Terms of Service

Kooji is a marketplace that connects independent owners of equipment and providers of physical space and/or professional services with customers looking to obtain the same (collectively the "Services"). Users may register for a user Account as either a "Customer" and/or as a third-party service provider ("Service Provider").

By creating an Account, you agree that the Company may send you e-mail and informational text (SMS) messages regarding Services or the Company.

By registering for Kooji and creating an Account, the Company hereby grants you a revocable, non-exclusive, non-transferable license to access and use Kooji for its intended purposes. Your Account and license may be automatically terminated, without notice, for violating any provision of this Agreement. In addition, either you or the Company may terminate this Agreement, and your Account and use of Kooji, at any time.

The Services comprise mobile applications and related services (each an "Application"), which enable users to arrange and schedule Services. You acknowledge that your ability to obtain Services through the use of the Kooji application does not establish Kooji as a provider of Services.

If you register for an Account, you agree that:

• You are at least 18 years of age, and you are legally able to form a binding contract under applicable law. If you are under 18 years of age, you can use Kooji only in conjunction with, and under the supervision of, a parent or guardian, and only in jurisdictions that legally allow individuals under 18 years of age to provide Services.
• You accept and assume all risk and responsibility for losses, costs, and damages you may incur as a result of the Services or the use of Kooji, except to the extent expressly reallocated between you and the Company under the Kooji Damage Waiver described in Section 3, where applicable to your transaction.
• All information you submit to Kooji, the Company, or other users is accurate, truthful, and complete in all respects.
• You will not use Kooji or the Services for any purpose which is illegal, prohibited, offensive, or has the effect of harassing or defaming any other person.
• You will not hack, decode, decompile, reverse engineer, index, copy, or distribute Kooji.
• You will review and agree to the fees found on Kooji — including any Kooji Damage Waiver fee and any security deposit or card-authorization amount described in Section 3 — prior to accepting the receipt or obligation to provide Services.
• You authorize the Company, through its third-party payment processor(s), to make charges and refunds on your behalf to Customers and for any and all Payment Processing Fees and Kooji Fees the Company incurs.
• You authorize the Company to refund Customers, in part or in full, based on the Company’s judgment.
• You will not solicit Customers or Service Providers who are or were previously Users of Kooji for Services outside Kooji. If you breach this Section, you agree to pay to the Company liquidated damages in the sum of $2,000.00 USD. You agree that these liquidated damages are not designed as a punitive measure but rather as a means of calculating damages which may be uncertain. Notwithstanding this Section, nothing herein shall preclude the Company from pursuing all remedies available for any breach hereof.

If you register as a User (Customer or Service Provider, as applicable), you further agree that:

• You either legally own, or have permission to provide, the Services (or any component thereof, including equipment). The Company may, in its sole discretion, request proof of ownership or permission.
• If providing Services, you have the legal ability to provide the Services as an independent third-party.
• You are not an employee, joint venturer, affiliate, or agent of the Company.
• The equipment and/or property that constitute the Services are in a suitable condition for the Services and have been accurately described, including an accurate estimated replacement value where requested, which the Company may use to determine any applicable security deposit, card-authorization amount, or terms under the Kooji Damage Waiver described in Section 3.
• You possess the skills, expertise, equipment, and ability to perform the Services.
• You have never been convicted of a felony or a crime involving sexual misconduct or violence.
• You will provide and maintain true, accurate, current and complete information about yourself, equipment and any other element of Services, when registering for an Account, including any credit card information (your "Payment Method"), as applicable, and, where applicable, your authorization for the Company to save and later charge your Payment Method as described in Section 3.
• You authorize the Company, through its third-party payment processor(s), to charge your Payment Method for any and all Fees or other applicable charges incurred by your account.
• The Company may terminate any Account at any time and for any reason. You may also terminate your Account at any time and for any reason, provided any Services being conducted at the time of termination are complete or additionally terminated by mutual agreement of all involved parties.

The Company does not guarantee Kooji uptime or accessibility and may operate, modify, or cease to operate Kooji in its sole discretion.

Without limitation, the Company and Kooji may:

• change, limit, or modify the service providers and services found throughout Kooji;
• modify pricing and fee structures found throughout Kooji, including the Damage Waiver Fee, Deductible, and Company’s Maximum Contribution under the Kooji Damage Waiver described in Section 3; or
• allow or disable users’ ability to send messages or contact service providers.

