Terms and Conditions

Last modified on July 30, 2018.

Welcome to Groople.com! We are Groople Texas LLC, a Texas limited liability company, (“We”, “Us”, “Groople” or the “Company”) and we offer www.Groople.com (the “Site”) and the group travel and related services available through the Site (together with the Site, the “Service”) according to the terms of service (the “Terms” or “Terms of Service”) below, as well as our separate privacy policy (the “Privacy Policy”).

YOU UNDERSTAND THAT BY USING THE SERVICES YOU ARE AGREEING TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SITE OR CONTENT.

If you agree to these Terms of Service on behalf of a business, you represent and warrant that you have the authority to bind that business to these Terms of Service and your agreement to these terms will be treated as the agreement of the business. In that event, “you” and “your” will refer and apply to that business.

We reserve the right to modify these terms without notice. Your continued usage of the Service constitutes your acceptance of these terms. Violation of any terms will result in termination of your account. Questions about the Terms of Service may be sent to cs@Groople.com.

GENERAL TERMS

Groople hereby grants you a non-exclusive, non-transferable, worldwide right to access and use the Service, solely for your own internal purposes, subject to the terms and conditions of this agreement. All rights not expressly granted to you are reserved by Groople and its licensors.

This Service is not intended for persons under 18. By using the Service, you represent that you are at least 18 or, if you are not at least 18, you have your parents’ permission to use the Service.

We may prohibit any user from using the Service in our sole discretion at any time for any reason and We are not liable for any damage or loss resulting from such prohibition.

You are responsible for all activity occurring under your User accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data.

You shall: (i) notify Groople immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to Groople immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by you or your Users; and (iii) not impersonate another Groople user or provide false identity information to gain access to or use the Service. You agree that you have and will retain sole responsibility for: (a) all data provided by user; (b) all information, instructions and materials provided by or on behalf of you in connection with the Services; and (c) the security and use of your access credentials.

You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the content in any way; (ii) modify or make derivative works based upon the Service or the content; or (iii) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.

You shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; or (v) attempt to gain unauthorized access to the Service or its related systems or networks.

Any abuse or threatened abuse of other users of the Service or of Company personnel will result in immediate account termination.

The Company’s failure to enforce or exercise a right provided in these terms is not a waiver of that right.

Should any provision of these terms be found invalid or unenforceable, the remaining terms shall still apply.

This Terms of Service constitutes the entire agreement between you and the Company and supersedes any and all previous agreements, written or oral, between you and the Company, including previous versions of the Terms of Service.

Modification to Service

The Company reserves the right to modify, suspend, or discontinue the Service for any reason, with or without notice.

General Disclaimer

The total charges for your group shall include all nightly room rates and tax recovery charges. Groople accepts no responsibility for omissions of any hotel or travel related company and disclaims liability for actual, incidental, or consequential damages caused by these entities or by Groople.

User Conduct and Submissions

Subject to the license granted below, any video, writing, comments, remarks, ideas, graphics, photographs, or other information (collectively, “Content”) communicated, uploaded or posted to the Service belongs to the person who posted such content. You may use any Content posted by you in any way without restriction. You may only use Content posted by others in the ways described in these Terms of Service.

When you upload, communicate or submit Content to Us, you grant Us a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, fully-sublicensable license to publish and use your Content. This right will continue even after you stop using the Service. In addition to the right to publish, you also grant Us under said license the following rights, without limitation: (i) the right to reproduce or copy or create derivative works thereof; (ii) the right to transfer, deliver, and sell the Content, which includes the distribution via computer and networks; (iii) the right to edit, modify, adapt, arrange, improve, correct, develop, translate, in all or in part; (iv) the right to update and/or upgrade by adding or removing; (v) the right to film, perform or post the Content in any media, and (vi) the right to use or incorporate all or any part of the Content in any of Our products or services. By posting Content you hereby waive any and all rights to be compensated by Groople for such content.

The submission of your Content on the Service is entirely voluntary, non-confidential, gratuitous, and non-committal. You acknowledge that you have read, understand, and agree to the terms enumerated below, and you further agree that these terms shall apply to any additional material previously or later submitted:

• The Content represents your own original work. You have all necessary rights to submit the Content. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed upon by Our use of the Content.

• You understand that disclosure of Content does not establish a confidential relationship or obligate Us to treat your Content (or any related materials) as secret or confidential.

• You hereby irrevocably release and forever discharge the Company and Our affiliates and subsidiaries (together, the “Released Parties”) from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall, or may have against the Released Parties or their respecting successors and assigns with respect to the Content, including without limitation in respect of how the Company and its affiliates and subsidiaries, directly or indirectly, use the Content, with the sole exception in respect of the foregoing release and discharge being your right to bring a claim of patent infringement.

