Gonebusy® Terms and Conditions

Effective Date: January 6, 2016.

The Gonebusy Terms and Conditions are comprised of 3 separate agreements, one for each possible User-level in the system.

Types of Users:

  1. Basic User - Every new User begins as a Basic User and must agree to the Basic User Agreement.
  2. Pro User - In order to offer Services for a fee or to create additional Resources, Basic Users must upgrade to a Pro User account and agree to the Pro User Agreement.
  3. Account Manager/API User - In order to access the full functionality of the Gonebusy API, a Pro User must request access to the API and agree to the Account Manager and API User Agreement.

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Basic User Agreement

This Gonebusy Basic User Agreement (“Agreement”) is made between you (either an individual or an entity, referred to herein as “you”) and Gonebusy, Inc. on behalf of itself and its affiliates (collectively, “Gonebusy”) and governs your access to and use of the Licensed Material (as defined below). Any individuals or entities must agree to the following prior to being granted the access and status of a Basic User.

PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY, INCLUDING WITHOUT LIMITATION ANY LINKED TERMS AND CONDITIONS APPEARING OR REFERENCED BELOW, WHICH ARE HEREBY MADE PART OF THIS LICENSE AGREEMENT. BY USING THE LICENSED MATERIAL, YOU ARE AGREEING THAT YOU HAVE READ, AND THAT YOU AGREE TO COMPLY WITH AND TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL APPLICABLE LAWS AND REGULATIONS IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, THEN YOU MAY NOT ACCESS OR OTHERWISE USE THE LICENSED MATERIAL. THIS AGREEMENT IS EFFECTIVE AS OF THE DATE THAT YOU AGREE TO ITS TERMS AND CONDITIONS (“EFFECTIVE DATE”).

IF YOU ARE AN INDIVIDUAL REPRESENTING AN ENTITY, YOU ACKNOWLEDGE THAT YOU HAVE THE APPROPRIATE AUTHORITY TO ACCEPT THIS AGREEMENT ON BEHALF OF SUCH ENTITY. YOU MAY NOT USE THE LICENSED MATERIAL AND MAY NOT ACCEPT THIS AGREEMENT IF YOU ARE NOT OF LEGAL AGE TO FORM A BINDING CONTRACT WITH GONEBUSY, OR YOU ARE BARRED FROM USING OR RECEIVING THE LICENSED MATERIAL UNDER APPLICABLE LAW.

I. Definitions

The following definitions apply to the entirety of this agreement:

  1. API ‒ The Gonebusy Application Programming Interface (“API”) and the related documentation, data, code, and other materials provided by Gonebusy with the API, as updated from time to time, including without limitation through the Gonebusy Website.
  2. API Key ‒ The unique identifying code granting authorization and access to use the API.
  3. Gonebusy Marks ‒ The Gonebusy name and logo that Gonebusy makes available to you.
  4. Content ‒ Activities, Services, Resources, Schedules, Bookings, User profile information, and any other data and/or information made available through the Gonebusy API or by any other means authorized by Gonebusy, and any copies and derivative works thereof. Content expressly includes any data relating to the Booking, soliciting, and managing of Activities, Services, and Resources.
  5. Licensed Material ‒ A collective term for the Gonebusy API and Content.
  6. Services ‒ Intangible products, duties, uses, or labors offered through a website using an API Key or the Gonebusy Website for which one User pays a fee to another User, at a rate set by the User providing the Service.
  7. Activities ‒ Any Resources offered free of charge, or any other event, meet-up, or organized gathering which Users can book without payment of a fee.
  8. Account Administration ‒ The access and use of the API provided to Users, the creation of Users, and the management of Pro Users’ Content on a third party website, including the solicitation and Booking of Services or Activities using the API.
  9. Booking ‒ The commitment by a User to attend, utilize, or consume a Service or Activity at a particular time.
  10. Successful Booking ‒ The acknowledgement by the User who booked the Service and by the User providing the Service that the Service has been completed.
  11. Resources ‒ People, Places, or Things through which a Service or Activity may be provided.
  12. Schedules ‒ Time-Oriented Amalgamations of either the 1) Availability/Usage of particular Resources; or 2) A User’s availability and usage of particular Resources.
  13. Gonebusy Website ‒ Gonebusy’s website located at .
  14. Partner Website - A website registered to use the Gonebusy API as an Account Manager and API User.
  15. Basic Users ‒ Users who may Book, manage, create, advertise, and cancel Activities, and who may Book, manage, and cancel Services, through the Gonebusy website or Partner websites, who are bound to enforceable service terms with you and Gonebusy. Basic Users may advertise Activities only; they may not advertise Services or collect payment of any kind.
  16. Pro Users ‒ Users who, in addition to the access Basic Users have, can advertise Services, create additional Resources, and schedule time for any of their Resources through the Gonebusy website or Partner websites. Pro Users may collect fees in exchange for Services.
  17. API Users ‒ Pro Users who gain access to the API and receive an API Key who then use the API on their own websites to advertise and book their own Services and Activities.
  18. Account Managers ‒ Users who gain access to the API and receive and API Key who use the API on their own websites to advertise and book the Services and Activities of others. Account Managers can create and manage Users and their respective Resources, Services, and Activities. API Users become Account Managers when they create and manage Pro Users, but they additionally remain API Users with regard to the provision of their own services.

II. License from Gonebusy

Subject to the terms and conditions in this Agreement (as a condition to the grant below), Gonebusy hereby grants you, and you accept, a non-exclusive, non-transferable, non-sublicensable, revocable license, subject to royalties as defined below, solely to:

  1. Use the Gonebusy Website or a Partner Website to Book Activities and Services, create Activities, and manage your Content. You are not authorized to create Services or accept payment from other Users of any kind. Basic Users who accept fees through any Resources offered through Gonebusy Content are subject to immediate termination by Gonebusy.

III. User Fee

The annual fee for all Users is non-refundable and shall be:

  1. From the Effective Date until one calendar year thereafter: Waived.
  2. From one calendar year after the Effective Date and thereafter annually until Termination: One Dollar ($1.00).

The User Fee shall be collected as follows:

  1. All API Users, Pro Users, Account Managers, and Account Managers acting on behalf of the Pro Users they create, must provide a valid form of payment as well as a contact person and email address for billing and payment inquiries. Basic Users must provide this information one calendar year after becoming a Basic User.
  2. On the tenth business day following one year of status as a User, Gonebusy will charge one dollar ($1.00) against the payment method provided, and will do so on the tenth business day of each subsequent calendar year for each such User.
  3. On the first business day following one year of status as a User, and on the first business day of each subsequent year, Gonebusy will send an invoice reflecting the User Fee due and a due date.
  4. It is the User’s responsibility to notify Gonebusy of any changes in billing information, discrepancies on the invoice, or if they wish to cancel their accounts. UNLESS GONEBUSY IS NOTIFIED OTHERWISE PRIOR TO THE DUE DATE, GONEBUSY WILL AUTOMATICALLY CHARGE THE USER FEE LISTED IN THE INVOICE AGAINST THE PAYMENT METHOD PROVIDED BY THE USER. BY SIGNING THIS AGREEMENT, YOU ARE HEREBY EXPRESSLY AUTHORIZING GONEBUSY TO MAKE SUCH AUTOMATIC CHARGES AGAINST THE PAYMENT METHOD PROVIDED AND WARRANTING THAT YOU HAVE THE AUTHORITY TO GRANT SUCH AUTHORIZATION. ONCE THE USER FEE IS CHARGED, IT WILL NOT BE REFUNDED.
  5. Acceptable forms of payment consist of all major credit cards and PayPal, though Gonebusy reserves the right to include additional acceptable forms of payment in the future.
  6. You hereby further warrant that there are and you will continue to maintain sufficient funds available through the payment method provided and that you will indemnify and reimburse Gonebusy for any costs, fees, or other damages incurred as a result of charges against the payment method provided being rejected. If a charge against your payment method is rejected, you will have three business days from the date of notice of rejection as provided by Gonebusy to remit payment or provide an alternative, valid payment method to Gonebusy including payment for any fees incurred by Gonebusy as a result of such rejection. Any Users who fail to make any payments due Gonebusy within the time provided herein will be prevented from creating further Content or other additions via the Gonebusy API. Users who repeatedly fail to make payments may be permanently banned from use of the Gonebusy API.

IV. Bookings

Bookings shall take place according to the following procedures:

  1. All Users offering Services and/or Activities, and all Users booking Services and/or Activities must use the valid email they provided, and, if requesting SMS notifications, a valid mobile phone number.
  2. Process (life of a Booking)
    1. Appointments made via the Gonebusy API are initiated by a User requesting to Book another User’s Service/Activity.
    2. The User offering the Service/Activity will have a set amount of time to respond to the Booking request with either a Confirmation or Denial. This amount of time may vary from 5 to 60 minutes, depending on the User’s preferences. If after the allocated time the User has not responded to the Booking request, Gonebusy reserves the right to consider this a Denial of the Booking request.
    3. Users offering a Service/Activity may cancel an upcoming Confirmed Appointment via the Gonebusy API at any time prior to the commencement of the Appointment.
    4. Users that booked an upcoming Confirmed Appointment for an Activity may cancel at any time via the Gonebusy platform without incurring a penalty.
    5. Users that booked an upcoming Confirmed Appointment for a Service may cancel at any time via the Gonebusy Platform without incurring a penalty, subject to the Service provider’s Cancellation Policy. See Cancellation Policy below.
    6. After an Appointment has transpired, Gonebusy will contact the User providing a Service to ask whether the booking was Successful or the customer was a No-Show. If after 24 hours Gonebusy does not receive a reply, Gonebusy will assume the booking was Successful.
  3. Cancellation Policy. Pro Users depend on timely Appointments in order to operate a successful business. As such, certain Pro Users may opt to require Users making a Booking request to agree to a Cancellation Policy in order to effectively manage their business. A Cancellation Policy may require the User requesting a booking to provide a form of payment as a deposit to reserve the requested time as well as agree to not Cancel a Confirmed Appointment within a certain period of time prior to the commencement of the Appointment in order to not incur a penalty charge/forfeit of deposit.