When a Customer uses Kooji to schedule Services, a Service Provider will respond based on your location and will try to provide Services as agreed. While the Company endeavors to match Customers with qualified Service Providers, Kooji is simply a marketplace and does not screen, control, endorse, or otherwise have any relationship with any Service Provider. USERS AGREE TO PERFORM AND RECEIVE SERVICES AT THEIR OWN RISK. ANY RECOURSE FOR DISPUTES ARISING OUT OF SERVICES SHALL BE SOLELY WITH THE OTHER USER THROUGH WHICH THE SERVICES WERE CONDUCTED. The Company is not obligated to take part in any dispute among Users and will only do so at its own discretion.

When a Service Provider uses Kooji to provide Services, you agree to provide Services as agreed between you and the Customer. Kooji is simply a marketplace designed to connect you as Service Provider with prospective Customers, and Kooji does not screen, control, endorse, or otherwise have any relationship with any Customer. YOU AGREE TO PERFORM SERVICES AT YOUR OWN RISK, INCLUDING THE RISK OF DAMAGE TO EQUIPMENT AND PHYSICAL SPACE. ANY RECOURSE FOR DISPUTES ARISING OUT OF SERVICES SHALL BE SOLELY WITH THE CUSTOMER PURSUANT TO YOUR INDIVIDUAL AGREEMENT THEREWITH. The Company is not obligated to take part in any dispute between you and a customer and will only do so at its own discretion.

The Company uses reasonable efforts to ensure that the Services will be provided in a professional and satisfactory manner. Nevertheless, you understand and agree that the Company does not guarantee that the Services will be performed to your satisfaction, that it will meet your needs, or that it will meet any applicable industry or professional standards.

Kooji Damage Waiver

At the time Services involving the rental of equipment are arranged using Kooji, Customers may be offered the option to purchase the Kooji Damage Waiver for the fee then disclosed at checkout. The Kooji Damage Waiver is described in full in Section 3 and is not insurance or a substitute for, and does not eliminate the need for, your own insurance coverage.

Third-Party Insurance

Kooji may separately make available optional insurance coverage offered by a licensed third-party insurance provider, unaffiliated with the Kooji Damage Waiver. Purchase of this optional third-party insurance coverage is at your sole discretion and is governed by that provider’s own terms.

When utilizing the Services as a Customer, you agree to pay the applicable amount, plus applicable sales tax, up front when booking the Services. Where applicable, this amount includes any Kooji Damage Waiver fee you elect to purchase and/or any refundable security deposit required under Section 3. The Company will charge your Payment Method for the applicable fees, deposit, and tax. In addition, the Company may charge your Payment Method to cover payment processing costs. You hereby authorize the Company to charge your Payment Method for such amounts and to submit such charge to our third-party payment processor.

As a Service Provider, you will be required to keep on file with the Company a bank account or other method of receiving payment, as the Company may allow. Payments are made directly from Users to Service Providers through Stripe and all payment issues related to Stripe will be between the Service Provider and Stripe.

No refunds or credits will be provided under any circumstance except as provided herein, including the release of security deposits and payment of Kooji Damage Waiver benefits as described in Section 3.

Overview

When arranging Services involving the rental of equipment, Kooji may offer Customers the option to purchase the "Kooji Damage Waiver" for a fee disclosed at checkout (the "Damage Waiver Fee"). The Kooji Damage Waiver is a cost-sharing arrangement offered directly by the Company that allocates responsibility for certain eligible accidental damage to rented equipment between the Customer and the Company, on the terms described in this Section 3. The current Damage Waiver Fee, Deductible, Company’s Maximum Contribution, applicable security deposit, and card-authorization tiers, and other dollar figures and timeframes referenced in this Section 3 are published and updated from time to time in the Kooji Help Center (support.kooji.com), and are incorporated into this Agreement by reference.

Not Insurance

THE KOOJI DAMAGE WAIVER IS NOT INSURANCE, IS NOT A CONTRACT OF INSURANCE, AND IS NOT OFFERED, UNDERWRITTEN, OR ADMINISTERED BY A LICENSED INSURANCE CARRIER. It is a contractual damage cost-sharing benefit made available by the Company to Customers who elect to purchase it. Purchase of the Kooji Damage Waiver does not satisfy any legal requirement to carry insurance, and the Company makes no representation that it is a substitute for insurance you may separately carry or that may otherwise be required by law, an equipment owner, or a Service Provider. Nothing in this Section 3 shall be construed as the Company acting as an insurer, and eligibility determinations under this Section 3 are made solely by the Company in its reasonable discretion.

Security Deposits and Card Authorizations

In connection with certain rentals, and at the Company’s discretion based on the equipment’s disclosed replacement value and other factors, Kooji may require, as a condition of booking, either: (i) a refundable security deposit charged to your Payment Method at the time of booking and returned to you following the return of the equipment in undamaged condition, or (ii) an authorization hold placed on your Payment Method for an equivalent amount, under which no funds are captured unless and until damage is reported and confirmed in accordance with this Section 3. The Company may use either mechanism, in its discretion, and the amount applicable to a given rental will be disclosed to you before you complete your booking.

