Terms of Service
Please read these Terms of Service (“Terms”) carefully as they contain important information about your legal rights and obligations. By accessing or using the Toolsharer Platform, you agree to comply with and be bound by these Terms.
Please note: Section 19 of these Terms contains an arbitration clause and class action waiver that applies to all Toolsharer Members. If your country of residence is the United States, this provision applies to all disputes with Toolsharer. If your country of residence is outside of the United States, this provision applies to any action you bring against Toolsharer in the United States. It affects how disputes with Toolsharer are resolved. By accepting these Terms, you agree to be bound by this arbitration clause and class action waiver. Please read it carefully.
Last Updated: November 10, 2020
Thank you for using Toolsharer!
These Terms constitute a legally binding agreement (“Agreement“) between you and Toolsharer (as defined below) governing your access to and use of the Toolsharer platform, our mobile, tablet and other smart device applications, and application program interfaces (collectively, “Application“) and all associated services (collectively, “Toolsharer Services“). The Site, Application and Toolsharer Services together are hereinafter collectively referred to as the “Toolsharer Platform”. Our renter guarantee terms, refund policy, nondiscrimination policy and other policies applicable to your use of the Toolsharer Platform are incorporated by reference into this Agreement.
When these Terms mention “Toolsharer,” “we,” “us,” or “our,” it refers to the Toolsharer company you are contracting with. If your country of residence or establishment is the United States, you are contracting with Toolsharer Operations, Inc.
If you change your country of residence or establishment, the Toolsharer company you contract with will be determined by your new country of residence or establishment as specified above, from the date on which your country of residence changes.
Any and all payment processing services through or in connection with your use of the Toolsharer Platform (“Payment Services“) are provided to you by one or more Toolsharer Payments entities (individually and collectively, as appropriate, “Toolsharer Payments“) as set out in the Payments Terms of Service (“Payments Terms“).
Members alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Tools and Ancillary Services (as defined below). For example, many cities may require members to register, get a permit or obtain a license before providing certain member Services (such as specific operating licenses or operating a vehicle). Members are alone responsible for identifying and obtaining any required licenses, permits, or registrations for any tools they offer. Certain types of tools may be prohibited from renting altogether. Penalties may include fines or other enforcement. If you have questions about how local laws apply to your Listing(s) on Toolsharer, you should always seek legal guidance.
Collection of your Personal Information
We do not collect any personal information about you unless you voluntarily provide it to us. However, you may be required to provide certain personal information to us when you elect to use certain products or services available on the Site. These may include: (a) registering for an account on our Site; (b) entering a sweepstakes or contest sponsored by us or one of our partners; (c) signing up for special offers from selected third parties; (d) sending us an email message; (e) submitting your credit card or other payment information when ordering and purchasing products and services on our Site. To wit, we will use your information for, but not limited to, communicating with you in relation to services and/or products you have requested from us. We also may gather additional personal or non-personal information in the future.
Sharing Information with Third Parties
toolsharer does not sell, rent or lease its customer lists to third parties.
toolsharer may share data with trusted partners to help perform statistical analysis, send you email or postal mail, provide customer support, or arrange for deliveries. All such third parties are prohibited from using your personal information except to provide these services to toolsharer, and they are required to maintain the confidentiality of your information.
Toolsharer may disclose your personal information, without notice, if required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the edicts of the law or comply with legal process served on toolsharer or the site; (b) protect and defend the rights or property of toolsharer; and/or (c) act under exigent circumstances to protect the personal safety of users of toolsharer, or the public.
Automatically Collected Information
Information about your computer hardware and software may be automatically collected by toolsharer. This information can include: your IP address, browser type, domain names, access times and referring website addresses. This information is used for the operation of the service, to maintain quality of the service, and to provide general statistics regarding use of the toolsharer website.
The toolsharer website may use “cookies” to help you personalize your online experience. A cookie is a text file that is placed on your hard disk by a web page server. Cookies cannot be used to run programs or deliver viruses to your computer. Cookies are uniquely assigned to you, and can only be read by a web server in the domain that issued the cookie to you.
One of the primary purposes of cookies is to provide a convenience feature to save you time. The purpose of a cookie is to tell the Web server that you have returned to a specific page. For example, if you personalize toolsharer pages, or register with toolsharer site or services, a cookie helps toolsharer to recall your specific information on subsequent visits. This simplifies the process of recording your personal information, such as billing addresses, shipping addresses, and so on. When you return to the same toolsharer website, the information you previously provided can be retrieved, so you can easily use the toolsharer features that you customized.
You have the ability to accept or decline cookies. Most Web browsers automatically accept cookies, but you can usually modify your browser setting to decline cookies if you prefer. If you choose to decline cookies, you may not be able to fully experience the interactive features of the toolsharer services or websites you visit.
This website contains links to other sites. Please be aware that we are not responsible for the content or privacy practices of such other sites. We encourage our users to be aware when they leave our site and to read the privacy statements of any other site that collects personally identifiable information.
Security of your Personal Information
Toolsharer secures your personal information from unauthorized access, use, or disclosure. Toolsharer uses the following methods for this purpose:
When personal information (such as a credit card number) is transmitted to other websites, it is protected through the use of encryption, such as the Secure Sockets Layer (SSL) protocol.
We strive to take appropriate security measures to protect against unauthorized access to or alteration of your personal information. Unfortunately, no data transmission over the Internet or any wireless network can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that: (a) there are security and privacy limitations inherent to the Internet which are beyond our control; and (b) security, integrity, and privacy of any and all information and data exchanged between you and us through this Site cannot be guaranteed.
Children Under Thirteen
Toolsharer does not knowingly collect personally identifiable information from children under the age of thirteen. If you are under the age of thirteen, you must ask your parent or guardian for permission to use this website.
From time to time, Toolsharer may contact you via email for the purpose of providing announcements, promotional offers, alerts, confirmations, surveys, and/or other general communication. In order to improve our Services, we may receive a notification when you open an email from toolsharer or click on a link therein.
