Hotel Terms

Effective Date: April 14, 2025

These Terms of Use explain the contractual terms between you as the accommodation provider (“Hotel,” “you,” or “your”) and Crewfare, Inc (“Crewfare,” “us,” “our,” or “we,”), regarding Hotel’s use of and access to our CREWFARE® LAUNCHPADTM Platform (“LAUNCHPAD Platform”) and the services we provide in connection with the LAUNCHPAD Platform ( “LAUNCHPAD Terms”).

1.  ABOUT THE LAUNCHPAD TERMS

These LAUNCHPAD Terms set forth the terms and conditions regarding Hotel’s use of the LAUNCHPAD Platform. The LAUNCHPAD Terms are in addition to the Crewfare Hotel Agreement, which is incorporated herein by reference (the “Agreement”), if Crewfare and Hotel have also entered into that Agreement. In the event of any conflict between the LAUNCHPAD Terms and the terms of the Agreement, the terms of the Agreement shall be controlling.

2.  GRANT OF LICENSE

Crewfare grants Hotel a non-exclusive, limited, revocable, non-transferable, non-sublicensable, royalty-free license to use the LAUNCHPAD Platform pursuant to the terms and conditions herein.

3.  SERVICES

  • 3.1 Subject to the terms and conditions of this Agreement, Crewfare will make available to Hotel and its Authorized Users (as defined below) the LAUNCHPAD Platform. Hotel will be able to provide quotes to prospective event holders and others seeking to reserve blocks of accommodations (each a “Group,” collectively, “Groups”), to receive requests for proposals from Groups, and to negotiate and contract directly with Groups. Hotel may choose to use the Master Hotel Agreement template within the LAUNCHPAD Platform to modify for its own purposes or can choose to use an alternate agreement to upload into the LAUNCHPAD Platform. If Hotel chooses to use the Master Hotel Agreement template, Hotel acknowledges and agrees that Crewfare is not providing any legal advice, and that Hotel should consult its own counsel. If Hotel chooses to execute an agreement through the LAUNCHPAD Platform, Hotel acknowledges that electronic signature methods may be used and agrees to the use of such methods. Depending on the level of subscription a Group has to the LAUNCHPAD Platform, Crewfare may be the travel agent of record, in which case, it will receive the commission from Hotel pursuant to its Agreement with Hotel.
  • 3.2 As part of providing the LAUNCHPAD Platform, Crewfare will be responsible for: (i) hosting, operating, and maintaining the LAUNCHPAD Platform; (ii) making available and implementing upgrades and enhancements; and (iii) providing customary technical support. Crewfare is not responsible or liable for any information provided by any Groups or by the Hotel in the LAUNCHPAD Platform, including but not limited to, room rates, room guarantees, and any contractual terms.
  • 3.3 Hotel shall also have access to the Digital Rooming List (“DRL”) feature within the LAUNCHPAD Platform which coordinates reservations booked through Crewfare. The DRL feature will alert Hotel that reservations have been made and will prompt Hotel to log into LAUNCHPAD to view the reservations, fulfill the reservations, and issue confirmation numbers. The Hotel will have the ability to enter the confirmation numbers directly into LAUNCHPAD, which will be sent to the applicable customer. In the event that Hotel does not act on the DRL alert promptly, Crewfare shall have the right to intervene to ensure Hotel fulfills the reservations and issues the confirmation numbers. Hotel agrees to work with Crewfare expeditiously to resolve any issues that may occur with fulfilling reservations. Notwithstanding the ability of Hotel to issue confirmation numbers directly to the
    customer through the DRL feature, Crewfare shall remain the merchant of record on such reservation transactions.

4.  RESERVATION OF RIGHTS

Except for the limited right and license to use the LAUNCHPAD Platform pursuant to these LAUNCHPAD Terms, nothing in these LAUNCHPAD Terms or in the Agreement grants to Hotel or any third party any intellectual property rights or other right, title, or interest in or to the Crewfare IP (as defined below).

