TERMS & CONDITIONS ​

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These Terms and Conditions and Retreat Services Agreement ("Terms") govern your ("you", "your", "Host", or "user") access to and use of the website at onehundredavenues.com ("Website" or "Company Website"), which is operated by One Hundred Avenues, Inc. ("Company", "One Hundred Avenues", "we", "us", "our"). These Terms also apply to any other products, mobile applications, or platforms provided by the Company (collectively, "Company Programs").

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PLEASE READ THESE TERMS CAREFULLY:

These Terms, along with the Company's Privacy Policy ("Privacy Policy") and any other terms referenced herein, constitute a legally binding agreement ("Agreement") between you and the Company. This Agreement includes essential information about your access to and use of the Website and Company Programs.

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By accessing or using the Website or any Company Program, you agree to comply with all terms of this Agreement as they appear on the date of your first use.

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The Company reserves the right to modify this Agreement, including terms related to booking a trip or the Privacy Policy ("Updates"), at any time.

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No changes (additions or deletions) made by you to this agreement will be accepted by the Company. If you do not agree to all the terms and conditions of this Agreement, you should not access or use the Website or any other Company Programs.

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This Agreement is a binding contract between you and the Company, and it is advisable to download and print the entire Agreement (including these Terms and the Company's Privacy Policy) for your records.

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PRIVACY NOTICE

All users, including travelers as defined herein, are directed to Section 4 for a link to the Company's Privacy Policy. By using any Company Program, including booking a trip, you consent to the collection and processing of your personal information, including the use of cookies, in accordance with the Privacy Policy.

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Please review the Company's Privacy Policy (referenced in Section 4) carefully, as it contains critical information regarding our collection, use, storage, disclosure, and transfer of your information. If you do not agree with the terms of the Privacy Policy, you may not use the Website or any other Company Program.

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1. Definitions

1.1 "Access Right": The Company grants a non-exclusive, revocable, and limited right to access and use the Website and Company Programs in strict compliance with this Agreement (defined in Section 2).

1.2 "Booking(s)" or "Book a Trip": Defined in Section 5.

1.3 "Company IP Assets": Defined in Section 3.2.3.

1.4 "Company Privacy Policy": Defined in Section 4.

1.5 "Company Server" or "Server": The computer software or hardware that hosts the Website or Company Programs for users online.

1.6 "Content": Any data, information, messages, text, photos, graphics, videos, tags, works, or material, including personally identifiable information.

1.7 "Host" or “Retreat Host”: The influencer, entrepreneur, or business hosting a Trip booked through the Website or other Company Programs.

1.8 "Traveler" or “Retreat Participant”: Any user who books a Trip through the Website or Company Programs.

1.9 "Trip" or “Retreat”: The itinerary with a specified host, dates, and price as described on the Website.

1.10  “Payments": Payments processed by the Company.

1.11 "Travel Services": any travel logistic services provided by our Company.

1.12 "Trip Credit": A voucher to be used within 6 months.

1.13 "Reschedule": Postponement due to a Force Majeure event, rescheduled within 14 months.

1.14 "Cancellation": Any significant date change not due to Force Majeure or removal of a trip from sale.

 

2. Access and Use of the Website and Company Programs

2.1 Access Right: The Company grants a non-exclusive, revocable, and limited right to access and use the Website and Company Programs in strict compliance with this Agreement. This Access Right may be suspended or revoked at any time without notice.

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2.2 Equipment Responsibility: You are responsible for obtaining and maintaining any equipment or ancillary services needed to connect to or access the Company Website or Company Programs, including, without limitation, Internet connections, modems, hardware, software, and telephone services.

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2.3 User Conduct: As a condition of your use of the Company Website or Company Programs, including any of our Travel Services, you agree not to use the Company Website or Company Programs (including any Travel Services) for any unlawful purpose or any purpose prohibited by this Agreement. You must not damage, disable, overburden, or impair the Company Website or Company Programs (including any Travel Services) or interfere with any other party's use and enjoyment of them. You also agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Company Website or Company Programs (including any Travel Services).

2.4 Content Responsibility: You are solely responsible for uploading and providing the correct and accurate information requested on the Website or Company Programs.

2.5 Prohibited Actions: You must not upload unlawful or objectionable Content, infringe on the rights of others, impersonate others, or use the Website or Company Programs for unauthorized or illegal purposes.

2.6 Security Violations: You must not violate the security of the Website, Company Programs, or Servers. Violations may result in civil or criminal liability, and the Company reserves the right to cooperate with law enforcement authorities.

