Full Service Hosting Agreement
This Agreement is entered into between you (the “Host”, “you” or “your”) and Cityami Inc., a Delaware corporation (“Cityami”, “we”, “us” or “our”), under which Cityami will provide certain services to you with respect to the Listing and rental of your Accommodation.
By accepting the terms hereof, you acknowledge that you have read, understand and agree to comply with and be bound by Cityami's Terms of Service (the “Terms”), as published from time to time at www.cityami.com, into which this Agreement is incorporated. Capitalized terms used in this Agreement but not defined herein have the meanings assigned to them in the Terms.
As set forth in the Terms, Cityami reserves the right, at its sole discretion, to modify, discontinue or terminate any Host Services, at any time and without prior notice. If we modify the Host Services or this Agreement, we will provide you with notice of the modification. By continuing to use Host Services after we have provided you with notice of a modification, you are indicating that you agree to be bound by the modified terms of this Agreement. If the modified terms of this Agreement are not acceptable to you, your only recourse is to cease using the Site and Host Services.
Cityami Host Services
The following services (“Host Services”) will be provided by Cityami to each Host that registers and purchases on the Site:
1. Listing Assistance. Cityami will assist the Host with creating and optimizing the listing of an Accommodation on one or more Third Party Platforms (“Listing”). Cityami's Listing services may include a recommendation regarding the optimal price for the rental of an Accommodation. Host acknowledges and agrees that Host is responsible for the accuracy of all Listing information.
2. Photography. Cityami will make arrangements to take high quality (non-professional) photographs for use, to be used for featuring the Accommodation in a Listing. From time to time, the Listing platforms used may offer free professional photography. In the event this is offered, Cityami will at its discretion arrange for professional photography to be taken. You may also request professional photography, but will be responsible for any additional costs incurred.
3. Guest Selection.
a. Cityami will assist the Host with screening and selecting potential guests based on the criteria provided by you. You acknowledge and agree that Cityami is not responsible for guaranteeing guest behavior, and that there may be a penalty for canceling guests with Third Party Providers. If a Guest requests a booking of your Accommodation and stays at your Accommodation, any agreement that you enter into separately with a Guest is between you and the Guest. Host acknowledges and agrees that Cityami is not your agent and will not negotiate or execute agreements made directly with Guests on behalf of the Host. Cityami will not be a party to any agreement between Hosts and Guests.
b. Cityami does not and will not, under any circumstances, give preference to or discriminate against potential guests based on race, color, ethnicity, national origin, religion, sexual orientation, gender identity, or marital status
4. Guest Communication. Cityami will receive and attempt to communicate with potential guests to provide information about a Listing and resolve questions and complaints. Cityami will also attempt to communicate with Guests prior to, during and after their stay to assist Hosts and Guests with a smooth stay. As reasonably necessary, Cityami will reasonably assist Hosts and Guests with unexpected events such as lockouts. For Hosts that have chosen our Urgent Needs Services, please see additional terms as outlined in the Urgent Needs Services Agreement.
5. Routine Maintenance. Upon request, Cityami will water household plants and feed aquatic pets; however, Cityami is not responsible for the ongoing health or care of organisms within the Accommodation. Additionally, Cityami will stock essential household items such as soap and toilet paper. Cityami will not be responsible for general property maintenance, including but not limited to alarm systems, utilities, pest control, or physical damage to the property.
6. Routine Cleaning.
a. Cleaning Services are required prior to any guest stay. Additionally, Cityami will provide the option for standard cleaning services (the “Cleaning Services”) for Accommodations after the completion of a guest stay. The Cleaning Services will be performed by Cityami or a Third Party Provider cleaning service commissioned by Cityami. For the purposes of this Agreement, (a “Third Party Provider”) means a third party, contracted by Cityami, to perform services for the Host. The entity performing the Cleaning Services will:
i. Wash and sanitize the toilet, shower, tub, and sink;
ii. Dust all accessible surfaces;
iii. Wipe down all mirrors and glass fixtures;
iv. Clean all floor surfaces;
v. Take out garbage and recycling to the designated collection area;
vi. change bedding;
vii. coordinate laundry delivery or pick-up/drop-off; and
viii. Lightly wipe down refrigerator, throw out any spoiling food items, throw out all food at Host’s request.
b. Cityami shall not be responsible for the cleanliness of areas and items listed in Section 6(a) above after a Guest completes their stay at an Accommodation, unless a Host purchases and schedules Cleaning Services with Cityami.
7. Third Party Platform Resolution Handling. From time to time Cityami may add itself on the Host’s listing platform account as a trusted contact to resolve issues, on behalf of the owner. It is at Cityami’s full discretion to decide participation in the event of a resolution on the Host’s listing platform.
