Last update: July 15th, 2014
TERMS AND CONDITIONS
By using the ITEREO Sites and the ITEREO Travel Planner (ITP), including the ITEREO Services and Products (see below) made available there (The ITEREO Services; see Below) you enter into contract with Gamalife S.A. of Montevideo, Uruguay, DBA ITEREO.
- www.ITEREO.travel, planner.ITEREO.travel, and any other website that ITEREO may deem appropriate to implement the ITEREO Travel Planner, are hereby referred to collectively as the ITEREO SITES
- ITEREO allows you access to its building & booking platform powered by its proprietary, copyrighted software ITEREO™ Travel Planner©, hereafter called ITP.
- A hotel night, a transfer, a guide service and other singular parts that can be used to build modules and (example) tours are called SERVICES.
- Modules (2- or more day packages in one destination) and entire tours, round trips and example tours are called PRODUCTS
- The ITEREO Sites, ITP and the ITEREO Services and Products, collectively are called The ITEREO SERVICES
- You and ITEREO hereafter are called PARTIES.
- Every person or company actively involved in the (online, home-based, mobile, from a brick & mortar office) selling of tours is called a Travel Agent, or an AGENT
- An Incoming Tour Operator (also called Handling Agent or Destination Management Company, amongst others) is called a DMC
- Entire tours, round trips and example tours (so no modules) can also be referred to as HOLIDAYS
- A specific type of tours or holidays (adventure travel, honeymoon, cultural, etc.), which can be offered in all or several destinations offered through ITEREO channels, is called a PRODUCT SET. DMCs will be invited to upload their Services and create Products in ITP according to preferred Product Sets.
- A Graphical User Interface is called a GUI
- ITP comes with a Content Management System, for the accurate and consistent management of content, related to the travel products uploaded by PARTNER. This system is referred to as the ITP CMS
- The period starting from the time when a built tour is requested to be booked by an Agent, until a DMC (adjusts and) confirms that booking request is called the CONFIRMATION PERIOD. This period is 48 hours on average, but may vary from destination to destination.
- A person or entity who completes ITEREO’s account registration process, including but not limited to DMCs and Agents, as described under “Account Registration” below is called a MEMBER
- All text, graphics, images, music, software, audio, video, information or other materials are referred to as CONTENT
- All content that a Member posts, uploads, publishes, submits or transmits to be made available through the ITEREO Services is called MEMBER CONTENT
- All content that ITEREO makes available through the ITEREO Services, including any Content licensed from a third party, but excluding Member Content is called ITEREO CONTENT
- Member Content and ITEREO Content together are called COLLECTIVE CONTENT
You acknowledge and agree that, by accessing or using the ITEREO Services or by downloading or posting any content from or on the ITEREO Sites, you are indicating that you have read, and that you understand and agree to be bound by these terms, whether or not you have registered with ITEREO. If you do not agree to these terms, then you have no right to access or use the ITEREO Services, or the Collective Content. If you accept or agree to these terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
Modification: ITEREO reserves the right, to modify the ITEREO Services and/or these Terms, including the Fees structure, at any time and without prior notice. In case of a modification, we will post this on the ITEREO Sites, or provide you with notice of the modification. We will also update the “Last Update” at the top of these Terms. If you continue to access or use the ITEREO Services after we have made known a modification, you indicate to agree and to be bound by the modified Terms. In case the modified Terms are not acceptable to you, you are free to cease using the ITEREO Services.
How does it work: The ITEREO Services constitute a Platform for the creation and booking of individual, tailor-made Holidays. Examples of such Holidays are offered on the ITEREO Sites by DMCs. You may usually view these Holidays as an unregistered visitor; however, if you wish to build and book a Holiday or become a registered ITEREO Member, you must first register to create an ITEREO User Account (see below).
- Hub: The hub of the ITP platform consists of a smart, SQL-database, feeding into a GUI created to facilitate the online building and booking of round-trip Holidays, consisting of travel Products and Services in destinations worldwide.