2.7 Content Rights: You must have the right to distribute any Content you provide the Company for the use of promoting your Retreat or yourself on our webpage. The Company assumes no responsibility for such Content.

2.8 Termination: The Company may terminate any Retreat partnership immediately if it believes there is a breach of these provisions.

2.9 Liability Disclaimer: The Content, products, and Travel Services published on this Website may include inaccuracies or errors, including pricing errors. One Hundred Avenues does not guarantee the accuracy of and disclaims all liability for any errors or other inaccuracies relating to the information and descriptions of any accommodation, activity, meal, transport, or other travel products, including the package and trip details and services displayed on this Website (including, without limitation, the pricing, photographs, lists of hotels and amenities, general product descriptions, Retreat inclusions etc.).

 

3. Copyrights, Trademarks, and Other Intellectual Property Rights; Reservation of Rights

3.1 Respect for Intellectual Property (IP)

3.1.1 Intellectual Property Ownership: All content provided by One Hundred Avenues, including but not limited to text, graphics, logos, images, audio clips, video clips, software, and other materials, is the exclusive property of One Hundred Avenues or its content suppliers. This content is protected by U.S. and international copyright, trademark, patent, trade secret, and other intellectual property laws.

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3.1.2 Consequences of Violation: Any violation of this Intellectual Property clause will result in the immediate termination of the offending party's access to the Website and Company Programs. One Hundred Avenues reserves the right to pursue all legal remedies available under applicable law for any infringement of its intellectual property rights.

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3.2 Ownership

3.2.1 Ownership of Intellectual Property: The Company or its licensors own all rights, title, and interest in the Trademarks, Trade Dress, and Works associated with the Website and Company Programs. This includes, but is not limited to, all trademarks, service marks, logos, trade names, graphics, text, images, software, and other proprietary content.

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3.2.2 Protection and Enforcement: Retreat Hosts and Users agree to respect and not infringe upon the Company’s intellectual property rights. Any unauthorized use of the Company’s Trademarks, Trade Dress, or Works may result in legal action. The Company reserves the right to fully enforce its intellectual property rights as permitted by law.

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3.3 No Transfer of Rights: This Agreement does not grant users any rights to the Company's IP Assets except for the limited Access Right described in these Terms.

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3.4 Use Restrictions: Users must not modify, copy, distribute, or use the Company IP Assets without express permission. Unauthorized use constitutes a violation of intellectual property rights.

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3.5 Confidentiality: All non-public intellectual property related to the Company’s Trademarks, Trade Dress, and Works is considered confidential. Retreat Hosts and Users must maintain the confidentiality of such intellectual property and must not disclose it to third parties or use it for unauthorized purposes. This obligation of confidentiality remains in effect even after the termination of this Agreement.

 

4. Privacy

4.1 Privacy Policy: Users' access to the Company Website and Programs is subject to the Company's Privacy Policy. Users agree to comply with the Privacy Policy, which is incorporated by reference into this Agreement.

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IN ADDITION TO ANY OTHER APPLICATIONS OR USES OF PERSONAL INFORMATION AS SET FORTH IN THE COMPANY PRIVACY POLICY, THE COLLECTION, USE, DISCLOSURE, AND OTHER PROCESSING OF A USER’S PERSONAL INFORMATION IS GOVERNED BY THE COMPANY PRIVACY POLICY. As a result of such incorporation, each User hereby agrees to comply with the Company Privacy Policy, as it may be amended from time to time by the Company.

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5. Rescheduling, Changes, Cancellation, and Refund Policy

5.1 Covered Event: A “Covered Event” is a medical condition that prevents the user from performing Host Services, diagnosed by a licensed medical professional. Written notice must be provided to the Company within 48 hours of diagnosis and must be accompanied by documentation from the diagnosing medical professional.

 

5.2 Rescheduling for Covered Event: Users may reschedule or cancel a Trip if a Covered Event occurs, subject to approval and a cancelation fee of $75 and a 6% non-refundable fee of the entire package price. You may (a) Reschedule the Trip without fee or penalty, provided the rescheduled date is approved by the Company; or (b) cancel the Trip, provided that you pay the Company all funds or cancelation fees received by you related to the Trip within 10 days of notice of the Covered Event.

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5.3 Itinerary Changes: The Host and travel company reserve the right to modify the retreat itinerary due to unforeseen circumstances or events beyond their control.

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5.4 Participants Cancellation: Participants canceling a Trip must pay the Company all related funds and a Cancellation fee of $75 and a 6% non-refundable fee of the entire package price )unless exempted due to a Covered Event or Force Majeure. In case of a no-show by the Participant, there will be no refunds made to the Participant by the Company. You acknowledge that unfavorable exchange rate fluctuations may lead to a greater amount due to the Company under this paragraph.