• The Company has the right, but not the obligation, to remove Content that it determines in its sole discretion to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any party’s intellectual property, or that is detrimental to the quality or intended spirit of the Service. The Company also has the right, but not the obligation, to limit or revoke the use of privileges of account of anyone who posts such Content.

Reservations; Payment; Cancellation Policy

No reservation is complete until confirmed. Groople will verify with the credit/debit card company that the billing address and credit card verification number you provided is accurate and that your debit/charge will be accepted. Until such information is verified, the reservation is NOT complete and the rate could be subject to change. Groople is not responsible for (i) any transaction that is declined because an issuing company or travel provider declines a credit/debit card; (ii) any transaction that is declined because the debit/credit card billing address and/or credit card verification number cannot be verified in a timely manner; nor (iii) any changes in rate or any other charges that may occur before the reservation is complete.

You agree to be legally responsible for the purchase terms related to all of your reservations and for all charges, fees, penalties, duties, taxes, and assessments that result from your use of the Service. You are encouraged to carefully review the terms of any offer, including, but not limited to, any rate rules related to your purchase. In certain cases, Groople is not the merchant of record for transactions performed through the Service.

All amounts and fees stated or referred to in this agreement or any service order, are exclusive of taxes, duties, levies, tariffs, and other governmental charges (including, without limitation, VAT) (collectively, “Taxes”). User shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder, other than any taxes based on Groople’s net income.

The prices displayed on the site are quoted in U.S. dollars. Groople reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in their sole discretion.

Your credit card/debit card will be charged for your order when you submit payment. Groople will not process reservation charges that use an incorrect, expired, or over-the-limit credit card. If you fail to pay any fees or charges when due, services or privileges may be suspended or terminated. You shall be responsible and liable for any fees, including attorneys’ fees and collection costs, that Groople may incur in its efforts to collect any unpaid balances from you.

You agree not to use the Service to make any speculative, false, or fraudulent reservation, or for any purpose that is deemed unlawful or prohibited by law or these Terms of Service. Violators may be prosecuted to the maximum extent of the law; (ii) will not use any device, software, or routine that interferes or attempts to interfere with the normal operation of the Service; and (iii) will not perform any action that, in Groople’s discretion, imposes a burden or unreasonable load on Groople’s computers.

Groople’s cancellation policy is subject to change based on the hotels’ or any other third party’s cancellation policy. You will be advised of any cancellation charges and policy changes prior to the booking and subsequently on your contract.

All cancelations or changes must go through the Groople customer service department. You can contact the Groople service department by email at cs@groople.com or by telephone at (817) 987-9004.

No refunds shall be issued for no shows or early check-outs unless otherwise approved by Groople and the respective hotel staff.

Cancellations for Group Bookings

Group bookings require a deposit in most cases, and in some cases, full payment may be required at the time of booking. Most groups will be required to pay in full if arriving within 30 days of the booking. Any rooms that remain unpaid after the payment due date will be cancelled and be subject to a cancellation fee unless otherwise agreed to and noted on the group booking contract.

Guests and/or the group leader shall be required to provide a credit card for incidentals upon arrival to the hotel. The total charges for your reservation shall not include extra charges assessed by the hotel during your stay, including applicable hotel service fees, resort fees, charges for optional incidentals (i.e. mini-bar snacks, telephone calls, pay-per-view movies, etc.), or regulatory surcharges. The hotel will assess these fees, charges, and surcharges upon checkout unless these are specifically stated on your group booking contract.

Cancellations for Bookings Conducted Online (Immediate)

Cancellation of your group 31 days or more prior to arrival may result in no additional cancellation charge. The cancellation fee resulting from your group’s cancellation 8 to 30 days prior to your arrival will vary based on the size of your group and if any additional meeting space is booked. Cancellation of your group less than 7 days prior to arrival shall result in a cancellation charge equivalent to the total amount already deposited with Groople.

Cancellations for the Bookings Conducted through the Groople Bid Process (Future Bookings)

The bid process cancellation policy is subject to change based on the hotels’ or any other third party’s group cancellation policy. You will be advised of the group block cancellation, room cancellation, and policy changes in your group contract. By accepting the group contract, you agree that you have read the group contract and you agree to any subsequent cancellation or policy changes made in your group contract.

A reduction in the number of rooms or nights reserved 31 or more days prior to arrival may be subject to an additional charge based on the number of rooms and/or nights booked. No reductions in the number of rooms and/or nights shall be allowed within 7 days prior to arrival.

