Wingate by Wyndham: Terms of Use

Welcome to this Wingate Inns International, Inc. Web site (this "Web Site"). Wingate Inns International, Inc. provides this Web Site subject to the following terms of use (these "Terms"). These Terms explain a contractual agreement between you ("User," "You," "Your") and Wingate Inns International, Inc. ("We," "Us," "Our") regarding Your use of this Web Site. You should print a copy of these Terms for Your records. Please note, however, that We may update and amend these Terms from time to time.

WHAT YOU SHOULD KNOW
The goal of this Web Site is to provide You with access to information about Our hotel chain's facilities, services, products, and related links to meet Your needs (the "Content"). The Terms are meant to protect all of Our visitors to this Web Site, and Your access to and use of this Web Site signifies Your agreement with these Terms. DO NOT USE THIS WEB SITE IF YOU DO NOT AGREE WITH THESE TERMS. We reserve the right, in Our sole discretion, to modify, alter or otherwise update these Terms at any time. Such modifications, alterations, and updates shall be effective immediately upon posting. You agree to be bound by such modified, altered, and updated Terms if You access or use this Web Site after We have posted notice of such modifications, alterations or updates.
Consistent with Our goals, this Web Site will permit You to link to many other Web sites that may or may not be affiliated with this Web Site and/or with Us. The other linked Web sites have different terms of use that are not the same as these Terms. Your access to and use of such linked Web sites through links provided on this Web Site is governed by the terms of use and policies of those sites, not this Web Site.
PRIVACY
Registration data and certain other information about You is subject to our Privacy Policy. For more information, please review Our Privacy Policy.
USE OF THIS WEB SITE
We control and operate this Web Site. All Content on this Web Site, including, but not limited to, text, images, illustrations, audio clips, and video clips, is protected by copyrights, trademarks, service marks, and/or other intellectual property rights (which are governed by United States and worldwide copyright laws and treaty provisions, privacy and publicity laws, and communication regulations and statutes). The Content is owned and controlled by Us or Our affiliates, or by third party content providers, merchants, sponsors and licensors (collectively the "Providers") that have licensed their content or the right to market their products and/or services to Us. Content on this Web Site or any Web site owned, operated, licensed or controlled by the Providers is solely for Your personal, non-commercial use. You agree to abide by all additional copyright notices, information, or restrictions contained in any Content. You may download a single copy of any Content contained on this Web Site, solely for Your personal, non-commercial use, consistent with these Terms, provided that You maintain all copyright and other notices contained in such Content.
You may not copy, reproduce, republish, upload, post, transmit, distribute, and/or exploit the Content in any way (including by e-mail or other electronic means) for commercial use without the prior written consent of Us or the Providers. You may request consent by faxing a request to Wyndham Worldwide's Legal Department at 973-753-6620. Your modification of the Content, use of the Content on any other Web site or networked computer environment, or use of the Content for any purpose other than personal, non-commercial use, without the prior written consent of Us or the Providers, violates the intellectual property rights and proprietary rights of the Content owners and is prohibited.
You may not use on Your Web site any registered or unregistered trademarks, service marks or copyrighted materials appearing on this Web Site, including but not limited to any logos or characters, without the express written consent of the owner of the mark or copyright. You may not frame, deep link, or otherwise incorporate into another Web site any of the Content or other materials on this Web Site without Our express prior written consent. .
Violation of trademark and copyright laws may result in significant civil liability or criminal penalties under United States and/or worldwide copyright and trademark laws. You recognize that any reproduction or use of Content, except as authorized by these Terms, is considered intentional infringement.
USER'S RESPONSIBILITIES
You warrant and represent to Us that You will not use this Web Site for any purpose that is unlawful or prohibited by these Terms, including without limitation the posting or transmitting any threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material. If You violate any of these Terms, Your permission to use this Web Site immediately terminates without the necessity of any notice. We retain the right to deny access to anyone at Our discretion for any reason, including for violation of these Terms.
You are solely responsible for Your Information, and We act as a passive conduit for Your online distribution and publication of Your Information. As used in these Terms, "Information" means any information or data that You submit to this Web Site and any information or data that is generated by this Web Site as a result of Your use of this Web Site.
In the event that You are provided with User identification numbers or codes (collectively, "ID's"), confirmation numbers, and/or passwords (as applicable) in the use of this Web Site, You shall maintain such User ID's, confirmation numbers, and/or passwords in confidence and You agree not to distribute or disclose the same to third parties. It is Your responsibility to notify Us if We need to change or discontinue any of Your ID's, confirmation numbers, or passwords. It is also Your responsibility to immediately request discontinuation of an ID, confirmation number, or password upon Your knowledge or belief that such ID, confirmation number, and/or password is, or may be subject to, a breach of confidentiality. We may suspend or terminate Your service or access to this Web Site if We believe a breach of these Terms has occurred.