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5.5 Force Majeure Event: The Company is not liable for delays or failures caused by Force Majeure events. The Company may cancel or reschedule Trips due to Force Majeure.

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5.6 Health, Fitness, and Safety: Users are responsible for ensuring their fitness and adherence to health requirements for the Trip. Failure to comply may result in owing the Company all Travel-related fees.

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5.6.1 Participants must disclose any medical conditions or dietary restrictions prior to the retreat. The retreat host or travel company (One Hundred Avenues, LLC) is not liable for any health issues or injuries of any sort incurred during the retreat.

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5.7 Community Guidelines Violation: Violations of Community Guidelines may result in removal from the Trip and platform, with users owing the Company related fees.

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5.8 Refund Policy: Cancelations and partial refunds are permissible up to 15 days before the scheduled check-in date. Due to prepayment obligations for accommodations, activities, and retreat-related services, refund requests cannot be accommodated beyond this timeframe. A cancelation fee of $75 and a 6% non-refundable fee of the entire package price will apply. These fees will be deducted from your refunded amount. 

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6. Non-Disparagement

Users agree not to vilify or defame the Company or its associates during and after the term of this Agreement.

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7. Confidentiality

7.1 Definition: Confidential Information includes all non-public information related to the Company's business and intellectual property.

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7.2 Exceptions: Confidential Information does not include publicly known information or information disclosed without breach.

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7.3 Legally Compelled Disclosure: Confidential Information may be disclosed as required by law, with prior notice to the Company.

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7.4 Non-Disclosure and Non-Use: Users must keep Confidential Information confidential and use it only for the Retreat Services. Users must protect the information with reasonable care.

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7.5 Termination: Upon termination, users must return or dispose of all Confidential Information as directed by the Company.

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7.6 Former Traveler Information: Users cannot disclose confidential information of former or current Travelers without consent.

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7.7 Third-Party Confidential Information: Users cannot disclose third-party confidential information received by the Company.

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8. Intellectual Property Rights

8.1 Host Content: Hosts own their content but grant the Company a license to use it.

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8.2 Assignment: Work Product created during Retreat Services is owned by the Company.

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8.3 Further Assurances: Hosts must assist the Company in securing rights to the Work Product.

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8.4 Pre-Existing Materials: Hosts own their Literary and Musical Works but grant the Company a limited license to use them for promotion.

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8.5 Attorney in Fact: The Company can act on behalf of the Host to secure Work Product rights if necessary.

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8.6 Photos and Marketing: Users consent to the Company using images taken during the Trip for promotional purposes.

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8.6.1 By participating in the retreat, you consent to the use of photos or videos taken by the host for promotional purposes of the retreat host and travel company. If you do not agree, please inform your Retreat Host immediately.

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9. Hosts' Representations and Warranties

9.1 Organization Representations; Enforceability

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9.1.1 Organization: If the Host is a company, it is duly organized, validly existing, and in good standing in its stated jurisdiction.

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9.1.2 Authorization: The execution and delivery of these Terms and related transactions have been properly authorized by the Host.

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9.1.3 Enforceability: These Terms constitute a legal and enforceable obligation of the Host.

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9.2 Individual Host Representations and Warranties

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9.2.1 Legal Age: If the Host is an individual, they are at least 18 years old.

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9.2.2 Competency: The Host is capable of entering into a legally binding contract.

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9.2.3 Compliance with Company Policies: Participants are expected to follow the retreat schedule and guidelines. Disruptive or inappropriate behavior may result in expulsion from the retreat without a refund.

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9.3 Reservation Accuracy: The Host has made reservations in good faith, with no intent to resell or misuse the system.

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9.4 Mutual Representations

9.5 Violation of Law: No party’s entry into these Terms violates any law or existing contractual obligations.

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9.6 Force Majeure: No party is aware of any impending Force Majeure events.

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9.7 Bankruptcy: No party is undergoing bankruptcy proceedings.

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9.8 Travel Authorization: Both Host and Travelers or Retreat Participants hold valid travel documentation.

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10. Assurances from One Hundred Avenues

One Hundred Avenues provides the following assurances:

• The company is duly organized, validly existing, and in good standing in its stated jurisdiction.

• The execution and delivery of these Terms, along with the transactions outlined, have been appropriately authorized.

• These Terms constitute a valid and binding commitment of One Hundred Avenues, enforceable as described.