8. Safety. Cityami shall not be required to enter an Accommodation if Cityami, in its sole discretion, determines that entrance to the Accommodation, or the surrounding premises of the Accommodation, subjects Cityami or its agents to harm or threat of harm of any kind. Cityami shall not responsible for any Services not provided under this agreement due to this Section 8.
Host acknowledges and agrees that Cityami may provide the Services through one or more Third Party Providers (e.g. pricing tools, laundry service providers, and specialists such as plumbers or locksmiths) in its sole discretion. Cityami agrees to provide the Services in a timely and professional manner in accordance with this Agreement. However, Cityami makes no warranties of any kind, express or implied, with respect to the Services to be provided hereunder. This Agreement is subject to the limitations of liability set forth in the Terms.
You acknowledge and agree that you are responsible for any and all Listings. Cityami assumes no responsibility for a Host's compliance with any agreements with or duties to third parties, applicable laws, rules and regulations.
Some jurisdictions have laws that prohibit or restrict short-term rental of residential dwellings, including single-family residences, condominiums and apartments. In certain jurisdictions, Hosts may have to meet certain qualifications, register or obtain a permit or license before listing or renting a residential dwelling. Hosts may also be subject to CC&Rs, bylaws and other agreements that apply to single-family residences in some neighborhoods, condominiums and apartment buildings. You may be liable for civil and criminal penalties for the violations of these laws and regulations. You are encouraged to review local, state and federal laws and regulations applicable to you and consult with an attorney prior to Listing an Accommodation on a Third Party Platform or using the Services.
Duties of Host
In connection with the Services, you agree that you will do the following:
1. Compliance with Law. You are solely responsible for compliance with all applicable laws and regulations.
2. Compliance with Agreements. You agree that you will not breach any agreements you have entered into with any third parties, such as Third Party Platforms, homeowners association, condominium, lease or rental agreements.
3. Third Party Platform. You will use a Third Party Platform for Listings of your Accommodations.
4. Information in Listings. The information you provide to us and use in Listings on Third Party Platforms will be true and accurate in all respects. Unless you choose the Full Service plan, You agree that you will be responsible for establishing and maintaining your Listing, including without limitation, selecting the price, updating factual information and providing any required legal disclosure, whether or not any information or pricing was recommended or required by Cityami. While you have the ultimate control of your Listing, you understand that Cityami may request that a Host revise a Listing in accordance with this Agreement. If a host refuses to revise a Listing per the request of Cityami, Cityami may immediately terminate this Agreement and your registration on the Site. Under no circumstances will Cityami have any responsibility for any host-created misstatement, error or omission in any Listing, whether or not Cityami suggested or required such information in a Listing.
5. Eviction. In circumstances where the guest has stayed beyond the agreed booking period, or in which they are creating a nuisance or otherwise harmful situation, Cityami will, at the Host’s option, take action to not be responsible for evicting Guests. If any Guest stays beyond the booking period agreed upon between the Host and the Guest. If Cityami determines, in its sole discretion, that action toward eviction is unsafe, we will first confer with the Host regarding the situation. Where applicable, we will also provide notice of the Guest’s holdover to the Third Party Provider to notify them of the, Host will have the sole responsibility with regards to evicting the guest and any expenses, losses, or damages associated with the guest’s stay beyond the contracted period or any eviction process. Please note that Cityami does not guarantee the successful eviction of a holdover Guest.
6. Insurance. Cityami recommends that the Host carry, at his or his/her own expense, property and liability insurance, each in an amount not less than $500,000
7. Taxes. Host will be solely responsible for preparing and paying Host’s own income tax return. Cityami is not responsible for advising Host with respect to taxes owed with regards to the Accommodation or any transactions contemplated by or facilitated by this Agreement.
8. Routine Maintenance. You are responsible for routine maintenance to the Accommodation. Cityami will do its best to notify Host of observed disrepair or required maintenance (e.g. replacing light bulbs), but will have no obligation to notify Host of, or provide any routine maintenance. Host may request that Cityami complete any routine maintenance subject to a separate agreement between the parties regarding the maintenance to be performed and the compensation to be paid in connection therewith. If Cityami notifies Host of maintenance that needs to be performed, Host agrees that they will complete such routine maintenance at its sole cost and in a timely fashion.
9. Urgent Needs Services. Hosts that choose to use Cityami’s Urgent Needs Services shall be subject to the Urgent Needs Services Agreement, sent under separate cover. If applicable, the terms of the Urgent Needs Services Agreement shall be incorporated herein.