You agree to provide true, accurate, current and complete Information. If You provide any Information that is untrue, inaccurate, not current or incomplete (or We have reasonable grounds to suspect that such Information is untrue, inaccurate, not current or incomplete), We have the right to suspend or terminate Your access and activity, and refuse any and all current or future use, of this Web Site.
PROHIBITED ACTIVITIES
You are specifically prohibited from any use of this Web Site, and You agree not to use or permit others to use this Web Site, for any of the following: (a) take any action that imposes an unreasonable or disproportionately large load on the Web Site's infrastructure, including but not limited to "spam" or other such unsolicited mass e-mailing techniques; (b) disclose to, or share with, the assigned confirmation numbers and/or passwords with any unauthorized third parties or using the assigned confirmation numbers and/or passwords for any unauthorized purpose; (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software or HTML code comprising or in any way making up a part of this Web Site; (d) upload, post, emailing or otherwise transmitting any Information, Content, or proprietary rights that You do not have a right to transmit under any law or under contractual or fiduciary relationships; (e) violating any applicable local, state, national or international law, including, but not limited to, any regulations having the force of law; and, (f) using any robot, spider, intelligent agent, other automatic device, or manual process to search, monitor or copy Our Web pages, or the Content without Our prior written permission, provided that generally available third party Web browser such as Netscape Navigator® and Microsoft Internet Explorer® may be used without such permission.
INFORMATION POSTED TO WEB SITE
With respect to all Information You elect to post to publicly accessible areas of the Web Site, You agree that We have the right to use, reproduce, modify, publish, perform and display such Information (in whole or part) worldwide; provided that such use is subject to the terms of Our Privacy Policy.
You acknowledge and agree that We may preserve Information and may also disclose Information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms; (c) respond to claims that any Information violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Our business, employees, Providers, affiliates, users, and/or the public.
LINKS TO THIRD PARTY SITES
This Web Site may contain links to third-party Web sites not under Our control or operation (the "Linked Sites"). The links will let You leave this Web Site, and You access them at Your own risk. You acknowledge that We provide the Linked Sites for Your convenience and information only. We do not endorse nor are We responsible for any content, information, or other related materials found at any such Linked Sites or any links contained within such Linked Sites, whether or not We are affiliated with the owners of such Linked Sites. You may not establish a hyperlink to this Web Site or provide any links that state or imply any sponsorship or endorsement of Your Web site by Us or the Providers.
DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through this Web Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings are solely between You and such advertiser. You agree that We (and the Providers) shall neither be responsible nor liable for any loss or damage incurred by You as the result of any such dealings or as the result of the presence of such advertisers on this Web Site.
NO WARRANTIES
ALL CONTENT ON THIS WEB SITE IS PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. OTHER THAN THOSE WARRANTIES WHICH, UNDER THE U.S. LAWS APPLICABLE TO THESE TERMS, ARE IMPLIED BY LAW AND ARE INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION, WE DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
NEITHER WE, OUR AFFILIATED OR RELATED ENTITIES, NOR THE PROVIDERS, NOR ANY PERSON INVOLVED IN THE CREATION, PRODUCTION, AND DISTRIBUTION OF THIS WEB SITE, WARRANT THAT THE FUNCTIONS CONTAINED IN THIS WEB SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVER THAT MAKES THE CONTENT AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE CONTENT THAT YOU ACCESS ON THIS WEB SITE IS PROVIDED SOLELY FOR YOUR CONVENIENCE AND INFORMATION ONLY. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS WEB SITE, OR AS TO THE RELIABILITY, ACCURACY OR CURRENCY OF ANY CONTENT, SERVICE, AND/OR MERCHANDISE ACQUIRED PURSUANT TO YOUR USE OF THIS WEB SITE.
WE ARE A DISTRIBUTOR AND NOT A PUBLISHER. WE HAVE NO MORE EDITORIAL CONTROL OVER SUCH INFORMATION AND CONTENT THAN DOES A PUBLIC LIBRARY OR NEWSSTAND. ANY OPINIONS, ADVICE, STATEMENTS, SERVICES, OFFERS, OR OTHER INFORMATION EXPRESSED OR MADE AVAILABLE BY THIRD PARTIES (INCLUDING IN THE LINKED SITES) ARE THOSE OF THE RESPECTIVE AUTHORS OR DISTRIBUTORS OF SUCH CONTENT.
YOU USE THIS WEB SITE AT YOUR OWN RISK. YOU (AND NOT US) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING (INCLUDING WITHOUT LIMITATION YOUR INTERNET CONNECTION) AND REPAIR OR CORRECTION OF YOUR SYSTEM.
LIMITATION OF LIABILITY
IN NO EVENT SHALL WE NOR OUR AFFILIATED OR RELATED ENTITIES (INCLUDING PROVIDERS), NOR ANY OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, NOR ANY PERSON OR ENTITY INVOLVED IN THE CREATION, PRODUCTION AND DISTRIBUTION OF THIS WEB SITE, BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES WHETHER ARISING UNDER CONTRACT, WARRANTY, OR TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OF LIABILITY, REGARDLESS OF WHETHER WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION FROM THE USE OR ATTEMPTED USE OF THIS WEB SITE OR ANY OTHER LINKED SITE.
OUR LIABILITY, AND THE LIABILITY OF OUR PROVIDERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (B) $500. Some states do not allow for the limitation of liability, so the foregoing limitation may not apply to You.