- Production: These Products and Services are created / provided / uploaded and the Modules and Holidays executed by registered DMCs, locally present in the destinations, connected to the ITEREO network.
- Sales: Registered Agents will receive a login into this platform in order to use the GUI to easily build & book round-trips worldwide and to directly connect to and do business with registered DMCs, resulting in a faster, smoother, and more economically friendly booking process.
- Functionality: At this point ITP functions only as a means to enhance sales, by providing the Agent methods to respond faster, pull from a larger product base and be in a more direct connection / communication with connected DMCs. No other functionality or responsibility can be expected from ITP at this point. With time more functionalities may be added and offered, which may enhance the reach of and demand a modification to these Terms.
Member Registration Process: In order to access certain features of the ITEREO Services, to build & book a Holiday, or publish and sell Products, you must sign up and create an account (“ITEREO User Account”) and become a Member. Most common Members are registered DMCs and Agents.
Registered DMCs: As a registered DMC, you may create and publish Services and Products, following the guidelines, instructions and training videos ITEREO will put at your disposal. In order to be featured on the Itereo Sites, all Services and Products must pass an ITP viability check. As a DMC you will actively focus on the R&D of adequate country-related Product Sets and the generation of the necessary content (descriptions, pictures, maps, etc.), as well as the uploading process (guided & monitored by ITEREO) of Services, Products and Content into the ITP Database. You will engage in improving, renewing and promoting your Services and Products within ITP in such a manner that they will attribute to Agents to build, and book more and better tours for more happy travelers.
Your Products will be made available via the Itereo Sites, to be used at discretion of our registered Agents, bar certain contractual obligations that may prevent certain Agents from getting access to certain Products. Other Members will be able to book your Products (or modify it to create a Holiday tailored to their wishes) via the Itereo Sites. You understand and agree that once an Agent requests a booking of your Product, you may not charge a higher price than generated through ITP in the booking.
You acknowledge and agree that you are responsible for any and all Products you publish. Accordingly, you represent and warrant that any Product you publish and the creation and booking of, or a Member’s participation in, a Holiday created with the Products you published (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 Product published by you (including having all required permits, operating licenses and registrations), and (b) not conflict with the rights of third parties.
Please note that ITEREO assumes no responsibility for a DMC’s compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. ITEREO reserves the right, at any time and without prior notice, to remove or disable access to any published Product for any reason.
If you are a DMC, you understand and agree that ITEREO does not act as an insurer or as your contracting agent. If an Agent requests a booking of your Holiday, any agreement you enter into with such Agent is between you and the Agent; ITEREO is not a party thereto.
As a registered DMC you have a minimum of 5 years working with international clients, delivering tailor-made individual tours as a part of your product offer. You are expected and assumed to aim to work along Industry Standards.
You recognize and aim to uphold the ITEREO Values as can be reviewed at: www.itereo.travel/values.
You are expected and assumed to be adequately insured and where applicable and feasible have 3rd party liability insurances in place. These insurances also require your local providers to have similar insurances in place. These insurances should comply entirely with international standards & expectations: it is a known fact that some parts of the world are covered differently then others. However, for the sake of insurance companies ‘fighting it out’ in case of any misfortune happening, ITEREO DMCs should be adequately insured according to local and international standards.
The connection of selected Itereo DMCs is free of charge in this initial phase and includes: Monitoring and guidance of product creation and uploading processes; Monitoring of content uploading processes; Full revision and guidance on improvements of the entire uploaded product set with respect to proper ITP functionality. In the future ITEREO may charge connection fees based on a proper calculation of the workload involved.
You allow ITEREO full freedom in the selection of points of sale for your uploaded Products.
Registered Agents: As an Agent, you may not have more than one active ITEREO User 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. ITEREO reserves the right to suspend or terminate your ITEREO User Account and your access to the Itereo Services if you create more than one ITEREO User Account (unless specifically agreed upon between Parties) 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 ITEREO User Account, whether or not you have authorized such activities or actions. You will immediately notify ITEREO of any unauthorized use of your ITEREO User Account.
