Terms of Services

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Terms of Service

by accepting to onboard your property on the www.thailandpackage24.com platform, the www.thailandpackage24.com patron agrees to be bound by the terms of service mentioned herein, the commercial terms agreed during the onboarding process along with the recommended www.thailandpackage24.com policies [insert hyperlink on www.thailandpackage24.com policies] and], including such other supplemental policies and terms linked to in these terms which are incorporated by reference, and which collectively form part of your agreement with www.thailandpackage24.com (collectively referred to as “terms” or “agreement”). if you do not agree with the terms you may refrain from using the www.thailandpackage24.com platform.

Clause 1 — Terms of Service
1. Terms of Service — Overview

www.thailandpackage24.com”, “we”, “us” or “our” refers to the www.thailandpackage24.com entity set out on appendix 2 with whom you are contracting. the terms constitute a binding legal agreement between you and www.thailandpackage24.com which will govern your access to and use of the www.thailandpackage24.com platform.

this agreement will equip the www.thailandpackage24.com patrons with the capability and technology to enable them compete better, achieve high occupancies and improve earnings, by listing their property, on www.thailandpackage24.com’s platform to offer accommodation and various other services to www.thailandpackage24.com ’s customers in search of quality accommodation. the property will be listed in its original hotel name with a tag “powered by www.thailandpackage24.com”.

Clause 2 — Terms of Operations
A. Use of www.thailandpackage24.com Platform

www.thailandpackage24.com makes the www.thailandpackage24.com platform available only towww.thailandpackage24.compatrons who have created an account on www.thailandpackage24.com platform and provided the account information. you will be responsible for accuracy and integrity of the account information provided for the account and to keep the account information up to date. any updates to the account information will only be applicable once the same has been verified by www.thailandpackage24.com. further, you are fully responsible for all activities that occur under your account. in this regard, you authorize www.thailandpackage24.com to make any inquiries (either directly or through third party agencies) to verify your identity.

this process may include (i) searching third-party databases and requisitioning associated reports, (ii) requesting you to furnish a government identification (e.g., driver’s license, passport etc.), along with other information about you; or (iii) requesting you to furnish documents to confirm ownership of your property, banking information and other details as deemed necessary by www.thailandpackage24.com. www.thailandpackage24.com reserves the right to terminate, suspend, or limit access to the www.thailandpackage24.com platform in the event we are unable to obtain or verify any of the information necessary to complete the account information.

once the account is activated, www.thailandpackage24.com grants the patrons, during the period of this agreement and subject to the terms and conditions hereof, the permission to (i) utilize the technological know-how and (ii) be listed on the www.thailandpackage24.com platform, to market or promote bookings, to provide accommodation services to www.thailandpackage24.com customers.the patron acknowledges that it shall provide its services to the www.thailandpackage24.com customersas per the operating standards which may be prescribed by www.thailandpackage24.com, from time to time, (whether www.thailandpackage24.com customer is attracted through www.thailandpackage24.com platform or otherwise).

www.thailandpackage24.com may advise the patrons in modifying the premises to uplift revenue generation opportunities for the patron and enhance the consumer experience.

all operating costs, including the cost of employees, manpower, consumables, utilities, rents, taxes, approvals, safety & security measures, etc. shall be the sole responsibility of the patron. in case the patron opts, www.thailandpackage24.com may provide the patron, at the patrons’ sole cost and expense, with a digital tablet or any other device to manage all check-in and check-out from premises and record the payment receipt. patrons shall be solely responsible for the safe and proper operation of such devices. patrons shall ensure that the device is not used to make any fraudulent booking or any other illegal purpose that may compromise the records or the accounts of the patron or www.thailandpackage24.com. patrons shall be liable to bear the cost of replacement or repair of the device in case any damage is caused to the device. patrons shall assign the use and operation of the device to its authorized representatives and patrons shall remain responsible as a principle to the act of its agents. you acknowledge that you have read and agreed to the device usage terms. in the event the www.thailandpackage24.com patron opts for the digital tablet or any other device, the www.thailandpackage24.com patron shall ensure that all bookings are undertaken through such digital tablet or any other device provided by www.thailandpackage24.com and/or the www.thailandpackage24.com platform only. the www.thailandpackage24.com patron will not use, for any reason whatsoever, any alternate means (phone/ emails) to connect with the customer in parallel to take any unaccounted or direct bookings and thereby circumventing the process. any act on the www.thailandpackage24.com patron’s part to circumvent the process shall be treated as a material breach of the understanding between the parties and the www.thailandpackage24.com patron shall be liable to pay a sum equivalent to twice the amount of liquidated damages set out under clause 2 (c) below.

the www.thailandpackage24.com patron acknowledges that its performance may be ranked and measured in accordance with the www.thailandpackage24.com policies related to quality score [insert hyperlink for the quality score policy], as may be communicated by www.thailandpackage24.com from time to time, and the customer feedbacks and reviews. the www.thailandpackage24.com patron agrees that the ranking and performance rating shall be as per the sole opinion of www.thailandpackage24.com and the same shall not be subject to dispute by the www.thailandpackage24.com patron. www.thailandpackage24.com shall have the sole discretion to change the terms of the said policy from time to time.

the www.thailandpackage24.com patron acknowledges that its performance may be ranked and measured in accordance with the www.thailandpackage24.com policies related to quality score [insert hyperlink for the quality score policy], as may be communicated by www.thailandpackage24.com from time to time, and the customer feedbacks and reviews. the www.thailandpackage24.com patron agrees that the ranking and performance rating shall be as per the sole opinion of www.thailandpackage24.com and the same shall not be subject to dispute by the www.thailandpackage24.com patron. www.thailandpackage24.com shall have the sole discretion to change the terms of the said policy from time to time

due to the nature of the internet, www.thailandpackage24.com cannot guarantee the continuous and uninterrupted availability and accessibility of the www.thailandpackage24.com platform. www.thailandpackage24.com may restrict the availability of the www.thailandpackage24.com platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the www.thailandpackage24.com platform. www.thailandpackage24.com may improve, enhance and modify the www.thailandpackage24.com platform and introduce new www.thailandpackage24.com services from time to time. in case of any such interruption, the www.thailandpackage24.com patron shall at all times honour the reservations made by www.thailandpackage24.com customers on the www.thailandpackage24.com platform, ota and all online/offline channels as the case may be.

