Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY.

You agree that by clicking “Sign Up”, participating in the Referral Program (defined below), registering, accessing, or using our Services (described below), you are agreeing to enter into a legally binding contract with Makai Technologies, Inc. operating as d/b/a Makai, (hereafter referred to as “Makai”, “we”, “us”, or “our”). If you do not agree that these Terms of Service (“Terms”) form a contract with you, or should you not wish to agree to these Terms, do not click “Sign Up” and do not access or otherwise use any of the Services. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Services. Failure to use the Services in accordance with these Terms may subject you to civil and/or criminal penalties.

You agree to comply with and be legally bound by these Terms, whether or not you become a registered user of the Services. These Terms govern your access to and use of the Services and all Collective Content (defined below), and your participation in the Referral Program (defined below). These Terms constitute a binding legal agreement between you and Makai.

Makai provides an online platform that connects Owners who have Boats (as defined below) to rent with Renters seeking to rent such Boats, which platform is accessible at https://www.themakaiapp.com and any other websites through which Makai makes the platform available (collectively, the “Site”) with any other websites, applications, features, software or services provided, owned, or operated by Makai that link to these Terms are, collectively, the “Services”.

Your use of our Services is also subject to our Privacy Policy. Other services offered by Makai may be subject to separate terms.

YOU UNDERSTAND AND AGREE THAT MAKAI IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN OWNERS AND RENTERS, NOR IS MAKAI A BOAT BROKER, AGENT OR INSURER. MAKAI HAS NO CONTROL OVER THE CONDUCT OF OWNERS, RENTERS AND OTHER USERS OF THE SITE, APPLICATION AND SERVICES OR ANY BOATS, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.

Definitions

• “Boat(s)” means marine vessels.
• “Makai Content” means all Content that Makai makes available through the Services, including any Content licensed from a third party, but excluding Member Content.
• “Collective Content” means Member Content and Makai Content.
• “Content” means text, graphics, images, music, software, audio, video, information and any other content or materials.
• “Renter” means a Member who requests a booking of a Boat via the Services, or a Member who uses a Boat and is not the Owner for such Boat.
• “Owner” means a person who creates and manages a Listing via the Services, is responsible for approving rentals, checking in or out a Renter, or responding to messages on the website. The Owner does not have to be the Boat Owner, but will need to be appointed and approved by the Boat Owner.
• “Listing” means a Boat that is listed by an Owner as available for rental via the Services.
• “Member” means a person who completes Makai's account registration process, including, but not limited to Owners and Renters.
• “Member Content” means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Services.
• “Service Fee Policy” The list of fees associated with transactions that are available via the Services.
• “Time Charter” A rental of a Boat supported by a written agreement whereby the Boat Owner makes the Boat available to the Renter but the Owner remains responsible for all aspects of operating the Boat including but not limited to manning and provisioning the Boat. An Owner of a Boat rented pursuant to a Time Charter must ensure compliance with all applicable coast guard, local, state and federal laws for the specific type of operation of the Boat.
• “Tax” or “Taxes” mean any sales taxes, goods and services taxes (GST), value added tax (VAT), and any other applicable or similar municipal, state and federal indirect or other withholding and personal or corporate income taxes.

Modification

Makai reserves the right, at its sole discretion, to modify the Services or to modify these Terms, including the Service Fees (defined above), at any time and without prior notice. If we modify these Terms, we will post the modification on the Services or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Services after we have posted a modification or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services.

Other Policies

You agree that you will comply with all written Makai rules, agreements, and policies that are made available by Makai on the Services and which are incorporated herein by reference. These include, but are not limited to, the following:

• Cancellation Policy
• Privacy Policy

How the Services Work

The Services can be used to facilitate the listing and booking of Boats. Such Boats are included in Listings on the Services by Owners. You may view Listings as an unregistered visitor to the Services; however, if you wish to book a Boat or create a Listing, you must first register to create a Makai Account (defined below). As stated above, Makai makes available a platform or marketplace with related technology for Renters and Owners to meet online and arrange for bookings of Boats. Makai is not an Owner or operator of Boats, including, but not limited to, powerboats, sailboats, ski boats, yachts, houseboats, or other Boats, nor is it a provider of Boats, and Makai does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control Boats or transportation or travel services. Makai's responsibilities are limited to: (i) facilitating the availability of the Services and (ii) serving as the limited agent of each Owner for the sole purpose of accepting payments from Renters on behalf of the Owner.