V. Restrictions on Use of Licensed Materials

  1. Reverse Engineering and other Limitations. You will not or attempt to (and will not allow others to) 1) reverse engineer, decompile, disassemble or translate the Gonebusy API, or otherwise attempt to derive source code, trade secrets or know-how in or underlying any Gonebusy API or any portion thereof; 2) interfere with, modify, disrupt or disable features or functionality of the Gonebusy API, including without limitation any such mechanism used to restrict or control the functionality, or defeat, avoid, bypass, remove, deactivate or otherwise circumvent any software protection or monitoring mechanisms of the Gonebusy API; 3) sell, rent, lease, sublicense, distribute, redistribute, syndicate, create derivative works of, assign or otherwise transfer or provide access to, in whole or in part, the Licensed Material to any third party except as expressly permitted herein; 4) permit other individuals or entities to create links to the Gonebusy API or “frame” or “mirror” the Gonebusy API on any other server, or wireless or Internet-based device, or otherwise make available to a third party, any token, key, password or other login credentials to the Gonebusy API; or 5) use the Licensed Material for any illegal, unauthorized or other improper purposes.
  2. Data. Your license granted pursuant to this Agreement limits your access to your Content only and Content made publicly available by other Users.
  3. Use of Gonebusy Marks. The Gonebusy Marks may not be included in or as part of your registered corporate name, any of your logos, or any of your service or product names except as contemplated by Section II(3) of this Agreement. Moreover, you may not create any derivative works of the Gonebusy Marks or use the Gonebusy Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with Gonebusy. You will not otherwise use business names and/or logos in a manner that can mislead, confuse, or deceive users of your Services. All use of the Gonebusy Marks and all goodwill arising out of such use, will inure to Gonebusy’s benefit. You shall not use the Gonebusy Marks except as expressly authorized herein without Gonebusy’s prior consent. You will not remove or alter any proprietary notices or Gonebusy Marks on the Licensed Material.

VI. Users

There are three categories of Users: Basic, Pro, and API/Account Managers. Every User is initially created as a Basic User and may then upgrade to a higher form of User. Generally speaking, Users retain all abilities, rights, and obligations previously held, and then gain additional abilities, rights, and obligations upon agreeing to additional terms and conditions and upgrading their User status. The name and contact information provided will be used by Gonebusy for all inquiries, including billing, payments, confirmation of Bookings, and any other communication necessary or related to a Users use of the Gonebusy API, Gonebusy Platform, or any other Gonebusy Content. By supplying such information, you hereby agree that the contact name and email address provided are of a person duly authorized to make decisions on behalf of the person, company, or other entity represented by the User for whom such information is provided, including but not limited to confirming Bookings, creating and managing Content, incurring expenses, authorizing payments, and/or take any other action as required or necessary for facilitating, exercising, or completing any duty, obligation, or right contemplated by this Agreement. NOTE: GONEBUSY DOES NOT STORE PERSONALLY IDENTIFIABLE INFORMATION, INCLUDING BILLING INFORMATION. ALL BILLING INFORMATION PROVIDED IS HANDLED BY A TRUSTED, THIRD PARTY WEBSITE AND GONEBUSY ONLY RETAINS INFORMATION NECESSARY TO EFFECTUATE A TRANSACTION AS AUTHORIZED PURSUANT TO THIS AGREEMENT.

  1. Basic Users
    1. Basic Users Can:
      1. Book Services and Activities
      2. Advertise Activities only (Not Services)
      3. Schedule their time
      4. Manage their preferences
    2. Basic Users Must Provide:
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
  2. Pro Users
    1. Pro Users Can:
      1. Book Services and Activities
      2. Advertise Services and Activities
      3. Manage their Activity and Service Bookings
      4. Create additional Resources as Services or Activities
      5. Schedule time for their Resources
    2. Pro Users Must Provide
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. Payment Method Details
  3. Account Manager / API Users
    1. Account Manager / API Users Can
      1. Create Users
      2. Manage Content for Users they create
      3. Book Services and Activities
      4. Advertise Services and Activities
      5. Manage their Activity and Service Bookings
      6. Create additional Resources as Services or Activities
      7. Schedule time for their Resources
      8. Access and use the Gonebusy API to perform the above through their own websites. Account Managers’ access to Content is limited to Content of Users created by Account Manager.
    2. Account Manager / API Users Must Provide
      1. Their Name
      2. A Valid email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. The Website on which they will use the Gonebusy API
      6. Payment Method Details

VII. Updates

You acknowledge that Gonebusy may update or modify the Gonebusy APIs from time to time, and at its sole discretion (in each instance, an “Update”). Gonebusy will make every effort to ensure that Users are provided ample time to make changes as necessitated by Updates. Gonebusy will support deprecated versions of the API for one (1) calendar year, however, Users are encouraged to install and adopt any Updates as soon as possible. Any changes to your Services that are required as a result of such Updates are to be made at your sole cost and expense. Updates may adversely affect the manner in which your Account Administration and/or Services access or communicate with the Gonebusy API or use Content. You will not hold Gonebusy liable for any losses or damages you incur for any such disruption. Your continued access or use of the Gonebusy API following an update or modification will constitute binding acceptance of the Update.

VIII. Ownership and Feedback

  1. Ownership. The Licensed Materials are licensed, not sold, and Gonebusy retains and reserves all rights not expressly granted in this Agreement. You expressly acknowledge that Gonebusy, its licensors and its end users retain all worldwide right, title and interest in and to the Licensed Material and Content, including all rights in patents, trademarks, trade names, copyrights, trade secrets, know-how, data (including all applications therefor), and all proprietary rights under the laws of the United States, any other jurisdiction or any treaty (“IP Rights”). You agree not to do anything inconsistent with such ownership, including without limitation, challenging Gonebusy’s ownership of the Gonebusy Marks, challenging the validity of the licenses granted herein, or otherwise copying or exploiting the Gonebusy Marks during or after the termination of this Agreement, except as specifically authorized herein. If you acquire any rights in the Gonebusy Marks or any confusingly similar marks, by operation of law or otherwise, you will, at no expense to Gonebusy, immediately assign such rights to Gonebusy.
  2. Feedback. You may provide Gonebusy with comments concerning the Licensed Material, Services, or any other item contemplated by this Agreement, or your evaluation and use thereof (collectively, “Feedback”). You hereby grant Gonebusy all rights, title, and ownership of such Feedback (including all intellectual property rights therein), and Gonebusy may use the Feedback for any and all commercial and non-commercial purposes with no obligation of any kind to you.

IX. Termination

Gonebusy may immediately terminate or suspend this Agreement, any rights granted herein, and/or your license to the Licensed Materials, at its sole discretion at any time, for any reason by providing notice to you. You may terminate this Agreement at any time by ceasing your access to the Gonebusy API by contacting your Account Manager and use of all Gonebusy Content. Upon termination of this Agreement, all licenses granted herein immediately expire and you must cease further use of all Licensed Materials. Any Bookings still active when this Agreement is Terminated shall be permitted to become Successful or expire. Any Successful Bookings accrued at the time of Termination and any Bookings that become Successful after Termination shall be due in the same manner contemplated under Section IV. The parties to this Agreement will not be liable to each other for any damages resulting solely from termination of this Agreement as permitted under this Agreement. Sections IV, V, VI, VII, VIII, IX, X, and XI of this Agreement will survive the termination of this Agreement.

X. Confidentiality

You may be given access to certain non-public information, software, and specifications relating to the Licensed Material (“Confidential Information”), which is confidential and proprietary to Gonebusy. You may use this Confidential Information only as necessary in exercising your rights granted in this Agreement. You may not disclose any of this Confidential Information to any third party without Gonebusy’s prior written consent. You agree that you will protect this Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information of a similar nature and in no event with less than a reasonable degree of care.

XI. Other Important Terms

  1. User Protection. You will not knowingly: 1) allow or assist any government entities, law enforcement, or other organizations to conduct surveillance on Content or obtain information on Gonebusy Users or any other Content that would require a subpoena, court order, or other valid legal process, or that would otherwise have the potential to be inconsistent with Users’ reasonable expectations of privacy; and 2) display, distribute or otherwise make available Content to any person or entity that you reasonably believe will use such data to violate the Universal Declaration of Human Rights, including without limitation Articles 12, 18, or 19. You will not conduct and your Services will not provide analyses or research that isolates a small group of individuals or any single individual for any unlawful or discriminatory purposes. Exemptions to these restrictions may be requested for exigent circumstances and are subject to prior written approval from Gonebusy.
  2. Government Use. The Gonebusy API and Gonebusy Content are “commercial items” as that term is defined at 48 C.F.R. 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212. Any use, modification, derivative, reproduction, release, performance, display, disclosure or distribution of the Gonebusy API or Gonebusy Content by any government entity is prohibited, except as expressly permitted by the terms of this Agreement. Additionally, any use by U.S. government entities must be in accordance with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4. If you use the Gonebusy API or Gonebusy Content in your official capacity as an employee or representative of a U.S., state or local government entity and you are legally unable to accept the indemnity, jurisdiction, venue or other clauses herein, then those clauses do not apply to such entity, but only to the extent as required by applicable law. For the purpose of this provision, contractor/manufacturer is Gonebusy, Inc., 14 E. 38th Street RM 1402, New York, NY 10016.
  3. Compliance with Laws; Export and Import. Each party will comply with all applicable foreign, federal, state, and local laws, rules and regulations. The Licensed Material is subject to U.S. export laws and may be subject to import and use laws of the country where it is delivered or used. You agree to abide by these laws. Under these laws, the Licensed Material may not be sold, leased, downloaded, moved, exported, re-exported, or transferred across borders without a license, or approval from the relevant government authority, to any country or to any foreign national restricted by these laws, including countries embargoed by the U.S. Government (currently Cuba, Iran, North Korea, Northern Sudan and Syria); or to any restricted or denied end-user including, but not limited to, any person or entity prohibited by the U.S. Office of Foreign Assets Control; or for any restricted end-use. You will maintain throughout the Term all rights and licenses that are required with respect to your Services.
  4. Warranty Disclaimer. THE LICENSED MATERIAL IS PROVIDED TO YOU “AS IS”, “WHERE IS”, WITH ALL FAULTS AND EACH PARTY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES OR CONDITIONS ARISING OUT OF THIS AGREEMENT, COURSE OF DEALING OR USAGE OF TRADE. GONEBUSY DOES NOT WARRANT THAT THE LICENSED MATERIAL OR ANY OTHER GONEBUSY PRODUCT OR SERVICE PROVIDED HEREUNDER WILL MEET ANY OF YOUR REQUIREMENTS OR THAT USE OF SUCH LICENSED MATERIAL OR OTHER PRODUCTS OR SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THIS AGREEMENT (UNLESS SUCH LAW PROVIDES OTHERWISE).
  5. Indemnification. You shall defend Gonebusy against any and all actions, demands, claims and suits (including without limitation product liability claims), and indemnify and hold Gonebusy harmless from any and all liabilities, damages and costs (including without limitation reasonable attorneys’ fees) to the extent arising out of: (i) your use of the Licensed Material in any manner that is inconsistent with this Agreement; or (ii) the performance, promotion, sale or distribution of your Services. In the event Gonebusy seeks indemnification or defense from you under this provision, Gonebusy will promptly notify you in writing of the claim(s) brought against Gonebusy for which it seeks indemnification or defense. Gonebusy reserves the right, at its option and sole discretion, to assume full control of the defense of claims with legal counsel of its choice. You may not enter into any third party agreement, which would, in any manner whatsoever, affect the rights of Gonebusy, constitute an admission of fault by Gonebusy or bind Gonebusy in any manner, without the prior written consent of Gonebusy. In the event Gonebusy assumes control of the defense of such claim, Gonebusy shall not settle any such claim requiring payment from you without your prior written approval.
  6. Limitation of Liability. IN NO EVENT WILL GONEBUSY BE LIABLE TO YOU OR ANY END USERS FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF OR DAMAGE TO USE, DATA, BUSINESS, GOODWILL OR PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. IN ANY CASE, GONEBUSY’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT WILL NOT EXCEED $50.00 USD. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
  7. Updates. Gonebusy may update or modify this Agreement, Developer Terms, and other terms and conditions, from time to time at its sole discretion by posting the changes on this site or by otherwise notifying you (such notice may be via email). You acknowledge that these updates and modifications may adversely affect how your Service accesses or communicates with the Gonebusy API. If any change is unacceptable to you, your only recourse is to cease all use of the Licensed Material. Your continued access or use of the Licensed Material will constitute binding acceptance of the such updates and modifications.
  8. Miscellaneous. This Agreement constitutes the entire agreement among the parties with respect to the subject matter and supersedes and merges all prior proposals, understandings and contemporaneous communications. Any modification to this Agreement must be in a writing signed by both you and Gonebusy. You may not assign any of the rights or obligations granted hereunder, in whole or in part, whether voluntarily or by operation of law, contract, merger (whether you are the surviving or disappearing entity), stock or asset sale, consolidation, dissolution, through government action or otherwise, except with the prior written consent of Gonebusy. Any attempted assignment in violation of this paragraph is null and void, and Gonebusy may terminate this Agreement. This Agreement does not create or imply any partnership, agency or joint venture. This Agreement will be governed by and construed in accordance with the laws of the State of New York, without regard to or application of conflicts of law rules or principles. All claims arising out of or relating to this Agreement will be brought exclusively in the federal or state courts of New York County, New York, USA, and you consent to personal jurisdiction in those courts. You further agree to reimburse Gonebusy for any costs and fees, including reasonable attorney’s fees, it expends in enforcing the terms of this agreement. Despite the foregoing, you agree that money damages would be an inadequate remedy for Gonebusy in the event of a breach or threatened breach of a provision of this Agreement protecting Gonebusy‘s intellectual property or Confidential Information, and that in the event of such a breach or threat, Gonebusy, in addition to any other remedies to which it is entitled, is entitled to such preliminary or injunctive relief (including an order prohibiting Company from taking actions in breach of such provisions), without the need for posting bond, and specific performance as may be appropriate. The parties agree that neither the United Nations Convention on Contracts for the International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA) shall apply to this Agreement, regardless of the states in which the parties do business or are incorporated. No waiver by Gonebusy of any covenant or right under this Agreement will be effective unless memorialized in a writing duly authorized by Gonebusy. If any part of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions of this Agreement will remain in full force and effect.
  9. Incorporated Terms. Your use of the Licensed Material is further subject to and governed by the following terms and conditions:
    1. The Gonebusy Privacy Policy located at: http://beta.gonebusy.com/privacy_policy
    2. The Gonebusy API Guide (“API Guide”): https://gonebusy.github.io
    The Privacy Policy and API Guide are collectively referred to herein as the “Developer Terms.” You agree to the Developer Terms, which are hereby incorporated by reference and are available in hardcopy upon request to Gonebusy. In the event of a conflict between the Developer Terms and this Agreement, this Agreement shall control. None of the Developer Terms expand or extend the license to the Gonebusy API, Content or Gonebusy Marks granted in this Agreement.