You agree to work with the DMCs selected by ITEREO in the destinations offered through the Itereo Sites. In case you wish to propose a different DMC in a certain destination, please contact us at email@example.com for review of your proposal and establishment of possible connection fees.
Responsibilities: ITEREO acts as a provider of online tour building solutions as delivered through ITP. We take it as our responsibility to improve the way travelers connect to their holidays: ITEREO aims to deliver a platform to connect both you and the connected DMCs, in order to offer a direct connection to DMC-level knowledge, a broader product range to sell from, and a higher speed of delivery.
ITEREO takes responsibility for building and maintaining a direct relationship, connection and communication between registered Agents and participating DMC’s, bringing the DMC knowledge closer to the Agent.
ITEREO focuses on enabling connected DMCs to build a wide product range for registered Agents to sell from, constantly looking to expand and offer a more complete and unique product set.
ITEREO aims at an as high-speed and consistent as possible delivery of Product through ITP, whilst focusing on achieving as close to 24/7 availability as possible.
Agents -together with the participating DMCs- are required to make sure the products sold to their clients are technically sound, ethically correct and overall according to their clients’ expectations.
Any responsibilities regarding booking and execution of the tours have to be agreed upon between registered Agents and DMCs.
All responsibilities regarding non-disclosure about ITEREO’s proprietary ITP software are stated below.
Even though ITP is created to help users build tours in a fast, efficient, pleasant and economically friendly manner, the output of the system is largely dependent on the input of the products by the participating DMCs. Although ITEREO closely monitors the input and uploading processes of those products, the eventual responsibility for the accuracy of the inserted travel products lies with the DMC and any problem occurring as a result of erroneous input will have to be solved directly between the Agent(s) and DMC(s) involved.
It is strongly advised to have a signed contract in place that covers the cooperation between each registered Agent Network and participating DMCs. If this is not in effect, ITEREO provides a standard contract for this purpose, which is shown below and to which both Agent and DMC are deemed to fully agree and submit themselves.
Booking fees and financial terms: At this point in time, ITEREO does not require any setup or monthly fees, but instead only charges a transaction fee (see below) over the DMC net rates when a sale is made.
Payment: Once an Agent confirms a tour in ITP, he/she can cancel without charge within a period of 48 hours after confirmation. After that a 5% transaction fee needs to be paid out to ITEREO, calculated over the DMC Net Rate, which needs to be paid to the DMC at around the same time. Standard Cancellation Terms follow in the Standard DMC-Agent Contract below, but these should be revised on a per booking basis, as DMCs may modify these terms for certain Products and certain periods in the year.
Invoicing: ITP automatically logs and calculates a 5% fee to all confirmed bookings after 48 hours. Unless otherwise contractually stipulated, Agent will receive a monthly batched invoice from ITEREO over the confirmed bookings within ITP of the month prior. This invoice needs to be paid within 5 working days upon reception.
- This document constitutes the entire understanding and agreement between the PARTIES hereto and their affiliates with respect to its subject matter and supersedes all prior or contemporaneous agreements, representations, warranties and understandings of such PARTIES (whether oral or written).
- No promise, inducement, representation or agreement, other than as expressly set forth herein, has been made to or by the PARTIES hereto.
- This document shall be construed according to its fair meaning and not strictly for or against either party.
Unless otherwise contractually agreed with ITEREO, by opening an ITEREO User Account and/or by using the ITEREO Services, you agree to be bound by and uphold the below Confidentiality Agreement. ITEREO and/or its affiliates (as Affiliates is defined below) own certain information, know-how and other proprietary rights which are confidential, relating to travel software (the “Technology”), including but not limited to the online dynamic packaging platform Itereo™ Travel Planner© (ITP). Members may receive certain Confidential Information from ITEREO related to the Technology for the purpose of testing and using ITEREO’ Technology as well as potentially engaging in negotiations to use ITEREO’ Technology (the “Purpose”). ITEREO and Members individually or jointly are denominated as “Party” or “Parties”; Parties agree as follows:
Definitions: Unless the text of the Agreement explicitly states otherwise, the terms used in this document have the following definitions:
- “Affiliate” means any other person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified person. For the purposes of this definition, “control” when used with respect to any specified person means the power to direct the management and policies of such person directly or indirectly, through the ownership of voting securities or the right to elect the majority of the members of the board of directors of such person; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.
