By using Picabash.com, Customer signifies acceptance of this Agreement thereby agreeing that the terms stated herein shall govern Customer’s access to and use of the Site, defined below, and the Services, defined below. This must be confirmed by checking the acceptance box of these terms and conditions located at the bottom of the Sign Up page. Picabash reserves the right to amend this Agreement from time to time without notice. All modified terms and conditions shall take effect immediately upon posting the revised Agreement to Picabash.com. Customer agrees that unless explicitly stated otherwise, any new feature that augments or enhances the Site or Services will be subject to this Agreement.
“Client, Customer or Vendor” means the party using the Site and Services being provided under the terms of this Agreement. A Client or Customer of Picabash must be at least 18 years of age and legally capable of entering into binding contracts under applicable law.
“Client Information” means the actual data reported by or on behalf of Customer. Client Information does not include how that information is arranged in the database, the means or methods used to access the same, or the compilation of that for purposes of creating or providing any information pertaining to the same. Client Information also does not include any of the software or other processes used to collect the data or, to the extent that Picabash reports or compiles the same, the software or programs used by Customer for purposes of conveying the Client Information to the database.
“Confidential Information” means any and all proprietary and confidential information of Picabash or any third party, whether written, orally, electronically, or otherwise furnished to Customer, which is related to Picabash’s business and including, but not limited to, all business information, technical know-how and trade secrets, all or part of which could or may injure or damage Picabash or any third party if disclosed to or used by, on behalf of, or for the benefit of any third party. “Confidential Information” shall also include, without limitation, the formation and structure of the Client Information within its database, the arrangement of Client Information for purposes of access to the same and the software utilized to access the same, the use and format of that software including any and all information necessary to compile and operate the software.
'Picabash' means Picabash, LLC.
'Services' shall mean those Services provided by Picabash or its Vendors, affiliates, service providers, partners and other third parties to allow Customer to use the Site, including uploading certain Client Information to allow Customer to enhance its use of the Site.
'Site' means all of the features of Picabash.com .
'Use' means to access, view, download from, or otherwise benefit from using the functionality of the Site.
Picabash uses information collected from Customer only to provide Customer access to Picabash Services. Client Information will never be sold, exchanged, transferred, or given to any other company for any reason without its consent. We do not intentionally gather information about persons who are under the age of 18.
Picabash will operate the Site and provide Services during the term of this Agreement. Customer may be able to review, update or modify certain Client Information that is stored in Customer’s user account, by logging in to “My Account” on the Site. We may ask the Customer to verify their identity before they are able to edit or delete any information. Customer’s right to delete information is subject to our records retention policies. Customers that create a user account on our Site are responsible for maintaining the confidentiality of their account password and for any other activity that occurs under their account.
Picabash makes no warranty or commitment to any functionality or features not generally available as of the date of this Agreement, including capability or compliance with Customer’s systems or operations. Picabash will use commercially reasonable efforts to make the Site available 24 hours a day, 7 days a week except for planned downtime (for which reasonable notice will be provided) or any unavailability caused by circumstances beyond Picabash’s control including but not limited to power outages, acts of God, fire, floods, acts of terror, internet service provider failures or delays or denial of service attacks.
Picabash uses various efforts intended to safeguard the security and integrity of the information on our Site, including operating a secure network and database. However, Customer understands and acknowledges that the information, Confidential, Client and otherwise, is transmitted across the Internet and through systems and operations that Picabash has no control over. Customer acknowledges and agrees that Picabash is not responsible for any communication that is delayed, lost, altered, intercepted or stored during the transmission of any data across networks not owned or operated by Picabash, including but not limited to the internet and Customer’s local network.
Picabash has established certain Community Guidelines to ensure the forums on the Site are a safe and enriching place for all users. We encourage our users to offer advice and share ideas to improve the party planning experience. Our community forum (“Community”) is primarily self-managed and self-governed and all users must conduct themselves with a high degree of integrity, decency and respect. Use of this Community is subject to the following Community Guidelines:
Picabash reserves the right to evaluate postings on a case-by-case basis and remove content that Picabash, in its sole discretion, deems to be inappropriate and/or in violation of the Community Guidelines or this Agreement.