B. Property Listing

the www.thailandpackage24.compatron shall, at all times, comply with respective terms and conditions associated with the use of the www.thailandpackage24.complatform, www.thailandpackage24.com devices and technological know-how and acknowledges that listing of the property on www.thailandpackage24.com platform and other ota’s is subject to www.thailandpackage24.com on-boarding requirements and www.thailandpackage24.com policies. www.thailandpackage24.com reserves the right to suspend, at any time, the property listing from the www.thailandpackage24.com platform and other demand channels including ota’s and make it unavailable for reservation by www.thailandpackage24.com customers for reasons that are more particularly described under the suspension of listing clause. the revenue, inventory and booking management of the property after the execution of this agreement shall be managed by www.thailandpackage24.com(including through its online and b2b sales channels). the www.thailandpackage24.com patron shall provide detailed particulars to www.thailandpackage24.com on the property and shall check the accuracy of all particulars on the www.thailandpackage24.complatform (including but not limited to name, location, map, amenities, etc.) and inform www.thailandpackage24.comimmediately of all discrepancies. the www.thailandpackage24.compatron agrees and acknowledges that in order to improve visibility of a property on www.thailandpackage24.com platform and or any other websites, www.thailandpackage24.com at its own expense, shall have the right to take and publish pictures of the www.thailandpackage24.com patron’s property during the validity of this agreement. it is understood and agreed by the www.thailandpackage24.com patron that the intellectual property rights for all such images shall rest solely with www.thailandpackage24.com and www.thailandpackage24.com in no way claims/guarantees with respect to the performance or saleability of the property on account of the inclusion of the aforementioned particulars or pictures on www.thailandpackage24.com platform and or any other online or offline channels.

C. Contracted Rooms

the www.thailandpackage24.com patron shall ensure that the contracted rooms, except the non-operational rooms, shall be made available on the www.thailandpackage24.com platform for reservations by www.thailandpackage24.com customers. any and all rooms in the property (contracted rooms or otherwise) shall at all times be under the operational control of the www.thailandpackage24.compatron. notwithstanding anything stated herein, if the www.thailandpackage24.com patron defaults / breaches its obligation under this clause, including but not limited to listing of contracted rooms on any ota directly, then the www.thailandpackage24.compatron shall be deemed to have breached a material obligation and shall be liable to pay liquidated damages amounting to twice the average demand fee for the last 3 months multiplied by the period from the date of breach until the date of expiry of this agreement and exclusive of applicable taxes. in the event 3 (three) months have not elapsed before such breach is detected, the average demand fee for the number of days elapsed since the go-live date shall be considered while computing liquidated damages in accordance with the formula given above.

D. Non-operational Rooms & Blocked Rooms

the www.thailandpackage24.com patron shall not use the non-operational rooms for any commercial purpose whatsoever nor list such rooms with any third party including but not limited to ota(s). in the event any contracted rooms are to be rendered as non-operational rooms, the www.thailandpackage24.com patron shall share the details of the same, including but not limited to the purpose and duration of such blockage, with www.thailandpackage24.comat least 10 (ten) days in advance. furthermore, www.thailandpackage24.compatron shall intimate www.thailandpackage24.com in the event any non-operational rooms, other than contracted rooms blocked for maintenance, are rendered sellable/serviceable and to be included in the contracted rooms.

E. Corporate Channels

www.thailandpackage24.com may offer rooms and/or banquets at the property (with/without value added services) to certain www.thailandpackage24.com corporate guests / www.thailandpackage24.com customers under its own name as part of the b2b demand generated by www.thailandpackage24.com. for this channel, www.thailandpackage24.commay purchase the contracted rooms for resale to www.thailandpackage24.com corporate guests. the www.thailandpackage24.com patron shall comply with the terms of the agreement between www.thailandpackage24.comand such www.thailandpackage24.comcorporate guests.

F. Pricing

www.thailandpackage24.comshall have exclusive rights to determine the pricing of contracted rooms, publish such pricing for reservation by www.thailandpackage24.comcustomers on the www.thailandpackage24.complatform, ota and all online/offline channels and the www.thailandpackage24.compatron shall fulfill the bookings at such price. the www.thailandpackage24.com patron agrees and acknowledges that such pricing is dynamic in nature and is subject to change, and such price determination by www.thailandpackage24.com is reasonable in nature. the www.thailandpackage24.compatron shall also honor the terms of any discount or promotional or incentive programs that www.thailandpackage24.comoffers to the www.thailandpackage24.com customers from time to time.