PLEASE NOTE THAT, AS STATED ABOVE, THE SERVICES ARE INTENDED TO BE USED TO FACILITATE THE BOOKING OF BOATS. MAKAI CANNOT AND DOES NOT CONTROL THE CONTENT CONTAINED IN ANY LISTINGS AND/OR THE CONDITION, LEGALITY OR SUITABILITY OF ANY BOATS. MAKAI IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL LISTINGS AND BOATS. ACCORDINGLY, ANY BOOKINGS WILL BE MADE AT THE RENTER'S AND OWNER'S OWN RISK.

Account Registration

In order to access certain features of the Services, and to book a Boat or create a Listing, you must register to create an account (“Makai Account”) and become a Member. You may register to join the Services directly via the Services or as described in this section.

You can also register to join by logging into online accounts you may have with third-parties, such as Facebook; each such account, a “Third Party Account”, via our Services. As part of the Services, you may link your Makai Account with Third Party Accounts, by either: (i) providing your Third-Party Account login information to Makai through the Services; or (ii) allowing Makai to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account.

You may not have more than one (1) active Makai Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Makai reserves the right to suspend or terminate your Makai Account and your access to the Services if you create more than one (1) Makai Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete.

You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Makai Account, whether or not you have authorized such activities or actions. You will immediately notify Makai of any unauthorized use of your Makai Account.

Electronic Communications and E-SIGN Consent

By creating a Makai Account or using the Services, you consent to receive electronic communications from Makai (e.g., via email, push notification, text messages, or in-app messages). These communications may include notices about your account (e.g., payment authorizations, booking confirmations, password changes, and other transactional information) and are part of your relationship with us.

In accordance with the Electronic Signatures in Global and National Commerce Act (“E-SIGN Act”), you agree that your electronic acceptance of these Terms, booking confirmations, cancellation notices, and any other agreements or disclosures constitutes your binding electronic signature and has the same legal force as a handwritten signature.

Boat Listings

As a Member, you may create Listings. To list, you must pass a verified user check. You will be asked a variety of questions about the Boat to be listed, including, but not limited to, the value, location, size, features, availability of the Boat, pricing, related rules, and financial terms. You acknowledge and agree that Listings will be made publicly available via the Services. Other Members will be able to book your Boat via the Services based upon the information provided in your Listing. You understand and agree that once a Renter requests a booking of your Boat, the price for such booking may not be altered without contacting customer service (support@themakaiapp.com).

You acknowledge and agree that you are responsible for any and all Listings you post. Accordingly, you represent and warrant that any Listing you post and the booking of, or Renter use of, a Boat in a Listing you post (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) be in compliance with all applicable laws, tax requirements, and rules and regulations that may apply to any Boat included in a Listing you post, including, but not limited to, insurance requirements, coast guard regulations, zoning laws, marina regulations, and laws governing rentals and operation of Boats and (b) not conflict with the rights of third parties. Please note that Makai assumes no responsibility for an Owner's compliance with any applicable laws, rules and regulations. Makai reserves the right, at any time and without prior notice, but without obligation to do so, to remove or disable access to any Listing for any reason, including Listings that Makai, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services.

No Endorsement

Makai does not endorse any Members or Boats. Although these Terms require Members to provide accurate information, we do not attempt to confirm, and do not confirm, any Member's purported identity or other information provided by such Member. You are responsible for determining the identity and suitability of others who you contact via the Services. Except as provided by the Makai Terms, we will not be responsible for any damage or harm resulting from your interactions with other Members.

By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from Makai with respect to such actions or omissions.