BY WAY OF EXAMPLE ONLY, WE AND RELATED PERSONS AND ENTITIES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY CLAIM OR DAMAGE ARISING FROM: FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION, COMPUTER VIRUS, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO OR ALTERATION OF PERSONAL RECORDS, OR THE RELIANCE UPON OR USE OF CONTENT, INFORMATION, OPINIONS OR OTHER MATERIALS APPEARING ON THIS WEB SITE. MOREOVER, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE OR RESPONSIBLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES.
The limitation of liability reflects the allocation of risk between the parties. The limitations specified in this Section 10 will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of Us and the Providers, and to all respective officers, directors, employees, representatives, attorneys, and agents.
GOVERNING LAW AND JURISDICTION
We operate this Web Site (excluding Linked Sites) from Our offices within the States of New Jersey and New York. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of New Jersey and New York, by accessing this Web Site, You agree that these Terms and Your use of the Web Site shall be governed in all respect by the internal substantive laws of the State of New Jersey, without regard to conflict of laws provisions and shall not be governed by the United Nations Convention on the International Sale of Goods. You further submit to exclusive jurisdiction and venue in the state and federal courts located in the State of New Jersey for all disputes, cases and controversies regarding this Web Site, Your use of this Web Site, and Your relationship with Us. We make no representation that materials on this Web Site are appropriate or available for use in other locations, and accessing them from territories where the Content is illegal is prohibited. Those who choose to access this Web Site from other locations do so at their own risk and are responsible for compliance with local laws, including laws regarding the transmission of technical data exported from the United States or the country in which You reside.
INDEMNIFICATION
We reserve the right to report any wrongdoing, if and when We become aware of it, to any applicable government agencies. You agree to indemnify, defend and hold Us and the Providers, Our and their officers, directors, employees, affiliates, agents, licensors, and suppliers harmless from and against any and all claims, demands, actions, costs, liabilities, losses and damages of any kind (including attorneys' fees) resulting from Your use of this Web Site, Your breach of any provision of these Terms and/or any negligent acts, omissions or intentional wrongdoing by You. Any such indemnification shall be conditioned on Our: (a) notifying You in writing of any such claim, demand, action, cost, liability, loss or threat of any thereof; (b) cooperating with You in the defense or settlement thereof; and (c) allowing You to control such defense or settlement. We shall be entitled to participate in such defense at Our own cost and expense.
MESSAGE BOARDS
In the event that We provide message boards or discussion forums on this Web Site (the "Forums"), You agree to use the Forums only in a noncommercial manner. You shall not, without our express approval, distribute or otherwise publish any material containing any solicitation of funds, advertising, or written solicitation for goods and services. You agree that any uploaded materials may be republished without compensation to You or any other person or entity. In addition, You warrant that all moral rights in any uploaded materials have been waived. While We do not and cannot review every message posted by You or any other User in the Forums, and although We are not responsible for these messages, We reserve the right (but not the obligation) to delete, move, or edit messages that We, in our sole discretion, deem abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable. We do not endorse any Information posted on this Web Site.
You agree that You must evaluate, and bear all risks associated with, the use of any messages, Information, or Content, including any reliance on the accuracy, completeness, or usefulness of such messages, Information, or Content. In this regard, You acknowledge that You may not rely on any Content We create or information submitted to Us by third parties, including without limitation, information in the Forums, and in all other parts of this Web Site.
OTHER GENERAL PROVISIONS
These Terms are for the benefit of Us and the Providers, Our and their officers, directors, employees, affiliates, agents, licensors, and suppliers. Each of these individuals or entities shall have the right to assert and enforce these Terms directly against You on its (or their own) behalf. Our failure to act with respect to a breach by You or others does not waive Our right to act with respect to subsequent or similar breaches.
If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and the remaining provisions enforced. Headings are for reference purposes only.
You and We are dealing at arms' length, creating a commercial relationship. We are not Your Agent or Your fiduciary. All of Our hotel chain's hotels and facilities are independently owned and operated by independent franchisees and licensees. They manage and operate the facilities, and they are the employers of all employees and contractors who work at the facilities. These franchisees are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.
The provisions and conditions of these Terms, and each obligation referenced herein, represent the entire Agreement between Us (including the Providers), Our affiliated or related entities, and You, and supersede any prior agreements or understandings not incorporated herein. In the event that any inconsistencies exist between these Terms and any future published terms of use or understanding, the last published Terms shall prevail.
WE RESERVE ANY RIGHTS NOT EXPRESSLY GRANTED OR STATED IN THESE TERMS.