Authorization to Charge Saved Payment Method

If you complete a booking without a security deposit, you authorize the Company to save your Payment Method on file and to initiate one or more charges against it after your rental period has ended, without further action or additional confirmation from you at the time of the charge ("off-session" charges), solely for amounts you owe under this Section 3 (including the Damage Waiver Fee and any Renter Responsibility Amount described in subsection (f)) or otherwise under this Agreement. By completing a booking on this basis, you agree that: (i) this authorization covers the specific categories of charges described in this Section 3 and elsewhere in this Agreement, including damage costs, unpaid fees, and amounts owed to Service Providers; (ii) such charges may occur at any time following the conclusion of the applicable rental and completion of the claims process described in subsection (g); (iii) the amount of any such charge will be determined as described in subsections (f) and (g); and (iv) you may withdraw this authorization prospectively for future bookings by removing your saved Payment Method in your Account settings, provided that doing so may limit your ability to book equipment that requires a saved Payment Method in lieu of a deposit. The Company will maintain a record of your agreement to this authorization.

Eligible and Excluded Damage

The Kooji Damage Waiver applies only to accidental physical damage to rented equipment that occurs during the applicable rental period and that is properly reported in accordance with subsection (g). The Kooji Damage Waiver does not cover, and the Renter Responsibility Amount described below does not apply as a cap to, damage or loss resulting from:

• intentional, reckless, or grossly negligent acts;
• normal wear and tear or pre-existing conditions;
• loss, theft, or damage arising from unauthorized use, use outside the agreed rental period, or use in violation of this Agreement;
• mechanical, electrical, or cosmetic issues not caused by an identifiable external event during the rental period;
• damage not reported within the timeframe specified in the Kooji Help Center; or
• fraud, misrepresentation, or collusion between a Customer and a Service Provider.

Damage falling within any of the foregoing exclusions is the full financial responsibility of the Customer and remains subject to the "at your own risk" and indemnification provisions elsewhere in this Agreement.

Deductible and Company’s Maximum Contribution

If you have purchased the Kooji Damage Waiver and eligible damage occurs, your total financial responsibility for that damage (the "Renter Responsibility Amount") will not exceed the deductible amount then in effect and published in the Kooji Help Center (the "Deductible"), regardless of the total repair or replacement cost. The Company will separately contribute toward eligible damage costs above the Deductible, up to the per-incident maximum contribution amount then in effect and published in the Kooji Help Center (the "Company’s Maximum Contribution"). Damage costs, if any, that exceed the sum of the Deductible and the Company’s Maximum Contribution are not covered by the Kooji Damage Waiver, and neither the Company nor the Customer is obligated under this Section 3 to pay any amount above that combined limit. This allocation applies solely as between the Customer and the Company under the Kooji Damage Waiver and is intended to operate within, and not in addition to, the Company’s aggregate liability limitation set forth in Section 5.

Claims Process

If damage to rented equipment is identified, the following process applies:

• Reporting. The equipment owner or Service Provider must report the damage to the Company through the Services within the timeframe specified in the Kooji Help Center.
• Documentation. The reporting party must submit photographs and a repair or replacement cost estimate, or other documentation reasonably requested by the Company, substantiating the claimed damage.
• Review. The Company will review the submitted documentation and any other information reasonably available to it to determine, in its reasonable discretion, whether the damage is eligible for coverage under this Section 3 and the applicable Renter Responsibility Amount.
• Notice to Customer. The Company will notify the Customer of the claim and its preliminary determination.
• Dispute Period. The Customer will have the opportunity to respond and provide additional information within the dispute period specified in the Kooji Help Center before any charge is finalized.
• Charge. Following the dispute period, the Company will charge the Customer’s Payment Method for the applicable Renter Responsibility Amount, if any, as authorized under subsection (d), or, where a security deposit was collected, will deduct the applicable amount from the deposit and return the balance.
• Reimbursement. The Company will remit the applicable owner reimbursement, if any, to the affected Service Provider.

The Company’s determinations under this subsection (g) are made in its reasonable discretion based on the information available to it, and the Company reserves the right to request additional information, extend timeframes, or decline a claim it reasonably believes to be fraudulent, collusive, or otherwise ineligible.

Deposit Release

Where a refundable security deposit was collected and no eligible damage is reported and confirmed within the applicable timeframe, the Company will release the deposit in accordance with the Kooji Help Center and your Payment Method provider’s processing timelines.