G. Assured Check-in

the www.thailandpackage24.compatron acknowledges that guest servicing is a key responsibility under this agreement and the www.thailandpackage24.compatron agrees and covenants that it shall not deny check-in to any www.thailandpackage24.comcustomer under any circumstances at the property (i) so long the www.thailandpackage24.comcustomer possesses a valid booking for the property, through the www.thailandpackage24.complatform, ota and/ or online/offline channels, (ii) has complied with the terms of the booking and (iii) such bookings were made during the term of this agreement. if the www.thailandpackage24.compatron denies check-in to any www.thailandpackage24.comcustomer (including during the suspension of listing on the www.thailandpackage24.complatform or termination of this agreement, where the booking was made prior to such suspension or termination, as the case may be), then the cost of shifting or relocating such www.thailandpackage24.comcustomers, cost of compensating the www.thailandpackage24.comcustomers for inconvenience and/or payment of penalties/ compensation/ damages/fines levied by a court of law and/or any ancillary cost, etc., shall be solely borne by the www.thailandpackage24.compatron and to that extent the www.thailandpackage24.compatron will keep www.thailandpackage24.com completely indemnified. www.thailandpackage24.comhas the right to offset/adjust such amounts against monies due or payable to the www.thailandpackage24.compatron and reserves the right to levy penalties and/or liquidated damages (whether monetary or non-monetary) for such check-in denial under www.thailandpackage24.compolicies. the www.thailandpackage24.compatron’s breach of this provision shall amount to a material breach of the terms of this agreement.

H. Service Standards

The patron shall: operate the property round the clock throughout the term in accordance with the terms of this agreement;
shall maintain adequate staff to provide seamless services to www.thailandpackage24.com customers;
update itself on all the applicable laws and www.thailandpackage24.com policies;
maintain a safe, hygienic, secure and sanitised property at all times;
take all adequate measures and be responsible for safety and security of the guests and all other persons present at the property and guidelines under the www.thailandpackage24.com policies related to safety & security, including emergency response protocols [insert hyperlink on www.thailandpackage24.com safety & security policy];
extend its unconditional cooperation and support towards handling any www.thailandpackage24.com customer complaints and request for information raised by law enforcement agencies at any time during the subsistence of this agreement and even thereafter.

I. Suspension of Listing

(a) notwithstanding, anything to the contrary herein contained, www.thailandpackage24.com reserves the right to suspend the www.thailandpackage24.com patron’s property and thereby suspend access to all bookings for the property (received through the www.thailandpackage24.com platform and / or other demand channels) till such time as the outstanding issues are resolved.

(b) property may be suspended under the circumstances listed below or other such circumstances as www.thailandpackage24.com deems fit:
failure of www.thailandpackage24.com patron to comply with the www.thailandpackage24.com policies and the terms of this agreement;
any civil or criminal or tortious acts, commissions and omissions by the www.thailandpackage24.compatron, its employees, representatives, independent contractors; failure of www.thailandpackage24.com patron to comply with the applicable laws and regulations, including but not limited to obtain requisite approvals as may be required to operate the property or renewals thereof and/or maintain registers and records, etc.;
any inquiry / investigation against www.thailandpackage24.compatron or the property which is pending with the law enforcement agencies or any government department;
risk of safety or security of www.thailandpackage24.comcustomers, www.thailandpackage24.comemployees, representatives, officials including but not limited to threat or assault;
ongoing business dispute with the www.thailandpackage24.compatron involving settlement and reconciliation of accounts;
instances of force majeure that render a property unfit for receiving reservations from www.thailandpackage24.com customers;
the property has a continued low guest experience score; change in ownership of property or if the www.thailandpackage24.compatron fails to perform its obligations under the ownership documents; property is undergoing renovation;
www.thailandpackage24.compatron undertakes acts of disparagement towards the business and/ or brand and/ or reputation and/ or goodwill of www.thailandpackage24.com; any information provided by the www.thailandpackage24.compatron to www.thailandpackage24.com, including on www.thailandpackage24.complatform, is found to be false, misleading or inaccurate; and for any other reasons such as denial of check in to guests who have valid bookings/ reservations, poor safety and hygiene etc.

(c) notwithstanding, www.thailandpackage24.comshall be absolved of all obligations under the agreement for the duration in which the www.thailandpackage24.compatron’s property is suspended. the www.thailandpackage24.compatron shall indemnify, defend and hold harmless www.thailandpackage24.com, its officers, directors, employees, agents and assigns against all losses, damages, liabilities, costs or expenses arising out of any actions, disputes, litigations brought against www.thailandpackage24.comby (including but not limited to) any customer, private or government authority on account of reasons that led to the www.thailandpackage24.com patron’s property being suspended or issues that may arise at the www.thailandpackage24.com patron’s property while the property is suspended.

J. Guest Stay Policies

the www.thailandpackage24.compatron shall communicate its guest stay policies to www.thailandpackage24.comat the time of listing, which shall be evaluated by www.thailandpackage24.comand implemented only in case the same are approved by www.thailandpackage24.com. in such an event, the guest stay policies provided by the www.thailandpackage24.com patron shall be applicable in addition to the www.thailandpackage24.com policies related to guest bookings published by www.thailandpackage24.com. in case of any inconsistency between the guest stay policies provided by the www.thailandpackage24.com patron and the www.thailandpackage24.com policies, the www.thailandpackage24.com policies shall prevail. any proposed changes by the www.thailandpackage24.com patron to its own policies shall be communicated in advance to www.thailandpackage24.com and the www.thailandpackage24.com customer, and will not be implemented without prior written consent of www.thailandpackage24.com. the www.thailandpackage24.com patron confirms that it shall honour all the commitments made in the booking voucher at all times.

K. Property Branding

the www.thailandpackage24.compatron, upon the execution of this agreement, shall install such signage/branding and at such location, on the facade of the property, as may be instructed by www.thailandpackage24.com. signages shall be placed as per www.thailandpackage24.com’s discretion depending upon the demographics and size of the property, in compliance with applicable laws. the www.thailandpackage24.com patron shall be solely responsible for bearing any and all costs associated with the affixation, removal of and any repair of damage caused to such signage and other material. any applicable licenses required or taxes levied by the central, state or local municipal authorities in this regard shall also be obtained / borne solely by the www.thailandpackage24.compatron.