End of Basic User Agreement

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Pro User Agreement

This Gonebusy Pro User Agreement (“Agreement”) is made between you (either an individual or an entity, referred to herein as “you”) and Gonebusy, Inc. on behalf of itself and its affiliates (collectively, “Gonebusy”) and governs your access to and use of the Licensed Material (as defined below). Any individuals or entities must agree to the following prior to being granted the access and status of a Basic User.

PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY, INCLUDING WITHOUT LIMITATION ANY LINKED TERMS AND CONDITIONS APPEARING OR REFERENCED BELOW, WHICH ARE HEREBY MADE PART OF THIS LICENSE AGREEMENT. BY USING THE LICENSED MATERIAL, YOU ARE AGREEING THAT YOU HAVE READ, AND THAT YOU AGREE TO COMPLY WITH AND TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL APPLICABLE LAWS AND REGULATIONS IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, THEN YOU MAY NOT ACCESS OR OTHERWISE USE THE LICENSED MATERIAL. THIS AGREEMENT IS EFFECTIVE AS OF THE DATE THAT YOU AGREE TO ITS TERMS AND CONDITIONS (“EFFECTIVE DATE”).

IF YOU ARE AN INDIVIDUAL REPRESENTING AN ENTITY, YOU ACKNOWLEDGE THAT YOU HAVE THE APPROPRIATE AUTHORITY TO ACCEPT THIS AGREEMENT ON BEHALF OF SUCH ENTITY. YOU MAY NOT USE THE LICENSED MATERIAL AND MAY NOT ACCEPT THIS AGREEMENT IF YOU ARE NOT OF LEGAL AGE TO FORM A BINDING CONTRACT WITH GONEBUSY, OR YOU ARE BARRED FROM USING OR RECEIVING THE LICENSED MATERIAL UNDER APPLICABLE LAW.

I. Definitions

The following definitions apply to the entirety of this agreement:

  1. API ‒ The Gonebusy Application Programming Interface (“API”) and the related documentation, data, code, and other materials provided by Gonebusy with the API, as updated from time to time, including without limitation through the Gonebusy Website.
  2. API Key ‒ The unique identifying code granting authorization and access to use the API.
  3. Gonebusy Marks ‒ The Gonebusy name and logo that Gonebusy makes available to you.
  4. Content ‒ Activities, Services, Resources, Schedules, Bookings, User profile information, and any other data and/or information made available through the Gonebusy API or by any other means authorized by Gonebusy, and any copies and derivative works thereof. Content expressly includes any data relating to the Booking, soliciting, and managing of Activities, Services, and Resources.
  5. Licensed Material ‒ A collective term for the Gonebusy API and Content.
  6. Services ‒ Intangible products, duties, uses, or labors offered through a website using an API Key or the Gonebusy Website for which one User pays a fee to another User, at a rate set by the User providing the Service.
  7. Activities ‒ Any Resources offered free of charge, or any other event, meet-up, or organized gathering which Users can book without payment of a fee.
  8. Account Administration ‒ The access and use of the API provided to Users, the creation of Users, and the management of Pro Users’ Content on a third party website, including the solicitation and Booking of Services or Activities using the API.
  9. Booking ‒ The commitment by a User to attend, utilize, or consume a Service or Activity at a particular time.
  10. Successful Booking ‒ The acknowledgement by the User who booked the Service and by the User providing the Service that the Service has been completed.
  11. Resources ‒ People, Places, or Things through which a Service or Activity may be provided.
  12. Schedules ‒ Time-Oriented Amalgamations of either the 1) Availability/Usage of particular Resources; or 2) A User’s availability and usage of particular Resources.
  13. Gonebusy Website ‒ Gonebusy’s website located at .
  14. Partner Website - A website registered to use the Gonebusy API as an Account Manager and API User.
  15. Basic Users ‒ Users who may Book, manage, create, advertise, and cancel Activities, and who may Book, manage, and cancel Services, through the Gonebusy website or Partner websites, who are bound to enforceable service terms with you and Gonebusy. Basic Users may advertise Activities only; they may not advertise Services or collect payment of any kind.
  16. Pro Users ‒ Users who, in addition to the access Basic Users have, can advertise Services, create additional Resources, and schedule time for any of their Resources through the Gonebusy website or Partner websites. Pro Users may collect fees in exchange for Services.
  17. API Users ‒ Pro Users who gain access to the API and receive an API Key who then use the API on their own websites to advertise and book their own Services and Activities.
  18. Account Managers ‒ Users who gain access to the API and receive and API Key who use the API on their own websites to advertise and book the Services and Activities of others. Account Managers can create and manage Users and their respective Resources, Services, and Activities. API Users become Account Managers when they create and manage Pro Users, but they additionally remain API Users with regard to the provision of their own services.

II. License from Gonebusy

Subject to the terms and conditions in this Agreement (as a condition to the grant below), Gonebusy hereby grants you, and you accept, a non-exclusive, non-transferable, non-sublicensable, revocable license, subject to royalties as defined below, solely to:

  1. Use the Gonebusy Website or a Partner Website to develop and implement your Services.
  2. Allow an Account Manager to perform Account Administration tasks, including the management of your Services, on your behalf. Pro Users who are created and/or managed by Account Managers must have and warrant herein that they have signed a separate agreement with an Account Manager granting all authorization, rights, and powers necessary to effectuate and comply with this agreement.
  3. Store, collect, and use User data as permitted by agreement between you and your Users and by the Gonebusy Privacy Policy.

III. User Fee

The annual fee for all Users is non-refundable and shall be:

  1. From the Effective Date until one calendar year thereafter: Waived.
  2. From one calendar year after the Effective Date and thereafter annually until Termination: One Dollar ($1.00).

The User Fee shall be collected as follows:

  1. All API Users, Pro Users, Account Managers, and Account Managers acting on behalf of the Pro Users they create, must provide a valid form of payment as well as a contact person and email address for billing and payment inquiries. Basic Users must provide this information one calendar year after becoming a Basic User.
  2. On the tenth business day following one year of status as a User, Gonebusy will charge one dollar ($1.00) against the payment method provided, and will do so on the tenth business day of each subsequent calendar year for each such User.
  3. On the first business day following one year of status as a User, and on the first business day of each subsequent year, Gonebusy will send an invoice reflecting the User Fee due and a due date.
  4. It is the User’s responsibility to notify Gonebusy of any changes in billing information, discrepancies on the invoice, or if they wish to cancel their accounts. UNLESS GONEBUSY IS NOTIFIED OTHERWISE PRIOR TO THE DUE DATE, GONEBUSY WILL AUTOMATICALLY CHARGE THE USER FEE LISTED IN THE INVOICE AGAINST THE PAYMENT METHOD PROVIDED BY THE USER. BY SIGNING THIS AGREEMENT, YOU ARE HEREBY EXPRESSLY AUTHORIZING GONEBUSY TO MAKE SUCH AUTOMATIC CHARGES AGAINST THE PAYMENT METHOD PROVIDED AND WARRANTING THAT YOU HAVE THE AUTHORITY TO GRANT SUCH AUTHORIZATION. ONCE THE USER FEE IS CHARGED, IT WILL NOT BE REFUNDED.
  5. Acceptable forms of payment consist of all major credit cards and PayPal, though Gonebusy reserves the right to include additional acceptable forms of payment in the future.
  6. You hereby further warrant that there are and you will continue to maintain sufficient funds available through the payment method provided and that you will indemnify and reimburse Gonebusy for any costs, fees, or other damages incurred as a result of charges against the payment method provided being rejected. If a charge against your payment method is rejected, you will have three business days from the date of notice of rejection as provided by Gonebusy to remit payment or provide an alternative, valid payment method to Gonebusy including payment for any fees incurred by Gonebusy as a result of such rejection. Any Users who fail to make any payments due Gonebusy within the time provided herein will be prevented from creating further Content or other additions via the Gonebusy API. Users who repeatedly fail to make payments may be permanently banned from use of the Gonebusy API.