If you would like to stop receiving marketing or promotional communications via email from toolsharer, you may opt out of such communications by [email protected]
External Data Storage Sites
We may store your data on servers provided by third party hosting vendors with whom we have contracted.
Changes to this Statement
Toolsharer welcomes your questions or comments regarding this Statement of Privacy. If you believe that toolsharer has not adhered to this Statement, please contact toolsharer here
Table of Contents
- Scope of Toolsharer Services
- Eligibility, Using the Toolsharer Platform, Member Verification
- Modification of these Terms
- Account Registration
- Service Fees
- Terms specific for Members
- Booking Tools
- Booking Modifications, Cancellations and Refunds, Resolution Center
- Ratings and Reviews
- Damage to Equipment, Disputes between Members
- Rounding off, Currency conversion
- Prohibited Activities
- Term and Termination, Suspension and other Measures
- Dispute Resolution
- Applicable Law and Jurisdiction
- General Provisions
1. Scope of Toolsharer Services
1.1 The Toolsharer Platform is an online marketplace that enables registered users (“Members”) and certain third parties who offer construction equipment including tools (Members and third parties who offer tools are “Renters” and the equipment they offer are “tools”) to publish such tools on the Toolsharer Platform (“Tools”) and to communicate and transact directly with other Members seeking to book such tools (Members using tools are “users”). Tools may include the offering of specialty equipment and by accessing the platform you warrant your ability and/or expertise in using any item rented including the use of any optional or mandated safety equipment provided with tools or at your own expense.
1.2 As the provider of the Toolsharer Platform, Toolsharer does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any tools. Members alone are responsible for their Tools and any ancillary services. When Members make or accept a booking, they are entering into a contract directly with each other. Toolsharer is not and does not become a party to or otherwise participate in any contractual relationship between Members, nor is Toolsharer a real estate broker or insurer. Toolsharer is not acting as an agent in any capacity for any Member, except as specified in the Payments Terms.
1.3 While we may help facilitate the resolution of disputes, Toolsharer has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Tools or Member Services, (ii) the truth or accuracy of any Tool descriptions, Ratings, Reviews, or other Member Content (as defined below), or (iii) the performance or conduct of any Member or third party. Toolsharer does not endorse any Member, Tool or Member Services. Any references to a Member being “verified” (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by Toolsharer about any Member, including of the Member’s identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to rent a tool from another member, accept a booking request from a user, or communicate and interact with other Members, whether online or in person. Verified Images (as defined below) are intended only to indicate a photographic representation of a Tool at the time the photograph was taken, and are therefore not an endorsement by Toolsharer of any Member or Tool.
1.4 If you choose to use the Toolsharer Platform as a Member (as defined below), your relationship with Toolsharer is limited to being an independent, third-party contractor, and not an employee, agent, joint-venturer or partner of Toolsharer for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Toolsharer. Toolsharer does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of the Tools. You acknowledge and agree that you have complete discretion whether to list Tools or otherwise engage in other business or employment activities.
1.5 To promote the Toolsharer Platform and to increase the exposure of Listings to other users, Listings and other Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Listings and other Member Content may be translated, in whole or in part, into other languages. Toolsharer cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. The Toolsharer Platform may contain translations powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.
1.6 The Toolsharer Platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. Toolsharer is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by Toolsharer of such Third-Party Services.
1.7 Due to the nature of the Internet, Toolsharer cannot guarantee the continuous and uninterrupted availability and accessibility of the Toolsharer Platform. Toolsharer may restrict the availability of the Toolsharer Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Toolsharer Platform. Toolsharer may improve, enhance and modify the Toolsharer Platform and introduce new Toolsharer Services from time to time.
2. Eligibility, Using the Toolsharer Platform, Member Verification
2.1 In order to access and use the Toolsharer Platform or register a Toolsharer Account you must be an individual at least 18 years old or a duly organized, validly existing business, organization or other legal entity in good standing under the laws of the country you are established and able to enter into legally binding contracts.
2.2 Toolsharer may make access to and use of the Toolsharer Platform, or certain areas or features of the Toolsharer Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or a Member’s booking and cancellation history.
2.3 User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Member’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Members to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Members, (ii) screen Members against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify a Member, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
2.4 The access to or use of certain areas and features of the Toolsharer Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions, before you can access the relevant areas or features of the Toolsharer Platform. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Toolsharer Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise in the latter terms and conditions. 2.6 If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement. Some areas of the Toolsharer Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service
3. Modification of these Terms
Toolsharer reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the Toolsharer Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the Toolsharer Platform will constitute acceptance of the revised Terms.
4. Account Registration
4.1 You must register an account (“Toolsharer Account“) to access and use certain features of the Toolsharer Platform, such as publishing or booking a Listing. If you are registering a Toolsharer Account for a business, organization or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2 You can register a Toolsharer Account using an email address and creating a password, or through your account with certain third-party social networking services, such as Facebook or Google (“SNS Account“). You have the ability to disable the connection between your Toolsharer Account and your SNS Account at any time, by accessing the “Settings” section of the Toolsharer Platform.
4.3 You must provide accurate, current and complete information during the registration process and keep your Toolsharer Account and public Toolsharer Account profile page information up-to-date at all times.
4.4 You may not register more than one (1) Toolsharer Account unless Toolsharer authorizes you to do so. You may not assign or otherwise transfer your Toolsharer Account to another party.
4.5 You are responsible for maintaining the confidentiality and security of your Toolsharer Account credentials and may not disclose your credentials to any third party. You must immediately notify Toolsharer if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Toolsharer Account. You are liable for any and all activities conducted through your Toolsharer Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
4.6 Toolsharer may enable features that allow you to authorize other Members or certain third parties to take certain actions that affect your Toolsharer Account. For example, we may enable Members to link their Toolsharer Accounts to businesses and take actions for those businesses, we may enable eligible Members or certain third parties to book Listings on behalf of other Members, or we may enable tool owners to add other Members as Co-managers (as defined below) to help manage their Listings. These features do not require that you share your credentials with any other person. No third party is authorized by Toolsharer to ask for your credentials, and you shall not request the credentials of another Member.