L. Value Added Services

www.thailandpackage24.commay offer to the www.thailandpackage24.compatron an option to avail value added services on the prices, terms and conditions associated with such services. detailed value added services terms and conditions can be found at [insert hyperlink on value added services]. if the www.thailandpackage24.compatron opts for such value added services, it agrees to pay the charges / fees set by www.thailandpackage24.com, which the www.thailandpackage24.com patron acknowledges as a reasonable fee for the provision of such services. the terms of service and fees charged for vas may be periodically modified, in the sole discretion of www.thailandpackage24.com. the www.thailandpackage24.compatron may opt out of any vas if it chooses or does not agree to any modification of the same, unless a minimum vas period is specified in the respective vas policy or in www.thailandpackage24.com’s reasonable opinion such value added service is critical to guest experience and provision of its services. any fees paid or approved until the date of cancellation of the value added service will be non-refundable.

Clause 3 — Payment & Reconciliation
Payments, Reconciliation & Fees

all payments to the www.thailandpackage24.compatron will be made by www.thailandpackage24.comdirectly to the account of www.thailandpackage24.compatron notified by the www.thailandpackage24.compatron to www.thailandpackage24.com, upon completion of verification of the account information. www.thailandpackage24.com shall not be held liable for any delay in processing the payments to the www.thailandpackage24.com patron due to incomplete account information and/or pendency of verification of the same revenue assurance: the www.thailandpackage24.compatron shall accurately provide all revenue details of the property i.e. revenue generated by the property in the preceding week/month to www.thailandpackage24.com, including but not limited to walk-in revenue generated by the property, and pay www.thailandpackage24.comits fees. the parties agree that the reconciliation cycle period may be changed at the sole discretion of www.thailandpackage24.com, in which case such changes will be notified to the www.thailandpackage24.compatron in terms of clause 18 (h) below. further, www.thailandpackage24.commay from time to time establish standard operating procedures and policies under the www.thailandpackage24.compolicies to enable and facilitate compliance with this clause, including incentives and/or penalties.

www.thailandpackage24.comshall provide a statement showing reconciliation of the accounts to the www.thailandpackage24.compatron. the www.thailandpackage24.compatron shall be required to raise any payment related issues within 7 (seven) days of receiving the reconciliation statement. all reconciliation statements shall be deemed accepted in the event no issue/dispute is raised by the www.thailandpackage24.compatron in the prescribed time. all issues pertaining to payment and reconciliation of accounts are a contractual matter and the parties shall endeavour to resolve them amicably.

the parties agree that www.thailandpackage24.comreserves the right to introduce or remove various products and/ or services time and charge incremental fees and/ or commissions for such products and/ or services with prior notice to the www.thailandpackage24.com patron. the www.thailandpackage24.compatron acknowledges that such variation in fees or commissions by www.thailandpackage24.com, will be commercially reasonable in nature. all terms and conditions associated with the new products and / or services shall be available in the www.thailandpackage24.compolicies and communicated to the www.thailandpackage24.compatron separately. furthermore, www.thailandpackage24.com reserves the right to waive charges towards fee(s) and/ or commissions as commercially agreed with the www.thailandpackage24.compatron, eg. walk-in waiver.

www.thailandpackage24.com shall be entitled to offset any outstanding amounts that may be owed by the www.thailandpackage24.compatron to www.thailandpackage24.comfrom time to time from the amount paid by the www.thailandpackage24.compatron under www.thailandpackage24.comsecure. the www.thailandpackage24.compatron alone shall be responsible to maintain adequate balance as per this agreement in www.thailandpackage24.comsecure throughout the entire term of this agreement failing which www.thailandpackage24.comshall have the right, at its own discretion, to suspend/terminate listing of the property and/or shift the property on mandatory prepayment option for bookings on the www.thailandpackage24.complatform. upon expiry/termination of the agreement, the balance amount due to the www.thailandpackage24.compatron, after making deductions (if any) shall be refunded by www.thailandpackage24.comwithin 14 (fourteen) days to the www.thailandpackage24.com patron www.thailandpackage24.comshall charge platform fees, demand fees and any fee towards vas or any other additional services related to the usage of the www.thailandpackage24.com platform.

Clause 4 — OswalAirTravels Wizard
www.thailandpackage24.com WIZARD

the www.thailandpackage24.compatron shall participate in and honour the terms of www.thailandpackage24.com’s designated loyalty, discount, promotional, management, advertising, satisfaction and/or other guest programs (including any room discounts, rewards programs, voucher programs, pet-friendly policies, billing programs, corporate memberships, frequent traveller programs, photographic or virtual tour programs or gift card programs) etc in accordance with the www.thailandpackage24.compolicies (“guest programs”).

the www.thailandpackage24.compatron shall comply with all standards and requirements of any guest program, including any fees, as www.thailandpackage24.commay implement and periodically modify.

in particular, www.thailandpackage24.comreserves the right to enlist the property under its www.thailandpackage24.comwizard program based on various criteria including the customer experience score at the property. if enlisted, the www.thailandpackage24.com patron shall comply with the terms and conditions of the guest programs. you acknowledge that you have read and agreed to the policy related to the www.thailandpackage24.com wizard program.

Clause 5 — Products
www.thailandpackage24.com PRODUCTS

www.thailandpackage24.commay, from time to time, introduce www.thailandpackage24.comproducts and will notify the www.thailandpackage24.compatron accordingly and will be available at www.thailandpackage24.compolicies. each of the www.thailandpackage24.comproducts may carry specific terms and conditions including fees. if the www.thailandpackage24.compatron opts for any specific www.thailandpackage24.comproduct, it agrees to pay the charges / fees set by www.thailandpackage24.com, which the www.thailandpackage24.compatron acknowledges as a reasonable fee for the provision of such services. the terms of service and fees charged for the www.thailandpackage24.comproduct may be periodically modified, in the sole discretion of www.thailandpackage24.comand the www.thailandpackage24.compatron shall be informed of the same. the www.thailandpackage24.compatron may opt out for any www.thailandpackage24.com product if it chooses or does not agree to any modification of the same, unless a minimum period is specified in the respective www.thailandpackage24.comproduct terms or in www.thailandpackage24.com’s reasonable opinion such www.thailandpackage24.comproduct is critical to guest experience and provision of its services. any fees paid or approved until the date of cancellation of the www.thailandpackage24.comproduct will be non-refundable.

