Ghyd Operating Terms & Conditions


These Additional Terms & Conditions apply to homes operated by Ghyd and supplement the applicable Operated Home Agreement (the “Agreement”).  Capitalized terms not defined here have the meanings given in the Agreement.


Table of Contents


Overview

These Additional Terms & Conditions are incorporated by reference into the Agreement between the property owner ("Owner") and Ghyd and are intended to supplement and be read together with the Agreement and any referenced policies (including applicable booking, house, privacy and good‑neighbor policies, each as updated from time to time). Together, they comprise the entire understanding regarding Ghyd’s operation of the property.


1. Premises

Owner represents that they own the real property and improvements identified in the Agreement (the “Premises”) and have the authority to authorize short‑term rental ("STR") use. Owner warrants that the Premises comply with applicable building, fire, life‑safety, and zoning codes; that all licenses and permits required for STR use have been obtained and remain in force; and that no HOA or similar restrictions prohibit the contemplated use.

If STR approvals are not yet in place, Ghyd may assist Owner in obtaining them; however, the Agreement remains conditioned on the Premises holding all required approvals. Owner assigns to Ghyd the necessary access and operational rights (including use of STR permits/licenses) to operate the Premises and grants Ghyd the exclusive right to rent the Premises during the Term. Reservations will be transacted through Ghyd‑controlled channels and subject to Ghyd’s then‑current terms, rules, and policies.

Owner agrees to timely cooperate with any actions reasonably required to obtain and maintain STR compliance and to fund improvements necessary to meet Ghyd’s operating standards. Refusal to fund or complete required work may result in immediate termination, and Owner will be responsible for onboarding and unreimbursed operating costs incurred up to termination.

2. Term

The Term begins on the effective date of the Agreement (“Commencement”) and continues until the later of (a) twelve (12) months from Commencement or (b) twelve (12) months after repayment of any agreed Operating/Management Plan reimbursement to Ghyd. The Agreement automatically renews for additional one‑year periods unless earlier terminated on ninety (90) days’ written notice or immediately by Ghyd if STR approvals lapse or if Owner fails to maintain Ghyd standards.

3. Services

Owner appoints Ghyd as exclusive operator of the Premises. Ghyd will market, price, and rent the Premises to guests; manage reservations; collect guest fees and applicable taxes; and, as required by local rules, either remit such taxes directly or remit collected taxes to Owner for payment. Ghyd has discretion to set pricing, promotions, and guest‑paid fees.

Ghyd will provide or coordinate services required to operate the Premises (for example: landscaping, housekeeping, pool/spa care, routine repairs, internet, HVAC, refuse, utilities coordination, and similar). Ghyd may authorize routine repairs, replacements, and restocking of missing or unserviceable items without prior Owner approval up to reasonable thresholds (e.g., up to $2,000 per item and up to $2,000 in aggregate monthly). Costs exceeding such limits require Owner approval unless needed to address an emergency or guest safety issue.

Operational costs and home operating expenses are paid from rental revenues prior to any distributions to Owner. Ghyd may reserve select dates for marketing, filming, or promotional activities (e.g., up to two weeks per year) and will coordinate such dates with Owner.


4. Compensation

Each month, Ghyd will provide a statement for the Premises reflecting revenues and the following deductions, after which any remaining balance is distributed to Owner: (i) Ghyd’s management/operating fee; (ii) reimbursement for operating expenses, replenishment and maintenance (whether provided by Ghyd or third parties), and recurring services (e.g., internet, electric, gas, refuse) (collectively, “Home Operating Expenses”); and (iii) any agreed Operating/Management Plan reimbursements. If the Agreement is terminated due to Owner default or early termination, Owner remains responsible for all accrued and unreimbursed amounts.

5. Taxes & Insurance

Ghyd is responsible for collecting all required STR‑related taxes from guests. Depending on local requirements, Ghyd will either remit taxes directly to the applicable authorities or transfer collected taxes to Owner for remittance. Ghyd is not responsible for taxes that are legally the Owner’s obligation. Ghyd will maintain appropriate STR‑related liability insurance with commercially reasonable limits (e.g., $2,000,000 aggregate).
Owner remains responsible for property taxes, mortgage obligations, and adequate property insurance (including fire and any required flood coverage) with endorsements appropriate for STR use.

6. Possession

Beginning at Commencement, Ghyd is granted joint possession, access, and operational control of the Premises for purposes of providing the Services; ownership of the Premises is unaffected. Owner will coordinate any Owner access for times when the Premises are unoccupied. Ghyd may install smart‑access hardware and will provide Owner with access credentials. Owner agrees not to enter the Premises during guest stays.

7. Utilities

Utilities and home‑operations accounts remain in Owner’s name (upgraded as needed per the operating plan). Owner will provide Ghyd with the necessary access and authority to administer such accounts during the Term. Utility charges are a Home Operating Expense.

8. Ghyd Obligations Upon Termination

Upon termination, Ghyd will return keys and access devices, remove Ghyd property and technology, and deliver the Premises in good working order, ordinary wear and tear excepted. Ghyd will stop accepting bookings outside any applicable notice period; bookings beyond that period will be cancelled or, at Ghyd’s discretion, moved to other Ghyd locations, without further obligation to Owner as to such moved or cancelled bookings.

9. Change of Control

A change in the ownership or control of Ghyd (by merger, equity sale, or sale of substantially all assets) will not impact the Agreement, which will continue in force and may be assigned to the successor. Such a change is a permitted transfer and not an assignment requiring consent. Owner may not assign the Agreement without Ghyd’s prior written consent.

