Marco Experiences, Inc.

Terms and Conditions

Effective Date: Jul 1, 2021

Please read these Terms and Conditions (the “Terms”) carefully. The Marco Experiences, Inc. (“Marco”, “we”, “our” or “us”) website located at https://www.marcoexperiences.com (“Website”) provides a marketplace platform that allows experience providers to offer to sell and sell, and users to purchase, virtual and/or in-person events and experiences (“Marketplace”). The Website, Marketplace, any Content or resources made available or enabled thereon, and any other services that Marco may provide in connection with the Marketplace (including without limitation services related to listing, scheduling, purchasing, booking, pre-ordering, and shipping Goods for use during virtual and/or in-person experiences) may be collectively referred to as the “Services” in these Terms. By accessing or using the Services in any way, including by applying to list your Experience on the Marketplace or signing a Host Experience Agreement that references these Terms, registering for an Account, booking an Experience on the Marketplace, or participating in any Experience that was booked on the Marketplace, you represent that (1) you have read, understand, and agree to be bound by these Terms; (2) you are of legal age and capacity to form a binding contract with Marco; and (3) you have the authority to enter into these Terms personally (and if you are using the Services on behalf of an entity, that you also have the authority to bind that entity to these Terms, in which case, the term “you” will be deemed to refer to both you personally and such entity). IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.

THESE TERMS INCLUDE (1) YOUR AGREEMENT THAT MARCO HAS NO LIABILITY REGARDING THE EXPERIENCES OR GOODS, EXCEPT MARCO GOODS (SECTION 2.3); (2) YOUR AGREEMENT THAT THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTY (SECTION 10 (DISCLAIMER OF WARRANTIES AND CONDITIONS)); AND (3) YOUR CONSENT TO RELEASE MARCO FROM LIABILITY (SECTION 2.5).

PLEASE BE AWARE THAT SECTION 4.3 (COMMUNICATIONS FROM MARCO) OF THESE TERMS, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL AND TEXT MESSAGE.

Your use of certain Services may be subject to additional terms (“Supplemental Terms”) between you and Marco, which will be presented to you for your acceptance. These Supplemental Terms include Host Terms and Buyer Terms, as applicable. If these Terms are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. These Terms and any applicable Supplemental Terms are referred to herein as the “Agreement.”

PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY MARCO IN ITS SOLE DISCRETION AT ANY TIME. When changes are made to these Terms, Marco will make a new copy of the Terms or Supplemental Terms, as applicable, available at the Website. We will also update the “Last Updated” date at the top. Any changes to the Agreement will be effective immediately, except that if you had previously accepted a prior version of the Terms, such changes will be effective thirty (30) days after notice of such changes is posted on the Website. Marco may require you to provide consent to the updated Agreement in a specified manner before further use of the Website and/or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Website and the Services. Otherwise, your continued use of the Website or the Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.

  1. ACCOUNTS
    1. Registering Your Account. In order to access certain features of the Services you may be required to register an account on the Website (“Account”) or using a valid account on a social networking service (“SNS”) through which the user has connected to the Website (each such account, a “Third-Party Account”).
    2. Access Through a SNS. If you access the Services through a SNS as part of the functionality of the Website or the Services, you may link your Account with Third-Party Accounts by allowing Marco to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Marco and/or grant Marco access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Marco to pay any fees or making Marco subject to any usage limitations imposed by such third-party service providers. By granting Marco access to any Third-Party Accounts, you understand that Marco may access, make available and store (if applicable) any Content (as defined in Section 5.1) that you have provided to and stored in your Third-Party Account (“SNS Content”) so that it is available on and through the Services via your Account. All SNS Content shall be considered to be Your Content (as defined below) for all purposes of the Agreement. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your Account on the Services. Please note that if a Third-Party Account or associated service becomes unavailable, or Marco’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through the Services. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND MARCO DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Marco makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality, or noninfringement, and Marco is not responsible for any SNS Content.
    3. Registration Data. In registering an Account, you agree to (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. You represent that you (i) are at least (18) years old; (ii) have not previously had your access to the Services suspended or terminated; and (iii) are not barred from using the Services under applicable laws. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to notify Marco immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, not current or incomplete, or if Marco has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Marco has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. Marco reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Marco.
    4. Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Marco.
