responsible for any surcharges you incur from your cell phone or internet service provider as a result of the use of the Instynt website or mobile applications. With respect to mobile versions or applications, your carriers’ normal rates and fees, including text messaging and data fees may apply to your use of Instynt’s website, Services, or Software. In the event you change or deactivate your mobile telephone number, you will endeavor to update your account information within 48 hours to ensure that your messages are not sent to the person who acquires your old number.

21. User Agrees Not to Reverse Engineer

You agree not to violate, circumvent, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the Services or Software for any reason—or to attempt or assist another person to do so.

22. Your Content

Except where provided, by transmitting any message, communication, information or data including photos, location information, venue and Venue Space information, you grant Instynt and its affiliates a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any intellectual property content to collect, use, store, handle, reproduce, display, perform, and transmit such Content for the purpose of providing the services Instynt provides. You represent and warrant, and can demonstrate to Instynt’s full satisfaction upon request that you (a) own or otherwise control all rights to all Content, or that the Content is in the public domain, (b) you have the permission to use the name and likeness of each identifiable individual person in such Content and to use such individual’s identifying or personal information as contemplated by this agreement, and (c) you are authorized to grant all of the aforementioned rights to the Content to Instynt.

23. Ideas and Suggestions

Instynt wishes to continually expand its services. Instynt welcomes any ideas, suggestions, or feedback, related to its software or services or for upgrades, updates, improvements, new features or functions thereto (“Ideas”). If you provide Instynt with any Ideas, whether orally, in writing, or in any other way, you grant Instynt a non-exclusive, transferable, worldwide, royalty-free, sub-licensable and non-revocable license to develop, make, have made, reproduce, have reproduced, import, modify, make derivative works of, sell, and offer to sell Ideas as part of Instynt’s technology, products or services. You shall not knowingly provide Instynt with any Ideas that is subject to third party intellectual property rights or that includes or reveals any confidential information of any person. Similar to how you may give Instynt suggestions, it is also possible that Instynt may give you suggestions regarding use of the Service or Software. You agree and acknowledge that such suggestions made by Instynt are not requirements, but merely advice given by staff at Instynt for use of the Service and Software. You agree that any loss you may incur due to suggestions made by Instynt are yours to bear.

24. General: The Service is Available “AS-IS”

YOUR ACCESS TO AND USE OF THE SERVICES AND SOFTWARE PROVIDED BY INSTYNT ARE AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE SERVICES AND SOFTWARE INSTYNT PROVIDES ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. WITHOUT LIMITING THE FOREGOING, WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY AND DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR THE COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, SECURITY OR RELIABILITY OF THE SERVICES AND SOFTWARE INSTYNT PROVIDES OR ANY CONTENT THEREON. WE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY HARM TO YOUR COMPUTER, TABLET, OR CELLULAR PHONE SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICE. MOREOVER, YOU AGREE THAT WE DO NOT HAVE RESPONSIBILITY OR LIABILITY FOR THE DELETION OF, OR THE FAILURE TO STORE OR TO TRANSMIT, ANY MATERIAL OR CONTENT AND OTHER COMMUNICATIONS MAINTAINED IN THE SERVICES OR SOFTWARE INSTYNT PROVIDES. WE MAKE NO WARRANTY THAT THE SERVICES OR SOFTWARE INSTYNT PROVIDES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE SERVICES OR SOFTWARE INSTYNT PROVIDES OR OUR REPRESENTATIVES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

25. Third Party Content and Services

The services or software Instynt provides may permit you to link to other websites, services or resources on the Internet. When you access third party websites, services or resources, you do so at your own risk. They are not under Instynt’s control, and you acknowledge that Instynt is not responsible nor liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites, services, or resources. The inclusion of any such link does not imply endorsement by Instynt or any association with its operators. You further acknowledge and agree that Instynt shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through any such website or resource.

26. Resolving Disputes

26.1 Resolving a Dispute. We want to address your concerns without needing a formal legal case. Before filing a claim against Instynt, you agree to try to resolve the dispute informally by contacting dispute@Instynt.io. We'll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 60 days of submission, you or Instynt may bring a formal proceeding.
26.2 Judicial forum for disputes. You and Instynt agree that any judicial proceeding to resolve claims relating to these Terms or the services or software Instynt provides will be brought in the federal or state courts of Los Angeles County, California, subject to the mandatory arbitration provisions below. Both you and Instynt consent to venue and personal jurisdiction in such courts.