Damage Waiver Fee Non-Refundable

Except as required by applicable law, the Damage Waiver Fee is non-refundable once a rental has commenced, regardless of whether a claim is made.

Owner’s Own Insurance

Nothing in this Section 3 limits an equipment owner’s ability to maintain their own insurance covering their equipment, and the Kooji Damage Waiver does not affect, waive, or subordinate any rights an owner may have under such insurance, except that any amount paid by the Company under the Kooji Damage Waiver for a given incident of damage will be credited against, and may reduce, amounts otherwise recoverable from the Customer for that same damage under other provisions of this Agreement.

Modification

The Company may modify the Kooji Damage Waiver, including the Damage Waiver Fee, Deductible, Company’s Maximum Contribution, deposit and authorization tiers, covered and excluded damage categories, and claims procedures, at any time, effective for bookings made after the change is published in the Kooji Help Center or this Agreement, as applicable.

You acknowledge and agree that all intellectual property used on Kooji, including trademarks, copyrights, patents, source code, and scripts (collectively the "Intellectual Property") is owned exclusively by the Company and further that no license, sub-license, transfer, assignment, or sale of Intellectual Property has been offered to you. You agree not to distribute, copy, modify or in any other way share the Intellectual Property. The Company hereby reserves all rights to its Intellectual Property.

Kooji may make use of various third-party applications to provide certain features and functionality. Your use of Kooji is subject to your acceptance of the respective terms of use and licenses of all third-party applications incorporated into Kooji.

You grant the Company a perpetual, irrevocable, worldwide, royalty free, and non-exclusive license to use, copy, distribute, publicly display, modify, create derivative works, and sublicense any material you post, upload, or share with or through Kooji.

KOOJI IS PROVIDED ON AN "AS-IS" AND "WHERE-IS" BASIS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS, OR NON-INFRINGEMENT. THE COMPANY CANNOT AND DOES NOT GUARANTEE, REPRESENT, OR WARRANT THE PROVISION OF ANY THIRD-PARTY SERVICES THROUGH KOOJI, INCLUDING (WITHOUT LIMITATION) THE SERVICES.

UNDER NO CIRCUMSTANCES SHALL THE COMPANY, ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS, CONTENT PROVIDERS, OFFICERS AND SUCCESSORS (COLLECTIVELY "AFFILIATES") BE RESPONSIBLE FOR ANY LOSS SUFFERED AS A RESULT OF YOUR USE OF KOOJI OR THE SERVICES, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, UNDER NO CIRCUMSTANCES WILL THE COMPANY’S TOTAL AGGREGATE LIABILITY TO YOU EXCEED $300.00 USD. THIS AGGREGATE LIABILITY LIMITATION APPLIES TO ALL CLAIMS ARISING OUT OF OR RELATING TO YOUR USE OF KOOJI OR THE SERVICES, INCLUDING THE KOOJI DAMAGE WAIVER DESCRIBED IN SECTION 3, AND IS NOT INCREASED BY THE COMPANY’S MAXIMUM CONTRIBUTION DESCRIBED THEREIN.

You agree to indemnify, defend, and hold harmless the Company and its Affiliates from and against any and all claims, losses, or liabilities arising from (i) your use of Kooji or the Services, or (ii) your negligence or willful malfeasance. You agree that the Company shall reserve the right to control any litigation subject to your indemnification.

This Agreement shall be governed by the law of the State of New Jersey irrespective of the conflict of laws. You agree that any dispute brought hereunder, or related to, your use of Kooji or the Services, shall be brought exclusively in the state or federal courts sitting in Essex County, New Jersey. You agree to the personal jurisdiction of such courts. The parties further agree to waive their rights to any group litigation or arbitration including, without limitation, class or collective actions.

This Agreement, together with the Privacy Policy and the Kooji Help Center provisions incorporated by reference in Section 3, comprises the complete and entire agreement between you and the Company regarding the use of Kooji and any services of the Company. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect to the maximum extent allowed by law.

Any failure or delay of either party to enforce any rights accruing under this Agreement shall not be deemed a waiver of such rights.

You agree that Kooji may contact you by email, telephone, or text messages at any of the numbers provided by you or on your behalf in connection with a Kooji account, including for marketing purposes.

MANY JURISDICTIONS HAVE LAWS PROTECTING CONSUMERS AND OTHER CONTRACT PARTIES, LIMITING THEIR ABILITY TO WAIVE CERTAIN RIGHTS AND RESPONSIBILITIES. WE RESPECT SUCH LAWS; NOTHING HEREIN SHALL WAIVE RIGHTS OR RESPONSIBILITIES THAT CANNOT BE WAIVED.