Terms and conditions

 1 Services

1.1 The i.Revitalise platform

The i.Revitalise Platform is an online marketplace that enables registered users (“Members”) and certain third parties who offer services (Members and third parties who offer services are “Owners” and the services they offer are “Owner Services”) to publish such Owner Services on the i.Revitalise Platform (“Listings”) and to communicate and transact directly with Members that are seeking to book such Owner Services (Members using Owner Services are “Renters”). Owner Services may include the offering of high-tech equipment for rent ("Equipment"), offering high-tech equipment with an operator for rent (“Capacities”), offering unique know-how or expertise (“Expertise”), offering high-tech equipment for sale ("Redestination") and a variety of other high-tech related services.

As the provider of the i.Revitalise Platform, i.Revitalise does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Listings or Owner Services. Owners alone are responsible for their Listings and Owner Services. When Members make or accept a rental, they are entering into a contract directly with each other. I.Revitalise is not and does not become a party to or other participant in any contractual relationship between Members, nor is i.Revitalise an equipment reseller or insurer. I.Revitalise is not acting as an agent in any capacity for any Member.

1.2 Information

While we may help facilitate the resolution of disputes, i.Revitalise has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Listings or Owner Services, (ii) the truth or accuracy of any Listing descriptions, Ratings, Reviews, or other Member Content (as defined below), or (iii) the performance or conduct of any Member or third party. I.Revitalise does not endorse any Member, Listing or Owner Services. Any references to a Member being "verified" (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by i.Revitalise about any Member, including of the Member's identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to rent an equipment, rent a capacity or use other Owner Services, accept a rental request from a Renter, or communicate and interact with other Members, whether online or in person. All images are verified towards the intention only to indicate a photographic representation of a Listing at the time the photograph was taken, and are therefore not an endorsement by i.Revitalise of any Owner or Listing.

1.3 Owner – i.Revitalise contractual relationship

If you choose to use the i.Revitalise Platform as an Owner, your relationship with i.Revitalise is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of i.Revitalise for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of i.Revitalise.

1.4 Translation

To promote the i.Revitalise Platform and to increase the exposure of Listings to potential Renters, Listings and other Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Listings and other Member Content may be translated, in whole or in part, into other languages. I.Revitalise cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. I.Revitalise disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non- infringement.

1.5 Third Party Services

The i.Revitalise Platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. I.Revitalise is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by i.Revitalise of such Third-Party Services.

1.6 Availability and accessibility of the platform

Due to the nature of the Internet, i.Revitalise cannot guarantee the continuous and uninterrupted availability and accessibility of the i.Revitalise Platform. I.Revitalise may restrict the availability of the i.Revitalise Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the i.Revitalise Platform. I.Revitalise may improve, enhance and modify the i.Revitalise Platform and introduce new i.Revitalise Services from time to time.

1.7 Service Fees

I.Revitalise may charge fees to Owners ("Owner Fees") and/or Renters ("Renter Fees") (collectively, "Service Fees") in consideration for the use of the I.Revitalise Platform. More information about when Service Fees apply and how they are calculated can be found on www.irevitalise.eu.

Any applicable Service Fees (including any applicable Taxes) will be displayed to an Owner or Renter prior to publishing or renting a Listing. I.Revitalise reserves the right to change the Service Fees at any time, and we will provide Members adequate notice of any fee changes before they become effective.

You are responsible for paying any Service Fees that you owe to i.Revitalise. The applicable Service Fees are due and payable and collected by I.Revitalise Payments pursuant to the Payments Terms. Except as otherwise provided on the I.Revitalise Platform, Service Fees are non-refundable.

2 User Requirements and Conduct

2.1 Focus B2B

You must be a government-registered company and able to enter into legally binding contracts to access and use the i.Revitalise Platform or register an i.Revitalise Account. By accessing or using the i.Revitalise Platform you represent and warrant that you are a government-registered company and have the legal capacity and authority to enter into a contract. Creating an account in personal name (meaning: as a consumer) is prohibited.

2.2 Activities through the platform

You will comply with any applicable export control laws in your local jurisdiction. You also represent and warrant that (i) neither you nor your Owner Service(s) are located or take place in a country that is subject to a European embargo, or that has been designated by the European Union as a "terrorist supporting" country, and (ii) you are not listed on any European Union list of prohibited or restricted parties.

2.3 Verification process

I.Revitalise may make the access to and use of the i.Revitalise Platform, or certain areas or features of the i.Revitalise Platform, subject to certain conditions or requirements, such as completing a verification process, providing the company’s government registered business number, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or rental and cancellation history.

2.4 Registration set-up

You must register an account ("I.Revitalise Account") to access and use certain features of the I.Revitalise Platform, such as publishing or renting a capacity. If you are registering an I.Revitalise Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.

2.5 Registration closure

You can register an I.Revitalise Account using an email address and creating a password. You have the ability to disable your I.Revitalise Account at any time, by accessing the "Settings" section of the I.Revitalise Platform.

2.6 Registration process

You must provide accurate, current and complete information during the registration process and keep your I.Revitalise Account and public I.Revitalise Account profile page information up-to-date at all times.

2.7 Registration account

You may not register more than one (1) I.Revitalise Account unless I.Revitalise authorizes you to do so. You may not assign or otherwise transfer your I.Revitalise Account to another party.

2.8 Commission-based

You may not rent a specific capacity directly from an Owner when you earlier applied for a rental request with regard to this specific capacity. This prohibition is applicable for two (2) years, starting from the first rental contract agreed upon with this Owner. In case of infringement, a penalty of 200% will be applied and due by the defaulting Party(ies) on the matchmaking commission, which would be due for rental via the i.Revitalise Platform.