10. Breach; Notice & Right to Cure

If either party materially breaches the Agreement, the non‑breaching party will provide written notice and a fifteen (15) business‑day cure period (extendable by mutual agreement). A breach will not be deemed continuing if the breaching party proceeds diligently and in good faith to cure. Waiver of any breach is not a waiver of subsequent breaches.

11. Damage to Premises

If a casualty (e.g., fire, earthquake, or other event outside Ghyd’s control) renders the Premises wholly or partly uninhabitable, Ghyd may (a) terminate the Agreement by written notice or (b) at Owner’s request, oversee repairs at Owner’s expense under a separately agreed construction management arrangement.

12. Ownership of Media & Guest Information

Ghyd may produce photographs, video, and other marketing assets relating to the Premises and may generate text or other content to promote rentals. Materials incorporating Ghyd branding or produced by or for Ghyd (including associated intellectual property rights) are Ghyd property. Subject to these Terms, Ghyd grants Owner a limited, non‑transferable license to use Ghyd‑branded images of the Premises during the Term for non‑competitive, non‑STR marketing uses; upon termination, Owner retains rights only to non‑Ghyd‑branded images.

Owner represents they have rights or authorizations for any images Owner supplies for listing the Premises and grants Ghyd a worldwide, royalty‑free license to use, reproduce, adapt, publish, and display such images for property marketing and operations. Owner will defend and hold Ghyd harmless from any third‑party claim arising from Owner‑provided content.

13. Compliance with Law

During the Term, both parties will comply with applicable laws, ordinances, and orders in the jurisdiction where the Premises are located.

14. Governing Law; Jurisdiction & Venue

The Agreement is governed by the substantive law of the state where the Premises are located. Courts in that jurisdiction will have exclusive venue and jurisdiction, except as provided in the arbitration section.

15. Mediation, Arbitration & Class Action Waiver

Before commencing formal proceedings, the parties will attempt in good faith to resolve disputes through mediation. If a dispute is not resolved within a reasonable period following a written request for mediation, it will be resolved by binding arbitration under the Federal Arbitration Act, administered by JAMS (or a comparable administrator) in accordance with its applicable rules. The seat and venue of arbitration will be in the state where the Premises are located unless the parties agree otherwise. Judgment on the award may be entered in any court of competent jurisdiction.

TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL AND AGREES THAT CLAIMS WILL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

16. Indemnification

Each party will defend, indemnify, and hold the other (and its officers, directors, employees, and agents) harmless from any third‑party claim, loss, liability, or expense (including reasonable attorneys’ fees) arising out of that party’s negligence, willful misconduct, or breach of the Agreement or these Additional Terms, except to the extent caused by the other party.

17. Confidentiality, Non‑Disparagement & Non‑Solicitation

Confidential Information. “Confidential Information” includes non‑public information disclosed by either party relating to products, services, customers, pricing, business plans, technology, software, designs, finances, and similar materials, whether oral, written, or electronic. Confidential Information does not include information that is publicly available through no fault of the recipient, already known to the recipient without duty of confidentiality, or independently developed without use of the discloser’s information.

Use & Protection. The recipient will use Confidential Information only to perform under the Agreement; will protect it with reasonable care; and may disclose it to its professional advisors or as required by law (with prompt notice to the discloser, where legally permitted).

Non‑Disparagement. During the Term and for twelve (12) months thereafter, Owner will not publicly disparage Ghyd, its personnel, or investors. Nothing herein prohibits truthful statements required by law.

Non‑Solicitation. To the fullest extent permitted by law, during the Term and for twelve (12) months thereafter, Owner will not solicit Ghyd employees for employment without Ghyd’s prior written consent.

18. Notices

Formal notices under the Agreement must be in writing and delivered to the addresses specified in the Agreement (or updated by written notice). Email notice is permitted. For Ghyd, notices may be sent to legal@ghydadventures.com with a copy to Ghyd Adventures, Attn: Legal, at the mailing address designated by Ghyd from time to time.

19. Entire Agreement; Confidentiality

The Agreement, these Additional Terms, and any policies incorporated by reference constitute the complete and exclusive statement of the parties’ agreement and supersede all prior discussions and understandings on the subject matter. The Agreement and these Terms are confidential and may be disclosed only to the parties’ professional advisors or as legally required, with notice to the other party when permitted.

20. Platform Fee for Ghyd Bookings

Reservations made directly through Ghyd‑controlled channels (e.g., ghydadventures.com or other Ghyd platforms) may include a guest‑paid platform fee (currently, 12%) to cover payment processing and platform development costs. This fee does not apply to bookings made outside of Ghyd‑controlled channels.

21. Marketing Schedule & Cancellation Policy

Once marketing dates (e.g., filming, photography, reshoots) are scheduled, they are considered firm and may be modified only by Ghyd for operational reasons (such as a delayed setup). If Owner requests changes with fewer than seven (7) days’ notice, Owner will be responsible for applicable cancellation charges (e.g., $1,700 for a filming crew and $500 for a photography crew). The Premises must be vacant during scheduled marketing windows, and Owner will not schedule other work, contractors, visits, or showings during those times.

22. Property Showings During Sales Process

If the Premises is listed for sale, showings must occur between guest bookings and only during vacancy periods. Guests have the right to exclusive use during confirmed stays; Ghyd will coordinate with Owner to schedule showings during appropriate vacancy windows.

Effective Date

These Additional Terms & Conditions are effective as of December 22, 2023, and may be updated by Ghyd from time to time.