10. Platform Access. For the duration of Cityami’s employ, Host may not is not directly perform any management functions (e.g. Updating of the calendar availability reviewing guest messaging, messaging guests directly, modifying settings, modifying listing details, extending offers, or extending refunds). All changes should go through Cityami. Cityami is not responsible for changes by Host that negatively impact a Listing.
11. Guest Relocation. In the event that a guest needs to be relocated due to unresolvable, uninhabitable circumstances outside of our control, Cityami will use its resources, subject to availability, to help the Host and Guest, however, this availability is not guaranteed. If Cityami is at fault for the need to re-accommodate guests due to a problem that is making the property uninhabitable, Cityami will attempt to rectify the problem, or arrange, at our own expense, for relocation.
12. Safety and Security. For the purpose of this agreement, a “Lock Box” is a secure container in which the key to the accommodation is stored. Cityami may choose to provide guests with apartment access through the use of a Lock Box. It is the Host’s responsibility to inspect and determine the security of the Lock Boxes to the Host’s satisfaction. Cityami is solely responsible for communicating to Guests and third-party vendors for the benefit of access the property. Hosts will not have access to Cityami Lock Boxes. Hosts should not rely on Cityami for access to their property. In extenuating circumstances, decided upon by Cityami, Cityami will provide the Host with temporary access to Cityami Lock Boxes. From time to time, Cityami may engage with a third-party key exchange service, in lieu of using a Lock Box, in order to gain access to the Accommodation. Host acknowledges that from time to time, these boxes may be cut or removed by the general public. In this situation, Cityami will do its best to rectify the situation immediately and will cover the costs of key replacement up to $75.
13. Owner Interference. In connection with Cityami’s Services, the Host may not and agrees that Host will not:
a. return to or access the property during Guest days;
b. allow friends, family and/or third parties to enter the property during Guest stays;
c. stalk or harass the Guests during the Guest days;
d. interfere in any way with the Cleaning Services personnel, such as turn them away and/or restrict their access to the property and access to the Accommodation while the Cleaning Service personnel is performing Cleaning Services and interfere with the cleaning process;
e. be present in the Accommodation during the cleaning service
f. interfere in any way with Cityami’s communications with the Guests, such as communicate in any way with the Guests on behalf of Cityami, change the checkout dates and accept reservations on behalf of Cityami; and/or
g. arrange for construction on or outside the Accommodation without prior written notification to Cityami at least twenty-four (24) hours in advance.
1. Co-Hosting Fees. The fees for Services are fifteen percent (15%) of the total earnings, after Listing platform fees, paid by the Third Party Platform for the rental of an Accommodation (the “Fees”). Fees do not include fees for additional purchases, such as Cleaning Services, or Urgent Needs Services. Cityami holds a $75 co-hosting minimum, which is most frequently met by setting the minimum number of days so that bookings would not fall under the $75 minimum.
2. Cleaning. Cleaning will be billed to the guest according to the size of the Accommodation as well as the number of beds. For the current schedule of cleaning fees, please see http://www.cityami.com/pricing.
3. Additional Pet Fee. In addition to fees set forth in the Fees, If the Host permits any Guest to bring pet(s) to the Accommodation, Host agrees to pay Cityami a non-refundable pet fee of up to $40.00 for the extra work involved in the cleaning and other related services related to the pet(s).
4. Payment of Fees.
a. Payment is collected by:
i. Cityami’s status as a co-host on Host’s Third Party Platform, where the Third Party Platform will pay Cityami directly from the Host’s earnings; or
ii. If Cityami is not a co-host, Cityami will bill Host five (5) business days after the guest checks in.
b. If co-hosting payout method is errant due to adjustments to the reservation or a mistake in Airbnb’s payout process, Cityami will invoice the Host for any fees due to the host, but sent to the Host and not Cityami
5. Minimum Deposit. Cityami may, in its sole discretion, maintain a minimum security deposit from Guest to cover any necessary repairs or replacements as a result of their stay
6. Fee for Termination of Host Services.
a. Host agrees to pay any fees for Host Services provided by Cityami if Host (a) cancels a booking with a Guest while this Agreement is in effect, or (b) terminates this agreement for any reason prior to renting the Accommodation. Host will be charged for five percent (5%) of the total unstayed booking(s) under Cityami management.
b. Additionally, if Host cancels a Service, such as cleaning, without 24 hours advance notice to Cityami, Host will be charged for the full cost of that Service.
7. Holdover Fees.
a. If a Third Party Provider is unable to perform scheduled services due to the presence of a Guest that has remained in the Accommodation over the scheduled stay, the Guest will be charged cost of the Third Party Provider fee.
b. If a guest fails to check out on the scheduled date and time, the Guest will be charged a fee of one and one-half times (1.5x) the nightly rate of the unit.
c. Cityami may need to rely on the Host’s cooperation for enforcement of these fees.