- “Confidential Information” means all information, regardless of the form in which such information is communicated or maintained, that has been, is or may hereafter be disclosed by ITEREO or its Affiliates, directly or indirectly, to Member, including but not limited to (i) all information related in any way to the Technology, including but not limited to data, records, notes, compilations, studies, production designs or reports, know-how, methods, techniques, processes, plans, maps, drawings, tests, results, devices, samples, materials, prototypes, patterns, sketches, models, photographs, computer records or software; (ii) any future improvement, update, derivative work, modification or enhancement to Technology; (iii) product, organizational, financial, and/or site location strategies and information, pricing policies, operational methods, and any other ITEREO’ and its Affiliates business affairs; (iv) all reports, analyses, files, interpretations, forecasts or records, and any other written or electronically stored documents or material prepared by Member, which are based on, contain, refer to, reflect, or are otherwise related to Confidential Information; and (v) the Purpose, the existence of this Agreement and/or its terms and conditions. Confidential Information shall not include Non-proprietary Information.
- “Non-proprietary Information” means the information with respect to which Member is able to establish that it:
- At the time of disclosure was or thereafter became generally available to the public, other than as a result of any act or omission by Member or its Representatives or anyone to whom Member or its Representatives disclosed such information;
- Was or became lawfully known to Member or its Representatives on a non-confidential basis and not in contravention of any applicable law from a source (other than ITEREO and/or its Affiliates) that is entitled to disclose the information;
- Was already in the possession of Member or its Representatives or was lawfully acquired by them, provided that such information is not subject to another confidentiality agreement or other obligation of secrecy; or
- Is independently developed by Member with no access to Confidential Information.
- The burden of proof shall be on Member to reasonably establish the existence of facts giving rise to any of the foregoing exceptions to Member confidentiality obligation.
- The word “Representatives” means any directors, officers, employees, subcontractors and professional advisors of Member and their Affiliates;
Use and Non-disclosure: Member shall:
- Hold Confidential Information in strict confidence in a manner adequate to protect ITEREO and ITEREO’ Affiliates rights, and not to disclose it to third parties;
- Use Confidential Information only for the Purpose; and not appropriate Confidential Information to its own use or the use of any third party;
- Disclose only such portions of Confidential Information to its Representatives as is strictly required for the Purpose hereof and only to those Representatives who have a need to know the same and who have been informed at the time of disclosure of the confidential and proprietary nature of Confidential Information and of their obligations with respect thereto and agreed in writing -with provisions not less restrictive than the ones set forth herein- to maintain the confidentiality of Confidential Information;
- Be liable, indemnify and hold ITEREO and/or ITEREO’ Affiliates harmless for any breach of Member and/or its Representatives;
- Notify ITEREO immediately of any unauthorized disclosure or use of Confidential Information of which Member becomes aware and fully cooperate with ITEREO and/or ITEREO Affiliates in any defense of their proprietary rights to the Confidential Information.
Required Disclosure. In the event that Member is strictly required by law to disclose any Confidential Information, prior to such disclosure, Member shall (i) promptly notify in writing ITEREO of such request and all the particulars therewith, (ii) provide cooperation to ITEREO to the extent it may seek to limit such disclosure, including, if requested, taking steps to resist, avoid or narrow such order, requirement or request, and (iii) if disclosure is required, furnish that portion (and only that portion) of the Confidential Information that Member is legally required to disclose, in which case, prior to such disclosure, Member shall, if not against the law: (a) advise and consult with ITEREO and its counsel as to such disclosure and the nature and wording thereof, and (b) use reasonable best efforts in order to obtain confidential treatment therefore. In any event, Member will not oppose action by ITEREO to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information.