5.1 Toolsharer may, at its sole discretion, enable Members to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Toolsharer Platform (“Member Content“); and (ii) access and view Member Content and any content that Toolsharer itself makes available on or through the Toolsharer Platform, including proprietary Toolsharer content and any content licensed or authorized for use by or through Toolsharer from a third party (“Toolsharer Content” and together with Member Content, “Collective Content“).
5.2 The Toolsharer Platform, Toolsharer Content, and Member Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the Toolsharer Platform and Toolsharer Content, including all associated intellectual property rights, are the exclusive property of Toolsharer and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Toolsharer Platform, Toolsharer Content or Member Content. All trademarks, service marks, logos, trade names, and any other source identifiers of Toolsharer used on or in connection with the Toolsharer Platform and Toolsharer Content are trademarks or registered trademarks of Toolsharer in the United States and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Toolsharer Platform, Toolsharer Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
5.3 You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Toolsharer Platform or Collective Content, except to the extent you are the legal owner of certain Member Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Toolsharer or its licensors, except for the licenses and rights expressly granted in these Terms.
5.4 Subject to your compliance with these Terms, Toolsharer grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view any Collective Content made available on or through the Toolsharer Platform and accessible to you, solely for your personal and non-commercial use.
5.6 Toolsharer may offer members the option of having professional photographers take photographs of their Tools, which are made available by the photographer to Members to include in their Listings with or without a watermark or tag bearing the words “Toolsharer.com Verified Photo” or similar wording (“Verified Images“). You are responsible for ensuring that your Listing is accurately represented in the Verified Images and you will stop using the Verified Images on or through the Toolsharer Platform if they no longer accurately represent your Listing, if you stop hosting the tools featured, or if your Toolsharer Account is terminated or suspended for any reason. You acknowledge and agree that Toolsharer shall have the right to use any Verified Images in accordance with Section 5.5 for advertising, marketing and/or any other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation to you. Where Toolsharer is not the exclusive owner of Verified Images, by using such Verified Images on or through the Toolsharer Platform, you grant to Toolsharer an exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to use such Verified Images for advertising, marketing and/or any other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation to you. Toolsharer in turn grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use Verified Images outside of the Toolsharer Platform solely for your personal and non-commercial use.
5.7 You are solely responsible for all Member Content that you make available on or through the Toolsharer Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available on or through the Toolsharer Platform or you have all rights, licenses, consents and releases that are necessary to grant to Toolsharer the rights in and to such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Toolsharer’s use of the Member Content (or any portion thereof) as contemplated under these Terms will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
5.8 You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates any Toolsharer policy. Toolsharer may, without prior notice, remove or disable access to any Member Content that Toolsharer finds to be in violation of applicable law, or otherwise may be harmful or objectionable to Toolsharer, its Members, third parties, or property.
5.9 Toolsharer respects copyright law and expects its Members to do the same. If you believe that any content on the Toolsharer Platform infringes copyrights you own, please notify us.
6. Service Fees
6.1 Toolsharer may charge fees to Members (“Member Fees“) and/or users (“User Fees“) (collectively, “Service Fees“) in consideration for the use of the Toolsharer Platform. More information about when Service Fees apply and how they are calculated can be found on our Services Fees page.
6.2 Any applicable Service Fees (including any applicable Taxes) will be displayed to a Member or User prior to publishing or booking a Listing. Toolsharer reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective. Such fee changes will not affect any bookings made prior to the effective date of the fee change.
6.3 You are responsible for paying any Service Fees that you owe to Toolsharer. The applicable Service Fees (including any applicable Taxes) are collected by Toolsharer Payments. Toolsharer Payments will deduct any Member Fees from the Listing Fee before remitting the payout to the Member. Any User Fees are included in the Total Fees collected by Toolsharer Payments. Except as otherwise provided on the Toolsharer Platform, Service Fees are non-refundable.
7. Terms specific for Members
7.1 Terms applicable to all Listings
7.1.1 When adding tools and/or equipment for rent through the Toolsharer Platform you must (i) provide complete and accurate information about your item (such as listing description, location, and calendar availability), (ii) disclose any deficiencies, restrictions (such as hours of use included) and requirements that apply (such as any minimum age, proficiency or licencing requirements) and (iii) provide any other pertinent information requested by Toolsharer. You are responsible for keeping your Listing information (including calendar availability) up-to-date at all times.
7.1.2 You are solely responsible for setting a price (including any Taxes if applicable, or charges) for your Listing (“Listing Fee”). Once a User requests a booking of your Listing, you may not request that the User pays a higher price than in the booking request.
7.1.3 Any terms and conditions included in your Listing, in particular in relation to cancellations, must not conflict with these Terms or the relevant cancellation policy for your Listing.
7.1.4 Pictures, animations or videos (collectively, “Images“) used in your Listings must accurately reflect the quality and condition of your equipment. Toolsharer reserves the right to require that Listings have a minimum number of Images of a certain format, size and resolution.
7.1.5 The placement and ranking of Listings in search results on the Toolsharer Platform may vary and depend on a variety of factors, such as User search parameters and preferences, Owner requirements, price and calendar availability, number and quality of Images, customer service and cancellation history, Reviews and Ratings, type of, and/or ease of booking. More information about the factors that determine how your Listing appears in search results can be found on our help center.
7.1.6 When you accept or have pre-approved a booking request by a User, you are entering into a legally binding agreement with the User and are required to provide your Tool(s) to the User as described in your Listing when the booking request is made. You also agree to pay the applicable Member Fee and any applicable Taxes.
7.1.7 Toolsharer recommends that owners obtain appropriate insurance for their tools. Toolsharer has global tool protection with limitations. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Users (and the individuals the User has booked for, if applicable) while using your Tools or equipment.
7.2 Listing Tools
7.2.1 Unless expressly allowed by Toolsharer, you may not list more than one Tool per Listing.
7.2.2 If you choose to require a security deposit for your Tool, you must specify this in your Listing (“Security Deposit“). Members are not allowed to ask for a Security Deposit (i) after a booking has been confirmed or (ii) outside of the Toolsharer Platform.