Content Posted by Third Parties

We cannot control all Content posted or provided by third parties to the Service, and We do not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service you may be exposed to Content that you may find offensive, indecent, incorrect or objectionable, and you agree that under no circumstances will Groople be liable in any way for any Content, including any errors or omissions in any Content, or any loss or damages of any kind incurred as a result of your use of any Content. Some of the information on www.Groople.com is provided by third parties and may not always be accurate due to the constantly changing nature of the data. All rates, offers, prices, and conditions of sale may be subject to and/or limited by: (a) current availability (b) change without notice; (c) advance purchase, eligibility, or other limitations; (d) travel days, dates, minimum or maximum stays, holidays, seasons or blackout dates; (e) reservation validation limitations of up to one year (if any extension permitted, penalties/restrictions may apply); and/or (f) other conditions/restrictions. You understand that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the content, integrity, and accuracy of such Content.

Other restrictions or special rules may apply, including, but not limited to: (i) an ID may be required to qualify for certain special rates, (e.g., membership in AARP); (ii) if there are more guests than the reserved room can accommodate, there may be an extra person charge, or a larger room may be required by the hotel at a higher rate than the smaller room; or (iii) your credit card may be charged immediately upon reservation of a hotel room.

Travel Destinations

Although most travel, including travel to international destinations, is completed without incident, travel to certain destinations may involve greater risk than others. Groople urges customers to review travel prohibitions, warnings, announcements, advisories issued by the United States Government prior to booking travel to international destinations. Information on conditions in various countries and the level of risk associated with travel to particular destinations can be found on www.state.gov, www.tsa.gov, www.dot.gov, www.faa.gov, www.cdc.gov, www.treas.gov/ofac and www.customs.gov.

Copyright, Ownership, and Data Security

The Company owns intellectual property rights to any protectable part of the Service, including but not limited to the design, artwork, functionality, and documentation. In addition, all software, applications, and modules (collectively, the “Software”) is considered proprietary. You may not rent, lease, sub-license, assign, or merit others to use the Software. You may not copy, modify, or reverse engineer any part of the Service owned by the Company.

The content and information on www.Groople.com including but not limited to, price, and availability of travel services) as well as the infrastructure used to provide such content and information is proprietary to us or our suppliers and providers. While you may make limited copies of your booking confirmations (and related documents) for hotel accommodations booked through this Service, you agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative from, transfer, or sell or re-sell any information, software, products or services obtained from or through this website.

THE COMPANY IS NOT LIABLE FOR ANY DAMAGES OR LOSSES RESULTING FROM THE SERVICE POSTING OR REBROADCASTING THE CONTENT IN ANY WAY INCLUDING, BUT NOT LIMITED TO: POSTING CONTENT ON WWW.GROOPLE.COM.

The Company respects the intellectual property of others. It may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who repeatedly infringe others’ rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the following information to the Company’s copyright agent:

• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

• a description of the copyrighted work or other intellectual property that you claim has been infringed;

• a description of where the material that you claim is infringing is located on the site;

• your address, telephone number, and email address;

• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

• a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on behalf of the copyright or intellectual property owner.

The company’s agent for notice of claims of copyright or other intellectual property infringement can be reached as follows: cs@Groople.com.

Groople Warranties; Disclaimers

Groople hereby represents and warrants that use of the Service as contemplated herein will not infringe on the rights of any third parties or violate any applicable laws or regulations, including, without limitation copyright, trademark and patent laws.

UNLESS EXPRESSLY SET FORTH IN THIS AGREEMENT, GROOPLE MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY MATTER, INCLUDING WITHOUT LIMITATION ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OR CONDITIONS OF NONINFRINGMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. GROOPLE DOES NOT WARRANT THE RESULTS OF THE USE OF THE SERVICE, AND ACCOUNT HOLDER ASSUMES ALL RISK AND RESPONSIBILITY WITH RESPECT THERETO.

THE HOTELS AVAILABLE THROUGH GROOPLE AND OTHER SUPPLIERS PROVIDING SERVICES ON THE SERVICE ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF GROOPLE. GROUPLE IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH SUPPLIERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THERE FROM. GROOPLE HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE OR OTHER CAUSES BEYOND GROOPLE’S DIRECT CONTROL, AND GROOPLE SHALL HAVE NO RESPONSIBILITY FOR ANY ADDITIONAL EXPENSES, OMISSIONS, DELAYS, RE-ROUTING OR ACTS OF ANY GOVERNMENT OR AUTHORITY.