Acknowledgment by Member: Member acknowledges and agrees that:
- All Confidential Information is confidential and is and shall remain the exclusive property of ITEREO and/or its Affiliates or licensors, as applicable;
- Confidential Information is provided to Member solely for the Purpose hereto, and Member agrees not to use any Confidential Information as a basis upon which to develop or have a third party develop a competing or similar product;
- ITEREO does not make any representation or warranty as to the accuracy or completeness of Confidential Information;
- ITEREO, its Affiliates and licensors shall have no liability to Member and any of Member’s Representatives resulting from any use of Confidential Information by Member or any of its Representatives;
- ITEREO and/or its Affiliates may, at its sole discretion, provide Member with Confidential Information, and only for the period of time that, at ITEREO and/or its Affiliates sole discretion, will enable Member to achieve the Purpose. However, ITEREO and/or its Affiliates shall be entitled to interrupt in any moment any supply or disclosure of Confidential Information for any other reason or without any reason;
- The provision by ITEREO and/or ITEREO Affiliates of any Confidential Information to any other third party bound by confidentiality obligations similar to Member’s obligations under this Agreement does not render such Confidential Information as Non-proprietary Information.
Internal Use and Return of Confidential Information: Member further agrees that Confidential Information shall not be duplicated, reproduced, modified, changed and/or enhanced, in whole or in part, except as is necessary to perform its tasks for the Purpose. At any time and within five (5) business days of ITEREO’ request for any reason whatsoever, Confidential Information shall be returned or destroyed, together with all materials, extracts or any reproductions prepared and based on it. Member shall confirm in writing any destruction of documents and materials. If requested by ITEREO, an appropriate officer of Member will certify in writing to ITEREO that all such material has been so delivered or destroyed.
Proprietary Rights: ITEREO (and/or its Affiliates) retains the exclusive property of Confidential Information and its intellectual property rights over it.
Representations and Warranties: Member represents and warrants to ITEREO that each of Member Representatives is apprised of his or her obligations concerning the confidentiality of Confidential Information and Member undertakes that each of Member Representatives who is provided with Confidential Information will comply with the provisions of this Agreement. Member shall be liable, indemnify and hold ITEREO and/or ITEREO’ Affiliates harmless for any breach of the terms of this Agreement by it or any of Member Representatives (including without limitation (i) any Representatives who subsequently become former Representatives, and (ii) any present or former directors, officers, representatives and employees of any Representatives).
Injunctive Relief: Member understands and accepts that unauthorized disclosure or use, whether intentional or unintentional, of any of Confidential Information will be detrimental to ITEREO and/or any of its Affiliates and/or licensors. ITEREO, in addition to any other legal remedies that may be available, shall be entitled to equitable relief, including injunction, in the event of any breach of any provision of this Agreement.
Relationship and no Grant of Rights: This Agreement does not create a relationship of -but not limited to- agency, partnership, joint venture between Member and ITEREO or any of its Affiliates nor grant Member any right, title, interest or license to Confidential Information or any other intellectual property right related to Technology. It is understood and agreed that neither party solicits any change in the organization, business practice, service or products of the other party, and that the disclosure of Confidential Information shall not be construed as evidencing any intent by a party to purchase any products or services of the other party nor as an encouragement to expend funds in development or research efforts. Confidential Information may pertain to prospective or unannounced products. Nothing in this Agreement shall be construed as an obligation of ITEREO or any of its Affiliates to enter into any other agreement with Member or prohibit ITEREO or any of its Affiliates from using Confidential Information and Technology in any way, or providing the same or similar information to other parties and entering into agreements with other parties.
No Restriction: Nothing contained in this Agreement shall be construed as restricting ITEREO or its Affiliates in the conduct of their respective businesses, nor the future development of their businesses achieved by means of ITEREO’ or its Affiliates’ own research and development or technology or knowledge supplied by third parties or otherwise.
Failure or Delay Not Waiver: It is understood and agreed by Member that any failure or delay by ITEREO in exercising any right, power or privilege under this Agreement shall not operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or future exercise of any right (equitable or otherwise), power or privilege hereunder.