7.2.3 You represent and warrant that any Listing you post and the booking of, or a User’s use of your Tool, will (i) not breach any agreements you have entered into with any third parties, such as homeowners association, condominium, or other agreements, and (ii) comply with all applicable laws (such as zoning laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As a Member, you are responsible for your own acts.
7.2.4 Subject to meeting any requirements (such as completing any verification processes) set by Toolsharer and/or the Tool Owner, you can book a Listing on the Toolsharer Platform by following the respective booking process. All applicable fees, including the Listing Fee, Security Deposit (if applicable), renter Fee and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to booking a Listing. You agree to pay the Total Fees for any booking requested in connection with your Toolsharer Account.
7.2.5 Upon receipt of a booking confirmation from Toolsharer, a legally binding agreement is formed between you and the Member, subject to any additional terms and conditions of the Tool Owner that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. Toolsharer Payments will collect the Total Fees at the time of the booking request or upon the Tool Owner’s confirmation pursuant to the Payments Terms. For certain bookings, Users may be required to pay or have the option to pay in multiple installments.
7.2.6 If you book a Member Service on behalf of additional Users, you are required to ensure that every additional renter meets any requirements set by the owner, and is made aware of and agrees to these Terms and any terms and conditions, rules and restrictions set by the Member.
8. Booking Tools
8.1.1 You understand that a confirmed booking of any Tool or Equipment (“Booking”) is a limited license granted to you by the Member to collect, use and return the item for the duration of your booking, during which time you are responsible solely for the proper care of and maintenance, in accordance with your agreement with the Member.
8.1.2 You agree to return the Tool no later than the return time that the Member specifies in the Listing or such other time as mutually agreed upon between you and the Member. If you do not return the Tool at the agreed time without the Tool Owner’s consent (“OverBooking”), you no longer have a license to use the Tool and the Member is entitled to make restitutions in a manner consistent with applicable law. In addition, you agree to pay, if requested by the Member, for each twenty-four (24) hour period (or any portion thereof) that you OverBook, an additional Daily fee of up to two (2) times the average Daily Listing Fee originally paid by you to cover the inconvenience suffered by the Member, plus all applicable User Fees, Taxes, and any legal expenses incurred by the Tool Owner to return the Tool (collectively, “OverBooking Fees“). OverBooking Fees for late Returns on the return date that do not impact upcoming bookings may be limited to the additional costs incurred by the Member as a result of such OverBooking. If you OverBook a Tool, you authorize Toolsharer (via Toolsharer Payments) to charge you to collect OverBooking Fees. A Security Deposit, if required by a Tool Owner
, may be applied to any OverBooking Fees due for a User’s OverBooking.
9. Booking Modifications, Cancellations and Refunds, Resolution Center
9.1 Members and Users are responsible for any modifications to a booking that they make via the Toolsharer Platform or direct Toolsharer customer service to make (“Booking Modifications“), and agree to pay any additional Listing Fees, Member Fees or User Fees and/or Taxes associated with such Booking Modifications.
9.2 Users can cancel a confirmed booking at any time pursuant to the Listing’s cancellation policy set by the Member, and Toolsharer will refund the amount of the Total Fees due to the User in accordance with such cancellation policy. Unless extenuating circumstances exist, any portion of the Total Fees due to the Member under the applicable cancellation policy will be remitted to the Tool Owner by Toolsharer Payments pursuant to the Payments Terms.
9.3 If a Member cancels a confirmed booking, the renter will receive a full refund of the Total Fees for such booking. In some instances, Toolsharer may allow the User to apply the refund to a new booking, in which case Toolsharer Payments will credit the amount against the User’s subsequent booking at the User’s direction. Further, Toolsharer may publish an automated review on the Listing cancelled by the Tool Owner indicating that a booking was cancelled. In addition, Toolsharer may (i) keep the calendar for the Listing unavailable or blocked for the dates of the cancelled booking, and/or (ii) impose a cancellation fee, unless the Member has a valid reason for cancelling the booking pursuant to Toolsharer’s Extenuating Circumstances Policy or has legitimate concerns about the User’s behavior.
9.4 In certain circumstances, Toolsharer may decide, in its sole discretion, that it is necessary to cancel a pending or confirmed booking and initiate corresponding refunds and payouts. This may be for reasons set forth in Toolsharer’s Extenuating Circumstances Policy or (i) where Toolsharer believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to Toolsharer, other Members, third parties or property, or (ii) for any of the reasons set out in these Terms.
9.5 If a User who books equipment suffers an Issue as defined in the renter Refund Policy, Toolsharer may determine, in its sole discretion, to refund the renter part or all of the Total Fees in accordance with the User Refund Policy.
9.6 If a User or Toolsharer cancels a confirmed booking, and the renter receives a refund in accordance with the renter Refund Policy, User Refund Policy, Extenuating Circumstances Policy, or the applicable cancellation policy set by the Tool Owner and mentioned in the Listing, after the Tool Owner has already been paid, Toolsharer Payments will be entitled to recover the amount of any such refund from the Member, including by subtracting such refund amount out from any future Payouts due to the Member.
9.7 Except as otherwise set out in these Terms, Members may use the Resolution Center to send or request money for refunds, additional Tool Owner Services or Damage Claims related to bookings. You agree to pay all amounts sent through the Resolution Center in connection with your Toolsharer Account, and Toolsharer Payments will handle all such payments.
10. Ratings and Reviews
10.1 Within a certain timeframe after completing a booking, Users and Members can leave a public review (“Review”) and submit a star rating (“Rating”) about each other. Ratings or Reviews reflect the opinions of individual Members and do not reflect the opinion of Toolsharer. Ratings and Reviews are not verified by Toolsharer for accuracy and may be incorrect or misleading.
10.2 Ratings and Reviews by Users and Members must be accurate and may not contain any offensive or defamatory language. Ratings and Reviews are subject to Section 5 and must comply with Toolsharer’s content policies.