Customer agrees that all right, title and interest in and to any and all intellectual property rights in the Site and Services are owned exclusively by Picabash. This shall include but not be limited to any changes, modifications or updates, regardless of the source of the suggestion or comment, even if originating from a Customer. The license granted to our Customers does not convey any rights except for the limited right of access to and the right to Use the Site as set forth in this Agreement.
If you are a copyright owner who believes in good faith that your copyrighted material has been reproduced, posted or distributed on the Site in a manner that constitutes copyright infringement, please send us notice of such infringement to firstname.lastname@example.org. We will terminate the Site usage privileges of users who are infringers of intellectual property rights.
Picabash may suspend or terminate your account if we suspect that you have engaged in fraudulent activity in connection with our Site, as determined by Picabash in its sole discretion. Fraudulent acts include, but are not limited to, the manipulation of the Vendor Review System.
You agree to defend, indemnify and hold Picabash, its officers, contractors, employees and agents harmless from any liability claims, damages, costs, judgments or expenses allegedly arising from, or related to, your Use or misuse of the Site and its Services, your submissions to the Site, or any violations of this Agreement, or applicable law, by you or someone accessing the Site via your account, including but not limited to any third party claims, or any other claim arising from your Use of the Site or its Services in general. The obligations set forth in this section shall survive the termination of this Agreement and your Use of the Site.
PICABASH MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THIS SITE AND/OR ANY CONTENT, DATA, SOFTWARE, MATERIALS, INFORMATION, PRODUCTS, SERVICES, AND/OR OPERATION OF THE SITE ALL OF WHICH ARE PROVIDED ON AN 'AS IS' AND 'AS AVAILABLE' BASIS. CUSTOMER EXPRESSLY AGREES THAT THE USE OF THIS SITE IS AT YOUR SOLE RISK. PICABASH EXPRESSLY DISCLAIMS ANY RESPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED THAT THE SITE WILL BE ERROR-FREE, SECURE, UNINTERRUPTED, OR VIRUS-FREE. THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ON THIS SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS.
CUSTOMER ACKNOWLEDGES THAT IT HAS NOT ENTERED INTO THIS AGREEMENT IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION IN THE DATA PROVIDED. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, PICABASH DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. THE INCLUSION OR OFFERING OF ANY PRODUCT OR SERVICE ON THIS SITE DOES NOT CONSTITUTE AN ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCT OR SERVICE.
By proceeding with this agreement, Customer agrees to waive, release, defend, indemnify and hold harmless Picabash, its agents, consultants, contractors, and employees from all liability for any and all claims, demands, damages, losses or expenses, actions, causes of action or suits in equity arising out of or resulting from the Use or inability to Use the Site or Services provided, including without limitation, negligent acts, errors or omissions of Picabash. CUSTOMER ACKNOWLEDGES THAT IT HAS CAREFULLY READ THIS PARAGRAPH AND FULLY UNDERSTANDS IT IS GIVING UP ITS RIGHT TO BRING A LEGAL ACTION OR ASSERT A CLAIM AGAINST PICABASH. Notwithstanding anything to the contrary, any damages against Picabash for any claim shall be limited to the total amount paid by Customer under this Agreement for the Use of Services.
10.1. ASSIGNMENT. Client may not assign, transfer, pledge, or otherwise dispose of this Agreement nor any interest therein without the prior written consent of Picabash, in its sole discretion. Picabash may assign this Agreement without the consent of Customer. If either party is unable to perform this Agreement due to circumstances beyond its control, e.g. Act of God, war, riot or labor strife, the performance shall be suspended until the circumstance is resolved.
10.2. WAIVER. A waiver of the specified default shall not be a waiver of any other or subsequent default. No waiver by either party of any provisions hereof shall constitute a waiver of any other matter. No failure on the part of either party to exercise, and no delay in exercising any right or remedy hereunder shall operate as a waiver thereof.