5.  RESTRICTIONS

Hotel shall not, and shall not permit any Authorized Users (as defined below) to: (i) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover any source code or underlying ideas or algorithms of the LAUNCHPAD Platform by any means whatsoever, or replicate the functionality of the LAUNCHPAD Platform for any purpose; (ii) license or share the LAUNCHPAD Platform with any third party; (iii) use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from the LAUNCHPAD Platform; (iv) remove, circumvent, disable, damage or otherwise interfere with security features of the LAUNCHPAD Platform; (v) link to or mirror any portion of the LAUNCHPAD Platform; (vi) develop or use any applications that may interact with the LAUNCHPAD Platform other than those applications expressly provided by Crewfare within the LAUNCHPAD Platform; (vii) send or distribute any unsolicited or bulk commercial electronic communications or any offensive content; or (viii) unduly burden or interfere with the functionality of the LAUNCHPAD Platform.

6.  INTELLECTUAL PROPERTY

Except as expressly licensed in this Agreement, Crewfare retains all right, title and interest in and to all intellectual property regarding the LAUNCHPAD Platform, including without limitation, all copyrights, trademarks, designs, trade secrets, patent rights, proprietary information, data, software code, algorithms, user interfaces, and technology owned or developed by or for Crewfare and any and all upgrades, enhancements, modifications or derivative works of any of the foregoing, including the results and insights that may be derived from Hotel’s use of the LAUNCHPAD Platform (collectively, the “Crewfare IP”). Hotel shall not remove any copyright notices or other proprietary notices from the LAUNCHPAD Platform. The Crewfare IP excludes the Hotel Content (as defined below).

7.  ACCOUNT

  • 7.1 In order to continue access to the LAUNCHPAD Platform, Hotel will need to create an account (“Account”). Hotel shall be prompted to create the Account upon accessing the LAUNCHPAD Platform for the first time. It is Hotel’s responsibility to maintain accurate information in its Account. Any personal information provided within the Account shall be treated in accordance with Crewfare’s privacy policy, as applicable to its business partners. https://crewfare.com/privacy.
  • 7.2 Each user of the LAUNCHPAD Platform from Hotel (each an “Authorized User,” collectively, “Authorized Users”) will be prompted to create a username and password to access the LAUNCHPAD Platform.

8.  ACCESS

  • 8.1 Hotel is responsible and liable for all uses of the LAUNCHPAD Platform resulting from its or any of its Authorized Users access to the LAUNCHPAD Platform, whether such access or use is permitted by or in violation of the LAUNCHPAD Terms. Without limiting the generality of the foregoing, Hotel is responsible for all acts and omissions of its Authorized Users, and any act or omission by an Authorized User that would constitute a breach of the LAUNCHPAD Terms if taken by Hotel will be deemed a breach of the LAUNCHPAD Terms by Hotel. Hotel shall use reasonable efforts to make all Authorized Users aware of the provisions in these LAUNCHPAD Terms and shall cause Authorized Users to comply with such provisions.
  • 8.2 Hotel shall take all commercially reasonable steps to prevent the unauthorized use and disclosure of any usernames and passwords or any unauthorized use of its Account. Hotel shall immediately, upon discovery, notify Crewfare of any unauthorized disclosure or use of any passwords or usernames or any unauthorized access to its Account and take any steps within its control to prevent any further unauthorized disclosure or use.

9.  HOTEL INFORMATION

By creating an Account to use the LAUNCHPAD Platform, Hotel acknowledges and agrees that Crewfare will list the Hotel on the LAUNCHPAD Platform. Unless Hotel notifies Crewfare in writing otherwise, by continuing to use the LAUNCHPAD Platform, Hotel approves of and agrees with the content that Crewfare publishes about the Hotel on the LAUNCHPAD Platform.

10.  SUSPENSION OR TERMINATION OF LAUNCHPAD PLATFORM ACCESS

In addition to any other remedies available under these LAUNCHPAD Terms, the Agreement, or pursuant to applicable law or in equity, Crewfare may, at any time, directly or indirectly, limit, suspend, terminate or otherwise deny Hotel’s or any other person’s access to or use of all or any part of the LAUNCHPAD Platform without incurring any resulting obligation or liability: (i) to prevent or discontinue any unauthorized access to the LAUNCHPAD Platform; (ii) if Crewfare receives a judicial or other governmental demand or order, subpoena or law enforcement request that expressly or by reasonable implication requires Crewfare to do so; or (iii) if Hotel or any of its Authorized Users is or has been involved in any fraudulent, misleading or unlawful activities.