Severance: If any provision of this Agreement is determined by a court of competent jurisdiction to be wholly or partially unenforceable for any reason, such lack of enforceability will not affect the enforceability of the balance of this Agreement and all provisions of this Agreement shall, if alternative interpretations are applicable, be construed so as to preserve the enforceability hereof.
Entire Agreement: This Confidentiality Agreement supersedes all previous agreements between Member and ITEREO or ITEREO Affiliates regarding Confidential Information. Therefore, this Agreement, expresses the entire Agreement between Parties hereto with respect to the communication and delivery of Confidential Information and shall be binding upon and inure to the benefit of Member and ITEREO or ITEREO Affiliates hereto.
Notices: All notices and other communications hereunder shall be in writing in the English language and delivered personally or sent by certified mail, return receipt requested, postage prepaid, or recognized overnight delivery services to the other party.
Assignment: This Agreement is not assignable by Member.
Modifications: Modifications, amendments, approvals, consents, waivers or supplements to this Agreement shall only be effective in writing signed by each Party.
Governing Law and Jurisdiction: This Agreement shall be interpreted, construed and governed in accordance with the laws of Uruguay, without regard to its conflict of laws provisions. In the event that any dispute, controversy or claim arises between the Parties (including a dispute, controversy or claim arising out of, in connection with, or relating to, this Agreement, or the interpretation, performance or breach, termination or validity hereof), the Parties shall attempt to negotiate an amicable settlement. In the event the Parties are unable to reach a settlement within thirty (30) days after notice by any of the Parties is given to the other Party acknowledging the existence of a dispute, the dispute shall then be turned over to the exclusive jurisdiction of the courts of Montevideo, Uruguay.
Term and Termination: This Agreement shall become effective on the date Member uses the ITEREO Services and/or opens an ITEREO User Account and shall be in force until the date of termination of such User Account or by mutual consent of the Parties. Notwithstanding, Member shall not be released from the obligations of non-use and non-disclosure of Confidential Information, and the obligations to return or destroy documents and materials, until and unless (i) Confidential Information becomes a part of the public domain or (ii) ITEREO releases Member by written notice. ITEREO may terminate this Agreement at any time without any reason and without liability, by notice with immediate effect to Member.
STANDARD DMC-AGENT COOPERATION CONTRACT
Unless a proper contract is in place between a registered Agent and a registered DMC, below Standard Contract will be agreed upon and upheld by all Agents and DMCs registering for and cooperating through the ITEREO Services as stated in the entirety of the Terms & Conditions above. ITEREO and any member(s) (such as, but not limited to Agents and DMCs) together are called PARTIES; Parties will mutually agree upon the following conditions for cooperation:
Agreed upon services & prices:
- AGENT and DMC have contracted services as agreed in their individual cooperation agreement with ITEREO, or as per these Terms & Conditions, regarding the use of the Itereo Services.
- A regular update of these services and prices will be made available, valid for the contracted season, as an integral part of this contract.
- Updates can be renewed during the duration of this contract.
- All prices agreed upon include VAT, all taxes and services and are fixed for the duration of this contract, unless both parties agree otherwise.
Reservations, changes and cancellations:
- All reservations are to be made in writing.
- DMC will confirm in writing when reservations are confirmed.
- Products on request will be confirmed within 10 working days as from receiving the request.
- In case this confirmation period cannot be upheld, AGENT is informed of the reason and any possible alternatives.
- No reservations are to be kept pending more than 10 working days.
- Allocations given to AGENT are released on the release date and additional bookings are to be made on request.
- Changes requested by the passenger:
- In case for any reason the passenger wants to change the itinerary, DMC will do its best to make the change without costs, however this can never be guaranteed beforehand.
- In case of extra costs, DMC will charge the traveller directly.
- DMC will inform AGENT of the request of the passenger.
- DMC will send the traveller a receipt for the additional costs (for insurance).
- Special requests:
- DMC will try to fulfill the special requests made by AGENT on behalf of individual traveller’s wish.