BY OFFERING RESERVATIONS FOR TRAVEL PRODUCTS AND SERVICES VIA THE SERVICES, IN PARTICULAR FOR INTERNATIONAL DESTINATIONS, GROOPLE DOES NOT REPRESENT OR WARRANT THAT TRAVEL TO SUCH AREAS IS ADVISABLE OR WITHOUT RISK AND IS NOT LIABLE FOR DAMAGES OR LOSSES THAT MAY RESULT FROM TRAVEL TO SUCH DESTINATIONS.

Limitation of Liability and Damages

WHEN PERMITTED BY LAW, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SYSTEM FAILURE OR NETWORK OUTAGE, WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES THAT RESULT FROM THIS AGREEMENT, EVEN IF SUCH PARTY OR ITS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE EXTENT PERMITTED BY LAW, EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH HEREIN, IN NO EVENT WILL EITHER PARTY’S OR ITS AFFILIATES’ TOTAL LIABILITY TO THE OTHER PARTY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT (WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNTS PAID BY USER TO GROOPLE HEREUNDER.

Indemnification

You agree to indemnify and hold harmless Groople and its officers, trustees, directors, employees, agents, affiliates, third-party information providers, licensors and others involved in the Service or the delivery of products, services or information over the Service, from and against any and all liabilities, expenses, damages and costs, including reasonable attorney’s fees, arising from any violation by you of these Terms of Service or your use of the Service or any products, services or information obtained from the Service.

Dispute Resolution and Binding Arbitration.

Informal Resolution

It is Groople’s goal that the Services meet your expectations and live up to our promises to you. However, there may be instances when you feel that Groople has not fulfilled its obligations or you may have a different type of problem or dispute that needs special attention. In those instances, Groople is committed to working with you to reach a reasonable resolution that satisfies you; however, we can only do this if we know about and understand your issue. Therefore, for any problem or dispute that you may have with Groople, you acknowledge and agree that you will first give Groople an opportunity to resolve your problem or dispute. In order to initiate this dispute resolution process, you must first send us a written description of your problem or dispute within thirty (30) days of the action giving rise to the problem being performed by sending an email to cs@groople.com.

You then agree to negotiate with Groople in good faith about your problem or dispute. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after Groople’s receipt of your written description of it, you agree to arbitrate the dispute in accordance with the arbitration provisions below.

BINDING ARBITRATION

Arbitration Proceeding. Any dispute, claim or controversy arising out of or relating to these Terms of Service or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of these Terms of Service to arbitrate, shall be determined by arbitration in Dallas, Texas before three arbitrators. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules. Judgment on the Award may be entered in any court having jurisdiction. ANY ARBITRATION UNDER THESE TERMS SHALL TAKE PLACE ON AN INDIVIDUAL BASIS. CLASS ACTION AND CLASS ARBITRATIONS ARE NOT PERMITTED. YOU UNDERSTAND THAT BY AGREEING TO THESE TERMS, YOU WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

Exceptions to Arbitration. You and Groople agree that the following claims are not subject to the above provisions concerning negotiations and binding arbitration: (a) any claim seeking to enforce or protect, or concerning the validity of, any of Groople’s intellectual property rights; (b) any claim related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for claims that are within the scope of such court’s jurisdiction in lieu of arbitration.

• Limitation of Time to File Claims.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

• Governing Law

These Terms of Service are governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule. Unless provided otherwise in connection with the Arbitration provisions of these Terms of Service, any legal suit, action, or proceeding arising out of or related to these Terms of Service, the Privacy Policy, or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of Texas in each case located in Dallas County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

• Force Majeure

Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder (except for the payment of money) on account of events beyond the reasonable control of such party, which may include without limitation denial-of-service attacks, strikes (except by its own employees), shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes and material shortages (each a “Force Majeure Event”). Upon the occurrence of a Force Majeure Event, the non-performing party will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event continues and such party continues to use commercially reasonable efforts to resume performance.

• ‌Changes to the Terms of Service

We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Services thereafter. However, any changes to the dispute resolution provisions set out in Section 12 or the governing law and jurisdiction provisions in Section 14 on will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Services.

Your continued use of the Services following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

• Notice

Groople may give notice by means of a general notice on the Services or to any e-mail address of yours on record with Groople. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). Except as otherwise provided in these Terms of Service, you may give notice to Groople (such notice shall be deemed given when received by Groople) at any time by email to cs@groople.com.

• Waiver

No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.

• Severability

If any provision of these Terms of Service is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms of Service will continue in full force and effect.

• Entire Agreement

These Terms of Service and our Privacy Policy constitute the entire agreement between you and Groople with respect to the Services and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Service.

• Your Comments and Concerns

The Services are operated by Groople Texas LLC, a Texas limited liability company. All feedback, comments, requests for technical support, and other communications relating to the Site should be directed to cs@groople.com.

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