 

11. Indemnification & Insurance

11.1 Indemnification: The Host agrees to indemnify, defend, and hold harmless One Hundred Avenues, its affiliates, and their respective directors, officers, employees, agents, licensors, content providers, successors, and assigns from any claims, liabilities, damages, judgments, awards, taxes, losses, costs, or expenses (including reasonable attorney fees) arising from:

• Unauthorized use of Company assets.

• Actions or behavior of Retreat Hosts or Retreat Participants during the retreat.

• Negligent or intentional acts by the Retreat Host or their associates.

• Any losses caused if the Retreat is canceled by the Retreat Host.

• Breach of any terms, conditions, representations, or warranties in this Agreement.

• Non-compliance with applicable laws or regulations.

• Violation of third-party rights.

One Hundred Avenues may offset any indemnity obligations against payments due to the Host.

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12. Disclaimers; Limitation of Liability

12.1 No Warranties: One Hundred Avenues makes no representations or warranties of any kind, express or implied, regarding the Website, Company Programs, trips, or any other services, including any content provided. This includes, but is not limited to, warranties of merchantability, fitness for a particular purpose, or non-infringement of third-party rights.

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12.2 Limitation of Liability: One Hundred Avenues is not liable for any direct, indirect, incidental, consequential, exemplary, or punitive damages arising from the use or inability to use its services, even if advised of the possibility of such damages. This includes damages for loss of profits, goodwill, use, data, or other intangible losses.

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12.2.1 The Host and travel company are not liable for any loss, damage, or theft of personal belongings during the retreat. Participants are advised to obtain travel insurance for additional protection.

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13. Links to Third-Party Websites

The Website, Company Programs, or trip services may contain links to third-party websites. These links are provided for convenience only. One Hundred Avenues does not endorse or assume responsibility for the content, privacy practices, or any other aspect of these external sites. Users access these sites at their own risk.

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14. Governing Law; Jurisdiction; Disputes

14.1 Governing Law: This Agreement and any disputes arising from it shall be governed by the laws of the State of Florida, USA, without regard to its conflict of law principles.

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14.2 Jurisdiction: Users agree that any legal action or dispute with One Hundred Avenues or its affiliates shall be adjudicated in the federal and/or state courts located in Florida, USA. This includes any claims involving the company, its subsidiaries, employees, travelers, officers, directors, or agents.

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14.3 Prohibition of Class or Representative Actions: Users and One Hundred Avenues agree to resolve disputes on an individual basis and not as part of any class or representative action. Users waive any right to participate in a class action, class-wide arbitration, private attorney-general action, or any other representative proceeding.

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15. Changes to this Agreement

15.1 Right to Modify: One Hundred Avenues reserves the right to modify this Agreement, including any terms related to booking a trip or the Privacy Policy, at any time. Users will be bound by all such modifications ("Updates").

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15.2 Notice of Updates: One Hundred Avenues will make reasonable efforts to notify users of any Updates, which may include posting the revised terms on the Company Website. Users are encouraged to review the Agreement regularly to stay informed of any changes.

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15.3 Acceptance of Updates: Continued use of the Website, Company Programs, or trip services following the posting of Updates constitutes acceptance of the revised Agreement. If users do not agree to the Updates, they should discontinue using the Website, Company Programs, or trip services immediately.

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16. Miscellaneous Provisions

16.1 Entire Agreement: This Agreement, together with any referenced terms, constitutes the complete understanding between One Hundred Avenues and the Host and Participants regarding its subject matter. It supersedes all prior agreements, whether written or oral.

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16.2 Waiver: The failure of One Hundred Avenues to enforce any provision of this Agreement does not constitute a waiver of its right to enforce such provision in the future.

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16.3 Severability: If any provision of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

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16.4 Remedies: Monetary damages may not be sufficient for unauthorized use of the Company’s assets. One Hundred Avenues reserves the right to seek injunctive or equitable relief as necessary.

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16.5 Attorney Fees: In any legal action arising from this Agreement, the prevailing party is entitled to recover reasonable attorney fees and associated costs.

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16.6 Binding Effect and Assignment: This Agreement binds both parties and their respective successors. The Host may not assign this Agreement without the prior written consent of One Hundred Avenues, and any unauthorized assignment will be void. One Hundred Avenues retains the right to assign this Agreement, or any portion of it, at its discretion, with all terms and obligations remaining enforceable by the successors and assigns.

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16.7 Subcontractors: The Host may not delegate obligations under this Agreement without prior written approval from One Hundred Avenues. Any unauthorized subcontracting is void. Approved subcontractors are bound by these terms, and the Host remains responsible for their performance and payment.