Terms of Service
Last updated: January 28, 2020
1. About the site and these terms
HotPatch is an online platform that allows you to discover and book workspaces and also offer your workspace to professionals. Please read our Terms of Service (“Services Agreement”) below prior to using our marketplace and it’s services as it governs your use of our platform.
This HotPatch Services Agreement (“Agreement” or these “Terms”) is a contract between Hotpatch Limited (“HotPatch” or “we”) and the person(s) that are registered with HotPatch (“user” or “you”). This Agreement describes the terms and conditions that apply to your use of the HotPatch platform to book or list workspaces through our website or apps, and governs your workspace for other users; and establishes the obligations owed between you and HotPatch, and between you and other users.
Throughout this Agreement, the term “Service” means the service allowing you to book workspace or offer your workspace to others through our website or apps (the “Platform”). The term Service does not include any services provided by third parties. The terms “User” and “Host” refer to the party Booking or Listing a workspace or “Patch”, respectively. Collectively, Users and Hosts of the platform may be referred from time to time as “Members”.
A “Patch” is the physical space made available to a User to use during specific times, and subject to specific Fees and any site-specific terms or limitations. A Host may “List” a Patch by providing certain details about the Patch including availability, pricing, and terms or limitations of use; this posting about a Patch is called a “Listing.”
A User may “Book” a Patch by accepting the times, fees, and any additional terms (such as confirmation of all payment conditions between Host and User if required) or limitations of the Listing. A “Booking” is (i) only the grant of a limited, temporary, revocable license to use a Patch subject to all restrictions provided, subject to this Agreement, and as confirmed through the Platform. The scope of the use, including times, specific fees, and other additional terms or limitations, constitutes a “Booking Agreement” that incorporates the terms and conditions of this Agreement and referenced policies. A Booking does not provide you a lease but only allows you limited access to use the Patch or other service only as permitted in the Agreement and, as applicable, the Booking Agreement.
- You may only apply to register as a Member:
- if you are 16 or over; and
- if it is lawful for you to do so in the territory you are conducting the transaction from.
- To register as a Member, we may require you to provide us with identification or other documentation in order to help us prevent fraud, theft or money laundering taking place on the Site. This may include photographic identification and proof of address. We may as necessary also undertake our own identity, fraud and credit checks.
- We may make alterations to these Terms or to the Site from time to time. If you are not happy with any alteration, you must stop using the Site. If you keep using the Site, this will indicate your acceptance of these Terms as altered. We may notify key changes to you but you should review these Terms from time to time to ensure you are aware of any changes.
3. Registration, account, and password
- You may only use your Account for your own benefit. By using the Platform you confirm that you are not acting for the benefit of any other person.
- To register as a Member, you will need to submit personal information and choose an account name (“Username”), a password (“Password”) and a valid email address for your Platform account (“Account”).
- The Username and Password will be allocated to you once you successfully complete registration as a Member.
- You may need your Username and Password to access some parts of the Platform. Your Username and Password are personal to you and must not be disclosed to any other person.
- You must ensure that all information about you that is held by us is true, complete, not misleading and up to date.
- This includes using your given name or, with express written consent from HotPatch, a stage name that you are known by for the purpose of fulfilling professional services. You can amend your registration details at any time through the Platform.
- We are entitled to assume that any use of your Account is made by you. You are solely responsible and liable for any use of the Platform under your Account or any other use of your Username and Password.
- You may only hold one Account. If you forget your Username or Password, you can use the password recovery option or contact us so we are able to provide a replacement password. Holding more than one account is prohibited and any Patch time gained through these accounts or subsequent promotional codes, will be charged to your account without notice.
- Do not share your Password with any other person or allow any other person to use your Account.
- We are not liable for any improper use of your Password or Account or any use of your Password or Account by any other person. If you think any other person knows your Password, or that your Account has been used by any other person, you must inform us immediately.
- If you do not log into your Account for 12 months, we may terminate the Account.
4. Restrictions and obligations
- You agree to comply with all applicable laws and regulations, these Terms and all rules applicable to the use of the Platform.