- Whenever this special request or desired deviation is this important for the traveller that it becomes an essential subject of his booking, AGENT shall notify DMC and needs written confirmation of DMC, before this special request or desired deviation, with specified extra costs (if any), can be guaranteed by DMC.
- DMC may have a different confirmation time when requested service is not part of the contracted services or when it is a service that DMC does not offer; when receiving the request DMC will inform AGENT how much time would be needed in order to send the status and any other detail regarding the special request.
- DMC will try to fulfill the special requests made by AGENT on behalf of individual traveller’s wish.
- Cancellation conditions are as follows (CO = Confirmation, TD = Travel Date, CX = Cancellation):
- Until 48 hours after CO by Agent: Free of charge
- Until 60days before TD: 5% CX fee
- 40-60 days before TD: 10% CX fee
- 30-40 days before TD: 25% CX fee
- 20-30 days before TD: 50% CX fee
- 10-20 days before TD: 75% CX fee
- Less than 10 days before TD: 100% CX fee
- Cancellation conditions are as follows (CO = Confirmation, TD = Travel Date, CX = Cancellation):
- The traveller will receive a voucher from AGENT entitling him to use the services of DMC as stated and agreed in the present contract and as indicated on the voucher.
- AGENT shall be legally free from any obligations towards a third party contracted by DMC after confirmation of the booking.
- DMC provides travellers with all relevant information (e.g. roadmap, train-tickets) needed for their trip.
Reconfirmation of flights:
- Travellers are expected to take responsibility for reconfirmation of their flight(s).
- DMC will assist travellers reconfirming their flights with information necessary and refer them to the appropriate airline office in case necessary.
- DMC will create pro forma invoices at confirmation of a traveller reservation; these invoices are to be consolidated monthly.
- Each consolidated invoice will be sent to AGENT by DMC on the 25th of each month, prior departure of the travellers.
- Invoices specified in USD.
- Invoices specify travellers’ name(s), travel date, AGENT/ITP booking reference number(s), price per booking, total price of all bookings for that month and bank details.
- Possible bank charges by DMC’s bank are to be paid by DMC; possible bank charges by AGENT’s bank are to be paid by AGENT.
- In the event of a traveller finding himself in distress and calling on DMC for assistance, DMC will render this assistance to the best of their abilities.
- Any costs involved are to be settled directly with the traveller or with his/her insurance company.
- AGENT will be informed in writing ASAP.
- DMC takes full responsibility for the entirety of the travel product offered to AGENT, whether offered by DMC or by third parties contracted / offered by DMC (any party involved providing services as a result of this contract), except for flights and in case of force majeure.
- Throughout the duration of the contract DMC guarantees availability and provision of accommodation, meals, services and facilities as per contract specifications, when confirmed by DMC and paid by AGENT.
- If DMC does not deliver accordingly, AGENT can:
- Use legal force to persuade DMC to perform according contract
- Take DMC to court for indemnification in case deemed necessary
- Request immediate return of any deposits made, potentially exercising the right to settle the amount due with any monies owed to DMC.
- Terminate this contract without prior notice.
- DMC will at all times accept and properly deal with justified travellers’ complaints in order to settle these in a fast, efficient manner and to the best advantage of the traveller.
- In order for DMC to do so, the traveller has to inform DMC about any complaint on time and on location.
- Only when a complaint is filed immediately in the destination, this complaint can be treated immediately and reviewed for refund.
- In case a justified complaint is filed after the traveller has left the destination and no problems were made known to DMC, DMC can only do its best to arrange -but not guarantee- any refunds.
- DMC must inform AGENT immediately of any complaints filed, and follow up on each complaint within maximum 30 days, closing the case in maximum 90 days.
- In case DMC cannot (sufficiently) respond to a traveller’s justified complaint resulting in AGENT being obliged to make a compensating payment to the traveller, DMC shall accept liability for any refund, compensation, fines or other payments that AGENT may have to make to traveller in accordance with existing consumer rights in the country where booking was made.
- Upon submitting proof of payment, AGENT is entitled to compensate damages from monies owed to DMC.