Clause 6 — Invoicing
Invoicing Requirements

(a) the www.thailandpackage24.compatron shall, for each valid booking, irrespective of its mode of payment (prepaid or pay at property), issue a valid gst invoice with the full value of payment, to the www.thailandpackage24.comcustomer in the manner set forth under this clause. if the www.thailandpackage24.compatron does not have a gstn, then the www.thailandpackage24.compatron shall issue a non GSTInvoice to the www.thailandpackage24.comcustomer. notwithstanding the forgoing, the www.thailandpackage24.compatron shall remain liable to ensure compliance with all applicable tax laws including payment of all applicable taxes

(b) the parties agree that it shall at all times be the www.thailandpackage24.compatron’s obligation and responsibility to issue timely invoices to www.thailandpackage24.comcustomers.a valid invoice must have the following components, unless otherwise required by law:
1. Invoice number
2. 6-digit service code (sac)
3. tax segregated as cgst + sgst
4. gstn number (of person issuing invoice, if applicable)
5. place of supply
6. date of issuance
7. valid signature

(c) www.thailandpackage24.commay offer sale of rooms with/without value added services to certain guests under its own name. in such cases www.thailandpackage24.compatron shall issue tax invoice/bill of supply in the name of www.thailandpackage24.com. if gst credit on such invoices is not passed to www.thailandpackage24.com then www.thailandpackage24.comwill deduct the gst credit amount while making payment to the www.thailandpackage24.com patron.

(d) www.thailandpackage24.comreserves the right to withhold and/or release applicable gst if the www.thailandpackage24.compatron does not hold a valid gst registration.

(e) if the www.thailandpackage24.compatron is registered for gst, it is mandatory for the www.thailandpackage24.compatron to share its gstn with www.thailandpackage24.com and include the same in all invoices to guest(s), failing which www.thailandpackage24.com shall presume that www.thailandpackage24.com patron is not gst registered. if the www.thailandpackage24.compatron does not hold a valid gst registration, www.thailandpackage24.comshall deduct applicable gst and deposit the same in the govt. treasury and recover/withheld the same from the amount payable to the www.thailandpackage24.compatron, recover any shortfall thereof.

Clause 7 — SET-OFF
SET-OFF

www.thailandpackage24.commay set off any obligation that is due and payable and is owed or which is required to be performed by the www.thailandpackage24.compatron under this agreement against any obligation owed by www.thailandpackage24.comto www.thailandpackage24.compatron, whether under this agreement or otherwise. if an obligation is unascertained or unliquidated, www.thailandpackage24.commay in good faith estimate the obligation and set off in respect of the estimated amount, in which case when the obligation is ascertained or liquidated, www.thailandpackage24.comor the www.thailandpackage24.compatron shall make a payment to the other (as appropriate) in respect of any amount by which the ascertained or liquidated amount differs from estimated amount.

the www.thailandpackage24.compatron acknowledges and agrees that www.thailandpackage24.comwill not be obliged to pay any amounts to the www.thailandpackage24.compatron under this agreement so long as any sums, which are then due from the www.thailandpackage24.compatron under this agreement remain unpaid and any such sums, which would otherwise be due will fall due only if and when the www.thailandpackage24.compatron has paid all such sums except to the extent www.thailandpackage24.comotherwise agrees or sets off such amount against such payment pursuant to the foregoing.

Clause 8 — TAXES
TAXES

www.thailandpackage24.comand the www.thailandpackage24.compatron, with respect to the services rendered or products offered in their respective capacity, are solely responsible for compliance of transaction taxes. for the avoidance of doubts, it is clarified that the www.thailandpackage24.compatron is solely responsible for providing accommodation and other associated services in respect of and in relation to the stay of the guest at the property, irrespective of the booking channel through which reservation is made or to whom the payment for such reservation is made, including but not limited to food and beverage, laundry, etc. and hence shall be solely responsible to pay all transaction taxes that may be levied or leviable on (a) such accommodation and services and (b) any other ancillary purchase or sale of goods and services that is required for the purpose of rendering its services. the compliance (including but not limited to issuance of tax invoice or bill of supply, computation and deposition of taxes to the government treasury, filing of returns etc.) with tax laws, if any required, is the sole responsibility of the www.thailandpackage24.compatron. www.thailandpackage24.com is in no manner responsible for ensuring such compliance, including payments of any taxes on the accommodation and associated services, except if required under applicable laws.

all fees including but not limited to platform and / or demand fee charged by www.thailandpackage24.comto the www.thailandpackage24.compatron for providing services is exclusive of all transaction taxes which will be charged over and above such fees at rates applicable under the law of the applicable jurisdiction on provision of such services by www.thailandpackage24.com
www.thailandpackage24.commay provide additional services to the www.thailandpackage24.compatron which may include limited access to tax engine / calculator for computing taxes or issuing tax invoices on services provided or goods sold by the www.thailandpackage24.compatron. by providing such additional services to the www.thailandpackage24.compatron, www.thailandpackage24.comis neither committing nor managing or executing any tax compliances, and these remain the sole responsibility of the www.thailandpackage24.compatron with respect to services and / or goods sold provided by the www.thailandpackage24.compatron to the guest, unless otherwise required under the law. www.thailandpackage24.com, while providing such additional services, may affix its logo, brands, tag lines or such other words, in communication, which may denote use of www.thailandpackage24.com's software in rendering such services, solely for the purpose of branding and should not be interpreted otherwise.