2.9 User Credentials

You are responsible for maintaining the confidentiality and security of your I.Revitalise Account credentials and may not disclose your credentials to any third party. You must immediately notify I.Revitalise if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your I.Revitalise Account. You are liable for any and all activities conducted through your I.Revitalise Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).

2.10 Co-Ownership

I.Revitalise may enable features that allow you to authorize other Members or certain third parties to take certain actions that affect your I.Revitalise Account. For example, we may allow the Master of a Private User Group to book for other Members of the Private User Group, or we may allow the Master of a Private User Group or Owners of a Listing to add other Members as Co-Owners to help manage their Capacity Listing. These features do not require that you share your credentials with any other person. No third party is authorized by I.Revitalise to ask for your credentials, and you shall not request the credentials of another Member.

2.11 Owner rights and duties

1. When creating a Listing through the i.Revitalise Platform you must (i) provide complete and accurate information about your Owner Service (such as listing description, location, and calendar availability), (ii) disclose any deficiencies, restrictions (such as company rules) and requirements that apply (such as only rentable with the Owner’s operator included) and (iii) provide any other pertinent information requested by i.Revitalise. You are responsible for keeping your Listing information (including calendar availability) up-to-date at all times.

2.You are solely responsible for setting a price (including any Taxes if applicable) for your Listing (“Listing Fee”). Once a Renter requests a rental of your Listing, you may still request that the Renter pays a higher price taking into account the rental request period and any specific terms and conditions that might apply.

3. Any terms and conditions included in your Listing, in particular in relation to cancellations, must not conflict with these Terms.

4. Pictures, animations or videos (collectively, "Images") used in your Listings must accurately reflect the quality and condition of your Owner Services. I.Revitalise reserves the right to require that Listings have a minimum number of Images of a certain format, size and resolution.

5. The placement and ranking of Listings in search results on the i.Revitalise Platform may vary and depend on a variety of factors, such as Renter search parameters and preferences, Owner requirements, calendar availability, number and quality of Images, customer service and cancellation history, Reviews and Ratings and type of Owner Service. I.Revitalise is organized to work towards collaboration and compatibility between Members.

6. When you accept or have pre-approved a rental request by a Renter, you are entering into a legally binding agreement with the Renter and are required to provide your Owner Service(s) to the Renter as described in your Listing when the rental request is made. You also agree to pay the applicable Owner Fee and any applicable Taxes, which will be collected pursuant to the Payments Terms.

7. I.Revitalise recommends that Owners obtain appropriate insurance for their Owner Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Renters (and the operator the Renter has booked for, if applicable) while renting your capacity, Expertise or other Owner Service.

2.12 Terms specific for Owner Listing Capacities

1. If you choose to require a security deposit for your Capacity, you must specify this towards i.Revitalise upon registration. Owners are not allowed to ask for a Security Deposit after a rental request has been confirmed or outside of the I.Revitalise Platform. I.Revitalise will use commercially reasonable efforts to address Owners’ requests and claims related to Security Deposits, but I.Revitalise is not responsible for administering or accepting any claims by Owners related to Security Deposits.

3. You represent and warrant that any Listing you post and the rental of, or a Renter's use of, a Capacity will (i) not breach any agreements you have entered into with any third parties, such as shareholders or other agreements, and (ii) comply with all applicable laws (such as employment laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As an Owner, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any operator who operates at or is otherwise present at the Capacity at your request or invitation, excluding the Renter (and the individuals the Renter employs to operate the Capacity, if applicable).

4. To list an Equipment, Capacity or Expertise, you must create a Listing and to be considered for publishing on the I.Revitalise Platform, Equipments, Capacities or other Owner Services must at all times meet the i.Revitalise quality standards and meet Renter demand. I.Revitalise reserves the right to decide, in its sole discretion, if a submitted Equipments, Capacities or other Owner Services will be published on the I.Revitalise Platform.

5. When listing an Equipment, Capacity or other Owner Service you must, where applicable, fully educate and inform Renters about (i) any risks inherent to the renting or operating of the capacity (ii) any requirements for operation, such as related skills, education, training or other requirements, and (iii) anything else they may need to know to safely operate or rent the capacity or other Owner Service (including equipment, special certifications or licenses, etc.).

6. If you wish to list a Capacity on behalf of a Nonprofit Association (“Social Impact Capacity”), you must comply with all legal requirements for Owning a Social Impact Capacity. When listing a Social Impact Capacity you (i) represent and warrant that you are duly authorized to act on behalf of your Nonprofit and (ii) acknowledge and agree that all payouts will be directed to an account owned by your Nonprofit. You and your Nonprofit acknowledge that listing a Social Impact Capacity does not create a commercial fundraising or co-venturer, or charitable trust relationship with I.Revitalise and I.Revitalise is not a professional fundraiser or commercial participator. Nonprofits, and not I.Revitalise, are responsible for determining what, if any, portion of their Listing Fee is a charitable contribution and for providing Renters charitable tax receipts for any applicable charitable contributions. You and your Nonprofit are solely responsible for complying with all laws that apply to your organization and your Social Impact Capacity.

7. You represent and warrant that you (i) understand and comply with all laws, rules and regulations that may apply to your Equipment, Capacity or other Owner Service(s), and (ii) will obtain any required licenses, permits, or registrations prior to providing your Equipment, Capacity or other Owner Service(s) such as Health, Safety and Environmental regulations or appropriate risk management for ISO 9001 holders.

8. Someone from your company must provide an Equipment, Capacity or other Owner Service in person and may not allow any third party to provide the Equipment, Capacity or other Owner Service on your behalf, unless authorized by I.Revitalise.