  2. MARKETPLACE OVERVIEW.
    1. Connecting Buyers and Sellers. Marco provides a Marketplace that allows Participants (as defined in Section 2.3) to offer, sell, and buy virtual and/or in-person events and experiences (“Experiences”). An Experience may be entirely virtual (i.e. the Host is not in the same physical location as any Attendee) or entirely in-person (i.e. the Host is in the same physical location as all Attendees), or may be a hybrid Experience (i.e. have both a virtual and an in-person component and/or participation option). Experiences may include physical goods, such as food for a cooking class, to the extent specified in the Experience listing on the Marketplace (“Goods”). Goods may be sold by a Host (“Third Party Goods”) or by Marco, as designated at time of sale. As a Marketplace provider for Experiences, we are not the provider of the Experience itself, so the actual contract for sale for all Experiences and any Third Party Goods is directly between the individual or entity seeking to sell an Experience on the Marketplace (each, a “Host”) and the individual seeking to make a purchase (each, a “Buyer”). Marco has no control over the quality of the Experience or any Third Party Goods. While we may help facilitate the resolution of disputes through various programs, we do not guarantee: (i) the existence, quality, safety or legality of any Experiences or Third Party Goods, (ii) the truth or accuracy of Marketplace listings for Experiences or Third Party Goods or other Content on the Website, (iii) the ability of Hosts to sell or provide any Experiences or Third Party Goods, (iv) the ability of Buyers to pay for Experiences, or that the number of individuals who attend an Experience purchased through the Marketplace (“Attendee(s)”) will conform with the number of Attendees listed by a Buyer at the time of booking, (v) or that any Buyer or Host will actually complete a transaction, accept a return of any Third-Party Goods, or refund any amounts paid for any Experience or Goods, except in the case of Marco Goods. You may not use the Services to solicit, advertise for, or contact in any form, users for any purpose not related to the Experiences that are sold through the Marketplace, including without limitation employment. You may not use the Services to collect e-mail addresses or other personal or contact data of Hosts, Buyers, or Attendees by electronic or other means without the express prior written consent of Marco.
    2. Marco Goods. Marco may list certain Goods for sale on the Services that are sourced by Marco from suppliers of such goods (“Marco Partners”) and are not provided by a Host (“Marco Goods”). Although certain Marco Goods may be designed to pair with an Experience offered by a Host, unless otherwise stated at time of purchase, the Host has no control over and is not liable for the Marco Goods.
    3. No Liability for Experiences or Interactions between Hosts, Buyers or Attendees. While Marco may provide pricing and guidance for Hosts’ Experiences on our Services, such information is solely informational. We do not take part in any interaction, whether online or offline, between users of the Services, Buyers, Attendees or Hosts (collectively, “Participants”). We do not control the quality, suitability, reliability, accuracy, timing or legality of any Experience or Third Party Goods, the actions of any Participants, or any reviews regarding an Experience, and we make no representations regarding any the foregoing. Descriptions of Experiences and Third Party Goods advertised on the Marketplace are provided or approved by Hosts, and Marco is not responsible for any claims associated with the listings or descriptions of Experiences or Third Party Goods. A Host may list Third Party Goods or Experiences that require the Host to have a regulatory authorization, license, or certification. Marco does not check or verify information regarding regulatory authorizations, licenses, or certifications or run background checks on Hosts, and Marco cannot confirm that Hosts are who they claim to be. A Host may list an Experience that includes access to a venue or establishment owned by a third party. Marco does not and cannot check or verify that the Host has such access or that the Host can offer such access to other Participants. A Buyer is responsible for informing the Host of any medical or physical conditions, or any other circumstances, that may impact any Participant’s ability to participate in, attend, or otherwise fully engage with an Experience. Any contract between a Buyer and a Host remains solely between that Buyer and that Host, and Marco is not a party to such contract. Buyers and Attendees should make whatever investigation they deem necessary or appropriate before participating in, using or purchasing any Experience or Third Party Goods to determine whether: (i) the Host is qualified to provide the advertised Third Party Goods or Experience; (ii) any Experience held fully or partially in-person takes place in a location accessible to such Buyers and Attendees; or (iii) the Experience and any Third Party Goods are of the care and quality required. Buyers and Attendees should confirm that they are eligible for any age- or location-restricted Experiences before purchasing or participating in such Experiences. To the fullest extent permitted by applicable law, each Host is solely responsible for the care and quality of the Experience and Third Party Goods being provided by that Host. YOU ACKNOWLEDGE AND AGREE THAT MARCO PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD MARCO PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING PARTICIPANTS AND OPERATORS OF EXTERNAL SITES OR VENUES FOR IN-PERSON EVENTS, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. Marco makes no warranty that the Third Party Goods or services provided by third parties will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Marco makes no warranty regarding the quality of any such Third-Party Goods or services, or the accuracy, timeliness, truthfulness, completeness or reliability of any Participant Content obtained through the Services.