Host’s Representations and Warranties
In addition to the other representations and warranties set forth in this Agreement and in the Terms, Host represents and warrants that:
1. Host is a legal owner or Authorized Tenant of the Accommodation and has full authority to enter into this Agreement and to use Cityami for the Host Services under the terms of this Agreement.
2. If Host is an Authorized Tenant, there are no written or oral restrictions on further leasing or subletting the Accommodation that would interfere with the Listing of the Accommodation on a Third Party Platform or otherwise temporarily leasing the Accommodation to Guests, or any other actions contemplated by this Agreement.
3. To the best of the Host’s knowledge the Accommodation, its construction and operation do not violate any applicable statutes, laws, ordinances, rules, regulations, orders, or the like including, but not limited to, those relating to hazardous or toxic substances.
4. To the best of Host’s knowledge, the premises in which the Accommodation is located does not contain any toxic substances such as, but not limited to: lead based paint, asbestos, urea, formaldehyde, radon, or other hazardous substances and that no unsafe condition exists except as disclosed in writing at the time of this Agreement.
5. Host has disclosed the existence of any default of foreclosure notices affecting the property as of the date of this agreement and further agrees to disclose any such notices received hereafter, within five days of the receipt of any such notices.
6. HOST HEREBY ACKNOWLEDGES THAT CITYAMI IS NOT A REAL ESTATE BROKER, AGENT, OR INSURER. CITYAMI HAS NO CONTROL OVER THE CONDUCT OF GUESTS, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.
Host agrees to defend, indemnify and hold harmless Cityami, its affiliates, and its and their representatives, agents, directors, managers, officers, employees, and shareholders (“Indemnities”) from and against all claims, liabilities, damages, losses and expenses, including without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (1) the Host Services performed by Cityami under this Agreement other than those arising because of gross negligence or intentional misconduct by Cityami or any of its officers, agents, directors or employees; (2) any damage to or destruction of any property by Guests, any third party, or any terrorism, acts of nature, or acts of God; (3) any injury to or death of any person from any cause whatsoever; (3) any error of judgment by Indemnities or any mistake of law or fact by Indemnities; and (4) to the extent not covered by insurance, any alleged violation of any law (statutory, common or otherwise) pertaining to the actions contemplated by this Agreement, including but not limited to environmental protection, rent control, taxes, short-term rental, fair housing, or any other such laws.
Term and Termination
1. Term. This Agreement is effective from the first date you use the Host Services and will continue until terminated by either party in accordance with this Agreement.
2. Termination by Cancellation of Registration. The cancellation of your registration on the Site for any reason will automatically terminate this Agreement.
3. Termination by Notice. Either party to this Agreement may elect to cancel or terminate this Agreement with or without cause by giving seven (7) days’ prior written notice to the other party. If no termination date is specified in the notice, this Agreement shall terminate as of the date which is seven (7) days after the notice is delivered.
4. Upon Termination. Upon termination of this Agreement by Cityami, Cityami will cease providing any Host Services to the Host on the date of termination. Upon termination of this Agreement by Host, Cityami may continue providing Host Services to the Host for any stays that were booked on or prior to the date of Termination.
1. Successors and Assigns. This Agreement shall benefit Cityami, its successors and any permitted assigns. This Agreement shall not be assignable by Host without the express Cityami, but may be freely transferred, assigned, or delegated by Cityami.
2. Entire Agreement. This Agreement, and the Terms into which this Agreement is incorporated, set forth the entire agreement of the parties with respect to the subject matter hereof and supersedes all other oral or written representations, marketing information and understandings.
3. Waiver. If Host breaches any term of this Agreement and Cityami decides to take no action or neglects to do so, then Cityami will still be entitled to take action and enforce our rights and remedies for any other breach.
4. Severability. If any of the provisions, or portions thereof, of this Agreement are found to be invalid under any applicable statute or rule of law, then, that provision (or portion thereof) notwithstanding, this Agreement shall remain in full force and effect and such provision or portion thereof shall be deemed omitted.
5. Relationship of Parties. The parties are independent contractors under this Agreement and no other relationship is intended, including a partnership, franchise, joint venture, agency, employer/employee, fiduciary, master/servant relationship, or other special relationship. Neither party shall act in a manner which expresses or implies a relationship other than that of independent contractor, nor bind the other party.
6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction.
7. Dispute Resolution. Cityami and Host agree to try in good faith to settle the dispute by voluntary mediation before resorting to court action or arbitration. In the event of a dispute between the parties concerning the terms of this Agreement, such dispute shall be resolved as set forth in the Terms.