Assumption of Risk

YOU ACKNOWLEDGE THAT BOATING AND MARITIME ACTIVITIES INVOLVE INHERENT RISKS, INCLUDING BUT NOT LIMITED TO:

• Risk of drowning, injury, or death from watercraft operation, weather conditions, water conditions, wave action, or equipment failure
• Risk of exposure to sun, wind, rain, lightning, and other weather conditions that may change rapidly and without warning
• Risk of encounters with marine wildlife, including but not limited to jellyfish, sharks, and other aquatic species
• Risk of seasickness, dehydration, heat exhaustion, or hypothermia
• Risk associated with the mechanical condition of the vessel, which Makai does not inspect, certify, or guarantee
• Risk of collision with other watercraft, fixed objects, or submerged hazards

BY USING THE SERVICES TO BOOK OR PROVIDE A BOAT CHARTER, YOU VOLUNTARILY ASSUME ALL RISKS ASSOCIATED WITH SUCH ACTIVITIES, WHETHER KNOWN OR UNKNOWN, EVEN IF ARISING FROM THE NEGLIGENCE OF MAKAI, OWNERS, CAPTAINS, OR OTHER MEMBERS, AND YOU AGREE TO WAIVE ALL CLAIMS AGAINST MAKAI RELATED TO SUCH RISKS TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

You are solely responsible for ensuring that you and all members of your party are physically able to participate in boating activities, can swim or have appropriate flotation devices, and understand basic water safety. All minors must be accompanied by a responsible adult. The Owner or Captain is responsible for ensuring compliance with U.S. Coast Guard regulations regarding life jackets and safety equipment.

Bookings and Financial Terms

If you are an Owner and a booking is requested for your Boat via the Services, you may be required to either confirm or reject the booking within 24 hours of when the booking is requested (as determined by Makai in its sole discretion) or the booking request may be automatically canceled. When a booking is requested via the Services, we will share with you (i) the first and last name of the Renter who has requested the booking, and, (ii) a link to the Renter's Makai Account profile page, so that you can view such information before confirming or rejecting the booking. If you are unable to confirm or decide to reject a booking of a Boat within such 24-hour period, any amounts collected by Makai for the requested booking may be refunded to the applicable Renter's credit card and any pre-authorization of such credit card will be released.

The fees displayed in each Listing are comprised of the Boat Rental Fees and the Service Fees. Where applicable, Taxes may be charged in addition to the Service Fees and Boat Rental Fees. The Boat Rental Fees, the Service Fees and applicable Taxes are collectively referred to in these Terms as the “Total Fees”. The amounts due and payable by a Renter solely relating to an Owner's Boat which are actually collected by Makai are the Boat Rental Fees. Please note that it is the Owner, and not Makai which determines the Boat Rental Fees.

Makai charges a fee to Renters based upon a percentage of the Boat Rental Fees; this charge is referred to as the “Service Fees”. The Service Fee is added to the Boat Rental Fees to calculate the Total Fees (which will also include applicable Taxes) displayed in the applicable Listing.

You also agree that if Makai is unable to collect a debt that is due within 30 (thirty) days, it may resort to a third-party recovery service for the amount owed. In the event a third-party recovery service is used, you agree that Makai may pursue an action against you for the original amount owed, plus any commissions or expenses (including attorneys' fees) related to pursuing said amount.

Agreed Exclusivity with Makai

As an Owner, you agree to use the Service to communicate and facilitate a rental with a Renter. You agree not to take any action directly or indirectly to circumvent the Service Fee Policy. If you do so, you agree that Makai may charge you a fee up to $1,000 per booking, in addition to the Service Fees otherwise owed to Makai. Makai may collect the fee from future bookings or otherwise.

Minimum Age to Rent

The Services are intended solely for persons who are 18 or older. Any access to or use of the Services by anyone under 18 is expressly prohibited. By accessing or using the Services you represent and warrant that you are 18 or older. The minimum age to rent a Boat is 18.

Insurance

Makai is not a party to any contract for insurance facilitated through any link to a third-party insurance provider advertising on the Website or App, and is not acting on behalf of any insurer, any broker or agent, any insured or any claimant in any contract for insurance facilitated through such link. Insurance coverage may be provided through a third-party independent insurance producer not affiliated with Makai. Makai does not act as a broker, agent or consultant in the sale of insurance, is not endorsing or recommending any particular insurer or terms of coverage, and is merely providing a link for you, if you wish, to transact a contract for insurance with a third-party provider. Any contract for insurance is solely between you, as the insured, and such insurer as you and the third-party insurance provider agree shall act as the insurer. Makai has no control over and makes no representations regarding the coverage of any insurance you may purchase from a third-party insurance provider. You acknowledge and agree that Makai assumes no responsibility or liability for any claims or disputes arising from, or related to, a contract for insurance facilitated through such link.