IV. Transaction Fee

For every Successful Booking, Gonebusy shall charge a non-refundable Transaction Fee to be calculated and assessed as follows:

  1. For each and every Successful Booking, Gonebusy shall charge a Transaction Fee against the payment method provided by the API User, Pro User, or Account Manager acting on behalf of a Pro User, equivalent to two-and-a-half percent (2.5%) of the fee paid for the Service plus fifty cents ($0.50).
  2. Transaction Fees shall be due and charged on the tenth business day following the month in which they accrued. Transaction Fees accrue immediately on the date a Booking becomes a Successful Booking.
  3. All Transaction Fees due for a given month for each user shall be amalgamated into a single payment. On the first business day following the month in which Transaction Fees accrued, Gonebusy will send an invoice via email to the contact person provided for each User owing Transaction Fees. The invoice will itemize the payment by transaction and, at a minimum, list the Users who Booked each transaction, the Service provided, the date the Booking was made, the date the Booking became Successful, the total amount paid for the Service, and a breakdown of each corresponding Transaction Fee. It is the User’s responsibility to review the invoice and raise any discrepancies with Gonebusy prior to the due date provided on the invoice.
  4. Collection of Transaction Fees: In order for their Services to be booked and paid for, all Pro Users, API Users, and Account Managers (for themselves and acting on behalf of Pro Users they create) must register an acceptable form of payment with Gonebusy and a contact person responsible for and with the authority to authorize payments on behalf of the Pro or API User being paid for a Service. UNLESS GONEBUSY IS NOTIFIED OF ANY DISCREPANCY IN THE INVOICE PRIOR TO THE DUE DATE PROVIDED, GONEBUSY WILL AUTOMATICALLY CHARGE THE AMOUNT LISTED ON THE INVOICE AGAINST THE FORM OF PAYMENT PROVIDED. BY SIGNING THIS AGREEMENT, YOU ARE HEREBY EXPRESSLY AUTHORIZING GONEBUSY TO MAKE SUCH AUTOMATIC CHARGES AGAINST THE PAYMENT METHOD PROVIDED AND WARRANTING THAT YOU HAVE THE AUTHORITY TO GRANT SUCH AUTHORIZATION OR THAT YOU HAVE GIVEN SUCH AUTHORITY TO AN ACCOUNT MANAGER. ONCE A TRANSACTION FEE IS CHARGED, IT WILL NOT BE REFUNDED, EXCEPT AS CONTEMPLATED BY SECTION V, AND ONLY AS A CREDIT TOWARDS FUTURE BOOKINGS.
  5. Acceptable forms of payment consist of all major credit cards and PayPal, though Gonebusy reserves the right to include additional acceptable forms of payment in the future. Should any such User fail to register an acceptable form of payment, Gonebusy will notify the User of a pending Booking, but the Booking will not be allowed to be confirmed until an acceptable form of payment is registered.
  6. Nonprofit Entities: Notwithstanding the foregoing, organizations and other entities granted non-profit, tax-exempt status by the IRS who provide proof of such status to Gonebusy shall not be required to pay Transaction Fees as contemplated by this section; any such entity may Advertise and Book Services without incurring any fee owed to Gonebusy. The requirement that all Pro Users, API Users, and Account Managers provide an acceptable form of payment does still apply to Nonprofit Entities.
  7. You hereby further warrant that there are and you will continue to maintain sufficient funds available through the payment method provided and that you will indemnify and reimburse Gonebusy for any costs, fees, or other damages incurred as a result of charges against the payment method provided being rejected. If a charge against your payment method is rejected, you will have three business days from the date of notice of rejection as provided by Gonebusy to remit payment or provide an alternative, valid payment method to Gonebusy, including payment for any fees incurred by Gonebusy as a result of such rejection. Any Users who fail to make any payments due Gonebusy within the time provided herein will be prevented from creating further Content or other additions via the Gonebusy API. Users who repeatedly fail to make payments may be permanently banned from use of the Gonebusy API.

V. Refunds

Gonebusy does not provide refunds on User Fees or Transaction Fees. Under the limited, unlikely event that Gonebusy, in its sole discretion, determines that it has collected a Transaction Fee on a Booking that was improperly designated as a Successful Booking, Gonebusy may provide a credit in the amount equivalent to the Transaction Fee that the User may apply towards a future Successful Booking.

VI. Bookings

Bookings shall take place according to the following procedures:

  1. All Users offering Services and/or Activities, and all Users booking Services and/or Activities must use the valid email they provided, and, if requesting SMS notifications, a valid mobile phone number.
  2. Process (life of a Booking)
    1. Appointments made via the Gonebusy API are initiated by a User requesting to Book another User’s Service/Activity.
    2. The User offering the Service/Activity will have a set amount of time to respond to the Booking request with either a Confirmation or Denial. This amount of time may vary from 5 to 60 minutes, depending on the User’s preferences. If after the allocated time the User has not responded to the Booking request, Gonebusy reserves the right to consider this a Denial of the Booking request.
    3. Users offering a Service/Activity may cancel an upcoming Confirmed Appointment via the Gonebusy API at any time prior to the commencement of the Appointment.
    4. Users that booked an upcoming Confirmed Appointment for an Activity may cancel at any time via the Gonebusy platform without incurring a penalty.
    5. Users that booked an upcoming Confirmed Appointment for a Service may cancel at any time via the Gonebusy Platform without incurring a penalty, subject to the Service provider’s Cancellation Policy. See Cancellation Policy below.
    6. After an Appointment has transpired, Gonebusy will contact the User providing a Service to ask whether the booking was Successful or the customer was a No-Show. If after 24 hours Gonebusy does not receive a reply, Gonebusy will assume the booking was Successful.
  3. Cancellation Policy. Pro Users depend on timely Appointments in order to operate a successful business. As such, certain Pro Users may opt to require Users making a Booking request to agree to a Cancellation Policy in order to effectively manage their business. A Cancellation Policy may require the User requesting a booking to provide a form of payment as a deposit to reserve the requested time as well as agree to not Cancel a Confirmed Appointment within a certain period of time prior to the commencement of the Appointment in order to not incur a penalty charge/forfeit of deposit.

VII. Restrictions on Use of Licensed Materials

  1. Reverse Engineering and other Limitations. You will not or attempt to (and will not allow others to) 1) reverse engineer, decompile, disassemble or translate the Gonebusy API, or otherwise attempt to derive source code, trade secrets or know-how in or underlying any Gonebusy API or any portion thereof; 2) interfere with, modify, disrupt or disable features or functionality of the Gonebusy API, including without limitation any such mechanism used to restrict or control the functionality, or defeat, avoid, bypass, remove, deactivate or otherwise circumvent any software protection or monitoring mechanisms of the Gonebusy API; 3) sell, rent, lease, sublicense, distribute, redistribute, syndicate, create derivative works of, assign or otherwise transfer or provide access to, in whole or in part, the Licensed Material to any third party except as expressly permitted herein; 4) permit other individuals or entities to create links to the Gonebusy API or “frame” or “mirror” the Gonebusy API on any other server, or wireless or Internet-based device, or otherwise make available to a third party, any token, key, password or other login credentials to the Gonebusy API; or 5) use the Licensed Material for any illegal, unauthorized or other improper purposes.
  2. Data. Your license granted pursuant to this Agreement limits your access to your Content only and Content made publicly available by other Users.
  3. Use of Gonebusy Marks. The Gonebusy Marks may not be included in or as part of your registered corporate name, any of your logos, or any of your service or product names except as contemplated by Section II(3) of this Agreement. Moreover, you may not create any derivative works of the Gonebusy Marks or use the Gonebusy Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with Gonebusy. You will not otherwise use business names and/or logos in a manner that can mislead, confuse, or deceive users of your Services. All use of the Gonebusy Marks and all goodwill arising out of such use, will inure to Gonebusy’s benefit. You shall not use the Gonebusy Marks except as expressly authorized herein without Gonebusy’s prior consent. You will not remove or alter any proprietary notices or Gonebusy Marks on the Licensed Material.

VIII. Users

There are three categories of Users: Basic, Pro, and API/Account Managers. Every User is initially created as a Basic User and may then upgrade to a higher form of User. Generally speaking, Users retain all abilities, rights, and obligations previously held, and then gain additional abilities, rights, and obligations upon agreeing to additional terms and conditions and upgrading their User status. The name and contact information provided will be used by Gonebusy for all inquiries, including billing, payments, confirmation of Bookings, and any other communication necessary or related to a Users use of the Gonebusy API, Gonebusy Platform, or any other Gonebusy Content. By supplying such information, you hereby agree that the contact name and email address provided are of a person duly authorized to make decisions on behalf of the person, company, or other entity represented by the User for whom such information is provided, including but not limited to confirming Bookings, creating and managing Content, incurring expenses, authorizing payments, and/or take any other action as required or necessary for facilitating, exercising, or completing any duty, obligation, or right contemplated by this Agreement. NOTE: GONEBUSY DOES NOT STORE PERSONALLY IDENTIFIABLE INFORMATION, INCLUDING BILLING INFORMATION. ALL BILLING INFORMATION PROVIDED IS HANDLED BY A TRUSTED, THIRD PARTY WEBSITE AND GONEBUSY ONLY RETAINS INFORMATION NECESSARY TO EFFECTUATE A TRANSACTION AS AUTHORIZED PURSUANT TO THIS AGREEMENT.