10.3. GOVERNING LAW/ARBITRATION. This Agreement shall be governed and construed in accordance with the laws of the State of Minnesota, notwithstanding any choice of law rules thereof. Any dispute, action, or suit regarding this Agreement shall be subject to binding arbitration with the American Arbitration Association under its rules and procedures. The arbitration proceedings shall be held in Hennepin County, Minnesota.
10.4. ENTIRE AGREEMENT. This Agreement constitutes the full understanding and agreement between the parties and may only be modified periodically by Picabash, in its sole discretion.
This Site Reservation and Refund Policy shall be effective upon Client’s execution of the event booking process through Picabash.
11.1. CLIENT RESPONSIBILITIES. Following Client’s completion of the event booking process, the Vendor will hold the booking open for the next 24 hours. Client must contact the Vendor directly to pay for the down payment within 24 hours. At the time of payment, please mention the Picabash Reference Code to the Vendor to receive your discount. Please note the Reference Code is unique to your transaction and should not be shared with others or it will be voided. If the down payment is not received within 24 hours of booking, the Vendor has the right to cancel your booking.
In the event that your event is happening in less than one week, the booking cannot be guaranteed until the down payment has been received by the Vendor. Any amount, including local tax that is due as a result of the balance for your event must be paid to the Vendor directly upon completion of the event.
11.2. EDIT BOOKING, CANCELLATION AND REFUND POLICY. To edit the details of your event or to cancel your booking, Client must contact the Vendor directly. Any eligible refund amount is governed by the refund policies of the Vendor, and is not subject to Picabash’s control.
11.3. DISPUTES BETWEEN CLIENT AND VENDOR. Picabash reserves the right, but has no obligation, to monitor disputes between Client and Vendor. Client agrees to release Picabash, its officers, directors, agents, affiliates, and employees from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any disputes between Client and Vendor.
This Agreement will remain in full force and effect while you Use the Site and/or its Services. You may terminate your Picabash account at any time, for any reason. Picabash may terminate your account at any time, with or without cause, by sending notice to you at the email address you provide in your account registration, or such other email address as you may later provide to Picabash. Grounds for termination of your account include but are not limited to, violation of any of the Community Guidelines, copyright infringement and fraud.
By clicking “I Agree” you warrant that:
By becoming a Picabash member, Vendor signifies acceptance of the Membership Terms thereby agreeing that the terms stated herein shall govern Vendor’s access to and use of the Site and the Services. Picabash reserves the right to amend these Membership Terms from time to time without notice. All modified terms and conditions shall take effect immediately upon posting the revised Membership Terms to Picabash.com. Vendor agrees that unless explicitly stated otherwise, any new feature that augments or enhances the Site or Services will be subject to these Membership Terms.
Picabash offers three-tiered membership levels to its Vendors. Vendors can choose between Limited, Premium and Featured membership plans. See the detailed features for each membership plan in the chart below.
|LIMITEDFree||PREMIUM$29.00 / monthly||FEATURED$39.00 / monthly|
|Unlimited client accounts|
|Business Profile Builder|
|Filtered Results||Third Section||Mid-Section||Top Section|
|SEO Keyword Search|
|Booking Management Tool|
|Detailed List of Products/Services|
|Review Management Tool|
|Social Media Traffic Builder|
In order to use the Site and Services, Vendors must execute a membership contract (the “Contract”) with Picabash regardless of the selected membership plan. All membership plans will be governed by the Contract in addition to these Membership Terms. To get started on your Picabash membership, click here.
Membership fees will be charged for Premium ($29/month) and Featured ($39/month) membership levels subject to the terms and conditions outlined in the Contract. Membership fees may be paid on a monthly or quarterly basis. Membership fees offered on the Site may vary from time to time but will be made clear prior to purchase of membership. Vendors may also have to pay any applicable local taxes. Eligibility for any discounts is ascertained at the time of purchase.