Owner Insurance Requirements: Owners are solely responsible for maintaining adequate insurance coverage for their vessels, including but not limited to hull insurance, Protection & Indemnity (P&I) coverage, and any commercial endorsement required for charter operations. Makai may require proof of insurance as part of the vessel listing process but does not verify the adequacy or scope of any insurance policy. Listing a vessel on Makai does not constitute insurance coverage of any kind.

Appointment of Makai as Limited Payment Agent for Owner

Each Owner hereby appoints Makai as the Owner's limited agent solely for the purpose of collecting payments made by Renters on behalf of the Owner. Each Owner agrees that payment of Boat Rental Fees made by a Renter to Makai shall be considered the same as a payment made directly to the Owner and the Owner will make the Boat available to Renter in the agreed upon manner as if the Owner has received the Boat Fees. Each Owner agrees that Makai may, in accordance with the cancellation policy selected by the Owner and reflected in the relevant Listing, (i) permit the Renter to cancel the booking and (ii) refund to the Renter that portion of the Boat Fees specified in the applicable cancellation policy. In accepting appointment as the limited authorized payment agent of the Owner, Makai assumes no liability for any acts or omissions of the Owner.

You are immediately responsible to Makai for all credit card disputes, refunds, reversals, or fines regardless of the reason or timing. Please keep in mind that you are liable for all losses you incur when lost or stolen payment credentials or accounts are used to purchase products or services from you. Makai does not and will not insure you against losses caused by fraud under any circumstances.

Payment Processor Terms (Stripe)

Payment processing services on Makai are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). You agree to be bound by the Stripe Services Agreement. You also authorize Makai to share with Stripe transaction information related to your use of the payment processing services provided by Stripe.

Security Deposits

Makai includes a security deposit in every Listing (“Security Deposits”). For all Security Deposits included in a Listing for a confirmed booking of a Boat, Makai will, in its capacity as the payment agent of the Owner, use its commercially reasonable efforts to obtain a pre-authorization of the Renter's credit card in the amount the Owner determines for the Security Deposit within a reasonable time prior to the Renter's check-in at the applicable Owner's Boat.

If an Owner does not respond to the questions related to a Security Deposit capture within 7 days of the rental date, the damages will be considered resolved. As a result, the Renter's Security Deposit will be refunded and the Owner will no longer have any rights to the funds.

Renters are always responsible for having a card on file with sufficient funds available to cover the Security Deposit and any applicable deductible. Makai reserves the right to cancel the booking if the Security Deposit was not captured within 24 hours of the rental. If a booking has concluded and the Security Deposit was not captured, Makai reserves the right to charge any/all payment methods in order to secure the necessary funds.

Service Fees

In consideration for providing the Services, Makai collects service fees from Owners and Renters. Makai Service Fees are made up of two (2) components: (i) Service Fee and (ii) an Owner Commission Fee that is charged to the Owner, each is based upon a percentage of the amount of the Boat Fees. Where applicable, Taxes may also be charged. Owner Commission Fees are deducted from the Boat Fees before remitting the Boat Fees to the Owner. Except as otherwise provided herein, Service Fees are non-refundable.

Tax Compliance

Owners are solely responsible for determining and fulfilling their own tax obligations, including reporting income and remitting applicable taxes (income tax, sales tax, use tax, VAT, or any other applicable taxes) to the appropriate taxing authorities. Makai may be required by law to collect and report certain information about your earnings to tax authorities (e.g., IRS Form 1099-K for U.S. Owners who meet applicable thresholds). You agree to provide accurate tax identification information when requested.

Makai does not provide tax advice. You are encouraged to consult with a qualified tax professional regarding your specific tax obligations related to income earned through the Services.

Captains

MAKAI never approves or endorses any captain. MAKAI requires captains to verify their identity at the time of initial sign up but does not and is not responsible to ensure that a captain's credentials remain current at the time of any particular Rental. Ensuring that a captain is currently credentialed and properly qualified for a particular Boat or rental is the sole responsibility of the Renter.

Captains Are Strictly Retained by Renter. Renter agrees that it alone will be the employer of any captain selected and/or hired by Renter and that said captain will be so notified by Renter and agree that they are not the employee or borrowed servant of MAKAI and will make no claims of any kind against MAKAI on the basis of any alleged employment relationship.