11.  DISCLAIMER OF WARRANTIES

  • 11.1 EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION AND NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, CREWFARE DOES NOT MAKE, AND CREWFARE EXPRESSLY DISCLAIMS, ANY AND ALL WARRANTIES OR REPRESENTATIONS, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT AND LIABILITY WITH RESPECT TO ANY DEFECT OR INFRINGEMENT REGARDING THE LAUNCHPAD PLATFORM SHALL BE LIMITED EXCLUSIVELY TO REPLACEMENT OR MODIFICATION THEREOF IN CREWFARE’S SOLE DETERMINATION. EXCEPT AS PROVIDED IN THIS SECTION AND NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN AND WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, HOTEL ACKNOWLEDGES THAT THE LAUNCHPAD PLATFORM IS MADE AVAILABLE ON AN “AS IS” BASIS AND THAT CREWFARE DOES NOT WARRANT THAT THE LAUNCHPAD PLATFORM MADE AVAILABLE BY IT WILL BE UNINTERRUPTED OR ERROR-FREE. CREWFARE EXRESSLY DISCLAIMS, AND WILL INCUR NO LIABILITY RELATED TO OR FOR: (i) ANY LOSS OF INFORMATION ENTERED BY HOTEL OR ONE OF ITS AUTHORIZED USERS INTO THE LAUNCHPAD PLATFORM; (ii) ANY REQUEST FOR PROPOSAL, QUOTE OR AGREEMENT THAT HOTEL AGREES TO OR ENTERS INTO THROUGH THE LAUNCHPAD PLATFORM OR AS A RESULT OF USING THE LAUNCHPAD PLATFORM; (iii) THE ACCURACY OF ANY FINANCIAL OR INVENTORY PROJECTIONS PROVIDED BY HOTEL OR ANY OTHER HOTEL CONTENT; OR (iv) ANY CONDUCT OF HOTEL.
  • 11.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE LAUNCHPAD TERMS, EXCEPT FOR HOTEL’S INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY, ANY OF ITS CUSTOMERS, OR ANY OTHER PARTY FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR LOSSES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, OR DATA OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF A PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  • 11.3 IN NO EVENT WILL CREWFARE’S TOTAL LIABILITY TO HOTEL FOR ANY AND ALL ACTIONS, CAUSES OF ACTION, AND/OR DAMAGES (COLLECTIVELY, “CLAIM”) RELATING TO THESE LAUNCHPAD TERMS OR THE SUBJECT MATTER HEREOF, EXCEED IN THE AGGREGATE, THE TOTAL AMOUNT OF COMMISSIONS PAID OR PAYABLE TO CREWFARE FOR THE SIX (6) MONTHS DIRECTLY PRECEDING WHEN THE CLAIM ACCRUED.

12.  INDEMNIFICATION

To the fullest extent permitted by applicable law, Hotel will indemnify, defend and hold harmless Crewfare and its owners, officers, managers, partners, directors, employees, parents, affiliates, subsidiaries, agents, representatives, consultants, successors, and assigns (individually, an “Indemnified Party,” and collectively, the “Indemnified Parties”) from and against any losses, liabilities, claims, demands, damages, expenses (including reasonable attorneys’ fees) and costs arising out of or related to: (i) any information provided by Hotel to Crewfare or any users of the LAUNCHPAD Platform; (ii) Hotel’s violation of these Terms; (iii) Hotel’s violation, misappropriation or infringement of any rights of another (including intellectual property rights or rights of privacy or publicity); or (iv) Hotel’s (or any of its Authorized User’s) misconduct in connection with the LAUNCHPAD Platform (individually, an “Indemnified Matter,” collectively, “Indemnified Matters”). Hotel agrees to promptly notify the Indemnified Parties of any Indemnified Matter, cooperate with the Indemnified Parties in defending such Indemnified Matter and, without limiting the foregoing, pay all fees, costs and expenses (including reasonable attorneys’ fees) associated with defending such Indemnified Matter. Hotel also agrees that the Indemnified Parties will have control over the defense or settlement, at the Indemnified Parties’ sole option, of any Indemnified Matter.