The data ("Data") is provided for your personal, internal use only and not for resale. It is protected by copyright, and is subject to the following terms and conditions which are agreed to by you, on the one hand, and Wingate Inns International, Inc. ("Wingate Inns International") and its licensors (including their licensors and suppliers) on the other hand.

The Data for areas of Canada includes information taken with permission from Canadian authorities, including: © Her Majesty the Queen in Right of Canada, © Queen's Printer for Ontario. TERMS AND CONDITIONS

Personal Use Only. You agree to use this Data together with Wingate Inns International, Inc. for the solely personal, non-commercial purposes for which you were licensed, and not for service bureau, time-sharing or other similar purposes. Accordingly, but subject to the restrictions set forth in the following paragraphs, you may copy this Data only as necessary for your personal use to (i) view it, and (ii) save it, provided that you do not remove any copyright notices that appear and do not modify the Data in any way. You agree not to otherwise reproduce, copy, modify, decompile, disassemble or reverse engineer any portion of this Data, and may not transfer or distribute it in any form, for any purpose, except to the extent permitted by mandatory laws.

Restrictions. Except where you have been specifically licensed to do so by Wingate Inns International, Inc., and without limiting the preceding paragraph, you may not (a) use this Data with any products, systems, or applications installed or otherwise connected to or in communication with vehicles, capable of vehicle navigation, positioning, dispatch, real time route guidance, fleet management or similar applications; or (b) with or in communication with any positioning devices or any mobile or wireless-connected electronic or computer devices, including without limitation cellular phones, palmtop and handheld computers, pagers, and personal digital assistants or PDAs.