in the event www.thailandpackage24.comis made liable to pay transaction taxes under any law for the time being in force on the services rendered or goods supplied by the www.thailandpackage24.compatron, then parties agree that www.thailandpackage24.comshall have the right to recover such transaction taxes from the www.thailandpackage24.com patron. the www.thailandpackage24.compatron shall pay such amount without any demur or protest. furthermore, the www.thailandpackage24.compatron shall indemnify and keep www.thailandpackage24.comindemnified against any and all tax related claims /charges /levies /penalties /costs /deficiency. www.thailandpackage24.commay furnish a certificate/ document to demonstrate proof of deposit of such transaction tax from time to time if it is required under the law to provide such proof of payment to the www.thailandpackage24.com patron.

in certain jurisdictions, tax regulations may require that www.thailandpackage24.com collect and/or report information about you, or withhold taxes from payouts to you, or both. if you fail to provide www.thailandpackage24.comwith documentation that it determine to be sufficient to support any such obligation to not to withhold taxes from payouts to you or not to report information, www.thailandpackage24.commay withhold payouts up to the amount as required by law and / or provide information to the authorities.

for the avoidance of doubt, all sums payable by the www.thailandpackage24.compatron to www.thailandpackage24.comunder these terms of service shall be paid free and clear of any deductions or withholdings whatsoever. other than transaction taxes charged by www.thailandpackage24.comto you and remitted to the appropriate tax authorities, any deductions or withholdings that are required by law shall be borne by you and paid separately to the relevant taxation authority.

each party is individually responsible for payment of taxes determined / payable with reference to profits of that party.

any duties, cesses or taxes (including stamp duty) payable on execution of this agreement/terms and any other instrument entered into under this agreement /terms shall be the responsibility of www.thailandpackage24.compatron and shall be borne by the www.thailandpackage24.com patron

Clause 9 — OTA RELATED TERMS
OTA RELATED TERMS

the www.thailandpackage24.compatron hereby authorises www.thailandpackage24.comto operate and manage all ota channels on its behalf by executing the ota noc for the designated ota partners and shall hand over all applicable ota credentials (including password) of the property to www.thailandpackage24.comat the time of entering into this agreement without any delay.

by executing the ota noc, the www.thailandpackage24.compatron authorises www.thailandpackage24.comand confirms that it has no objection with www.thailandpackage24.cominitiating a new listing on revised terms and conditions under www.thailandpackage24.com's name and discontinuing the old listing on the ota channels.. www.thailandpackage24.commay create a new listing or rename the owner’s existing ota listing to reflect www.thailandpackage24.com’s brand name of the premises for which the services are being rendered by www.thailandpackage24.com.

www.thailandpackage24.commay also change any password recovery information to enable it to operate the ota accounts independently.

the www.thailandpackage24.compatron agrees to promptly deliver and duly execute any and all such further instruments and documents and to take such actions as may be reasonably required by www.thailandpackage24.comin order to obtain the full benefit and to implement the rights and powers granted by www.thailandpackage24.compatron to www.thailandpackage24.comto control the property’s’ ota accounts pursuant to the agreement.

all pre-existing and new listings of the property at any online or offline platform shall be branded and managed by www.thailandpackage24.comwhich shall include adding, removing or modifying the name, phone, website, pictures and amenities of the property. www.thailandpackage24.comwill manage and be responsible for complete revenue, pricing, inventory, and booking management for 100% of the contracted rooms inventory at the property the payments receivable from the ota will be received by www.thailandpackage24.com in www.thailandpackage24.com’s bank account.

www.thailandpackage24.comreserves the right to subsume any commission/fees charged by the ota(s) in connection with the listing of the property or pass-on or charge the www.thailandpackage24.compatron additionally for the same

if the property is not able to go-live on any of the otas with www.thailandpackage24.comlisting due to any payment pending by the www.thailandpackage24.compatron to the ota, www.thailandpackage24.commay, at its discretion, make the respective payment to the ota on behalf of the www.thailandpackage24.compatron and recover/ adjust/offset this amount in its reconciliation statement and /or increase the www.thailandpackage24.com’s demand fee applicable for the property proportionately.

the www.thailandpackage24.compatron agrees and hereby authorises www.thailandpackage24.comto engage with or respond to ratings, reviews and customer feedback received through any ota where the property is listed.

the www.thailandpackage24.compatron may opt for value added services in relation to its property listing with an ota and the cost of any such services shall solely be borne by the www.thailandpackage24.compatron.

the www.thailandpackage24.compatron shall hand over ota credentials of the property to www.thailandpackage24.comand shall cease to operate or to cause to operate the property, directly or indirectly on any ota handles other than through www.thailandpackage24.com, during the term. in the event the www.thailandpackage24.compatron breaches its obligation as set out under this clause, the www.thailandpackage24.compatron shall be liable to pay a sum equivalent to twice the amount of liquidated damages set out under clause 2 (c) above.