    4. Safety. When interacting with other Participants or participating in an Experience, you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other persons whom you don't know. NEITHER MARCO NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OR PARTICIPANT. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MARCO AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH ANY EXPERIENCE, GOODS, OR YOUR INTERACTION WITH PARTICIPANTS, WHETHER ONLINE OR OFFLINE.
    5. Release. To the fullest extent permitted by applicable law, Marco expressly disclaims any liability that may arise for disputes between Participants. Because the Services are intended to only provide a venue for connecting Buyers with Hosts, Marco is not a party to the actual contracts between Buyers and Hosts, and the Host is fully and solely responsible for the care and quality of all Third Party Goods and services it provides to Buyers and Attendees as part of an Experience and for any and all injuries, illnesses, damages, claims, liabilities and costs it may cause Buyers or Attendees to suffer, directly or indirectly, in full or in part, whether related to the use of Third Party Goods or an Experience or not (“Experience Liabilities”). TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU RELEASE MARCO, ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, INVESTORS, AGENTS, PARTNERS AND LICENSORS, BUT EXCLUDING ANY PARTICIPANTS (COLLECTIVELY, THE “MARCO PARTIES”) FROM ANY AND ALL EXPERIENCE LIABILITIES AND ALL OTHER CLAIMS, DEMANDS, OR DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DISPUTE BETWEEN YOU AND ANY OTHER PARTICIPANT.

      If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage, for any unconscionable commercial practice by any Marco Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Services provided hereunder.
    6. Third Party Services. As a part of the Services or an Experience, you may have access to links,, materials, software, venues, establishments, goods, and services that are hosted or provided by another party (“Third-Party Services”), including third-party websites, third-party applications, and advertisements for third parties. You agree that it is impossible for Marco to monitor such Third-Party Services and that you access any such materials at your own risk. Such Third-Party Services may be subject to separate third-party terms and conditions, including codes of conduct, dress codes, and privacy policies, and Marco is not responsible for the accuracy, availability, functionality or reliability of such Third-Party Services. We do not endorse any Third-Party Services and you agree that use of such Third-Party Services is at your own risk.
    7. Eligibility. To use the Services, you must be (i) at least eighteen (18) years old (or at least twenty one (21) years old if your Experience involves alcohol); (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Services under the laws of the United States, your place of residence, or any other applicable jurisdiction.
  3. CODE OF CONDUCT. We encourage all Buyers, Hosts and Attendees to review the terms of this Section 3 (the “Code of Conduct”) prior to any Experience. In order to foster positive Experiences, we reserve the right to remove Content, Hosts or Experiences from the Services, or to ban Participants from the Services, if they violate the Code of Conduct. We also reserve the right to ban Buyers from purchasing additional Experiences on the Marketplace if they or their Attendees violate the Code of Conduct.
    1. Respect and empathy for others. Act respectfully and appropriately for the environment you are in, whether while interacting with the Services or during an Experience. Avoid personal insults and attacks, bullying, and violence of any kind, whether during an Experience or when otherwise interacting with the Services.
    2. Authenticity. Don’t lie, mislead, or misrepresent the work of others as your own. Only share Content through our Services or at Experiences that is original to you. If you don’t have permission to share it, don’t. Avoid using Content taken from somewhere else, including anything that violates intellectual property rights. If you’re leaving feedback or a review, remember that what’s most helpful is what’s factual, not fabricated or exaggerated.
    3. Follow the Rules. Follow all rules that may apply to your Experience, whether that means Marco’s Terms or any applicable law or regulation at the local, state, or federal level, or the rules of any venue in which an offline Experience is held.
    4. Appropriate Content. Words, pictures, audio, video, or other content that is offensive, lewd, threatening, pornographic, exploits minors, harasses others, contains profanity or hate speech, targets Participants or other individuals in order to degrade, shame or insult them, or is otherwise inappropriate or harmful should not be included as part of an Experience, review, or listing, and may be removed from the Services by Marco. Additionally, it may lead to you being banned from further use of the Services.