No Warranty. This Data is provided to you "as is," and you agree to use it at your own risk. Wingate Inns International, Inc. and its licensors (and their licensors and suppliers) make no guarantees, representations or warranties of any kind, express or implied, arising by law or otherwise, including but not limited to, content, quality, accuracy, completeness, effectiveness, reliability, fitness for a particular purpose, usefulness, use or results to be obtained from this Data, or that the Data or server will be uninterrupted or error-free.

Disclaimer of Warranty: Wingate Inns International, Inc. AND ITS LICENSORS (INCLUDING THEIR LICENSORS AND SUPPLIERS) DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF QUALITY, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Some States, Territories and Countries do not allow certain warranty exclusions, so to that extent the above exclusion may not apply to you.

Disclaimer of Liability: Wingate Inns International, Inc. AND ITS LICENSORS (INCLUDING THEIR LICENSORS AND SUPPLIERS) SHALL NOT BE LIABLE TO YOU: IN RESPECT OF ANY CLAIM, DEMAND OR ACTION, IRRESPECTIVE OF THE NATURE OF THE CAUSE OF THE CLAIM, DEMAND OR ACTION ALLEGING ANY LOSS, INJURY OR DAMAGES, DIRECT OR INDIRECT, WHICH MAY RESULT FROM THE USE OR POSSESSION OF THE INFORMATION; OR FOR ANY LOSS OF PROFIT, REVENUE, CONTRACTS OR SAVINGS, OR ANY OTHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF YOUR USE OF OR INABILITY TO USE THIS INFORMATION, ANY DEFECT IN THE INFORMATION, OR THE BREACH OF THESE TERMS OR CONDITIONS, WHETHER IN AN ACTION IN CONTRACT OR TORT OR BASED ON A WARRANTY, EVEN IF Wingate Inns International, Inc. OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some States, Territories and Countries do not allow certain liability exclusions or damages limitations, so to that extent the above may not apply to you.

Disclaimer of Endorsement: Reference to any products, services, processes, hypertext links to third parties or other Data by trade name, trademark, manufacturer, supplier or otherwise does not necessarily constitute or imply its endorsement, sponsorship or recommendation by Wingate Inns International, Inc. or its licensors. Product and service information are the sole responsibility of each individual vendor. The Navigation Technologies name and logo, the NAVTECH and NAVTECH ON BOARD trademarks and logos, and other trademarks and trade names owned by Navigation Technologies North America LLC may not be used in any commercial manner without the prior written consent of Navigation Technologies.

Export Control. You agree not to export from anywhere any part of the Data provided to you or any direct product thereof except in compliance with, and with all licenses and approvals required under, applicable export laws, rules and regulations.

Indemnity. You agree to indemnify, defend and hold Wingate Inns International, Inc. and its licensors (including their respective licensors, suppliers, assignees, subsidiaries, affiliated companies, and the respective officers, directors, employees, shareholders, agents and representatives of each of them) free and harmless from and against any liability, loss, injury (including injuries resulting in death), demand, action, cost, expense, or claim of any kind or character, including but not limited to attorney's fees, arising out of or in connection with any use or possession by you of this Data.

Entire Agreement. These terms and conditions constitute the entire agreement between Wingate Inns International, Inc. (and its licensors, including their licensors and suppliers) and you pertaining to the subject matter hereof, and supersedes in their entirety any and all written or oral agreements previously existing between us with respect to such subject matter.

Governing Law. The above terms and conditions shall be governed by the laws of the Illinois [insert "Netherlands" where European NAVTECH Data is used], without giving effect to (i) its conflict of laws provisions, or (ii) the United Nations Convention for Contracts for the International Sale of Goods, which is explicitly excluded. You agree to submit to the jurisdiction of Illinois [insert "The Netherlands" where European NAVTECH Data is used] for any and all disputes, claims and actions arising from or in connection with the Data provided to you hereunder.