9. Co-Owners

9.1 I.Revitalise may enable Owners to authorize other Members (“Co-Owners”) to administer the Owner’s Listing(s), and to bind the Owner and take certain actions in relation to the Listing(s) as permitted by the Owner, such as accepting rental requests, messaging and welcoming Renters, and updating the Listing Fee and calendar availability (collectively, “Co-Owner Services”). Any agreement formed between Owner and Co-Owner may not conflict with these Terms and the Payments Terms. Co-Owners may only act in an individual capacity and not on behalf of a company or other organization, unless expressly authorized by I.Revitalise. I.Revitalise reserves the right, in our sole discretion, to limit the number of Co-Owners an Owner may invite for each Listing and to limit the number of Listings a Co-Owner may manage.

9.2 Owners and Co-Owners may agree on a fee (“Co-Owner Services Fee”) in consideration for the Co-Owner Services provided by the Co-Owner. When such an agreement is made, the Owner agrees to pay the Co-Owner Services Fee for any confirmed rental of their Listing. In addition, Owners may instruct a Co-Owner to provide certain one-time services in relation to their Listing. Owners can pay Co-Owners for one-time services and any other expenses. I.Revitalise will not process Co-Owner Services Fees and other one-time payments pursuant to the Payments Terms.

9.3 Owners and Co-Owners agree that each activity, rental, or other transaction reported on the i.Revitalise Platform, including any Co-Owner Services provided by the Co-Owner and any amounts due from an Owner to the Co-Owner for the provision of such services, will be deemed accurate, correct and binding, unless challenged, by notifying the other person and i.Revitalise (by e-mailing to Stefan.verreyken@irevitalise.eu ) within 21 days of posting of the disputed activity, rental or other transaction on the i.Revitalise Platform.

9.4 Owners should exercise due diligence and care when deciding who to add as a Co-Owner to their Listing(s). Owners remain solely responsible and liable for any and all Listings and Member Content published on the I.Revitalise Platform, including any Listing created by a Co-Owner on their behalf. Further, Owners remain responsible and liable for their own acts and omissions, including, but not limited to, conduct that causes harm or damage to the Co-Owner(s). Co-Owners remain responsible and liable for their own acts and omissions when engaging in their roles and responsibilities as a Co-Owner, including, but not limited to, conduct that causes harm or damage to the Owner. In addition, both Owner and Co-Owner are jointly responsible and severally liable for third party claims, including Renter claims, arising from the acts and omissions of the other person as related to Ownering activities, communications with Renters, and the provision of any Co-Owner Services.

9.5 Unless agreed otherwise by Owner and Co-Owner, Owner and Co-Owner may terminate the Co-Owner agreement at any time. In addition, both Owner and Co-Owner acknowledge that their Co-Ownering relationship will terminate in the event that i.Revitalise (i) terminates the Co-Owner service or (ii) terminates either party’s participation in the Co-Owner service. When the Co-Owner agreement is terminated, the Owner will remain responsible for all of the Co-Owner’s actions prior to the termination, including the responsibility to fulfill any pending or future rentals initiated prior to the termination. When a Member is removed as a Co-Owner, that Member will no longer have access to any Owner or Renter information related to the applicable Owner’s Listing(s). In addition, Owner agrees to pay Co-Owner for all Co-Owner Services completed prior to Co-Owner’s termination within 14 days of Co-Owner’s termination via the Resolution Center. A Co-Owner will not be entitled to any fees for any Co-Owner Services that have not been completed prior to the Co-Owner’s termination.

9.6 As a Co-Owner, you will not be reviewed by Renters, meaning that your Co-Owner activities will not affect your Reviews or Ratings for other Listings for which you are an Owner. Instead, the Owner of such Listing(s) will be reviewed by Renters (including potentially on the basis of the Co-Owner’s conduct and performance). Owners acknowledge that Reviews and Ratings from Renters for their Listing(s) may be impacted by a Co-Owner’s conduct and performance.

2.13 Terms specific for Renters

1. Terms applicable to all rentals

1.1 Subject to meeting any requirements (such as completing any verification processes) set by the Owner, you can book a Listing available on the i.Revitalise Platform by following the respective rental process. The Listing Fee, Security Deposit (if applicable) and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to renting a Listing. You agree to pay the Total Fees to i.Revitalise, for any rental requested.

1.2 Upon receipt of a rental confirmation from i.Revitalise, a legally binding agreement is formed between you and your Owner, subject to any additional terms and conditions of the Owner that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. i.Revitalise will collect the total Fees and will transfer the amount due to the Owner, after deduction of its matchmaking fee and eventual costs, if any.

1.3 If you book an Owner Service on behalf of additional Renters, you are required to ensure that every additional Renter meets any requirements set by the Owner, and is made aware of and agrees to these Terms and any terms and conditions, rules and restrictions set by the Owner. If you are renting for an additional Renter who isn’t a government registered company you represent and warrant that you are legally authorized to act on behalf of the latter.

2. Renting Capacities

2.1 You understand that a confirmed rental of an Equipment (“Equipment Rental”) is a limited license granted to you by the Owner to enter the facilities and use the Equipment for the duration of your rental, during which time the Owner retains the right to enter his facilities or use the capacities, in accordance with your agreement with the Owner.

2.2 You agree to return the Capacities or leave the Facilities no later than the last day of the rental period as mutually agreed upon between you and the Owner. If you use the equipment past the agreed rental period without the Owner's consent (“Overuse”), you are no longer licensed to use the Capacities and the Owner is entitled to terminate this Overuse , according the applicable law. The Owner reserves all its rights to claim appropriate damages for this Overuse. i.Revitalise cannot be held liable for any Overuse.