    5. Promotional content and conflicts of interest. Promotional content not expressly related to an Experience, including external links and offers for other goods and other services, may be removed or deleted by Marco. Don’t promote your own site or your own business as an Attendee of an Experience. Marco does not permit its Hosts to offer Attendees financial incentives to write reviews.
    6. Privacy. Don’t engage in any behavior that invades the privacy of others, including capturing or sharing any personally identifiable information without consent.
    7. Relevant. Anything you share should be relevant to the Experience or the Services. Avoid spamming, including deceptive and misleading Content.
  4. USE OF THE SERVICES.
    1. Updates. You understand that the Services are evolving. You acknowledge and agree that Marco may update, suspend, or discontinue all or any portion of the Services with or without notifying you.
    2. Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services, including the Website; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form) of Marco; (c) you shall not use any metatags or other “hidden text” using Marco’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update or other addition to the Services shall be subject to the Agreement. Marco, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of any part of the Services terminates the licenses granted by Marco pursuant to the Agreement.
    3. Communications from Marco. By entering into this Agreement or using the Services, you agree to receive communications from us, including via e-mail and text message. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning Experiences you Host or purchase or your other use of the Services, updates concerning new and existing features on the Services, and emails concerning promotions run by us, Hosts, or our third-party partners, or news concerning Marco.
    4. Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Services or participate in any Experience, including but not limited to, a mobile device that is suitable to connect with and use the Services, in cases where the Services offer a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
  5. RESPONSIBILITY FOR CONTENT.
    1. Types of Content. You acknowledge that all Host Information, software, code, text, photographs, images, illustrations, graphics, video, audio, and other materials and content (“Content”), is the sole responsibility of the party from whom such Content originated. This means that you, and not Marco, are entirely responsible for all Content that you submit, e-mail, transmit, or otherwise make available (“Make Available”) to Marco for use on or in connection with the Services (“Your Content”), and that you and other Participants, and not Marco, are similarly responsible for all Content that you and they Make Available through the Services or an Experience (“Participant Content”). Marco is not responsible for Participant Content and you use all Participant Content at your own risk. Marco has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services.
    2. No Obligation to Pre-Screen Content. You acknowledge that Marco has no obligation to pre-screen Content (including, but not limited to, Participant Content), although Marco reserves the right to:(a) remove or refuse to post any of Your Content for any or no reason in our sole discretion; (b) take any action with respect to any of Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for Marco; (c) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (e) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation any violation of this Agreement. If Marco becomes aware of any possible violations by you of the Agreement, Marco reserves the right to investigate such violations. If, as a result of the investigation, Marco believes that criminal activity may have occurred, Marco reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Marco is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Content, in Marco’s possession in connection with your use of the Services, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Marco, its Participants, or the public, and all enforcement or other government officials, as Marco in its sole discretion believes to be necessary or appropriate. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation text, voice, or video communications.
  6. OWNERSHIP.
    1. Ownership of the Services. The Services, and the information and Content available on the Services are protected by copyright laws throughout the world. Except with respect to Your Content and Participant Content, you agree that Marco and its suppliers own all rights, title and interest in the Services (including but not limited to, any computer code, themes, objects, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, and software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.
    2. Trademarks. Marco’s stylized name and all related graphics, logos, service marks and trade names used on or in connection with any Services are the trademarks of Marco and may not be used without permission in connection with your, or any third-party, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
    3. Your Content. Marco does not claim ownership of Your Content. However, when you choose to Make Available Your Content, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
    4. License to Your Content. Subject to any applicable settings that you select, you grant Marco a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) (i) for the purposes of operating and providing the Services to you and to our other Participants, and (ii) if you are a Host, for purposes of listing and advertising your Experience and Third Party Goods both on and off of the Service and in connection with advertising, distributing and selling Marco Goods to Buyers and other Participants in your Experiences. Please remember that other Participants may search for, see, and use any of Your Content that you submit for any “public” area of the Services. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Marco, are responsible for all of Your Content that you Make Available on or in the Services. You may not Make Available a photograph of another person without that person’s permission.
    5. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Marco (“Feedback”) is at your own risk and that Marco has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Marco a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Marco’s business.