- You agree not to:
- impersonate any other person or entity;
- falsely describe or otherwise misrepresent yourself (including your age and personal circumstances);
- falsely describe your affiliation with another person or entity;
- use or attempt to use another’s account;
- solicit personal information (including passwords and banking information) from another person. \ attempt to use another person’s legal documentation in the pursuance of creating a new account through our digital verification process.
- You acknowledge, agree and undertake:
- that any conditional breach of this Clause 4 and its sub clauses below may trigger the enforcement and execution of fines, without warning and may not be limited to these fines if such extra costs are deemed necessary and reasonable;
- that you are responsible for the safety and behaviour of all individuals who accompany you to the premises of a Patch as part of a Reservation and shall not permit unknown members of the public to access the Patch premises, including the Patch you have under Reservation;
- not to damage any equipment or other property made available at or by a Host, and to compensate the Host for any such damage without limitation of cost. This includes, but is not limited to equipment in communal corridors, spares cupboards, kitchens, toilets or in external communal areas such as car parks, and car park entry/exit gate systems;
- not to breach any of the Patch specific terms contained at Clause 12;
- to clear all of your own equipment, all rubbish or other materials brought by you into a Patch before leaving Patch premises in bins provided, to strictly refrain from smoking or vaping in Patch premises, and to reimburse the Patch for additional cleaning costs which may arise from your improper use of the Patch premises;
- to ensure that you and all such persons are aware of all applicable fire evacuation procedures and all fire and other safety rules available and provided on the premises;
- to ensure that you and all such persons shall keep secret any entry codes provided to enable you to access the premises of a Patch, and to let us know immediately if such entry codes are disclosed to any other person;
- to vacate the premises of a Patch by the end of the time allotted to you as part of a Reservation, failing which the Patch may charge you for any additional time at their standard rates prevailing from time to time;
- to immediately report to us and the Host any damaged or missing equipment found by you on the premises of a Patch either through the Platform, by email or by telephone, and failing to do so, you may be charged for such loss or damage;
- that you are responsible for any equipment you bring onto Patch premises, that you do so and/or use a Locker at your own risk, and that neither we nor the Host shall have any responsibility for damage, theft or loss of your equipment;
- on bringing into the Patch such equipment, you agree that it is of electrical worthiness and does not pose a risk to the operation and welfare of the equipment, lighting, power or other amenities provided by the Host, as part of your Reservation;
- not to bring any dangerous or unlawful equipment, substances or materials onto Patch premises, which includes but is not limited to illegal drugs, nitrous oxide, knives, guns or any other implement which would instigate fear or harassment; \ to report any suspicious behaviour or mistreatment of Patch premises to us and the Host immediately.
- you adhere to all car parking regulations and notices displayed, whether provided by the local authority, HotPatch, the Host and to the extent of accepting this definition, indemnify HotPatch or the Host to any loss or damage incurred to your vehicle/s or your property.
- For the avoidance of doubt, the indemnity (an obligation to compensate us or the Patch) at any location requires you to compensate us or the Hosts for any loss, damage, liability, expenses and costs (including reasonable legal fees) which we or they incur as a result of your breaching the terms of Clause 3 and Clause 4.
- In accordance with Clause 10, we may also suspend or terminate access to your Account or the Platform or cancel a Reservation if you breach any of these Terms included in Clause 3 or Clause 4. \
5. Reservations/cancellations and refunds
- We permit Hosts to sell Reservations on the Platform, enabling the Platform to be used as a platform on which transactions with Hosts can take place. We are therefore providing a forum in which you can enter transactions with Hosts. Reservations may only be made up to 12 months in advance, and recurring Reservations may not be accepted.
- If you choose to make an Order, you do so at your own discretion. This is an offer to enter a contract with the Host to make a Reservation. If the Host accepts the Order you will be entering a contract with that Host which will be confirmed by HotPatch by email.
- If you encounter any difficulties in connection with a Reservation, you are encouraged to contact the Host directly. You accept that we have no control over Reservations and are not liable for the fulfilment of the Order in any way.
- There is no guarantee that Orders will be accepted. The Host may reject your Order at any time.