IF YOU’RE A U.S. RESIDENT, YOU ALSO AGREE TO THE FOLLOWING MANDATORY ARBITRATION PROVISIONS:

26.3 Arbitration. You and Instynt agree to resolve any claims relating to these Terms or the Services through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
26.4 Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by emailing back to us at dispute@Instynt.com with the Subject Line, “Opt Out”, within 30 days of first accepting these Terms.
26.5 Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States county where you live or work, Los Angeles County (CA), or any other location we agree to.
26.6 Exceptions to Agreement to Arbitrate. Either you or Instynt may assert claims, if they qualify, in small claims court in Los Angeles(CA) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the services or software Instynt provides, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in Los Angeles County, California to resolve your claim.
26.7 NO CLASS ACTIONS. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed.

27. Business Accounts

27.1. What is a Business Account?
As elucidated in Section 6.2, some businesses may be eligible for Business Accounts within Instynt’s platform, Software, and/or Services (“Business Licensees”). To apply for such an account as a Business Licensee or inquire about eligibility, go here. A Business Licensee may have the ability to select a specific Venue Space as opposed to the normal Licensee booking process as elucidated in Section 7.1. A Business Licensee with will be subject to special terms, conditions, and fees specific to the Business Licensee.
27.2. Intellectual Property
Business Licensees hereby grant to Instynt a nonexclusive, royalty-free license to reproduce, display, publish and otherwise use Business Licensee’s name, trademark or logo in any medium and in any forum as reasonably required to promote Instynt, including but not limited to third-party websites, for Instynt’s marketing and promotional purposes and to use Business Licensee’s information as otherwise authorized by Instynt’s Privacy Policy.

28. Controlling Law

These Terms of Service will be governed by California law except for its conflicts of laws principles, unless otherwise required by a mandatory law of any other jurisdiction.

29. Entire Agreement

These terms of service constitute the entire agreement between you and Instynt with respect to the subject matter of these terms of service, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These terms of service create no third party beneficiary rights.

30. Waiver, Severability & Assignment

Instynt's failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the terms of service will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. Instynt may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services and Software.

31. Modifications

We may revise these terms of service from time to time, and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you (by, for example, sending a message to the email address associated with your account, posting on our blog or on this page). By continuing to use or access the Services and Software after the revisions come into effect, you agree to be bound by the revised Terms of Service.

32. Safety

We do our best to keep Instynt safe, but we cannot guarantee it. We need your help to keep Instynt safe, which includes the following commitments by you:

You will not post unauthorized commercial communications (such as spam) on Instynt.
You will not collect users' content or information, or otherwise access Instynt, using automated means (such as harvesting bots, robots, spiders, or scrapers) without our prior permission.
You will not “mirror” or “frame” Instynt’s website and mobile applications.
You will not engage in unlawful multi-level marketing, such as a pyramid scheme, on Instynt.
You will not upload viruses or other malicious code.
You will not solicit login information or access an account belonging to someone else.
You will not bully, intimidate, or harass any user.
You will not post content that: is hate speech, threatening, or pornographic; incites violence; or contains nudity or graphic or gratuitous violence.
You will not do anything that could disable, overburden, or impair the proper working or appearance of Instynt, such as a denial of service attack or interference with page rendering or other Instynt functionality.
You will not facilitate or encourage any violations of these Terms of Service and or our policies.

33. Termination of Service

We reserve the right to terminate your account at any time for breach of any terms of this agreement. YOU ARE HOWEVER STILL LIABLE FOR ALL OUTSTANDING BILLS TO INSTYNT IN THE EVENT OF ACCOUNT CANCELLATION. In the event of account cancellation you may lose all data related to your account. Should your account be terminated for any reason, this terms of service shall terminate as well, but the following provisions will still apply: 1, 3, 5, 6, 7, 8, 9, 10, 11, 12 (12.1 - 12.2), 13, 14, 15, 16, 17, 18, 19, 20, 21, 22 (22.1 - 22.7), 23, 24, 27, 28. To see which clauses are still applicable upon termination in the Privacy Policy, refer to Privacy Policy, on www.instynt.io.