Renter is solely responsible for obtaining/confirming the proper insurance coverage for any paid operator/Captain hired by the Renter.

Alcohol and Substance Policy

All Members must comply with applicable federal, state, and local laws regarding the consumption of alcoholic beverages on watercraft. Boating Under the Influence (“BUI”) is a federal offense under 46 U.S.C. § 2302 and applicable state laws. Captains and vessel operators must not operate any vessel while under the influence of alcohol or drugs.

Renters are solely responsible for the conduct of their guests, including compliance with alcohol and drug laws. The Owner or Captain reserves the right to end a charter immediately if any person's behavior, including intoxication, poses a safety risk, without refund. Makai assumes no liability for any injuries, accidents, or legal consequences arising from the consumption of alcohol or drugs during a charter.

Damage to Boats

As a Renter, you are responsible for leaving the Boat in the condition it was in at delivery, fair wear and tear excepted. You acknowledge and agree that, as a Renter, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you invite to, or otherwise provide access to the Boat. In the event that following the conclusion of a rental, a Boat Owner claims that the Boat has been damaged during the rental and provides evidence of damage, including but not limited to, photographs, or other evidence you agree to pay the cost of repairing the damage or replacing the damaged items with equivalent items. After being notified of the claim and given forty-eight (48) hours to respond, the payment will be charged to and taken from the credit card on file in your Makai Account.

Both Renter and Boat Owner agree to cooperate with and assist Makai in good faith, and to provide Makai with such information and take such actions as may be reasonably requested by Makai, in connection with any complaints or claims made by Members relating to Boats or any personal or other property located at a Boat or with respect to any investigation undertaken by Makai or a representative of Makai regarding use or abuse of the Site, Application or the Services.

Cancellations and Refunds

If, as a Renter, you cancel your requested booking before the requested booking is confirmed by an Owner, Makai will cancel any pre-authorization to your credit card and/or refund any nominal amounts charged to your credit card in connection with the requested booking within a commercially reasonable time. If, as a Renter, you wish to cancel a confirmed booking made via the Services, either prior to or after arriving at the Boat, the cancellation policy of the Owner contained in the applicable Listing will apply to such cancellation. Our ability to refund the Boat Fees and other amounts charged to you will depend upon the terms of the applicable cancellation policy. Details regarding refunds and cancellation policies are available via the Services and in our Cancellation Policy.

If an Owner cancels a confirmed booking made via the Services, (i) Makai will refund the Total Fees for such booking to the applicable Renter within a commercially reasonable time of the cancellation and (ii) the Renter may receive an email or other communication from Makai containing alternative available Listings and other related information.

Force Majeure

Neither Makai, Owners, nor Renters shall be liable for any failure or delay in performing their obligations under these Terms where such failure or delay results from a Force Majeure Event. A “Force Majeure Event” means any event beyond a party's reasonable control, including but not limited to:

• Weather events: National Weather Service (NWS) issuance of a Small Craft Advisory, Gale Warning, Storm Warning, Hurricane Watch or Warning, Tropical Storm Watch or Warning, Special Marine Warning, or any advisory or warning indicating seas or winds that exceed safe operating conditions for the vessel type
• Government action: Port closures, mandatory evacuations, USCG waterway restrictions, or other governmental orders that prevent the charter from proceeding
• Natural disasters: Hurricanes, earthquakes, tsunamis, flooding, volcanic eruptions, or other acts of nature
• Mechanical failure: Equipment malfunction rendering the vessel unseaworthy, provided the Owner can demonstrate reasonable maintenance and pre-departure inspection
• Public health emergencies: Pandemics, epidemics, or government-imposed quarantine orders
• Civil unrest: Acts of war, terrorism, civil disturbance, or labor disputes affecting port operations

In the event of a Force Majeure Event, the affected party shall notify the other party as soon as reasonably practicable. Cancellations due to Force Majeure Events are handled under the Extenuating Circumstances provision of our Cancellation Policy.