  1. Basic Users
    1. Basic Users Can:
      1. Book Services and Activities
      2. Advertise Activities only (Not Services)
      3. Schedule their time
      4. Manage their preferences
    2. Basic Users Must Provide:
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
  2. Pro Users
    1. Pro Users Can:
      1. Book Services and Activities
      2. Advertise Services and Activities
      3. Manage their Activity and Service Bookings
      4. Create additional Resources as Services or Activities
      5. Schedule time for their Resources
    2. Pro Users Must Provide
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. Payment Method Details
  3. Account Manager / API Users
    1. Account Manager / API Users Can
      1. Create Users
      2. Manage Content for Users they create
      3. Book Services and Activities
      4. Advertise Services and Activities
      5. Manage their Activity and Service Bookings
      6. Create additional Resources as Services or Activities
      7. Schedule time for their Resources
      8. Access and use the Gonebusy API to perform the above through their own websites. Account Managers’ access to Content is limited to Content of Users created by Account Manager.
    2. Account Manager / API Users Must Provide
      1. Their Name
      2. A Valid email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. The Website on which they will use the Gonebusy API
      6. Payment Method Details

IX. Updates

You acknowledge that Gonebusy may update or modify the Gonebusy APIs from time to time, and at its sole discretion (in each instance, an “Update”). Gonebusy will make every effort to ensure that Users are provided ample time to make changes as necessitated by Updates. Gonebusy will support deprecated versions of the API for one (1) calendar year, however, Users are encouraged to install and adopt any Updates as soon as possible. Any changes to your Services that are required as a result of such Updates are to be made at your sole cost and expense. Updates may adversely affect the manner in which your Account Administration and/or Services access or communicate with the Gonebusy API or use Content. You will not hold Gonebusy liable for any losses or damages you incur for any such disruption. Your continued access or use of the Gonebusy API following an update or modification will constitute binding acceptance of the Update.

X. Ownership and Feedback

  1. Ownership. The Licensed Materials are licensed, not sold, and Gonebusy retains and reserves all rights not expressly granted in this Agreement. You expressly acknowledge that Gonebusy, its licensors and its end users retain all worldwide right, title and interest in and to the Licensed Material and Content, including all rights in patents, trademarks, trade names, copyrights, trade secrets, know-how, data (including all applications therefor), and all proprietary rights under the laws of the United States, any other jurisdiction or any treaty (“IP Rights”). You agree not to do anything inconsistent with such ownership, including without limitation, challenging Gonebusy’s ownership of the Gonebusy Marks, challenging the validity of the licenses granted herein, or otherwise copying or exploiting the Gonebusy Marks during or after the termination of this Agreement, except as specifically authorized herein. If you acquire any rights in the Gonebusy Marks or any confusingly similar marks, by operation of law or otherwise, you will, at no expense to Gonebusy, immediately assign such rights to Gonebusy.
  2. Feedback. You may provide Gonebusy with comments concerning the Licensed Material, Services, or any other item contemplated by this Agreement, or your evaluation and use thereof (collectively, “Feedback”). You hereby grant Gonebusy all rights, title, and ownership of such Feedback (including all intellectual property rights therein), and Gonebusy may use the Feedback for any and all commercial and non-commercial purposes with no obligation of any kind to you.

XI. Termination

Gonebusy may immediately terminate or suspend this Agreement, any rights granted herein, and/or your license to the Licensed Materials, at its sole discretion at any time, for any reason by providing notice to you. You may terminate this Agreement at any time by ceasing your access to the Gonebusy API by contacting your Account Manager and use of all Gonebusy Content. Upon termination of this Agreement, all licenses granted herein immediately expire and you must cease further use of all Licensed Materials. Any Bookings still active when this Agreement is Terminated shall be permitted to become Successful or expire. Any Successful Bookings accrued at the time of Termination and any Bookings that become Successful after Termination shall be due in the same manner contemplated under Section IV. The parties to this Agreement will not be liable to each other for any damages resulting solely from termination of this Agreement as permitted under this Agreement. Sections IV, V, VI, VII, VIII, IX, X, XI, XII, and XIII of this Agreement will survive the termination of this Agreement.

XII. Confidentiality

You may be given access to certain non-public information, software, and specifications relating to the Licensed Material (“Confidential Information”), which is confidential and proprietary to Gonebusy. You may use this Confidential Information only as necessary in exercising your rights granted in this Agreement. You may not disclose any of this Confidential Information to any third party without Gonebusy’s prior written consent. You agree that you will protect this Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information of a similar nature and in no event with less than a reasonable degree of care.

XIII. Other Important Terms

  1. User Protection. You will not knowingly: 1) allow or assist any government entities, law enforcement, or other organizations to conduct surveillance on Content or obtain information on Gonebusy Users or any other Content that would require a subpoena, court order, or other valid legal process, or that would otherwise have the potential to be inconsistent with Users’ reasonable expectations of privacy; and 2) display, distribute or otherwise make available Content to any person or entity that you reasonably believe will use such data to violate the Universal Declaration of Human Rights, including without limitation Articles 12, 18, or 19. You will not conduct and your Services will not provide analyses or research that isolates a small group of individuals or any single individual for any unlawful or discriminatory purposes. Exemptions to these restrictions may be requested for exigent circumstances and are subject to prior written approval from Gonebusy.
  2. Government Use. The Gonebusy API and Gonebusy Content are “commercial items” as that term is defined at 48 C.F.R. 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212. Any use, modification, derivative, reproduction, release, performance, display, disclosure or distribution of the Gonebusy API or Gonebusy Content by any government entity is prohibited, except as expressly permitted by the terms of this Agreement. Additionally, any use by U.S. government entities must be in accordance with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4. If you use the Gonebusy API or Gonebusy Content in your official capacity as an employee or representative of a U.S., state or local government entity and you are legally unable to accept the indemnity, jurisdiction, venue or other clauses herein, then those clauses do not apply to such entity, but only to the extent as required by applicable law. For the purpose of this provision, contractor/manufacturer is Gonebusy, Inc., 14 E. 38th Street RM 1402, New York, NY 10016.
  3. Compliance with Laws; Export and Import. Each party will comply with all applicable foreign, federal, state, and local laws, rules and regulations. The Licensed Material is subject to U.S. export laws and may be subject to import and use laws of the country where it is delivered or used. You agree to abide by these laws. Under these laws, the Licensed Material may not be sold, leased, downloaded, moved, exported, re-exported, or transferred across borders without a license, or approval from the relevant government authority, to any country or to any foreign national restricted by these laws, including countries embargoed by the U.S. Government (currently Cuba, Iran, North Korea, Northern Sudan and Syria); or to any restricted or denied end-user including, but not limited to, any person or entity prohibited by the U.S. Office of Foreign Assets Control; or for any restricted end-use. You will maintain throughout the Term all rights and licenses that are required with respect to your Services.
  4. Warranty Disclaimer. THE LICENSED MATERIAL IS PROVIDED TO YOU “AS IS”, “WHERE IS”, WITH ALL FAULTS AND EACH PARTY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES OR CONDITIONS ARISING OUT OF THIS AGREEMENT, COURSE OF DEALING OR USAGE OF TRADE. GONEBUSY DOES NOT WARRANT THAT THE LICENSED MATERIAL OR ANY OTHER GONEBUSY PRODUCT OR SERVICE PROVIDED HEREUNDER WILL MEET ANY OF YOUR REQUIREMENTS OR THAT USE OF SUCH LICENSED MATERIAL OR OTHER PRODUCTS OR SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THIS AGREEMENT (UNLESS SUCH LAW PROVIDES OTHERWISE).
  5. Indemnification. You shall defend Gonebusy against any and all actions, demands, claims and suits (including without limitation product liability claims), and indemnify and hold Gonebusy harmless from any and all liabilities, damages and costs (including without limitation reasonable attorneys’ fees) to the extent arising out of: (i) your use of the Licensed Material in any manner that is inconsistent with this Agreement; or (ii) the performance, promotion, sale or distribution of your Services. In the event Gonebusy seeks indemnification or defense from you under this provision, Gonebusy will promptly notify you in writing of the claim(s) brought against Gonebusy for which it seeks indemnification or defense. Gonebusy reserves the right, at its option and sole discretion, to assume full control of the defense of claims with legal counsel of its choice. You may not enter into any third party agreement, which would, in any manner whatsoever, affect the rights of Gonebusy, constitute an admission of fault by Gonebusy or bind Gonebusy in any manner, without the prior written consent of Gonebusy. In the event Gonebusy assumes control of the defense of such claim, Gonebusy shall not settle any such claim requiring payment from you without your prior written approval.
  6. Limitation of Liability. IN NO EVENT WILL GONEBUSY BE LIABLE TO YOU OR ANY END USERS FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF OR DAMAGE TO USE, DATA, BUSINESS, GOODWILL OR PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. IN ANY CASE, GONEBUSY’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT WILL NOT EXCEED $50.00 USD. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
  7. User Agreements. You hereby warrant that if you are a Pro User authorizing an Account Manager to manage your Content, that you have executed any and all agreement necessary with the Account Manager to incorporate and abide by all terms and conditions of this Agreement. Likewise, if you are an Account Manager accepting the terms and conditions of this Agreement on behalf of a Pro User, you hereby warrant that you have been duly authorized by the person, business, or other entity represented by the Pro User to accept and effectuate the terms and conditions of this Agreement on the person, business, or entity’s behalf. Additionally, you have executed a written agreement memorializing this arrangement that also includes an agreement to indemnify waive, and limit liability for Gonebusy in the same manner as contemplated by this Agreement.
  8. Updates. Gonebusy may update or modify this Agreement, Developer Terms, and other terms and conditions, from time to time at its sole discretion by posting the changes on this site or by otherwise notifying you (such notice may be via email). You acknowledge that these updates and modifications may adversely affect how your Service accesses or communicates with the Gonebusy API. If any change is unacceptable to you, your only recourse is to cease all use of the Licensed Material. Your continued access or use of the Licensed Material will constitute binding acceptance of the such updates and modifications.
  9. Miscellaneous. This Agreement constitutes the entire agreement among the parties with respect to the subject matter and supersedes and merges all prior proposals, understandings and contemporaneous communications. Any modification to this Agreement must be in a writing signed by both you and Gonebusy. You may not assign any of the rights or obligations granted hereunder, in whole or in part, whether voluntarily or by operation of law, contract, merger (whether you are the surviving or disappearing entity), stock or asset sale, consolidation, dissolution, through government action or otherwise, except with the prior written consent of Gonebusy. Any attempted assignment in violation of this paragraph is null and void, and Gonebusy may terminate this Agreement. This Agreement does not create or imply any partnership, agency or joint venture. This Agreement will be governed by and construed in accordance with the laws of the State of New York, without regard to or application of conflicts of law rules or principles. All claims arising out of or relating to this Agreement will be brought exclusively in the federal or state courts of New York County, New York, USA, and you consent to personal jurisdiction in those courts. You further agree to reimburse Gonebusy for any costs and fees, including reasonable attorney’s fees, it expends in enforcing the terms of this agreement. Despite the foregoing, you agree that money damages would be an inadequate remedy for Gonebusy in the event of a breach or threatened breach of a provision of this Agreement protecting Gonebusy‘s intellectual property or Confidential Information, and that in the event of such a breach or threat, Gonebusy, in addition to any other remedies to which it is entitled, is entitled to such preliminary or injunctive relief (including an order prohibiting Company from taking actions in breach of such provisions), without the need for posting bond, and specific performance as may be appropriate. The parties agree that neither the United Nations Convention on Contracts for the International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA) shall apply to this Agreement, regardless of the states in which the parties do business or are incorporated. No waiver by Gonebusy of any covenant or right under this Agreement will be effective unless memorialized in a writing duly authorized by Gonebusy. If any part of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions of this Agreement will remain in full force and effect.
  10. Incorporated Terms. Your use of the Licensed Material is further subject to and governed by the following terms and conditions:
    1. The Gonebusy Privacy Policy located at: http://beta.gonebusy.com/privacy_policy
    2. The Gonebusy API Guide (“API Guide”): https://gonebusy.github.io
    The Privacy Policy and API Guide are collectively referred to herein as the “Developer Terms.” You agree to the Developer Terms, which are hereby incorporated by reference and are available in hardcopy upon request to Gonebusy. In the event of a conflict between the Developer Terms and this Agreement, this Agreement shall control. None of the Developer Terms expand or extend the license to the Gonebusy API, Content or Gonebusy Marks granted in this Agreement.