10.3 Members are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party to write a positive or negative Review about another Member.
10.4 Ratings and Reviews are part of a Member’s public profile and may also be surfaced elsewhere on the Toolsharer Platform (such as the Listing page) together with other relevant information such as number of bookings, number of cancellations, average response time and other information.
11. Damage to Tools and Equipment, Disputes between Members
11.1 As a User, you are responsible for returning the rented Tool/Equipment (including any safety equipment and accessories) in the condition it was in when you booked it. You are responsible for your own acts and omissions.
11.2 If a Member claims and provides evidence that you as a User have damaged a Tool or any personal or other property at an Accommodation (“Damage Claim“), the Tool Owner can seek payment from you through the Resolution Center. If a Member escalates a Damage Claim to Toolsharer, you will be given an opportunity to respond. If you agree to pay the Member, or Toolsharer determines in its sole discretion that you are responsible for the Damage Claim, Toolsharer via Toolsharer Payments will, after the end of your Booking, collect any such sums from you and/or against the Security Deposit (if applicable) required to cover the Damage Claim pursuant to the Payments Terms. Toolsharer also reserves the right to otherwise collect payment from you and pursue any remedies available to Toolsharer in this regard in situations in which you are responsible for a Damage Claim, including, but not limited to, in relation to any payment requests made by Members under the Toolsharer Member Guarantee
11.3 Members agree to cooperate with and assist Toolsharer in good faith, and to provide Toolsharer with such information and take such actions as may be reasonably requested by Toolsharer, in connection with any Damage Claims or other complaints or claims made by Members relating to Tool damages. A Member shall, upon Toolsharer’s reasonable request and at no cost to the Member, participate in mediation or a similar resolution process with another Member, which process will be conducted by Toolsharer or a third party selected by Toolsharer or its insurer, with respect to losses for which a Member is requesting payment from Toolsharer (including but not limited to payments under the Toolsharer Tool Owner Guarantee)
11.4 If you are a User, you understand and agree that Toolsharer may make a claim under your personal or business insurance policy related to any damage or loss that you may have caused, or been responsible for, to any personal or other property (including an Accommodation) of the Tool Owner (including without limitation amounts paid by Toolsharer under the Toolsharer Tool Owner Guarantee). You agree to cooperate with and assist Toolsharer in good faith, and to provide Toolsharer with such information as may be reasonably requested by Toolsharer, to make a claim under your homeowner’s, renter’s or other insurance policy, including, but not limited to, executing documents and taking such further acts as Toolsharer may reasonably request to assist Toolsharer in accomplishing the foregoing.
12. Rounding off
Toolsharer generally supports payment amounts that are payable from or to Members or Users to the smallest unit supported by a given currency (i.e., U.S. cents, Euro cents or other supported currencies). Where Toolsharer’s third-party payment services provider does not support payments in the smaller unit supported by a given currency, Toolsharer may, in its sole discretion, round up or round down the displayed amounts that are payable from or to renters or owners to the nearest whole functional base unit in which the currency is denominated (i.e. to the nearest dollar, Euro or other supported currency); for example, Toolsharer may round up an amount of $101.50 to $102.00, and round down an amount of $101.49 to $101.00.
13.1 As a Member you are solely responsible for determining your obligations to report, collect, remit or include in your Listing Fees any applicable VAT or other indirect sales taxes, tax, taxes or income taxes (“Taxes“).
13.2 Tax regulations may require us to collect appropriate Tax information from Members, or to withhold Taxes from payouts to Members, or both. If a Member fails to provide us with the required documentation under applicable law (e.g., a tax number) that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to withhold payouts up to the tax-relevant amount as required by law, until resolution.
13.3 You understand that any appropriate governmental agency, department and/or authority (“Tax Authority“) where your Equipment is located may require Taxes to be collected from renters or owners on Listing Fees, and to be remitted to the respective Tax Authority. The laws in jurisdictions may vary, but these Taxes may be required to be collected and remitted as a percentage of the Booking Fees set by Members, a set amount per day, or other variations.
13.4 In certain jurisdictions, Toolsharer may decide in its sole discretion to facilitate collection and remittance of Taxes from or on behalf of Members or Users, in accordance with these Terms (“Collection and Remittance“) if such jurisdiction asserts Toolsharer or Members have an Occupancy Tax collection and remittance obligation. In any jurisdiction in which we decide to facilitate direct Collection and Remittance, you hereby instruct and authorize Toolsharer (via Toolsharer Payments) to collect Taxes from renters on the Tool Owner’s behalf at the time Listing Fees are collected, and to remit such Taxes to the Tax Authority. In other jurisdictions Toolsharer may decide in its sole discretion to collect Taxes and remit such Taxes to eligible and qualifying owners, based on tax information supplied by the Member, for ultimate reporting and remittance by such Member to the Tax Authority (“Pass-Through Tax Feature”). Such Members using the Pass-Through Tax Feature will be solely responsible for informing Toolsharer about the correct Tax amount to be collected from the User in accordance with applicable law and directly remitting the Taxes to the relevant Tax Authority. Toolsharer does not assume any liability for the failure of a participating Tool Owner to comply with any applicable tax reporting or remittance obligations.
13.5 You agree that any claim or cause of action relating to Toolsharer’s facilitation of Collection and Remittance of Taxes shall not extend to any supplier or vendor that may be used by Toolsharer in connection with facilitation of Collection and Remittance, if any. Renters and owners agree that we may seek additional amounts from you in the event that the Taxes collected and/or remitted are insufficient to fully discharge your obligations to the Tax Authority, and agree that your sole remedy for Occupancy Taxes collected is a refund of Occupancy Taxes collected by Toolsharer from the applicable Tax Authority in accordance with applicable procedures set by that Tax Authority.
13.6 Toolsharer reserves the right, with prior notice to Members, to cease the Collection and Remittance in any jurisdiction for any reason at which point Members and Users are once again solely responsible and liable for the collection and/or remittance of any and all Taxes that may apply to Accommodations in that jurisdiction.