User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Services and Content. In connection with your use of our Services, you may not and you agree that you will not:

• Violate any local, state, provincial, national, maritime or other law or regulation, or any order of a court, including, without limitation, zoning restrictions, admiralty law and Tax regulations
• Use manual or automated software, devices, scripts, robots, other means or processes to access, scrape, crawl or spider any web pages or other services contained in the Services or Content
• Use the Services for any commercial or other purposes that are not expressly permitted by these Terms
• Falsely imply that Makai endorses you, is a partner, or otherwise misleads others as to your affiliation with Makai
• Copy, store or otherwise access any information contained on the Services or Content for purposes not expressly permitted by these Terms
• Infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights
• Interfere with or damage our Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology
• Use our Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers
• Use our Services in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to the rental of boats
• Stalk or harass any other user of our Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as a Makai Renter or Owner
• Offer, as an Owner, any Boats that you do not yourself own or have permission to rent
• Register for more than one Makai Account or register for a Makai Account on behalf of an individual other than yourself
• Contact an Owner for any purpose other than asking a question related to a booking such Owner's Boats or Listings
• Contact a Renter for any purpose other than asking a question related to a booking or such Renter's use of the Site, Application and Services
• Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity
• Use the Services to find an Owner or Renter and then complete a booking of a Boat transaction independent of the Services in order to circumvent the obligation to pay any Service Fees related to Makai's provision of the Services
• Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's intellectual property rights; (ii) violates any applicable law or regulation; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening; or (vii) promotes illegal or harmful activities or substances
• Attempt to probe, scan, or test the vulnerability of any Makai system or network or breach any security or authentication measures
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Collective Content

Ownership / Intellectual Property

The Services are owned and operated by Makai. Unless otherwise indicated, all content, information, and other materials on the Services (excluding Member Content), including, without limitation, Makai's trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code, services, text, pictures, information, data, sound files, other files and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws. All Materials contained on the Services are the property of Makai or its subsidiaries or affiliated companies and/or third-party licensors.

Unless otherwise expressly stated in writing by Makai, by agreeing to these Terms you are granted a limited, non-sublicensable license (i.e. a personal and limited right) to access and use the Services solely for your personal use or business use as identified in these Terms. Makai can terminate this license at any time, without notice.

Member Content License to Makai

Unless otherwise agreed to in a written agreement between you and Makai that was signed by an authorized representative of Makai, if you submit, transmit, display, perform, post or store Member Content using the Services, you grant Makai and its sublicensees an unrestricted, worldwide, perpetual, irrevocable, fully sub-licensable, nonexclusive, and royalty-free right to (a) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Member Content in any form, format, media or media channels now known or later developed or discovered; and (b) use the name, identity, likeness and voice (or other biographical information) that you submit in connection with such Member Content.

Copyright Disputes and DMCA Compliance

Makai respects copyright law and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. § 512, if you are a copyright owner or agent thereof and believe that content posted on the Makai Services infringes upon your copyright, you may submit a DMCA takedown notice to our designated agent with the following information:

• A physical or electronic signature of the copyright owner or authorized agent
• Identification of the copyrighted work claimed to have been infringed
• Identification of the material that is claimed to be infringing and its location on the Services
• Your contact information (address, telephone number, and email address)
• A statement that you have a good faith belief that the use is not authorized by the copyright owner
• A statement, under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner

DMCA Designated Agent: legal@themakaiapp.com
Makai Technologies, Inc., Florida, United States

Termination and Account Cancellation

We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Services, and (b) deactivate or cancel your Makai Account. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you.

You may cancel your Makai Account at any time by clicking on the “Delete Account” button in the Account Tab of the Makai App or by contacting us via a support ticket. Please note that if your Makai Account is canceled, we do not have an obligation to delete or return to you any Content you have posted to the Services, including, but not limited to, any reviews or Feedback unless specifically requested via email. Certain information may be retained as described in our Privacy Policy.

Disclaimers

IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT MAKAI DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, INCLUDING, BUT NOT LIMITED TO, RENTERS AND OWNERS, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SERVICES, COLLECTIVE CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, MAKAI EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT MAKAI DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APPLICATION OR SERVICES OR TO REVIEW OR INSPECT ANY BOATS. MAKAI MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, APPLICATION OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APPLICATION OR SERVICES.