End of Pro User Agreement

-----------------------------

Account Manager/API User Agreement

This Gonebusy Account Manager/API User Agreement (“Agreement”) is made between you (either an individual or an entity, referred to herein as “you”) and Gonebusy, Inc. on behalf of itself and its affiliates (collectively, “Gonebusy”) and governs your access to and use of the Licensed Material (as defined below). Any individuals or entities must agree to the following prior to being granted the access and status of a Basic User.

PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY, INCLUDING WITHOUT LIMITATION ANY LINKED TERMS AND CONDITIONS APPEARING OR REFERENCED BELOW, WHICH ARE HEREBY MADE PART OF THIS LICENSE AGREEMENT. BY USING THE LICENSED MATERIAL, YOU ARE AGREEING THAT YOU HAVE READ, AND THAT YOU AGREE TO COMPLY WITH AND TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL APPLICABLE LAWS AND REGULATIONS IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, THEN YOU MAY NOT ACCESS OR OTHERWISE USE THE LICENSED MATERIAL. THIS AGREEMENT IS EFFECTIVE AS OF THE DATE THAT YOU AGREE TO ITS TERMS AND CONDITIONS (“EFFECTIVE DATE”).

IF YOU ARE AN INDIVIDUAL REPRESENTING AN ENTITY, YOU ACKNOWLEDGE THAT YOU HAVE THE APPROPRIATE AUTHORITY TO ACCEPT THIS AGREEMENT ON BEHALF OF SUCH ENTITY. YOU MAY NOT USE THE LICENSED MATERIAL AND MAY NOT ACCEPT THIS AGREEMENT IF YOU ARE NOT OF LEGAL AGE TO FORM A BINDING CONTRACT WITH GONEBUSY, OR YOU ARE BARRED FROM USING OR RECEIVING THE LICENSED MATERIAL UNDER APPLICABLE LAW.

I. Definitions

The following definitions apply to the entirety of this agreement:

  1. API ‒ The Gonebusy Application Programming Interface (“API”) and the related documentation, data, code, and other materials provided by Gonebusy with the API, as updated from time to time, including without limitation through the Gonebusy Website.
  2. API Key ‒ The unique identifying code granting authorization and access to use the API.
  3. Gonebusy Marks ‒ The Gonebusy name and logo that Gonebusy makes available to you.
  4. Content ‒ Activities, Services, Resources, Schedules, Bookings, User profile information, and any other data and/or information made available through the Gonebusy API or by any other means authorized by Gonebusy, and any copies and derivative works thereof. Content expressly includes any data relating to the Booking, soliciting, and managing of Activities, Services, and Resources.
  5. Licensed Material ‒ A collective term for the Gonebusy API and Content.
  6. Services ‒ Intangible products, duties, uses, or labors offered through a website using an API Key or the Gonebusy Website for which one User pays a fee to another User, at a rate set by the User providing the Service.
  7. Activities ‒ Any Resources offered free of charge, or any other event, meet-up, or organized gathering which Users can book without payment of a fee.
  8. Account Administration ‒ The access and use of the API provided to Users, the creation of Users, and the management of Pro Users’ Content on a third party website, including the solicitation and Booking of Services or Activities using the API.
  9. Booking ‒ The commitment by a User to attend, utilize, or consume a Service or Activity at a particular time.
  10. Successful Booking ‒ The acknowledgement by the User who booked the Service and by the User providing the Service that the Service has been completed.
  11. Resources ‒ People, Places, or Things through which a Service or Activity may be provided.
  12. Schedules ‒ Time-Oriented Amalgamations of either the 1) Availability/Usage of particular Resources; or 2) A User’s availability and usage of particular Resources.
  13. Gonebusy Website ‒ Gonebusy’s website located at .
  14. Partner Website - A website registered to use the Gonebusy API as an Account Manager and API User.
  15. Basic Users ‒ Users who may Book, manage, create, advertise, and cancel Activities, and who may Book, manage, and cancel Services, through the Gonebusy website or Partner websites, who are bound to enforceable service terms with you and Gonebusy. Basic Users may advertise Activities only; they may not advertise Services or collect payment of any kind.
  16. Pro Users ‒ Users who, in addition to the access Basic Users have, can advertise Services, create additional Resources, and schedule time for any of their Resources through the Gonebusy website or Partner websites. Pro Users may collect fees in exchange for Services.
  17. API Users ‒ Pro Users who gain access to the API and receive an API Key who then use the API on their own websites to advertise and book their own Services and Activities.
  18. Account Managers ‒ Users who gain access to the API and receive and API Key who use the API on their own websites to advertise and book the Services and Activities of others. Account Managers can create and manage Users and their respective Resources, Services, and Activities. API Users become Account Managers when they create and manage Pro Users, but they additionally remain API Users with regard to the provision of their own services.

II. License from Gonebusy

Subject to the terms and conditions in this Agreement (as a condition to the grant below), Gonebusy hereby grants you, and you accept, a non-exclusive, non-transferable, non-sublicensable, revocable license, subject to royalties as defined below, solely to:

  1. Use the Gonebusy API to develop and implement your Services and your website for performing Account Administration. Account Managers and API Users must consult Gonebusy API Guide for additional instructions, obligations, and rules regarding use of the Gonebusy API.
  2. Allow and/or cause Pro and Basic Users to advertise and book Activities and Services, create additional Resources, and manage their Schedules via the Gonebusy API as respectively permitted.
  3. Use and display Gonebusy Marks and to provide a link to Gonebusy’s website for registering as Basic and Pro Users, as set forth herein.
  4. Store, collect, and use User data as permitted by agreement between you and your Users and by the Gonebusy Privacy Policy.

III. User Fee

The annual fee for all Users is non-refundable and shall be:

  1. From the Effective Date until one calendar year thereafter: Waived.
  2. From one calendar year after the Effective Date and thereafter annually until Termination: One Dollar ($1.00).

The User Fee shall be collected as follows:

  1. All API Users, Pro Users, Account Managers, and Account Managers acting on behalf of the Pro Users they create, must provide a valid form of payment as well as a contact person and email address for billing and payment inquiries. Basic Users must provide this information one calendar year after becoming a Basic User.
  2. On the tenth business day following one year of status as a User, Gonebusy will charge one dollar ($1.00) against the payment method provided, and will do so on the tenth business day of each subsequent calendar year for each such User.
  3. On the first business day following one year of status as a User, and on the first business day of each subsequent year, Gonebusy will send an invoice reflecting the User Fee due and a due date.
  4. It is the User’s responsibility to notify Gonebusy of any changes in billing information, discrepancies on the invoice, or if they wish to cancel their accounts. UNLESS GONEBUSY IS NOTIFIED OTHERWISE PRIOR TO THE DUE DATE, GONEBUSY WILL AUTOMATICALLY CHARGE THE USER FEE LISTED IN THE INVOICE AGAINST THE PAYMENT METHOD PROVIDED BY THE USER. BY SIGNING THIS AGREEMENT, YOU ARE HEREBY EXPRESSLY AUTHORIZING GONEBUSY TO MAKE SUCH AUTOMATIC CHARGES AGAINST THE PAYMENT METHOD PROVIDED AND WARRANTING THAT YOU HAVE THE AUTHORITY TO GRANT SUCH AUTHORIZATION. ONCE THE USER FEE IS CHARGED, IT WILL NOT BE REFUNDED.
  5. Acceptable forms of payment consist of all major credit cards and PayPal, though Gonebusy reserves the right to include additional acceptable forms of payment in the future.
  6. You hereby further warrant that there are and you will continue to maintain sufficient funds available through the payment method provided and that you will indemnify and reimburse Gonebusy for any costs, fees, or other damages incurred as a result of charges against the payment method provided being rejected. If a charge against your payment method is rejected, you will have three business days from the date of notice of rejection as provided by Gonebusy to remit payment or provide an alternative, valid payment method to Gonebusy including payment for any fees incurred by Gonebusy as a result of such rejection. Any Users who fail to make any payments due Gonebusy within the time provided herein will be prevented from creating further Content or other additions via the Gonebusy API. Users who repeatedly fail to make payments may be permanently banned from use of the Gonebusy API.