2.3 In addition, you agree to pay, if requested by the Owner, for each twenty-four (24) hour period (or any portion thereof) that you overuse, an additional daily fee of up to two (2) times the average Listing Daily Fee originally paid by you to cover the inconvenience suffered by the Owner, plus all applicable Renter Fees, Taxes, and any legal expenses incurred by the Owner to make you leave (collectively, "Overuse Fees"). Overuse Fees for late returns that do not impact upcoming rental contracts may be limited to the additional costs incurred by the Owner as a result of such Overuse. The owner is in charge to collect Overuse Fees from you pursuant to his Payments Terms. A Security Deposit, if required by an Owner, may be applied to any Overuse Fees due for a Renter’s Overuse.

2.14 Ratings and reviews

Do’s and don’ts, use of ratings

1. Within a certain timeframe after completing a rental, Renters and Owners can leave a public review (“Review”) and submit a star rating (“Rating”) about each other. Any Ratings or Reviews reflect the opinion of individual Members and do not reflect the opinion of i.Revitalise. Ratings and Reviews may not be verified by I.Revitalise for accuracy and may be incorrect or misleading.

2. Ratings and Reviews by Renters and Owners must be fair, truthful and factual and may not contain any offensive or defamatory language.

3. Members are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party write a positive or negative Review about another Member.

2.15. Prohibited Activities

1. You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the I.Revitalise Platform. In connection with your use of the I.Revitalise Platform, you will not and will not assist or enable others to:

• breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms;

• use the I.Revitalise Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies I.Revitalise endorsement, partnership or otherwise misleads others as to your affiliation with I.Revitalise;

• copy, store or otherwise access or use any information, including personally identifiable information about any other Member, contained on the I.Revitalise Platform in any way that is inconsistent with Privacy Policy or these Terms or that otherwise violates the privacy rights of Members or third parties;

• use the i.Revitalise Platform in connection with the distribution of unsolicited commercial messages ("spam");

• offer, as an Owner, any Capacity that you do not own yourself or have permission to make available as Capacity through the i.Revitalise Platform;

• unless i.Revitalise explicitly permits otherwise, book any Listing if you will not actually be using the Owner Services yourself;

• contact another Member for any purpose other than asking a question related to a your own rental, Listing, or the Member's use of the I.Revitalise Platform, including, but not limited to, recruiting or otherwise soliciting any Member to join third-party services, applications or websites, without our prior written approval;

• use the i.Revitalise Platform to request, make or accept a rental independent of the i.Revitalise Platform, to circumvent any Service Fees or for any other reason;

• request, accept or make any payment for Listing Fees outside of the I.Revitalise Platform or I.Revitalise Payments. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold I.Revitalise harmless from any liability for such payment;

• discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any abusive or disruptive behavior;

• use, display, mirror or frame the i.Revitalise Platform or Collective Content, or any individual element within the I.Revitalise Platform, I.Revitalise's name, any I.Revitalise trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the I.Revitalise Platform, without I.Revitalise's express written consent;

• dilute, tarnish or otherwise harm the i.Revitalise brand in any way, including through unauthorized use of Collective Content, registering and/or using I.Revitalise or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to i.Revitalise domains, trademarks, taglines, promotional campaigns or Collective Content;

• use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the I.Revitalise Platform for any purpose;

• avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by I.Revitalise or any of I.Revitalise's providers or any other third party to protect the I.Revitalise Platform;

• attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the I.Revitalise Platform;

• take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the I.Revitalise Platform;

• export, re-export, import, or transfer the Application;

• violate or infringe anyone else’s rights or otherwise cause harm to anyone.

2. You acknowledge that i.Revitalise has no obligation to monitor the access to or use of the i.Revitalise Platform by any Member or to review, disable access to, or edit any Member Content, but has the right to do so to (i) operate, secure and improve the i.Revitalise Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Member Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Members agree to cooperate with and assist I.Revitalise in good faith, and to provide I.Revitalise with such information and take such actions as may be reasonably requested by I.Revitalise with respect to any investigation undertaken by I.Revitalise or a representative of I.Revitalise regarding the use or abuse of the I.Revitalise Platform.

3 Content

3.1 Content on i.Revitalise

I.Revitalise may, at its sole discretion, enable Members to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the I.Revitalise Platform ("Member Content"); and (ii) access and view Member Content and any content that I.Revitalise itself makes available on or through the I.Revitalise Platform, including proprietary I.Revitalise content and any content licensed or authorized for use by or through I.Revitalise from a third party ("I.Revitalise Content" and together with Member Content, "Collective Content").

3.2 Abuse of ‘collective’ content, IP violation

The I.Revitalise Platform, I.Revitalise Content, and Member Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of countries in the European Union and other countries. You acknowledge and agree that the I.Revitalise Platform and I.Revitalise Content, including all associated intellectual property rights, are the exclusive property of I.Revitalise and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the I.Revitalise Platform, I.Revitalise Content or Member Content. All trademarks, service marks, logos, trade names, and any other source identifiers of I.Revitalise used on or in connection with the I.Revitalise Platform and I.Revitalise Content are trademarks or registered trademarks of I.Revitalise in the European Union and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the I.Revitalise Platform, I.Revitalise Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.

You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the I.Revitalise Platform or Collective Content, except to the extent you are the legal owner of certain Member Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by I.Revitalise or its licensors, except for the licenses and rights expressly granted in these Terms.

3.3 Confidential Information

1. It is possible to access certain confidential details about suppliers and service providers via the i.Revitalise website. This includes, but is not confined to, information about technical data, contracts, products, programs, prices, marketing and further useful information that can be, within reason, considered as confidential (“confidential information”). You should handle confidential information in a fully confidential manner. This information always remains the property of i.Revitalise, their suppliers and service providers.