14. Prohibited Activities
14.1 You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Toolsharer Platform. In connection with your use of the Toolsharer Platform, you will not and will not assist or enable others to:
- breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms, Policies or Standards;
- use the Toolsharer Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Toolsharer endorsement, partnership or otherwise misleads others as to your affiliation with Toolsharer;
- use the Toolsharer Platform in connection with the distribution of unsolicited commercial messages (“spam”);
- offer, as a Member, any Equipment that you do not yourself own or have permission to make available as a tool or other item through the Toolsharer Platform;
- unless Toolsharer explicitly permits otherwise, book any Equipment if you will not actually be using the item or Services yourself;
- contact another Member for any purpose other than asking a question related to your own booking, Listing, or the Member’s use of the Toolsharer Platform, including, but not limited to, recruiting or otherwise soliciting any Member to join third-party services, applications or websites, without our prior written approval;
- use the Toolsharer Platform to request, make or accept a booking independent of the Toolsharer Platform, to circumvent any Service Fees or for any other reason;
- request, accept or make any payment for Listing Fees outside of the Toolsharer Platform or Toolsharer Payments. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold Toolsharer harmless from any liability for such payment;
- discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any violent, harmful, abusive or disruptive behavior;
- use, display, mirror or frame the Toolsharer Platform or Collective Content, or any individual element within the Toolsharer Platform, Toolsharer’s name, any Toolsharer trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Toolsharer Platform, without Toolsharer’s express written consent;
- dilute, tarnish or otherwise harm the Toolsharer brand in any way, including through unauthorized use of Collective Content, registering and/or using Toolsharer or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Toolsharer domains, trademarks, taglines, promotional campaigns or Collective Content;
- use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the Toolsharer Platform for any purpose;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Toolsharer or any of Toolsharer’s providers or any other third party to protect the Toolsharer Platform;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Toolsharer Platform;
- take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Toolsharer Platform;
- export, re-export, import, or transfer the Application except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
- violate or infringe anyone else’s rights or otherwise cause harm to anyone.
14.2 You acknowledge that Toolsharer has no obligation to monitor the access to or use of the Toolsharer Platform by any Member or to review, disable access to, or edit any Member Content, but has the right to do so to (i) operate, secure and improve the Toolsharer Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Member Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Members agree to cooperate with and assist Toolsharer in good faith, and to provide Toolsharer with such information and take such actions as may be reasonably requested by Toolsharer with respect to any investigation undertaken by Toolsharer or a representative of Toolsharer regarding the use or abuse of the Toolsharer Platform.
14.3 If you feel that any Member you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Toolsharer by contacting us with your police station and report number (if available). You agree that any report you make will not obligate us to take any action (beyond that required by law, if any).
15. Term and Termination, Suspension and other Measures
15.1 This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or Toolsharer terminate the Agreement in accordance with this provision.
15.2 You may terminate this Agreement at any time by sending us an email. If you cancel your Toolsharer Account as a Member, any confirmed booking(s) will be automatically cancelled and Booking Users will receive a full refund. If you cancel your Toolsharer Account as a User, any confirmed booking(s) will be automatically cancelled and any refund will depend upon the terms of the Booking’s cancellation policy.
15.3 Without limiting our rights specified below, Toolsharer may terminate this Agreement for convenience at any time by giving you thirty (30) days’ notice via email to your registered email address.
15.4 Toolsharer may immediately, without notice, terminate this Agreement and/or stop providing access to the Toolsharer Platform if (i) you have materially breached your obligations under these Terms, the Payments Terms, our Policies or Standards, (ii) you have violated applicable laws, regulations or third party rights, or (iii) Toolsharer believes in good faith that such action is reasonably necessary to protect the personal safety or property of Toolsharer, its Members, or third parties (for example in the case of fraudulent behavior of a Member).
15.5 In addition, Toolsharer may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, our Policies or Standards, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Toolsharer Account registration, Listing process or thereafter, (iv) you and/or your Listings or Tool Owner Services at any time fail to meet any applicable quality or eligibility criteria, (v) you have repeatedly received poor Ratings or Reviews or Toolsharer otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed bookings or failed to respond to booking requests without a valid reason, or (vii) Toolsharer believes in good faith that such action is reasonably necessary to protect the personal safety or property of Toolsharer, its Members, or third parties, or to prevent fraud or other illegal activity:
- refuse to surface, delete or delay any Listings, Ratings, Reviews, or other Member Content;
- cancel any pending or confirmed bookings;
- limit your access to or use of the Toolsharer Platform;
- temporarily or permanently revoke any special status associated with your Toolsharer Account;
- temporarily or in case of severe or repeated offenses permanently suspend your Toolsharer Account and stop providing access to the Toolsharer Platform.
In case of non-material breaches and where appropriate, you will be given notice of any intended measure by Toolsharer and an opportunity to resolve the issue to Toolsharer’s reasonable satisfaction.
15.6 If we take any of the measures described above (i) we may refund your Renters in full for any and all confirmed bookings that have been cancelled, irrespective of pre-existing cancellation policies, and (ii) you will not be entitled to any compensation for pending or confirmed bookings that were cancelled.
15.7 When this Agreement has been terminated, you are not entitled to a restoration of your Toolsharer Account or any of your Member Content. If your access to or use of the Toolsharer Platform has been limited or your Toolsharer Account has been suspended or this Agreement has been terminated by us, you may not register a new Toolsharer Account or access and use the Toolsharer Platform through a Toolsharer Account of another Member.
15.8 Sections 5 and 16 to 22 of these Terms shall survive any termination or expiration of this Agreement.
If you choose to use the Toolsharer Platform or Collective Content, you do so voluntarily and at your sole risk. The Toolsharer Platform and Collective Content is provided “as is”, without warranty of any kind, either express or implied.
You agree that you have had whatever opportunity you deem necessary to investigate the Toolsharer Services, laws, rules, or regulations that may be applicable to your Listings and/or Tool Owner Services you are receiving and that you are not relying upon any statement of law or fact made by Toolsharer relating to a Listing.