IV. Transaction Fee

For every Successful Booking, Gonebusy shall charge a non-refundable Transaction Fee to be calculated and assessed as follows:

  1. For each and every Successful Booking, Gonebusy shall charge a Transaction Fee against the payment method provided by the API User, Pro User, or Account Manager acting on behalf of a Pro User, equivalent to two-and-a-half percent (2.5%) of the fee paid for the Service plus fifty cents ($0.50).
  2. Transaction Fees shall be due and charged on the tenth business day following the month in which they accrued. Transaction Fees accrue immediately on the date a Booking becomes a Successful Booking.
  3. All Transaction Fees due for a given month for each user shall be amalgamated into a single payment. On the first business day following the month in which Transaction Fees accrued, Gonebusy will send an invoice via email to the contact person provided for each User owing Transaction Fees. The invoice will itemize the payment by transaction and, at a minimum, list the Users who Booked each transaction, the Service provided, the date the Booking was made, the date the Booking became Successful, the total amount paid for the Service, and a breakdown of each corresponding Transaction Fee. It is the User’s responsibility to review the invoice and raise any discrepancies with Gonebusy prior to the due date provided on the invoice.
  4. Collection of Transaction Fees: In order for their Services to be booked and paid for, all Pro Users, API Users, and Account Managers (for themselves and acting on behalf of Pro Users they create) must register an acceptable form of payment with Gonebusy and a contact person responsible for and with the authority to authorize payments on behalf of the Pro or API User being paid for a Service. UNLESS GONEBUSY IS NOTIFIED OF ANY DISCREPANCY IN THE INVOICE PRIOR TO THE DUE DATE PROVIDED, GONEBUSY WILL AUTOMATICALLY CHARGE THE AMOUNT LISTED ON THE INVOICE AGAINST THE FORM OF PAYMENT PROVIDED. BY SIGNING THIS AGREEMENT, YOU ARE HEREBY EXPRESSLY AUTHORIZING GONEBUSY TO MAKE SUCH AUTOMATIC CHARGES AGAINST THE PAYMENT METHOD PROVIDED AND WARRANTING THAT YOU HAVE THE AUTHORITY TO GRANT SUCH AUTHORIZATION OR THAT YOU HAVE GIVEN SUCH AUTHORITY TO AN ACCOUNT MANAGER. ONCE A TRANSACTION FEE IS CHARGED, IT WILL NOT BE REFUNDED, EXCEPT AS CONTEMPLATED BY SECTION V, AND ONLY AS A CREDIT TOWARDS FUTURE BOOKINGS.
  5. Acceptable forms of payment consist of all major credit cards and PayPal, though Gonebusy reserves the right to include additional acceptable forms of payment in the future. Should any such User fail to register an acceptable form of payment, Gonebusy will notify the User of a pending Booking, but the Booking will not be allowed to be confirmed until an acceptable form of payment is registered.
  6. Nonprofit Entities: Notwithstanding the foregoing, organizations and other entities granted non-profit, tax-exempt status by the IRS who provide proof of such status to Gonebusy shall not be required to pay Transaction Fees as contemplated by this section; any such entity may Advertise and Book Services without incurring any fee owed to Gonebusy. The requirement that all Pro Users, API Users, and Account Managers provide an acceptable form of payment does still apply to Nonprofit Entities.
  7. You hereby further warrant that there are and you will continue to maintain sufficient funds available through the payment method provided and that you will indemnify and reimburse Gonebusy for any costs, fees, or other damages incurred as a result of charges against the payment method provided being rejected. If a charge against your payment method is rejected, you will have three business days from the date of notice of rejection as provided by Gonebusy to remit payment or provide an alternative, valid payment method to Gonebusy, including payment for any fees incurred by Gonebusy as a result of such rejection. Any Users who fail to make any payments due Gonebusy within the time provided herein will be prevented from creating further Content or other additions via the Gonebusy API. Users who repeatedly fail to make payments may be permanently banned from use of the Gonebusy API.

V. Refunds

Gonebusy does not provide refunds on User Fees or Transaction Fees. Under the limited, unlikely event that Gonebusy, in its sole discretion, determines that it has collected a Transaction Fee on a Booking that was improperly designated as a Successful Booking, Gonebusy may provide a credit in the amount equivalent to the Transaction Fee that the User may apply towards a future Successful Booking.

VI. Bookings

Bookings shall take place according to the following procedures:

  1. All Users offering Services and/or Activities, and all Users booking Services and/or Activities must use the valid email they provided, and, if requesting SMS notifications, a valid mobile phone number.
  2. Process (life of a Booking)
    1. Appointments made via the Gonebusy API are initiated by a User requesting to Book another User’s Service/Activity.
    2. The User offering the Service/Activity will have a set amount of time to respond to the Booking request with either a Confirmation or Denial. This amount of time may vary from 5 to 60 minutes, depending on the User’s preferences. If after the allocated time the User has not responded to the Booking request, Gonebusy reserves the right to consider this a Denial of the Booking request.
    3. Users offering a Service/Activity may cancel an upcoming Confirmed Appointment via the Gonebusy API at any time prior to the commencement of the Appointment.
    4. Users that booked an upcoming Confirmed Appointment for an Activity may cancel at any time via the Gonebusy platform without incurring a penalty.
    5. Users that booked an upcoming Confirmed Appointment for a Service may cancel at any time via the Gonebusy Platform without incurring a penalty, subject to the Service provider’s Cancellation Policy. See Cancellation Policy below.
    6. After an Appointment has transpired, Gonebusy will contact the User providing a Service to ask whether the booking was Successful or the customer was a No-Show. If after 24 hours Gonebusy does not receive a reply, Gonebusy will assume the booking was Successful.
  3. Cancellation Policy. Pro Users depend on timely Appointments in order to operate a successful business. As such, certain Pro Users may opt to require Users making a Booking request to agree to a Cancellation Policy in order to effectively manage their business. A Cancellation Policy may require the User requesting a booking to provide a form of payment as a deposit to reserve the requested time as well as agree to not Cancel a Confirmed Appointment within a certain period of time prior to the commencement of the Appointment in order to not incur a penalty charge/forfeit of deposit.

VII. Affiliate Relationship and Content

By default, all Content created via, with, or using the Gonebusy API will be viewable, accessible, and manageable on the Gonebusy website once it is up and running. However, Account Managers have the following options:

  1. Affiliate:

    Account Managers who allow the Content created through their API Key to be viewable, accessible, and manageable on the Gonebusy website will receive fifty percent (50%) of the fee collected by Gonebusy for Successful Bookings (a) made by Pro Users created by the Account Manager; or (ii) of Services created through the Account Manager’s API.

  2. Remain Independent:

    Account Managers may instruct Gonebusy not to make the Content contemplated by this section viewable, accessible, and manageable, and may only allow bookings with regard to said content to be made through their websites; not on the Gonebusy Website. Under such circumstances, Gonebusy will still collect all Content for internal usage only, but will not make your content viewable, accessible, and manageable on the Gonebusy Website.

VIII. Restrictions on Use of Licensed Materials

  1. Reverse Engineering and other Limitations. You will not or attempt to (and will not allow others to) 1) reverse engineer, decompile, disassemble or translate the Gonebusy API, or otherwise attempt to derive source code, trade secrets or know-how in or underlying any Gonebusy API or any portion thereof; 2) interfere with, modify, disrupt or disable features or functionality of the Gonebusy API, including without limitation any such mechanism used to restrict or control the functionality, or defeat, avoid, bypass, remove, deactivate or otherwise circumvent any software protection or monitoring mechanisms of the Gonebusy API; 3) sell, rent, lease, sublicense, distribute, redistribute, syndicate, create derivative works of, assign or otherwise transfer or provide access to, in whole or in part, the Licensed Material to any third party except as expressly permitted herein; 4) permit other individuals or entities to create links to the Gonebusy API or “frame” or “mirror” the Gonebusy API on any other server, or wireless or Internet-based device, or otherwise make available to a third party, any token, key, password or other login credentials to the Gonebusy API; or 5) use the Licensed Material for any illegal, unauthorized or other improper purposes.
  2. Rate Limits. You will not attempt to exceed or circumvent the limit of five (5) requests per second per API Key. If you require a higher threshold for your application, please contact the Gonebusy Sales Team at sales@gonebusy.com.
  3. Data. Your license granted pursuant to this Agreement limits your access to your Content only and Content made publicly available by other Users.
  4. Use of Gonebusy Marks. The Gonebusy Marks may not be included in or as part of your registered corporate name, any of your logos, or any of your service or product names except as contemplated by Section II(3) of this Agreement. Moreover, you may not create any derivative works of the Gonebusy Marks or use the Gonebusy Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with Gonebusy. You will not otherwise use business names and/or logos in a manner that can mislead, confuse, or deceive users of your Services. All use of the Gonebusy Marks and all goodwill arising out of such use, will inure to Gonebusy’s benefit. You shall not use the Gonebusy Marks except as expressly authorized herein without Gonebusy’s prior consent. You will not remove or alter any proprietary notices or Gonebusy Marks on the Licensed Material.

IX. Users

There are three categories of Users: Basic, Pro, and API/Account Managers. Every User is initially created as a Basic User and may then upgrade to a higher form of User. Generally speaking, Users retain all abilities, rights, and obligations previously held, and then gain additional abilities, rights, and obligations upon agreeing to additional terms and conditions and upgrading their User status. The name and contact information provided will be used by Gonebusy for all inquiries, including billing, payments, confirmation of Bookings, and any other communication necessary or related to a Users use of the Gonebusy API, Gonebusy Platform, or any other Gonebusy Content. By supplying such information, you hereby agree that the contact name and email address provided are of a person duly authorized to make decisions on behalf of the person, company, or other entity represented by the User for whom such information is provided, including but not limited to confirming Bookings, creating and managing Content, incurring expenses, authorizing payments, and/or take any other action as required or necessary for facilitating, exercising, or completing any duty, obligation, or right contemplated by this Agreement. NOTE: GONEBUSY DOES NOT STORE PERSONALLY IDENTIFIABLE INFORMATION, INCLUDING BILLING INFORMATION. ALL BILLING INFORMATION PROVIDED IS HANDLED BY A TRUSTED, THIRD PARTY WEBSITE AND GONEBUSY ONLY RETAINS INFORMATION NECESSARY TO EFFECTUATE A TRANSACTION AS AUTHORIZED PURSUANT TO THIS AGREEMENT.

  1. Basic Users
    1. Basic Users Can:
      1. Book Services and Activities
      2. Advertise Activities only (Not Services)
      3. Schedule their time
      4. Manage their preferences
    2. Basic Users Must Provide:
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
  2. Pro Users
    1. Pro Users Can:
      1. Book Services and Activities
      2. Advertise Services and Activities
      3. Manage their Activity and Service Bookings
      4. Create additional Resources as Services or Activities
      5. Schedule time for their Resources
    2. Pro Users Must Provide
      1. Their Name
      2. A Valid Email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. Payment Method Details
  3. Account Manager / API Users
    1. Account Manager / API Users Can
      1. Create Users
      2. Manage Content for Users they create
      3. Book Services and Activities
      4. Advertise Services and Activities
      5. Manage their Activity and Service Bookings
      6. Create additional Resources as Services or Activities
      7. Schedule time for their Resources
      8. Access and use the Gonebusy API to perform the above through their own websites. Account Managers’ access to Content is limited to Content of Users created by Account Manager.
    2. Account Manager / API Users Must Provide
      1. Their Name
      2. A Valid email Address
      3. A Valid mobile number if requesting SMS notification/messaging
      4. The Name of their Business
      5. The Website on which they will use the Gonebusy API
      6. Payment Method Details

X. Updates

You acknowledge that Gonebusy may update or modify the Gonebusy APIs from time to time, and at its sole discretion (in each instance, an “Update”). Gonebusy will make every effort to ensure that Users are provided ample time to make changes as necessitated by Updates. Gonebusy will support deprecated versions of the API for one (1) calendar year, however, Users are encouraged to install and adopt any Updates as soon as possible. Any changes to your Services that are required as a result of such Updates are to be made at your sole cost and expense. Updates may adversely affect the manner in which your Account Administration and/or Services access or communicate with the Gonebusy API or use Content. You will not hold Gonebusy liable for any losses or damages you incur for any such disruption. Your continued access or use of the Gonebusy API following an update or modification will constitute binding acceptance of the Update.