  7. PARTICIPANT CONDUCT. As a condition of use, you agree not to use the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) to either take any action (whether during an Experience or otherwise), or Make Available any Content on or through the Services, that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, misleading, false, defamatory, libelous, pornographic, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, profane or racially, ethnically, or otherwise discriminatory; (iii) constitutes unauthorized or unsolicited advertising, junk, or bulk e-mail; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes, without Marco’s prior written consent; (v) impersonates any person or entity, including any employee or representative of Marco; (vi) interferes with or attempts to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by this Agreement; (vii) manipulates the price of any listed Experience or interferes with Host listings; (ix) transfers your account and username to another party without our consent; (x) bypasses our robot exclusion hardware, interferes with the working of the Services, or imposes an unreasonable or disproportionately large load on our infrastructure; (xi) uses the Services to collect, harvest, transmit, distribute or submit any information concerning any other person or entity, including without limitation photographs of others, personal contact information or credit card, debit or calling card, or account numbers without their permission; (xii) takes any action that may undermine our feedback or ratings systems; (xiii) breaches or circumvents any laws, third party rights, or our systems, policies, or determinations of your account status; or (xiv) attempts to engage in or engages in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services, using manual or automated software or other means to access, “scrape,” “crawl” or “spider” any pages contained in the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services. You acknowledge that the value of the Services rests in its thriving marketplace for Buyers and Hosts, and agree that it is a material breach of this Agreement for Hosts to contract with Buyers for Experiences that they have listed on the Services or any portion thereof outside the context of the Services for the purposes of circumventing the obligation to pay Marco’s fee for Experiences purchased through the Services, except as expressly permitted by Marco.
  8. INVESTIGATIONS. Marco may, but is not obligated to, monitor or review the Services and Content or Experiences at any time. Without limiting the foregoing, Marco shall have the right, in its sole discretion, to remove any of Your Content or an Experience listing for any reason (or no reason), including if such Content violates the Agreement or any applicable law. Although Marco does not generally monitor user activity occurring in connection with the Services or Content, if Marco becomes aware of any possible violations by you of any provision of the Agreement, Marco reserves the right to investigate such violations, and Marco may, at its sole discretion, immediately terminate your license to use the Services, or change, alter or remove Your Content, in whole or in part, without prior notice to you.
  9. INDEMNIFICATION. You agree to indemnify and hold the Marco Parties harmless from any injuries, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your violation of the Agreement; (c) your violation of any rights of another party, or injury or illness you cause to any third party, including any Participants; or (d) your violation of any applicable laws, rules, or regulations. Marco reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Marco in asserting any available defenses. You agree that the provisions in this section will survive any termination of the Agreement and/or your access to the Services.
  10. DISCLAIMER OF WARRANTIES AND CONDITIONS.
    1. As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. MARCO PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES OR ANY EXPERIENCE. Notwithstanding the foregoing, this Section 10 (Disclaimer of Warranties and Conditions) does not limit or otherwise affect in any way our Rescheduling, Cancellation, and Refund Policy. If for any reason you are not satisfied with an Experience you have through the Services or Marco Goods, please contact us in accordance with the terms of Section 2 of our Buyer Terms.
    2. MARCO PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (i) THE SERVICES, ANY GOODS THAT YOU PURCHASE, OR ANY EXPERIENCES YOU HOST, PURCHASE, OR ATTEND WILL MEET YOUR REQUIREMENTS; (ii) YOUR USE OF THE SERVICES OR ANY EXPERIENCES YOU HOST, PURCHASE, OR ATTEND WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE. WE CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO THE SERVICES, AND OPERATION OF THE SERVICES OR ANY EXPERIENCE OFFERED OR PURCHASED THROUGH THE SERVICES MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL.
    3. ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES OR MADE AVAILABLE AT AN EXPERIENCE IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PERSON OR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICES OR ANY EXPERIENCE, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT OR ATTENDING AN EXPERIENCE.
    4. THE SERVICES AND THE EXPERIENCES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. MARCO MAKES NO WARRANTY, REPRESENTATION, OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES OR EXPERIENCES.