2. These obligations with regards to confidential information no longer apply after a period of five years. This period is measured from the date that the information has been made public. If the terms and conditions are withdrawn, or if you receive a relevant written request from i.Revitalise then this confidential information may no longer be used and you are kindly requested to either return or destroy these details.

These legal obligations in relation to confidential information do not apply if you can prove with sufficient legal evidence that:

a) The information was already in your possession before you received it via i.Revitalise and that you are not required to handle this information confidentially

b) The information is in the public domain or has been made publicly available without you being involved in the process either actively or through omission. Moreover the action of this information being made public should not conflict with any of the other terms and conditions detailed in this document.

c) You received the information from a third party who had the right to make this information public and was not obligated to handle this information in a confidential manner.

d) That you have independently worked out this information without the use of confidential information as a basis and without the input of others who did have access to this confidential information

e) You have published this information as a result of a court order or a legal instruction from a government body or because you were otherwise legally required to do so in order to safeguard the legal position of one of the parties in reference to these terms and conditions, in which case you have informed i.Revitalise prior to publication and given them the opportunity to lodge an objection against publication.

i.Revitalise

3. I.Revitalise does not lay claim to the right of ownership of content which is published on the website and has no obligations in relation to said content. All content which is supplied in relation to this website is considered non-confidential, unless it has been explicitly stated otherwise in these terms and conditions or in i.Revitalise’s privacy policy. I.Revitalise is completely free to use and distribute this information for any reason. By publishing information on this website you also give both i.Revitalise and every other website user an irrevocable, global, free claim, non-exclusive license over this content, also in its digital form. This means that it can be used, reproduced, altered, distributed, sent, reproduced, adapted, performed, re sold and used as publicity material. You declare that you are permitted to allow i.Revitalise, her subsidiaries, third-party suppliers and service providers both to send and process the information you have provided globally.

4. Although i.Revitalise does not routinely check content, the company reserves the right to randomly check, edit, delete or limit access to any information which is accessible via the website.

3.3 Use of the application

Subject to your compliance with these Terms, I.Revitalise grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) use the Application on your personal device(s); and (ii) access and view any Collective Content made available on or through the I.Revitalise Platform and accessible to you, for your registered company’s commercial use.

3.4 Promotion of the i.Revitalise platform

By creating, uploading, posting, sending, receiving, storing, or otherwise making available any Member Content on or through the i.Revitalise Platform, you grant to i.Revitalise a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Member Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Member Content to provide and/or promote the i.Revitalise Platform, in any media or platform. Unless you provide specific consent, i.Revitalise does not claim any ownership rights in any Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use or exploit your Member Content.

3.5 Verified Images

I.Revitalise may offer Owners the option of having professional photographers take photographs of their Owner Services, which are made available by the photographer to Owners to include in their Listings with or without a watermark or tag bearing the words "I.Revitalise.com Verified Photo" or similar wording ("Verified Images"). You are responsible for ensuring that your Owner Service is accurately represented in the Verified Images and you will stop using the Verified Images on or through the I.Revitalise Platform if they no longer accurately represent your Listing, if you stop Owning the Owner Service featured, or if your I.Revitalise Account is terminated or suspended for any reason. You acknowledge and agree that I.Revitalise shall have the right to use any Verified Images in advertising, marketing and/or any other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation to you. Where I.Revitalise is not the exclusive owner of Verified Images, by using such Verified Images on or through the I.Revitalise Platform, you grant to I.Revitalise an exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to use such Verified Images for advertising, marketing and/or any other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation to you. I.Revitalise in turn grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use Verified Images outside of the I.Revitalise Platform for your registered company’s commercial use.

3.6 Third party IP rights

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

3.7 Facilitating content

You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person; (v) promotes illegal or harmful activities or substances; or (vi) violates any other I.Revitalise policy. I.Revitalise may, without prior notice, remove or disable access to any Member Content that I.Revitalise finds to be in violation of these Terms or I.Revitalise’s then-current Policies or Standards, or otherwise may be harmful or objectionable to I.Revitalise, its Members, third parties, or property.

3.8 Good practices

I.Revitalise respects copyright law and expects its Members to do the same. If you believe that any content on the I.Revitalise Platform infringes copyrights you own, please notify us.

4 Damage, disputes and claims

4.1.

1. As a Renter, you are responsible to verify perfect functionality of the Equipment and Facilities upon receipt of the Equipment or access to the Facilities. If any deficiency is noticed, you have to declare this to the Owner within a 24 hours-time frame. In lack of observations towards the Owner within this 24 hours time-frame, the Equipment or Facilities will be considered to be in perfect condition. You are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Equipment or Facilities, excluding the Owner (and the individuals the Owner invites to the Facilities, if applicable).2 If an Owner claims and provides evidence that you as a Renter have damaged an Equipment or Facility of any company or other property at a Facility ("Damage Claim"), the Owner’s insurance company can seek payment from your insurance company. If an Owner escalates a Damage Claim to I.Revitalise, you as a Renter will be given an opportunity to respond. All claims will be handled directly between Owner and Renter. I.Revitalise also reserves the right to otherwise collect payment from the Renter and pursue any remedies available to i.Revitalise in this regard in situations in which the Renter is responsible for a Damage Claim, including, but not limited to, in relation to any payment requests made by Owners under the i.Revitalise Owner Risk Management.

3. Members agree to cooperate with and assist i.Revitalise in good faith, and to provide i.Revitalise with such information and take such actions as may be reasonably requested by i.Revitalise, in connection with any Damage Claims or other complaints or claims made by Members relating to Facilities, Equipment or any company or other property located at a Facility (including, without limitation, payment requests made under the i.Revitalise Owner Guarantee), or Co-Owner agreements. A Member shall, upon i.Revitalise's reasonable request and at no cost to the Member, participate in mediation or a similar resolution process with another Member, which process will be conducted by i.Revitalise or a third party selected by i.Revitalise or its insurer, with respect to losses for which a Member is requesting payment from i.Revitalise (including but not limited to payments under the i.Revitalise Owner Guarantee).