XI. Ownership and Feedback

  1. Ownership. The Licensed Materials are licensed, not sold, and Gonebusy retains and reserves all rights not expressly granted in this Agreement. You expressly acknowledge that Gonebusy, its licensors and its end users retain all worldwide right, title and interest in and to the Licensed Material and Content, including all rights in patents, trademarks, trade names, copyrights, trade secrets, know-how, data (including all applications therefor), and all proprietary rights under the laws of the United States, any other jurisdiction or any treaty (“IP Rights”). You agree not to do anything inconsistent with such ownership, including without limitation, challenging Gonebusy’s ownership of the Gonebusy Marks, challenging the validity of the licenses granted herein, or otherwise copying or exploiting the Gonebusy Marks during or after the termination of this Agreement, except as specifically authorized herein. If you acquire any rights in the Gonebusy Marks or any confusingly similar marks, by operation of law or otherwise, you will, at no expense to Gonebusy, immediately assign such rights to Gonebusy.
  2. Feedback. You may provide Gonebusy with comments concerning the Licensed Material, Services, or any other item contemplated by this Agreement, or your evaluation and use thereof (collectively, “Feedback”). You hereby grant Gonebusy all rights, title, and ownership of such Feedback (including all intellectual property rights therein), and Gonebusy may use the Feedback for any and all commercial and non-commercial purposes with no obligation of any kind to you.

XII. Termination

Gonebusy may immediately terminate or suspend this Agreement, any rights granted herein, and/or your license to the Licensed Materials, at its sole discretion at any time, for any reason by providing notice to you. You may terminate this Agreement at any time by ceasing your access to the Gonebusy API by contacting your Account Manager and use of all Gonebusy Content. Upon termination of this Agreement, all licenses granted herein immediately expire and you must cease further use of all Licensed Materials. Any Bookings still active when this Agreement is Terminated shall be permitted to become Successful or expire. Any Successful Bookings accrued at the time of Termination and any Bookings that become Successful after Termination shall be due in the same manner contemplated under Section IV. The parties to this Agreement will not be liable to each other for any damages resulting solely from termination of this Agreement as permitted under this Agreement. Sections IV, V, VI, VII, VIII, IX, X, XI, XII, XIII, and XIV of this Agreement will survive the termination of this Agreement.

XIII. Confidentiality

You may be given access to certain non-public information, software, and specifications relating to the Licensed Material (“Confidential Information”), which is confidential and proprietary to Gonebusy. You may use this Confidential Information only as necessary in exercising your rights granted in this Agreement. You may not disclose any of this Confidential Information to any third party without Gonebusy’s prior written consent. You agree that you will protect this Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information of a similar nature and in no event with less than a reasonable degree of care.

XIV. Other Important Terms

  1. User Protection. You will not knowingly: 1) allow or assist any government entities, law enforcement, or other organizations to conduct surveillance on Content or obtain information on Gonebusy Users or any other Content that would require a subpoena, court order, or other valid legal process, or that would otherwise have the potential to be inconsistent with Users’ reasonable expectations of privacy; and 2) display, distribute or otherwise make available Content to any person or entity that you reasonably believe will use such data to violate the Universal Declaration of Human Rights, including without limitation Articles 12, 18, or 19. You will not conduct and your Services will not provide analyses or research that isolates a small group of individuals or any single individual for any unlawful or discriminatory purposes. Exemptions to these restrictions may be requested for exigent circumstances and are subject to prior written approval from Gonebusy.
  2. Government Use. The Gonebusy API and Gonebusy Content are “commercial items” as that term is defined at 48 C.F.R. 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212. Any use, modification, derivative, reproduction, release, performance, display, disclosure or distribution of the Gonebusy API or Gonebusy Content by any government entity is prohibited, except as expressly permitted by the terms of this Agreement. Additionally, any use by U.S. government entities must be in accordance with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4. If you use the Gonebusy API or Gonebusy Content in your official capacity as an employee or representative of a U.S., state or local government entity and you are legally unable to accept the indemnity, jurisdiction, venue or other clauses herein, then those clauses do not apply to such entity, but only to the extent as required by applicable law. For the purpose of this provision, contractor/manufacturer is Gonebusy, Inc., 14 E. 38th Street RM 1402, New York, NY 10016.
  3. Compliance with Laws; Export and Import. Each party will comply with all applicable foreign, federal, state, and local laws, rules and regulations. The Licensed Material is subject to U.S. export laws and may be subject to import and use laws of the country where it is delivered or used. You agree to abide by these laws. Under these laws, the Licensed Material may not be sold, leased, downloaded, moved, exported, re-exported, or transferred across borders without a license, or approval from the relevant government authority, to any country or to any foreign national restricted by these laws, including countries embargoed by the U.S. Government (currently Cuba, Iran, North Korea, Northern Sudan and Syria); or to any restricted or denied end-user including, but not limited to, any person or entity prohibited by the U.S. Office of Foreign Assets Control; or for any restricted end-use. You will maintain throughout the Term all rights and licenses that are required with respect to your Services.
  4. Warranty Disclaimer. THE LICENSED MATERIAL IS PROVIDED TO YOU “AS IS”, “WHERE IS”, WITH ALL FAULTS AND EACH PARTY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES OR CONDITIONS ARISING OUT OF THIS AGREEMENT, COURSE OF DEALING OR USAGE OF TRADE. GONEBUSY DOES NOT WARRANT THAT THE LICENSED MATERIAL OR ANY OTHER GONEBUSY PRODUCT OR SERVICE PROVIDED HEREUNDER WILL MEET ANY OF YOUR REQUIREMENTS OR THAT USE OF SUCH LICENSED MATERIAL OR OTHER PRODUCTS OR SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THIS AGREEMENT (UNLESS SUCH LAW PROVIDES OTHERWISE).
  5. Indemnification. You shall defend Gonebusy against any and all actions, demands, claims and suits (including without limitation product liability claims), and indemnify and hold Gonebusy harmless from any and all liabilities, damages and costs (including without limitation reasonable attorneys’ fees) to the extent arising out of: (i) your use of the Licensed Material in any manner that is inconsistent with this Agreement; or (ii) the performance, promotion, sale or distribution of your Services. In the event Gonebusy seeks indemnification or defense from you under this provision, Gonebusy will promptly notify you in writing of the claim(s) brought against Gonebusy for which it seeks indemnification or defense. Gonebusy reserves the right, at its option and sole discretion, to assume full control of the defense of claims with legal counsel of its choice. You may not enter into any third party agreement, which would, in any manner whatsoever, affect the rights of Gonebusy, constitute an admission of fault by Gonebusy or bind Gonebusy in any manner, without the prior written consent of Gonebusy. In the event Gonebusy assumes control of the defense of such claim, Gonebusy shall not settle any such claim requiring payment from you without your prior written approval.
  6. Limitation of Liability. IN NO EVENT WILL GONEBUSY BE LIABLE TO YOU OR ANY END USERS FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF OR DAMAGE TO USE, DATA, BUSINESS, GOODWILL OR PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. IN ANY CASE, GONEBUSY’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT WILL NOT EXCEED $50.00 USD. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
  7. User Agreements. You hereby warrant that if you are a Pro User authorizing an Account Manager to manage your Content, that you have executed any and all agreement necessary with the Account Manager to incorporate and abide by all terms and conditions of this Agreement. Likewise, if you are an Account Manager accepting the terms and conditions of this Agreement on behalf of a Pro User, you hereby warrant that you have been duly authorized by the person, business, or other entity represented by the Pro User to accept and effectuate the terms and conditions of this Agreement on the person, business, or entity’s behalf. Additionally, you have executed a written agreement memorializing this arrangement that also includes an agreement to indemnify waive, and limit liability for Gonebusy in the same manner as contemplated by this Agreement.
  8. Updates. Gonebusy may update or modify this Agreement, Developer Terms, and other terms and conditions, from time to time at its sole discretion by posting the changes on this site or by otherwise notifying you (such notice may be via email). You acknowledge that these updates and modifications may adversely affect how your Service accesses or communicates with the Gonebusy API. If any change is unacceptable to you, your only recourse is to cease all use of the Licensed Material. Your continued access or use of the Licensed Material will constitute binding acceptance of the such updates and modifications.
  9. Miscellaneous. This Agreement constitutes the entire agreement among the parties with respect to the subject matter and supersedes and merges all prior proposals, understandings and contemporaneous communications. Any modification to this Agreement must be in a writing signed by both you and Gonebusy. You may not assign any of the rights or obligations granted hereunder, in whole or in part, whether voluntarily or by operation of law, contract, merger (whether you are the surviving or disappearing entity), stock or asset sale, consolidation, dissolution, through government action or otherwise, except with the prior written consent of Gonebusy. Any attempted assignment in violation of this paragraph is null and void, and Gonebusy may terminate this Agreement. This Agreement does not create or imply any partnership, agency or joint venture. This Agreement will be governed by and construed in accordance with the laws of the State of New York, without regard to or application of conflicts of law rules or principles. All claims arising out of or relating to this Agreement will be brought exclusively in the federal or state courts of New York County, New York, USA, and you consent to personal jurisdiction in those courts. You further agree to reimburse Gonebusy for any costs and fees, including reasonable attorney’s fees, it expends in enforcing the terms of this agreement. Despite the foregoing, you agree that money damages would be an inadequate remedy for Gonebusy in the event of a breach or threatened breach of a provision of this Agreement protecting Gonebusy‘s intellectual property or Confidential Information, and that in the event of such a breach or threat, Gonebusy, in addition to any other remedies to which it is entitled, is entitled to such preliminary or injunctive relief (including an order prohibiting Company from taking actions in breach of such provisions), without the need for posting bond, and specific performance as may be appropriate. The parties agree that neither the United Nations Convention on Contracts for the International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA) shall apply to this Agreement, regardless of the states in which the parties do business or are incorporated. No waiver by Gonebusy of any covenant or right under this Agreement will be effective unless memorialized in a writing duly authorized by Gonebusy. If any part of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions of this Agreement will remain in full force and effect.
  10. Incorporated Terms. Your use of the Licensed Material is further subject to and governed by the following terms and conditions:
    1. The Gonebusy Privacy Policy located at: http://beta.gonebusy.com/privacy_policy
    2. The Gonebusy API Guide (“API Guide”): https://gonebusy.github.io
    The Privacy Policy and API Guide are collectively referred to herein as the “Developer Terms.” You agree to the Developer Terms, which are hereby incorporated by reference and are available in hardcopy upon request to Gonebusy. In the event of a conflict between the Developer Terms and this Agreement, this Agreement shall control. None of the Developer Terms expand or extend the license to the Gonebusy API, Content or Gonebusy Marks granted in this Agreement.

End of Account Manager/API User Agreement