    5. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM MARCO OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
  11. LIMITATION OF LIABILITY.
    1. Disclaimer of Certain Damages. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) WILL MARCO PARTIES BE LIABLE TO YOU, A PARTICIPANT, OR ANY OTHER THIRD PARTIES FOR ANY LOSS OF PROFITS, REVENUE, OR DATA, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR PUNITIVE DAMAGES, INCLUDING COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER LOSS INCURRED BY YOU, A PARTICIPANT, OR ANY OTHER THIRD PARTY IN CONNECTION WITH YOUR USE OF THE SERVICES, YOUR PURCHASE OF GOODS, AND YOUR HOSTING OF OR PARTICIPATION IN ANY EXPERIENCE, IN EACH CASE WHETHER OR NOT MARCO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY LAW, MARCO PARTIES WILL NOT BE LIABLE TO YOU, A PARTICIPANT, OR ANY OTHER THIRD PARTY FOR ANY CLAIM ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES FOR ANY AMOUNT GREATER THAN THE GREATER OF (i) THE AMOUNT PAID BY YOU TO MARCO FOR ANY MARCO GOODS THAT GIVE RISE TO THE CLAIM OR (ii) ONE HUNDRED DOLLARS ($100). ANY CLAIM ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES AND YOUR HOSTING OF OR PARTICIPATION IN AN EXPERIENCE MUST BE BROUGHT WITHIN EIGHTEEN (18) MONTHS OF THE EVENTS GIVING RISE TO THE CLAIM. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE JURISDICTIONS, MARCO’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT ALLOWED BY LAW. The limitations set forth in this Section 11 will survive termination or expiration of these Terms and apply even if any limited remedy specified in these Terms is found to have failed its essential purpose.
    2. Participant Content. EXCEPT FOR MARCO’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN MARCO’S PRIVACY POLICY, MARCO ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND PARTICIPANT CONTENT), PARTICIPANT COMMUNICATIONS OR PERSONALIZATION SETTINGS.
    3. Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
    4. Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MARCO AND YOU.
  12. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. It is Marco’s policy to terminate membership privileges of any Participant who repeatedly infringes copyright upon prompt notification to Marco by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on the Services of the material that you claim is infringing; (d) your address, telephone number and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Marco’s Copyright Agent for notice of claims of copyright infringement will be provided via e-mail correspondence with help@marcoexperiences.com.
  13. TERM AND TERMINATION.
    1. Term. The Agreement commences on the date when you accept it (as described in the preamble above) and remains in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement.
    2. Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used the Services or (b) the date you accepted the Agreement, and that the Agreement will remain in full force and effect while you use any Services, unless earlier terminated in accordance with the Agreement.
    3. No Subsequent Registration. If your registration(s) with, or ability to access, the Services is discontinued by Marco due to your violation of any portion of the Agreement, the violation of the Code of Conduct by any Attendee at an event for which you are the Buyer, or for conduct otherwise deemed objectionable in Marco’s sole discretion, then you agree that you shall not attempt to re-register with or access the Services through use of a different email address or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Services to which your access has been terminated. In the event that you violate the immediately preceding sentence, Marco reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you, for any reason or for no reason at all.
  14. PLATFORM IS FOR US-BASED USERS ONLY. The Services can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Marco intends to announce such Services or Content in your country. The Services are controlled and offered by Marco from its facilities in the United States of America. Marco makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
  15. GENERAL PROVISIONS.
    1. Electronic Communications. The communications between you and Marco may take place via electronic means, whether you visit the Website or send Marco e-mails, or whether Marco posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Marco in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Marco provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).
    2. Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you, whether by action, inaction, choice of law or otherwise, without Marco’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
    3. Force Majeure. Marco shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
    4. Questions, Complaints, Claims. If you have any questions, complaints, or claims with respect to the Services, please contact us at: help@marcoexperiences.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
    5. Governing Law and Venue. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. ANY ACTION OR PROCEEDING ARISING FROM OR RELATING TO THIS AGREEMENT MUST BE BROUGHT IN A FEDERAL COURT IN THE NORTHERN DISTRICT OF CALIFORNIA OR IN STATE COURT IN SAN FRANCISCO COUNTY, CALIFORNIA, AND EACH PARTY IRREVOCABLY SUBMITS TO THE JURISDICTION AND VENUE OF ANY SUCH COURT IN ANY SUCH ACTION OR PROCEEDING. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.
    6. Notice. Where Marco requires that you provide an e-mail address, you are responsible for providing Marco with your most current e-mail address. In the event that the last e-mail address you provided to Marco is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Marco’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Marco at the following address: help@marcoexperiences.com. Such notice shall be deemed given upon transmission to the aforementioned address.
    7. Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
    8. Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
    9. Export Control. You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, you represent and warrant that (y) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (z) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Marco are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Marco products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
    10. Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
    11. Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.

© Marco, 2021