4. If you are a Renter or a Co-Owner, you understand and agree that i.Revitalise may make a claim under your company’s, or other insurance policy related to any damage or loss that you may have caused, or been responsible for, to an Equipment , Facility or any company or other property located at a Facility. You agree to cooperate with and assist i.Revitalise in good faith, and to provide i.Revitalise with such information as may be reasonably requested by i.Revitalise, to make a claim under your homeowner's, renter's or other insurance policy, including, but not limited to, executing documents and taking such further acts as i.Revitalise may reasonably request to assist i.Revitalise in accomplishing the foregoing.

4.2. Disclaimers

If you choose to use the I.Revitalise Platform or Collective Content, you do so voluntarily and at your sole risk. The i.Revitalise Platform and Collective Content is provided “as is”, without warranty of any kind, either express or implied.

You agree that you have had whatever opportunity you deem necessary to investigate the i.Revitalise Services, laws, rules, or regulations that may be applicable to your Listings and/or Owner Services you are receiving and that you are not relying upon any statement of law or fact made by i.Revitalise relating to a Listing.

If we choose to conduct identity verification or background checks on any Member, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Member or guarantee that a Member will not engage in misconduct in the future.

You agree that some Equipment may carry inherent risk, and by participating in those Owner Services, you acknowledge being aware of those risks and sufficiently trained to protect yourself and the operations from damage or injury. For example, some Owner Services may carry risk of bodily injury, disability, or death, and you freely and willfully assume those risks by choosing to participate in those Owner Services. You assume full responsibility for the choices you make before, during and after your participation in an Owner Service. If you are bringing another less qualified person as an additional Renter, you are solely responsible for the supervision of that person throughout the duration of your Owner Service and to the maximum extent permitted by law, you agree to release and hold harmless i.Revitalise from all liabilities and claims that arise in any way from any injury, death, loss or harm that occurs to that minor during the Owner Service or in any way related to your Owner Service.

The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.

4.3. Liability

4.3.1 If you are located in the EU, i.Revitalise is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors, or other vicarious agents. The same applies to the assumption of guarantees or any other strict liability, or in case of a culpable injury to life, limb, or health. I.Revitalise is liable for any negligent breaches of essential contractual obligations by us, our legal representatives, directors, or other vicarious agents. Essential contractual obligations are such duties of i.Revitalise in whose proper fulfilment you regularly trust and must trust for the proper execution of the contract but the amount shall be limited to 250.000 €, the amount that is assured by AIG BFB3300387, the insurance of i.Revitalise. Any additional liability of i.Revitalise is excluded.

4.3.2. Unless your company is registered in the EU, you acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the i.Revitalise Platform and Collective Content, your publishing or rental of any Listing via the i.Revitalise Platform, your use of any Equipment , Capacities, Expertise or any other High-Tech Service or any other interaction you have with other Members whether in person or online remains with you. Neither i.Revitalise nor any other party involved in creating, producing, or delivering the i.Revitalise Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the i.Revitalise Platform or Collective Content, (iii) from any communications, interactions or meetings with other Members or other persons with whom you communicate, interact or meet with as a result of your use of the I.Revitalise Platform, or (iv) from your publishing or rental of a Listing, including the provision or use of a Listing’s Owner Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not i.Revitalise has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable Owners pursuant to these Terms or an approved payment request under the i.Revitalise Owner Guarantee, in no event will i.Revitalise’s aggregate liability arising out of or in connection with these Terms and your use of the i.Revitalise Platform including, but not limited to, from your publishing or rental of any Listings via the i.Revitalise Platform, or from the use of or inability to use the i.Revitalise Platform or Collective Content and in connection with any Equipment, Capacity, Expertise or other Owner Service, or interactions with any other Members, exceed the amounts you have paid or owe for rentals via the i.Revitalise Platform as a Renter in the twelve (12) month period prior to the event giving rise to the liability, or if you are an Owner, the amounts paid by I.Revitalise to you in the twelve (12) month period prior to the event giving rise to the liability, or one thousand euros (€1000), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between i.Revitalise and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you. If you reside outside of the U.S., this does not affect i.Revitalise’s liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.

4.4. Indemnification

You agree to release, defend (at i.Revitalise’s option), indemnify, and hold i.Revitalise and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our Policies or Standards, (ii) your improper use of the i.Revitalise Platform or any i.Revitalise Services, (iii) your interaction with any Member, use of an Equipment, Capacity or other Owner Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, (iv) i.Revitalise’s Collection and Remittance of Occupancy Taxes, or (v) your breach of any laws, regulations or third party rights.

4.5. Violation of legal rights

You agree to compensate and safeguard i.Revitalise and its affiliates, subsidiaries, shareholders, directors, managers, intermediaries, licence holders, suppliers, alliance partners, other partners, employees and representatives against any claim or demand, including reasonable legal costs, that may be levelled against them as a result of or in relation with your content, your use of or connection with the website (including your usage on behalf of your employer) violation of the website’s terms and conditions or of a third party’s legal rights

4.6. Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the I.Revitalise Platform (“Feedback“). You may submit Feedback by emailing us, through the “Contact” section of the I.Revitalise Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.

4.7. Applicable Law and Jurisdiction

These Terms will be interpreted in accordance with Belgian law. Judicial proceedings that you are able to bring against us arising from or in connection with these Terms may only be brought in a court located in the judicial district of Antwerp, division Antwerp, Belgium.