- DMC will indemnify AGENT, its employees, representatives, travellers and other third parties against any claims as a result of any beyond reasonable doubt proven failure on the part of DMC or any DMC contractor in the execution of and the compliance with the conditions of this contract, unless referred failure is a case of force majeure or a beyond reasonable doubt proven failure of AGENT or any of the third parties mentioned above.
- DMC shall bear all extra costs if any, for alternative arrangements necessary.
- DMC’s duty and the right of AGENT shall lapse in case AGENT would not, as soon as possible, give notice to DMC of any claim filed against it.
- In case DMC suffers any justifiable damages due to a beyond reasonable doubt proven failure of AGENT or any of the third parties mentioned above, AGENT will indemnify DMC accordingly.
- In the event of a temporary force majeure, or unforeseen event, the operation for the present contract shall be suspended until the force majeure has ceased to exist.
- If the force majeure lasts or is expected to last, this contract shall lapse automatically and in case advance payments have been made by AGENT for services not being consumed due to this force majeure, these shall be refunded immediately and without compensation.
- Force majeure shall be deemed to exist in the event of unusual and unforeseeable circumstances beyond the control of the party by whom it is pleaded, the consequences of which can not be avoided even if all due care has been exercised.
- In the event of occurrence of force majeure, AGENT and DMC shall jointly search for solutions in order to limit the damages for both parties to a minimum.
- The services agreed with DMC’s local suppliers, which are not used yet, can be cancelled free of charge.
- DMC is obliged to inform AGENT immediately of any non-availability of or alterations in services and/or facilities due to whatever reason, which are detrimental to AGENT’s travellers, meaning they will receive less than they may reasonably expect.
- This refers but is not limited to the health, safety and security of travellers, (temporary) non-availability of accommodation, transport, meals, facilities and services as specified in the contract.
- DMC shall in no way withhold information from AGENT that can be of negative influence on the services provided to the traveller.
- AGENT is obliged to inform DMC immediately of any external circumstances in the country where the booking was made, or in relation to the traveller, or any other circumstance, that may be of influence to the proper execution of a confirmed booking.
- If DMC, after confirmation of a booking in accordance with agreed reservation-procedures, cannot provide the contracted room(s) and/or service(s), AGENT shall be immediately informed and alternative accommodation and service(s) of equal or superior classification secured, with characteristics and facilities acceptable to AGENT and traveller(s).
- DMC shall bear all extra costs, if any, for the alternative arrangements and accept liability for any refund, compensation, fines or other payments that AGENT may have to make to their travellers in accordance with existing consumer rights in the country where booking was made and upon submitting proof of payment.
Permits, licences and insurances:
- DMC confirms to hold all permits, licenses and insurances required in the country/countries where the tour is taking place and guarantees that third parties (subagents, accommodations, transport suppliers, guides, etc.) comply fully with (inter)national and branch regulations and codes of practice related to hygiene, fire and fire precaution measures, safety and security measures, the proper functioning of all vehicles with seat-belts for all passengers and technical installations and conduct of its guides, staff and representatives that are needed.
- DMC will produce a copy of any permit or license to AGENT upon request.
- DMC will avail to obtain a third party liability insurance, which represents the best possible equilibrium available in / for the destination and the size of their business.
- Any alterations to this contract shall be made in writing following mutual approval.
- In the event any of the items of this contract ceases to apply, the other terms shall not be affected.
- Both parties are entitled to terminate this contract immediately in case the other party goes bankrupt or enters into any similar state of insolvency.
- In case of change of ownership, management or legal representation in either AGENT or DMC, the new owner, manager, or representative shall be deemed to sign a copy of this contract and to fulfil the obligations that are part of it, unless there are compelling juridical reasons against this.
- The law in the country where booking has been made will be applicable with respect to conflicts that may arise as a result of this agreement or as a result of contracts that may be the consequence of this agreement.
- A court in the country where the booking has been madewill govern any above conflict of contract.
- Under no circumstances shall any traveller details be made public.
- This contract will remain valid until one or both parties agree to terminate the contract, which will be done in writing by each party, allowing a notice period of 180 days.