If we choose to conduct identity verification or background checks on any Member, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Member or guarantee that a Member will not engage in misconduct in the future.
You agree that some Tools, and the use thereof, may carry inherent risk, and by booking such items, you choose to assume those risks voluntarily. For example, some Tools may carry risk of bodily injury, disability, or death, and you freely and wilfully assume those risks by choosing to book and use tools using Toolsharer. You assume full responsibility for the choices you make before, during and after your Booking including all travel related to collecting and returning a tool subject to the terms in our Bookings policy. You are solely responsible for your own safety and the safety of those around you and to the maximum extent permitted by law, you agree to release and hold harmless Toolsharer from all liabilities and claims that arise in any way from any injury, death, loss or harm that occurs Yourself or anyone around you during the time of the booking.
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Toolsharer Platform and Collective Content, your publishing or booking of any Listing via the Toolsharer Platform, your use of any Tool or use of any other Member Service, or any other interaction you have with other Members whether in person or online remains with you. Neither Toolsharer nor any other party involved in creating, producing, or delivering the Toolsharer Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the Toolsharer Platform or Collective Content, (iii) from any communications, interactions or meetings with other Members or other persons with whom you communicate, interact or meet with as a result of your use of the Toolsharer Platform, or (iv) from your publishing or booking of a Listing, including the provision or use of a Listing’s Tool Owner Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Toolsharer has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable owners pursuant to these Terms or an approved payment request under the Toolsharer protection Guarantee, in no event will Toolsharer’s aggregate liability arising out of or in connection with these Terms and your use of the Toolsharer Platform including, but not limited to, from your publishing or booking of any Listings via the Toolsharer Platform, or from the use of or inability to use the Toolsharer Platform or Collective Content and in connection with any Event,other Tool Owner Service, the Group Payment Service, or interactions with any other Members, exceed the amounts you have paid or owe for bookings via the Toolsharer Platform as a Renter in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Tool Owner, the amounts paid by Toolsharer to you in the twelve (12) month period prior to the event giving rise to the liability, or one hundred U.S. dollars (US$100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Toolsharer and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you. If you reside outside of the U.S., this does not affect Toolsharer’s liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.
To the maximum extent permitted by applicable law, you agree to release, defend (at Toolsharer’s option), indemnify, and hold Toolsharer and its affiliates and subsidiaries, including but not limited to, Toolsharer Payments, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our Policies or Standards, (ii) your improper use of the Toolsharer Platform or any Toolsharer Services, (iii) your interaction with any Member, use of any Tool, Equipment or ancillary service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, participation or use, (iv) Toolsharer’s Collection and Remittance of Occupancy Taxes, or (v) your breach of any laws, regulations or third party rights.
19. Dispute Resolution and Arbitration Agreement
19.1 This Dispute Resolution and Arbitration Agreement shall apply if your (i) country of residence or establishment is in the United States; or (ii) your country of residence or establishment is not in the United States, but bring any claim against Toolsharer in the United States (to the extent not in conflict with Section 21).
19.2 Overview of Dispute Resolution Process. Toolsharer is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom Section 19.1 applies: (1) an informal negotiation directly with Toolsharer’s customer service team, and (2) a binding arbitration administered by the American Arbitration Association (“AAA”) using its specially designed Consumer Arbitration Rules (as modified by this Section 19 and except as provided in Section 19.6). Specifically, the Consumer Arbitration Rules provide:
- Claims can be filed with AAA online (www.adr.org);
- Arbitrators must be neutral and no party may unilaterally select an arbitrator;
- Arbitrators must disclose any bias, interest in the result of the arbitration, or relationship with any party;
- Parties retain the right to seek relief in small claims court for certain claims, at their option;
- The initial filing fee for the consumer is capped at $200;
- The consumer gets to elect the hearing location and can elect to participate live, by phone, video conference, or, for claims under $25,000, by the submission of documents;
- The arbitrator can grant any remedy that the parties could have received in court to resolve the party’s individual claim.
19.3 Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and Toolsharer each agree to notify the other party of the dispute and attempt to negotiate an informal resolution to it first. We will contact you at the email address you have provided to us; you can contact Toolsharer’s customer service team by emailing us. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA and the written Demand for Arbitration (available at www.adr.org) provided to the other party, as specified in the AAA Rules.
19.4 Agreement to Arbitrate. You and Toolsharer mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or to the use of the Toolsharer Platform, the Tool Owner Services, the Group Payment Service, or the Collective Content (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Toolsharer agree that the arbitrator will decide that issue.
19.5 Exceptions to Arbitration Agreement. You and Toolsharer each agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction: (i) Any claim related to actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) Any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack).
19.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules“) then in effect, except as modified here. The AAA Rules are available at www.adr.org or by calling the AAA at 1–800–778–7879.
19.7 Modification to AAA Rules – Arbitration Hearing/Location. In order to make the arbitration most convenient to you, Toolsharer agrees that any required arbitration hearing may be conducted, at your option, (a) in the county where you reside; (b) in San Francisco County; (c) in any other location to which you and Toolsharer both agree; (d) via phone or video conference; or (e) for any claim or counterclaim under $25,000, by solely the submission of documents to the arbitrator.
19.8 Modification of AAA Rules – Attorney’s Fees and Costs. You and Toolsharer agree that Toolsharer will be responsible for payment of the balance of any initial filing fee under the AAA Rules in excess of $200 for claims of $75,000 or less. You may be entitled to seek an award of attorney fees and expenses if you prevail in arbitration, to the extent provided under applicable law and the AAA rules. Unless the arbitrator determines that your claim was frivolous or filed for the purpose of harassment, Toolsharer agrees it will not seek, and hereby waives all rights it may have under applicable law or the AAA Rules, to recover attorneys’ fees and expenses if it prevails in arbitration.