4.8. General Provisions

4.8.1 Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between i.Revitalise and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between i.Revitalise and you in relation to the access to and use of the i.Revitalise Platform.

4.8.2 No joint venture, partnership, employment, or agency relationship exists between you and i.Revitalise as a result of this Agreement or your use of the I.Revitalise Platform.

4.8.3 These Terms do not and are not intended to confer any rights or remedies upon any company other than the parties.

4.8.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.

4.8.5 I.Revitalise’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.

4.8.6 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without i.Revitalise's prior written consent. I.Revitalise may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.

4.8.7 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be in writing and given by i.Revitalise via email, i.Revitalise Platform notification, or messaging service (including SMS).

4.8.8 If you have any questions about these Terms please contact us.

5 Change of services

5.1. Change of these Terms

I.Revitalise reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the i.Revitalise Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the i.Revitalise Platform will constitute acceptance of the revised Terms.

5.2. Modifications of rental

Owners and Renters are responsible for any modifications to a rental that they make via the i.Revitalise Platform or direct i.Revitalise customer service to make ("Rental Modifications"), and agree to pay any additional Listing Fees, Owner Fees or Renter Fees and/or Taxes associated with such Rental Modifications.

5.3. Renter cancellation of rental

Renters can cancel a confirmed rental up to 1 week prior to the rental period or as subject to the Listing’s specific cancellation policy, i.Revitalise will provide any refund to the Renter in accordance with such cancellation policy. A cancellation fee of 10% of the rental amount is imposed if the cancellation occurs within the last week prior to the rental period, unless in case of force majeure, for cancellation of the rental. The Owner can’t claim a cancellation fee for cancellations more than one (1) week before start of the rental period.

5.4. Owner cancellation of rental

If an Owner cancels a confirmed rental, the Renter will receive a full refund of the Total Fees for such rental and I.Revitalise may publish an automated review on the Listing cancelled by the Owner indicating that a rental was cancelled. In addition, I.Revitalise may (i) keep the calendar for the Listing unavailable or blocked for the dates of the cancelled rental, and/or (ii) impose a cancellation fee that is equal to the matchmaking commission amount if the cancellation occurs within the last week prior to the rental period, unless in case of force majeure, for cancelling the rental or has legitimate concerns about the Renter’s behavior. In case of late cancellation (within one week prior to the start of the rental period), the Renter can claim a compensation fee up to maximum the matchmaking commission amount.

5.5. i.Revitalise cancellation of rental

In certain circumstances, i.Revitalise may decide, in its sole discretion, that it is necessary to cancel a confirmed rental and make appropriate refund and payout decisions. This may be where i.Revitalise believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to i.Revitalise, other Members, third parties or property.

5.6 Intellectual Property

You agree not to reproduce, change, rent or lease out, lend, sell, distribute, replicate, save in a frame, publish anew, download, send or make a derivative work from another’s content (in part or in full) unless i.Revitalise or the suppliers of the content have given their express permission that you may do so. You may not alter, decompile or subject to reverse engineering any software that i.Revitalise has made public. Nor may you alter or delete any copyright, trademark indication or any other notification of ownership

‘i.Revitalise’ trademarks can be defined as all names, brands, brand names, logos, designs, manifestations of image, slogans and other indications that i.Revitalise uses in relation to its products and services. You agree to meet the requirements with respect to the usage of i.Revitalise’s trademarks and logos. You may not alter or delete i.Revitalise’s trademarks, nor may you use i.Revitalise’s trademarks on your own products or equipment without prior, written permission from i.Revitalise. You recognise the rights of i.Revitalise in relation to i.Revitalise ‘s trademarks and agree that i.Revitalise’s trademarks will only be used to the advantage of i.Revitalise. You agree not to add any of i.Revitalise‘s trademarks to your own trademarks, service brands, company names, internet addresses, domain names or other comparable indications for use on or in relation to computer or internet products, services or technologies.

I.Revitalise will, in turn, respect and abide by the intellectual property rights of others and requests users to do the same. If you believe that the i.Revitalise website has copied your work in a manner which is in conflict with copyright, please contact us via the i.Revitalise website

6 Payment Conditions

6.1 Financial Terms for Owners

6.1.1 Generally

i.Revitalise will collect the Total Fees from a Renter at the time the Rental Request is accepted by the Owner, or at any other time mutually agreed between the Renter and i.Revitalise.

6.1.2. Payouts

6.1.2.1 In order to receive a Payout you must have registered your i.Revitalise Account. I.Revitalise will generally initiate Payouts (i) for Assets within 14 days of the rental’s scheduled return time; (ii) for Capacities within 14 days of the end of the activities; and (iii) for all other Owner Services at the time specified via the i.Revitalise Platform. If the Asset or Capacity is rented for a longer period of time having a minimum of four weeks the rental must be paid to i.Revitalise in advance in respect of each four-week period. If the Asset or Capacity is rented for a longer period of time having a minimum of four weeks you will receive a Payout at the start of each four-week period.

6.1.2.2 I.Revitalise may delay or cancel any Payout for purposes of preventing unlawful activity or fraud, risk assessment, security, or investigation.

6.1.2.3 Your Payout for a Rental will be the Listing Fee and Taxes less applicable Owner Fees and Taxes. 6.1.2.4 In the event of a Renter’s cancellation of a confirmed Rental up to one week before the rental period, i.Revitalise will remit a Payout of any portion of the Total Fees due to you under the applicable cancellation policy.

6.2 Financial Terms for Renters

6.2.1 You authorize i.Revitalise to bill the Total Fees for any rental requested in connection with your i.Revitalise Account. I.Revitalise will collect the Total Fees within 14 days after the rental contracting time. After these 14 days, a 2% credit restriction applies. I.Revitalise will generally collect the Total Fees after the Owner accepts your rental request.