Clause 10 — RIGHT TO AUDIT AND INSPECT
RIGHT TO AUDIT AND INSPECT

the www.thailandpackage24.compatron is obligated to fully and accurately report all revenue generated from the property including disclosure, upon request, to www.thailandpackage24.com, records of all charged check-in and check-out at the property. in order to ensure strict compliance with revenue reporting and account reconciliation for the property, www.thailandpackage24.comshall have a right (but not an obligation) to undertake periodic digital and/or physical audits/ surprise checks to ensure that the www.thailandpackage24.compatron is adhering to the terms of this agreement, including www.thailandpackage24.compolicies, from time to time. www.thailandpackage24.comshall have a right to conduct such audits without prior notice through its representatives, third party audit agencies and/or mystery customers. based on the audit findings, www.thailandpackage24.commay as it deems fit and appropriate, recover the unreported revenue in addition to imposition of penalties equivalent to such amount, during its weekly/monthly account reconciliations with the www.thailandpackage24.compatron. the www.thailandpackage24.compatron shall not object to such audits and challenge the findings based on the fact that no prior notice was given for such audit.

additionally, www.thailandpackage24.comshall have a right to review the customer / visitors records and/or financial / other records of the www.thailandpackage24.compatron pertaining to the property and/or this agreement. the www.thailandpackage24.compatron shall cooperate during such audit / inspection or any inspection / investigation carried out by any www.thailandpackage24.com, or any third party audit agency appointed by www.thailandpackage24.comand/or any government authority(ies) and provide necessary support and correct information, records, documents, etc. the www.thailandpackage24.com patron shall also provide uninterrupted access to www.thailandpackage24.com’s authorised personnel / representatives to the property for such inspection / audit.

Clause 11 — INTELLECTUAL PROPERTY
INTELLECTUAL PROPERTY

www.thailandpackage24.comhas through the investment of considerable time and money developed a unique and distinctive system of creating a network of high-quality budget accommodation and connecting such network hotels to potential customers at a large scale under the mark “www.thailandpackage24.com” and other associated logos, trademarks, service marks, certification marks, designs and brands (“www.thailandpackage24.commarks”), issued patents and patent applications (whether provisional or non-provisional), internet domain names and social media accounts or user names, whether or not trademarks, all associated web addresses, urls, mobile applications, websites and web pages, social media sites and pages, and all content and data thereon or relating thereto, whether or not copyrighted (“ip rights”). the system includes but is not limited to the use of proprietary and distinctive techniques (developed or used by www.thailandpackage24.com ), technology, software, trade secrets, inventions, databases, training methods, operating methods, designs and decor, uniform apparel, colour schemes, furnishings, marketing materials, promotional strategies, booking and guest management systems, revenue management services, ota management services, and customer service requirements among other additional innovation and updates that www.thailandpackage24.combrings to its systems and processes to enhance the www.thailandpackage24.compatron’s management of the property and performance (“technological know-how”), all of which collectively i.e. the www.thailandpackage24.commarks, ip rights and technological know-how is proprietary to www.thailandpackage24.comand may be modified and improved from time to time by www.thailandpackage24.com(“ip bundle”). the www.thailandpackage24.compatron acknowledges that www.thailandpackage24.com or its affiliates are the exclusive owner of the ip bundle and that the www.thailandpackage24.com patron shall not make any claims on the ip bundle except as expressly contemplated under this agreement for the use of www.thailandpackage24.comservices and www.thailandpackage24.comproducts. the use and license of ip bundle is directed towards promoting the www.thailandpackage24.com patron in its network in a manner that may enhance the goodwill associated therewith.

the www.thailandpackage24.compatron agrees that it enjoys promotional advantage on being associated with the brand name “www.thailandpackage24.com” and availing of the technological know-how www.thailandpackage24.comauthorizes the www.thailandpackage24.compatron to use the ip bundle (on a revocable, non-transferable, non-assignable and non-exclusive basis) for the limited purpose of this agreement. the www.thailandpackage24.compatron undertakes not to do anything prejudicial to the ip bundle or damage or harm www.thailandpackage24.com’s goodwill and reputation. the www.thailandpackage24.compatron agrees in order to protect the www.thailandpackage24.com’s ip bundle intellectual property rights and maintain a common identity and reputation of its network of properties, the www.thailandpackage24.compatron shall comply with the www.thailandpackage24.compolicies related with branding and minimum quality specifications laid down by www.thailandpackage24.comfrom time to time. any breach by www.thailandpackage24.compatron in respect thereof may cause irreparable harm and injury to www.thailandpackage24.comand its intellectual property. you acknowledge that you have read and agreed to the www.thailandpackage24.compolicies related to branding. [insert hyperlink of the www.thailandpackage24.combranding policy] in the event the www.thailandpackage24.compatron becomes aware of any infringement of the ip bundle by any other party, the www.thailandpackage24.compatron shall immediately notify www.thailandpackage24.comin writing.

the www.thailandpackage24.compatron may conceive and develop new and improved methods of carrying out its business and improvements in operating procedure and other additions or modifications to the existing ip bundle (hereinafter referred to as “improvements”). the www.thailandpackage24.compatron agrees to disclose fully any improvements to www.thailandpackage24.comand www.thailandpackage24.comshall determine the feasibility and desirability of incorporating them into www.thailandpackage24.com’s existing ip bundle. for avoidance of doubt, it is clarified that the right, title and interest in any and all improvements shall rest with www.thailandpackage24.comregardless of which party contributed to the improvements. the www.thailandpackage24.compatron shall without delay, demur or protest transfer all rights in any such improvement to www.thailandpackage24.comwithout any additional consideration.

the www.thailandpackage24.compatron shall not undertake any activities to decompile or reverse engineer any elements of the ip bundle for its or their advantage or for the advantage of any third party. in the event the www.thailandpackage24.compatron learns of a claim of infringement or if a third party brings a claim of trademark infringement, copyright infringement, breach of confidential information and misappropriation of any trade secret against the www.thailandpackage24.compatron whether or not such infringement is as a result of the www.thailandpackage24.compatron using their ip in conjunction with www.thailandpackage24.com’ ip bundle, the www.thailandpackage24.com patron shall promptly notify www.thailandpackage24.com of such claim. the www.thailandpackage24.compatron shall indemnify www.thailandpackage24.com to the fullest extent permitted under applicable law from and against all damages arising out of any claim by a third party against www.thailandpackage24.com. in the event www.thailandpackage24.comor any of its group companies is impleaded as a party to proceedings such as the aforesaid, the www.thailandpackage24.compatron agrees to compensate www.thailandpackage24.comfor all reasonable and necessary costs related thereto, including but not limited to reasonable attorneys’ fees.