13.  AMENDMENT TO TERMS

Crewfare may update or amend these LAUNCHPAD Terms from time to time. Amendments shall be effective upon posting on the LAUNCHPAD Platform. Hotel is responsible for regularly reviewing these LAUNCHPAD Terms. Hotel’s continued access and use of the LAUNCHPAD Platform following such posting constitutes Hotel’s consent to be bound by any amended LAUNCHPAD Terms.

14.  MODIFYING AND TERMINATING LAUNCHPAD PLATFORM

Crewfare reserves the right, at its sole discretion, to modify, suspend, or discontinue any part of the LAUNCHPAD Platform, or any feature thereof at any time without notice. This includes, but is not limited to, adding, removing, or changing features and functionalities, and the imposition of fees for certain services at any time. Hotel also has the right to stop using the LAUNCHPAD Platform at any time subject to any obligations that Hotel may have under the Agreement. Crewfare is not responsible for any loss or harm related to Hotel’s inability to access or use our LAUNCHPAD Platform.

15.  SEVERABILITY

If any provision or part of a provision of these LAUNCHPAD Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

16.  GOVERNING LAW

These LAUNCHPAD Terms shall be governed and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions construed, interpreted, and enforced in accordance with the laws of the State of Florida without giving effect to conflict of laws principles. The Parties to this Agreement hereby irrevocably consent and submit to the exclusive jurisdiction of the courts of Broward County, State of Florida or the United States Federal Court in the Southern District of Florida, in any action or proceeding of any type whatsoever arising out of or relating to this Agreement.

17.  DISPUTES

  • 17.1 Arbitration. Except with respect to equitable remedies such as injunctions, disputes related to the ownership and protection of the Crewfare IP, or disputes involving a third party, such as under Client’s indemnification obligations, the Parties agree that any dispute, controversy, or claim arising hereunder or relating in any way to this Agreement shall be settled by binding arbitration in Broward, Florida, in accordance with the commercial arbitration rules of Judicial Arbitration and Mediation Services (“JAMS”), with judgment upon the award rendered by the arbitrator to be entered in a court of competent jurisdiction. filing a claim or counterclaim in the arbitration proceeding shall pay the deposit(s) determined by JAMS with respect to such claim or counterclaim. All other costs associated with the arbitration and imposed by JAMS shall be paid as determined by the arbitrator(s) and, in absence of such determination, equally by each Party to the arbitration. In addition, unless the arbitrator awards payment of reasonable attorney and other fees to a Party, each Party to the arbitration shall be responsible for its own attorneys’ fees and other professional fees incurred in connection with the arbitration. Determinations of the arbitrator will be final and binding upon the Parties to the arbitration, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction, or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be. The arbitrator shall apply the substantive law of the State of Florida, without giving effect to its conflict of laws rules.
    • 17.2 THE ARBITRATOR SHALL NOT BE AUTHORIZED TO AWARD INDIRECT, PUNITIVE, SPECIAL, CONSEQUENTIAL OR OTHER SIMILAR DAMAGES ARISING OUT OF ANY BREACH OF THIS AGREEMENT OR THE OBLIGATIONS OF A PARTY UNDER THIS AGREEMENT.
    • 17.3 EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER IN CONTRACT, STATUTE, EQUITY, TORT (SUCH AS NEGLIGENCE), OR OTHERWISE RELATING TO THIS AGREEMENT.

18.  MISCELLANEOUS

Crewfare’s failure to exercise or enforce any right or provision of these LAUNCHPAD Terms will not operate as a waiver of such right or provision. The section titles in these LAUNCHPAD Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these LAUNCHPAD Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. Hotel agrees that communications and transactions between the parties may be conducted electronically. All of the provisions set forth in these LAUNCHPAD Terms, except for the limited license granted to Hotel, will survive any termination or suspension of Hotel’s access to the LAUNCHPAD Platform.