6.2.2 When you request to rent a Listing, i.Revitalise might need to visit your company for a quality screening. 6.2.3 If a requested rental is cancelled by the Owner for a valid reason (equipment has become unserviceable, the operator has become unavailable or a sudden unpredicted severe increase in workload) and more than one week before the rental start date then i.Revitalise will refund you.

6.2.4 In the event of an Owner’s late cancellation within the last week prior to the rental start date, i.Revitalise will pay any portion of the Total Fees due to you under the applicable cancellation policy.

6.3 Appointment of i.Revitalise as Limited Payment Collection Agent

6.3.1 Each Member collecting payment for services provided via the i.Revitalise Platform (such as Owner Services, “Providing Member”) hereby appoints i.Revitalise as the Providing Member’s payment collection agent solely for the limited purpose of accepting funds from Members purchasing such services (“Purchasing Members”).

6.3.2 Each Providing Member agrees that payment made by a Purchasing Member through i.Revitalise, shall be considered the same as a payment made directly to the Providing Member, and the Providing Member will provide the purchased services to the Purchasing Member in the agreed-upon manner as if the Providing Member has received the payment directly from the Purchasing Member. Each Providing Member agrees that i.Revitalise may refund the Purchasing Member in accordance with the i.Revitalise Terms. Each Providing Member understands that i.Revitalise’s obligation to pay the Providing Member is subject to and conditional upon successful receipt of the associated payments from Purchasing Members. I.Revitalise guarantees payments to Providing Members only for such amounts that have been successfully received by i.Revitalise from Purchasing Members in accordance with these Payments Terms. In accepting appointment as the limited payment collection agent of the Providing Member, i.Revitalise assumes no liability for any acts or omissions of the Providing Member.

6.3.3 Each Purchasing Member acknowledges and agrees that, notwithstanding the fact that i.Revitalise is not a party to the agreement between you and the Providing Member, i.Revitalise acts as the Providing Member’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Providing Member. Upon your payment of the funds to i.Revitalise, your payment obligation to the Providing Member for the agreed upon amount is extinguished, and i.Revitalise is responsible for remitting the funds to the Providing Member in the manner described in these Payments Terms, which constitute i.Revitalise’s agreement with the Purchasing Member. In the event that i.Revitalise does not remit any such amounts, the Providing Member will have recourse only against i.Revitalise and not the Purchasing Member directly.

6.4 General Financial Terms

6.4.1 Payment Authorizations

You authorize i.Revitalise to collect from you amounts due pursuant to these Payment Terms or the i.Revitalise Terms. Specifically, you authorize i.Revitalise to collect from you:

• Any amount due to i.Revitalise (e.g., as a result of your rental contracts, rental contract modifications, cancellations, or other actions as a Renter, Owner or Co-Owner), including reimbursement for costs prepaid by i.Revitalise on your request and behalf, by invoicing or by withholding such amounts from your future Payouts. Any funds collected by i.Revitalise will set-off the amount owed by you to i.Revitalise and extinguish your obligation to i.Revitalise.

• Any amount due to a Providing Member from a Purchasing Member which i.Revitalise collects as the Providing Member’s payment collection agent as further set out in Section 9 above.

• Taxes, where applicable and as set out in the i.Revitalise Terms.

6.4.2 Collections

If i.Revitalise is unable to collect any amounts you owe under these Payments Terms, i.Revitalise may engage in collection efforts to recover such amounts from you. I.Revitalise will deem any owed amounts overdue when for authorized charges or Owner’s future payouts, ninety (90) days have elapsed after i.Revitalise first attempts to invoice. Any overdue amounts not collected within ninety (90) days after they become overdue will be deemed to be in default. You hereby explicitly agree that all communication in relation to amounts owed will be made by electronic mail or by phone, as provided to i.Revitalise and/or i.Revitalise by you. Such communication may be made by i.Revitalise or by anyone on their behalf, including but not limited to a third-party collection agent.

6.5 Indemnification

You agree to release, defend (at i.Revitalise’s option), indemnify, and hold i.Revitalise and its affiliates and subsidiaries, and their officers, directors, employees, and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Payments Terms; (ii) i.Revitalise Payments’ Collection and Remittance of Occupancy Taxes; or (iii) your breach of any laws, regulations, or third-party rights.

6.6 Termination, Suspension, and other Measures

6.6.1 You may terminate this Agreement at any time by sending us an email, or by following the termination procedures specified in the i.Revitalise Terms. Terminating this Agreement will also serve as notice to cancel your i.Revitalise account pursuant to the i.Revitalise Terms. If you cancel your i.Revitalise Account as an Owner, i.Revitalise will provide a full refund to any Renters with rental contracts. If you cancel your i.Revitalise Account as a Renter, i.Revitalise will initiate a refund for any rental contracts based on the Listing’s cancellation policy. 6.6.2 Without limiting our rights specified below, i.Revitalise may terminate this Agreement for convenience at any time by giving you thirty (30) days' notice via email to your registered email address.

6.6.3 I.Revitalise may immediately, without notice terminate this Agreement if (i) you have materially breached your obligations under this Agreement; (ii) you have provided inaccurate, fraudulent, outdated, or incomplete information; (iii) you have violated applicable laws, regulations, or third-party rights; or (iv) i.Revitalise believes in good faith that such action is reasonably necessary to protect other Members, i.Revitalise, or third parties (for example in the case of fraudulent behavior of a Member).

6.6.4 If you are an Owner and we take any of the measures described in this Section we may refund your Renters in full for any and all rental contracts, irrespective of preexisting cancellation policies, and you will not be entitled to any compensation for pending or confirmed rental requests that were cancelled.

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