- Please refer to our Cancellation Policy, which should be read in conjunction with these Terms in the event of a cancellation and subsequent refund being required.
- The Host shall have the right to make any changes to a Reservation which are necessary to comply with any applicable law or safety requirements, or which do not materially affect the nature or quality of that Reservation, in which case the Host shall use its reasonable endeavours to promptly notify you of any such changes.
6. Payment and reservations
- Payment in respect of each Order will be made immediately by debit or credit payment card.
- We fund the Platform by receiving a commission from Patch bookings, which is based on the amounts paid for Reservations. \
7. The relationship between Hotpatch, you, and patches
- All Reservations are sold on the basis of a contract between you and the Host. We are not a party to any contracts or transactions you may enter with other persons or any other business interactions other than the Patch reservation. We are not the seller or supplier of any Reservations made available on the Platform.
- Reservations may be offered subject to additional terms requested by the Host. You should ensure you are aware of any additional terms and agree to be bound by them before making a Reservation.
- Subject to Clause 6, we have no control over and are not responsible for:
- the quality, safety or legality of any Reservations sold by Hosts on the Platform
- any failure of any Host to make good any offer of a Reservation, reward or special offer; or
- the personnel of any Patch; or
- the availability, power supply, connectivity, standard, layout, size, cleanliness, equipment, appearance, location, or any other characteristic of the facilities which are the subject of a Reservation, including whether they meet any description provided on the Platform. \
- the quality, safety or legality of any Reservations sold by Hosts on the Platform
8. Provision of information
- In some cases, Members will require more information from you. Hosts and Users will request this information through the platform and you must promptly provide any information.
- When you make a Reservation, we will provide the Host with any information you have supplied to us, which is required by the Host to honour the Reservation.
- If you have any dispute with a Host, you should aim to resolve this the Host directly.
- In instances where you feel the Reservation provided by the Host is harmful, dangerous or otherwise unsuitable you should alert us so that we may investigate the details and possibly remove the Patch from the Platform.
- We have no obligation to mediate or attempt to settle any disputes, but in some instances we may do so.
- Whether or not we decide to mediate is our discretion. If we decline to do so, we do not have to give any reasons for this decision and our decision is final. \
- We provide and maintain the Platform on an “as is” and “as available” basis and we are liable only to provide our services with reasonable skill and care.
- We give no other warranty in connection with the Platform and we disclaim all liability for:
- the accuracy, currency or validity of information and material contained within the Platform, including the accuracy of any ratings or reviews given to Members;
- any changes in applicable law or regulation, or the acts of any legislator or regulator in any part of the world;
- any interruptions to or error of the Platform or other communications network;
- the infringement by any other person of any copyright or other intellectual property rights of any third party through any User Content or use of the Platform;
- the availability, quality, content or nature of external sites;
- any amount or kind of loss or damage due to viruses or other malicious software that may infect a User’s computer equipment, software, data or other property caused by any other person accessing, using or downloading the Platform or any User Content; and
- all representations, warranties, conditions and other terms and conditions which, but for this notice, would have effect. We have not verified or reviewed any additional terms of any Reservation and we are not liable for the additional terms of any Reservation.
- Except as provided above there are no other warranties, conditions or other terms and conditions, express or implied, statutory or otherwise, and all of those terms and conditions are hereby excluded to the maximum extent permitted by law.
- To the maximum extent permitted by law, we exclude liability (whether in contract, tort (including negligence), breach of statutory duty, or otherwise) for any indirect, special, punitive or consequential loss whether or not that loss arises out of something of which we have been made aware.
- To the maximum extent permitted by law, our aggregate liability in respect of any claims made in connection with or arising out of the use of the Platform (whether in contract, tort (including negligence), breach of statutory duty, or otherwise) for direct losses will be limited to the amount paid by you to us under these Terms in the 12 months immediately prior to the date upon which the cause of action arose.
- You agree not to use the Platform in any way which: – is unlawful; – may give rise to civil or criminal liability for HotPatch; or – may bring HotPatch into disrepute.