19.9 Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
19.10 Jury Trial Waiver. You and Toolsharer acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
19.11 No Class Actions or Representative Proceedings. You and Toolsharer acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative proceeding as to all Disputes. Further, unless you and Toolsharer both otherwise agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If the “class action lawsuit” waiver or the “class-wide arbitration” waiver in this Section 19.11 is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute and the Dispute must proceed in court. If the “private attorney general action” waiver or the “representative proceeding” waiver in this Section 19.11 is held unenforceable with respect to any Dispute, those waivers may be severed from this Arbitration Agreement and you and Toolsharer agree that any private attorney general claims and representative claims in the Dispute will be severed and stayed, pending the resolution of any arbitrable claims in the Dispute in individual arbitration.
19.12 Severability. Except as provided in Section 19.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
19.13 Changes. Notwithstanding the provisions of Section 3 (“Modification of these Terms”), if Toolsharer changes this Section 19 (“Dispute Resolution and Arbitration Agreement”) after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email) within thirty (30) days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Toolsharer’s email to you notifying you of such change. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and Toolsharer (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and Toolsharer.
19.14 Survival. Except as provided in Section 19.12 and subject to Section 15.8, this Section 19 will survive any termination of these Terms and will continue to apply even if you stop using the Toolsharer Platform or terminate your Toolsharer Account.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Toolsharer Platform (“Feedback“). You may submit Feedback by emailing us, through the contact section of the Toolsharer Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.
21. Applicable Law and Jurisdiction
21.1 If your country of residence or establishment is the United States, these Terms will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 19 must be brought in state or federal court in San Francisco, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in San Francisco, California.
22. General Provisions
22.1 Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between Toolsharer and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Toolsharer and you in relation to the access to and use of the Toolsharer Platform.
22.2 No joint venture, partnership, employment, or agency relationship exists between you and Toolsharer as a result of this Agreement or your use of the Toolsharer Platform.
22.3 These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
22.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
22.5 Toolsharer’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
22.6 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without Toolsharer’s prior written consent. Toolsharer may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
22.7 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be provided electronically and given by Toolsharer via email, Toolsharer Platform notification, or messaging service (including SMS and WeChat). If your booking is in respect of a Listing in Japan, you agree and acknowledge that such notifications via electronic means in lieu of a written statement, satisfies Toolsharer’s obligations under Article 59 Paragraph 1 of the Japanese Housing Accommodation Business Act.
22.8 If you have any questions about these Terms please email us.
Thank you for using Toolsharer!
These Terms constitute a legally binding agreement (“Agreement“) between you and Toolsharer (as defined below) governing your access to and use of the Toolsharer website, including any subdomains thereof, and any other websites through which Toolsharer makes its services available (collectively, “Site“), our mobile, tablet and other smart device applications, and application program interfaces (collectively, “Application“) and all associated services (collectively, “Toolsharer Services“). The Site, Application and Toolsharer Services together are hereinafter collectively referred to as the “Toolsharer Platform”. Our Tool Owner Guarantee Terms, Renter Refund Policy, Nondiscrimination Policy and other Policies applicable to your use of the Toolsharer Platform are incorporated by reference into this Agreement.
If you change your country of residence or establishment to a country outside of the EEA, the Toolsharer company you contract with and the applicable Terms of Service will be determined by your new country of residence or establishment as specified in the Terms of Service for Non-European Users, from the date on which your country of residence or establishment changes.
Any and all payment processing services through or in connection with your use of the Toolsharer Platform (“Payment Services“) are provided to you by one or more Toolsharer Payments entities (individually and collectively, as appropriate, “Toolsharer Payments“) as set out in the Payments Terms of Service (“Payments Terms“).
Renters alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Listings and Tool Owner Services (as defined below). In many cities, owners may have to register, get a permit or obtain a license before providing certain Services (such as operating a vehicle). Owners are alone responsible for identifying and obtaining any required licenses, permits, or registrations for any Tool Owner Services they offer. Certain types of Tool Owner Services may be prohibited altogether. Penalties may include fines or other enforcement. If you have questions about how local laws apply to your Listing(s) and Tool Owner Service(s) on Toolsharer, you should always seek legal guidance.
Please read these Payments Terms of Service (“Payments Terms”) carefully as they contain important information about your legal rights, remedies and obligations. By using the Payment Services (as defined below), you agree to comply with and be bound by these Payments Terms.
Please note: Section 22 of these Payments Terms contains an arbitration clause and class action waiver that applies to all Toolsharer Members. If your country of residence is the United States, this provision applies to all disputes with Toolsharer Payments. If your country of residence is outside of the United States, this provision applies to any action you bring against Toolsharer Payments in the United States. It affects how disputes with Toolsharer Payments are resolved. By accepting these Payments Terms, you agree to be bound by this arbitration clause and class action waiver. Please read it carefully.
Last Updated: August 10, 2020
These Payments Terms constitute a legally binding agreement (“Agreement”) between you and Toolsharer Payments (as defined below) governing the Payment Services (defined below) conducted through or in connection with the Toolsharer Platform.
When these Payments Terms mention “Toolsharer Payments,” “we,” “us,” or “our,” it refers to the Toolsharer Payments company you are contracting with for Payment Services, which may be Toolsharer Payments, Inc. (“Toolsharer Payments US”), Toolsharer Payments Australia Pty. Ltd. (“Toolsharer Payments Australia”)
Your contracting entity will be determined based on your country of residence subject to the exceptions described in the following:
|Country of residence||Contracting entity|
|United States||Toolsharer Payments US|
If you change your country of residence, the Toolsharer company you contract with will generally be determined by your new country of residence as specified above, from the date on which your country of residence changes. Please note, however, that the Toolsharer Payments company with which you contract will stay the same for all bookings made prior to your change of residence.
The Toolsharer Terms of Service (“Toolsharer Terms”) separately govern your use of the Toolsharer Platform. All capitalized terms have the meaning set forth in the Toolsharer Terms unless otherwise defined in these Payments Terms.
In certain situations, customers may be required to enter into unique payment processing agreements with Toolsharer Payments. To the extent that there is a conflict between these Payment Terms and terms and conditions set forth in any relevant payment processing agreement, the latter terms and conditions will take precedence, unless specified otherwise.