Unless otherwise specified in the Vendor Contract, your membership with Picabash will last for the term specified below.
A Premium or Featured membership will have an initial fixed term of six months (the “Term”) that commences upon execution of the Contract. Purchasing a Premium or Featured membership is a commitment to purchase the membership for one full Term, subject to the terms of Section 8 regarding Termination below. There is no minimum term for Limited memberships.
Following the initial Term, Vendor’s membership will automatically renew on a month-to-month basis unless a 30 day written notice is provided prior to the expiration of the Term by either party. In the event of a renewal or upgrade, Vendor’s Contract with Picabash will also renew and the terms and conditions set forth therein will continue to apply.
Vendor is responsible for maintaining operation of any Services offered through the Site to Vendor, including but not limited to, keeping business and contact information current, communicating with Picabash clients or prospective clients. Picabash is not responsible for the content of any contracts, communications, or interactions (the 'Interactions') between Vendor and its clients using Picabash-provided Services and shall have no liability for such Interactions. Further, Picabash is not responsible for any losses Vendor may incur as a result of relying on information provided to Vendor by Picabash clients or other third parties, whether or not such information was provided via the Site and even if Picabash was advised of the possibility of such losses.
Vendor may upgrade membership at any time by contacting Picabash. Only individuals who are authorized users of the Vendor account may request changes (including, without limitation, name changes, transfers of the account to a different entity, or termination of the account) to the Vendor membership account. Any membership upgrade will result in a new Term of membership and a pro-rated refund of the unused portion of the previous membership fee, if any, will be applied as a credit to the new contract Term.
Picabash is constantly reviewing its service offerings to strive to provide its Vendors with the best suite of options available. Picabash retains the right to revise its service offerings, including the tools made available to you, at any time.
Vendor membership is nontransferable. Any purchased membership is valid only for the Vendor who purchased the membership, and is valid only in the membership region specified at the time of purchase. Membership may not be transferred either to a different Vendor or by the same Vendor to a different region.
Vendors with a Premium or Featured membership that are in good standing may terminate their membership by giving a 30-day advanced written notice to Picabash at email@example.com and paying the membership fee for the current membership period in full. Vendors may not terminate their initial Term of membership but may terminate their membership in any subsequent monthly renewal period. If Vendor cancels after the monthly renewal period has commenced, Vendor’s membership (and billing) will continue until the beginning of the monthly renewal period.
In the event of any termination or expiration of the Term, Picabash shall retain the right to keep any and all reviews of Vendor posted on the Site as well as basic directory information of Vendor associated with such reviews, including without limitation, business name, address, and telephone number.
Vendor is solely liable for any disputes arising with other Picabash Vendors and/or Customers. Picabash reserves the right, but has no obligation, to monitor disputes between Vendor and other Vendors and/or Customers. Vendor agrees to release Picabash, its officers, directors, agents, affiliates, and employees from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any disputes between Vendor or its officers, directors, agents, affiliates, or employees, on the one hand, and any other Picabash Vendors and/or Customers, on the other hand.
If Vendor does not make timely payments according to its payment schedule, Vendor’s payment will be considered delinquent. Picabash's delinquency process is as follows: (i) Vendor account is suspended and access is revoked; (ii) Vendor has five (5) days after notification (which may include email notice) to cure and pay account balance; (iii) If nonpayment is not cured within five (5) days, Vendor’s account will be terminated and Vendor's account access will be permanently revoked; and (iv) To reinstate an account following termination, Vendor must: (a) Pay the outstanding account balance in full; and (b) Execute and pay for in full a new membership agreement.
Picabash may charge interest, in the lower amount of 2.0% per month (24% per annum) or the maximum amount allowed by law, on any unpaid account balance that Vendor maintains. Any partial payments made by Vendors will first be applied first to interest and then to the unpaid fees owed to Picabash.
If Vendor believes it has been billed incorrectly, Vendor must contact Picabash at firstname.lastname@example.org within thirty (30) days of the date on the first billing statement in which the error or problem appeared.