- You hereby agree to indemnify, defend and hold us and our officers, directors, owners, agents, information providers, affiliates, licensors and licensees, and all Hosts (collectively, the “Indemnified Parties”) harmless from and against any and all damage, loss, liability, expenses and costs (including reasonable legal fees) incurred by the Indemnified Parties in connection with any claim arising out of:
- any fraud or fraudulent misrepresentation you commit;
- any inaccuracy or defect in any of the information you have provided to us;
- any breach of applicable law or regulation you commit;
- any other person’s use of your Account;
- any breach by you of these Terms; and
- third party claims arising from your use of the Platform or any use of your Account (whether or not such use was by you) and any of your Reservations. You shall cooperate with us in the defence of any claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
11. Breach, suspension, and termination
- Without limiting any other rights we have, we may suspend or terminate access to your Account or the Platform if you breach any of these Terms.
- If we have grounds to suspect that you are using the Platform fraudulently or improperly, we will suspend your Account until you are able to demonstrate to our satisfaction:
- your identity; and
- that no fraud or impropriety has occurred or been attempted.We will try to give you reasonable notice of any anticipated termination of the Platform.
- If you become aware of or suspect another User’s breach of these Terms, or any fraud or impropriety by another user, you must contact us immediately.
- We may cancel, amend or suspend a Reservation at any time for any reason.
12. Patch specific terms & maximum capacities
- Members are advised not to exceed the recommended Patch maximum capacities specified by the Host as well as any other specific terms to the Patch.
- The Platform enables the display of third party content, including Users’ reviews and ratings of Patches (“User Content”). You accept that the ratings and reviews given by Users of the Platform form an essential part of the Platform’s internal regulation process and are a key function of the Platform for all Users.
- The reviews and ratings expressed in any User Content are for information purposes and do not constitute advice from us or reflect our views. To the fullest extent permitted by law, we assume no liability for any loss or damage incurred by Members as a result of the User Content.
- You accept that we have no control over the User Content as we do not moderate it. However, if you alert us to inflammatory, erroneous or salacious User Content we may in our absolute discretion remove it from the Platform. Although we are not obliged to do so, we may remove or reject any User Content.
- You agree that we may process and store any content you submit to the Platform (“Your Content”).
- You may send Your Content to other Users of the Platform, and other Users of the Platform may send User Content to you.
- You agree to the distribution of Your Content by us both internally and externally. Therefore you should ensure that Your Content does not contain information which you intend to keep confidential or private.
- By making available, posting or transmitting Your Content to the Platform, you are granting us a non-exclusive, transferable, sublicensable, royalty-free, irrevocable, perpetual worldwide licence to use and exploit Your Content for any purpose.
- You agree that you are entitled to make available, post or transmit Your Content to the Platform.
- You will not make available, post or transmit to the Platform any statement, material or other content, nor use the Platform in any way, that:
- is unlawful or may give rise to civil or criminal liability;
- infringes any copyright or other intellectual property right of any third party;
- infringes any third party’s rights of privacy or rights of publicity;
- includes any computer virus or other malicious software;
- is abusive, pornographic, defamatory, discriminatory or obscene; \ harasses any other person;
- interferes with another user’s use and enjoyment of the Platform;
- impersonates any moderator, administrator or any staff or any other person connected with HotPatch;
- contains the confidential information of any other person;
- solicits passwords or personal information;
- contains video, photographs, or images of any other person without his or her permission (or in the case of a minor, the minor’s legal guardian);
- exploits any other person;
- we consider inappropriate; or
- encourages or provokes any other person to do any of the acts listed above.If you discover any material which you believe contravenes these Terms, please inform us.
- The Platform provides means by which you can communicate with us. We will communicate with you at the email address you have provided or through other means of communication provided by the Platform
- Notices that are applicable to all our customers shall be made available on the Platform publicly. You will be deemed to have received a notice at the time the email is sent or the time the notice is posted on the Platform. We will be deemed to have received a notice when we issue confirmation to you.
- All emails (or other messages) we send are intended for the addressee only.
- We may also contact you about news, discounts and offers.
Registered company number 12325522.