MAKAI DOES NOT GUARANTEE THE SEAWORTHINESS, SAFETY, SUITABILITY, OR LEGALITY OF ANY VESSEL LISTED ON THE SERVICES. MAKAI DOES NOT INSPECT VESSELS AND MAKES NO REPRESENTATION REGARDING THE MECHANICAL CONDITION, MAINTENANCE HISTORY, OR REGULATORY COMPLIANCE OF ANY VESSEL. ALL BOOKINGS ARE BETWEEN THE RENTER AND OWNER DIRECTLY.

Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND COLLECTIVE CONTENT, YOUR LISTING OR BOOKING OF AND USE OF ANY BOATS VIA THE SERVICES, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF THE SERVICES WHETHER IN PERSON OR ONLINE REMAINS WITH YOU. NEITHER MAKAI NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS.

IN NO EVENT WILL MAKAI'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID FOR BOOKINGS VIA THE SITE, APPLICATION AND SERVICES IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF THIS SECTION APPLY TO ALL THEORIES OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE.

Indemnification

You agree to release, defend, indemnify, and hold Makai and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Services or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking or use of a Boat, (iii) creation of a Listing or (iv) the use, condition or rental of a Boat by you, including, but not limited to any injuries, losses, or damages of any kind arising in connection with or as a result of a rental, booking or use of a Boat.

Dispute Resolution and Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Agreement to Arbitrate: You and Makai agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or any booking made through the Services (collectively, “Disputes”) will be resolved by binding individual arbitration rather than in court, except that either party may bring an individual action in small claims court if the claim qualifies.

Arbitration Rules: The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules then in effect. The arbitration will be conducted by a single arbitrator. The arbitration shall take place in Palm Beach County, Florida, or, at your election, may be conducted by telephone or video conference. The arbitrator's decision will be binding and may be entered as a judgment in any court of competent jurisdiction. The arbitrator may award the same damages and relief that a court could award.

Arbitration Fees: If you initiate arbitration, Makai will promptly reimburse you for your payment of the filing fee, unless your claim is for greater than $10,000, in which case the payment of fees shall be governed by the AAA rules.

CLASS ACTION AND JURY TRIAL WAIVER: YOU AND MAKAI AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION. UNLESS BOTH YOU AND MAKAI AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. BY AGREEING TO THESE TERMS, YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL.

30-Day Opt-Out Right: You have the right to opt out of this arbitration agreement by sending written notice of your decision to opt out to legal@themakaiapp.com within 30 days of first creating your Makai Account or first agreeing to these Terms (whichever is later). Your notice must include your full name, Makai Account email address, and a clear statement that you wish to opt out of the arbitration agreement. If you opt out, all other provisions of these Terms will continue to apply.

Exceptions: This arbitration agreement does not apply to (i) individual actions brought in small claims court; (ii) actions to enforce or challenge the validity of intellectual property rights; or (iii) any claim where arbitration is prohibited by applicable law.

Export Control and Restricted Countries

By using the Services, you represent and warrant that (i) neither you nor your listed Boat is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

Reporting Misconduct

If you interact with another user of the Services who you feel is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Makai by contacting us with your police station and report number via a support ticket.

Accessibility

Makai is committed to making the Services accessible to all users, including individuals with disabilities. We strive to comply with the Web Content Accessibility Guidelines (WCAG) 2.1 Level AA and applicable accessibility laws, including the Americans with Disabilities Act (ADA). If you experience difficulty accessing any part of the Services, please contact us at support@themakaiapp.com and we will work to provide the information you need through an alternative method.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between Makai and you regarding the Services, Collective Content, and any bookings or Listings of Boats made via the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Makai and you regarding the foregoing.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Makai's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, shall be void. Makai may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Controlling Law and Jurisdiction

By using the Services, you agree that the Federal Arbitration Act, applicable federal law, and the laws of the State of Florida, without regard to principles of conflict of laws, will govern these Terms and any Dispute. For any Dispute not subject to arbitration, or if the arbitration agreement is found unenforceable, you and Makai agree to submit to the exclusive jurisdiction of the federal and state courts located in Palm Beach County, West Palm Beach, Florida.

Severability and General Provisions

The failure of Makai to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Makai. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contact Makai

If you have any questions about these Terms of Service, please contact us:

General support: support@themakaiapp.com

Legal matters: legal@themakaiapp.com

Makai Technologies, Inc.
Florida, United States