Clause 12 — DATA PRIVACY AND RETENTION
DATA PRIVACY AND RETENTION

www.thailandpackage24.comcustomer data: the www.thailandpackage24.compatron acknowledges that personal information of the www.thailandpackage24.comcustomers/ guests is collected by www.thailandpackage24.comand shared with the www.thailandpackage24.compatron only for the purpose of this agreement / terms and the www.thailandpackage24.compatron also collects personal information of the guests upon check-in at the property. the www.thailandpackage24.compatron also acknowledges that www.thailandpackage24.comis the owner of all rights, title and interests in any and all information (whether in verbal, written, manual or electronic form) received by the www.thailandpackage24.compatron or www.thailandpackage24.comthrough the www.thailandpackage24.complatform, ota, call centers, travel agents, directly from the guests, at the property and/ or exchanged / received pursuant to the acceptance of these terms by the www.thailandpackage24.compatron which includes but is not limited to www.thailandpackage24.com’s information, www.thailandpackage24.compatron’s information, property description and images, guest information, guest histories and preferences, guest identification details, etc. (regardless of the source of such data and the manner of its collection) (“data”). the www.thailandpackage24.com patron agrees to collect, process, store and use data in accordance with the provisions of the applicable laws and in the manner provided for in www.thailandpackage24.com 's privacy policy available on the www.thailandpackage24.complatform.

www.thailandpackage24.compatron data: the www.thailandpackage24.compatron acknowledges and expressly consents that data (whether or not in aggregated, pseudonymised and/or anonymised form) related to the www.thailandpackage24.com patron, the property and other parameters collected under this agreement / terms may be used, transmitted, processed, shared and transferred by www.thailandpackage24.com(to other entities under the www.thailandpackage24.comgroup or third parties), (i) for performance evaluation, optimization and improvement (ii) benchmarking (iii) for marketing and advertising ; (iv) where www.thailandpackage24.comhas a duty to or are permitted to disclose data under applicable law or under a court/ government order; (v) in connection with any merger, sale of company assets, consolidation or restructuring, financing, liquidity event or acquisition or (vi) any other lawful purpose.

Clause 13 — CONFIDENTIALITY
CONFIDENTIALITY

all documents, instructions, details collected under this agreement / terms including the www.thailandpackage24.com customer/guests’ personal data, brand standards, operating standards, technology, systems, training manuals, financial details, terms of this agreement / terms, account and sales information, any and all information and/or documents shared with the www.thailandpackage24.com patron under this agreement, etc., whether shared through any oral or written information exchanged between the parties directly or indirectly, before, during or after the execution of this agreement or in connection with the preparation and performance this agreement, shall be considered as secret and confidential information (collectively referred to as “confidential information”) and www.thailandpackage24.compatron undertakes not to copy or disclose any of its contents or concepts to any other party and not to make any direct or indirect use thereof except as required for due performance under this agreement / terms. this agreement / terms is confidential in nature and shall not be disclosed by the www.thailandpackage24.com patron to any other third person except as otherwise required by law. during the performance of its obligations under this agreement / terms, the www.thailandpackage24.compatron and its employees, officers, agents, proprietors, directors, shareholders, stakeholders, contractors or any third party resources (“representatives”) may have access to confidential information, which shall be kept fully confidential by the www.thailandpackage24.compatron and its representatives. the www.thailandpackage24.compatron shall execute necessary non-disclosure agreement with its representatives and take any other steps that it would reasonably take to protect such confidential information. the obligation under this provision shall survive termination or expiration of this agreement.

Clause 14 — TERM AND TERMINATION
TERM AND TERMINATION

(a) the term of this agreement shall be valid and binding upon the parties from the go-live date and shall continue to be valid and binding unless terminated by either party as per the terms given below.

(b) either party may terminate this agreement by giving a 30 (thirty) days prior written notice to the other without assigning any reason thereof. www.thailandpackage24.commay terminate this agreement and deactivate / suspend and/or delete the www.thailandpackage24.com patron’s user account forthwith by intimating the www.thailandpackage24.compatron via an email or using any other contact information provided by the www.thailandpackage24.compatron for the account, in the event the www.thailandpackage24.compatron (including its employees, agents, contractor and representatives)
(i) breaches the terms herein, applicable laws and/or violates any other third-party rights;
(ii) fails to obtain/maintain approvals required to operate its business from the property as mentioned under these terms;
(iii) files for bankruptcy or becomes or is declared insolvent;
(iv) acts in a manner which results in the financial loss and/or reputational harm to www.thailandpackage24.com;
(v) engages in unlawful acts or acts that disparage www.thailandpackage24.com in a private/ public set up, on social media/print media;
(vi) ceases to be the owner of the property or if the www.thailandpackage24.com patron’s interest is derived in the property through a lease/operating agreement and such arrangement lease expires or is terminated or acts in a manner which results in a potential dispute concerning the title of the property;;
(vii) have provided any false, misleading or inaccurate information;
(viii) acts in a manner which results in suspension of property by www.thailandpackage24.com for more than 3 (three) days.

(c) upon termination or expiry of this agreement for any reason whatsoever:
(i) www.thailandpackage24.comand the www.thailandpackage24.compatron shall undertake an account reconciliation, and subsequently a full and final settlement with respect to the property including all expenses and advances which are payable by the www.thailandpackage24.compatron under this agreement to www.thailandpackage24.comand the www.thailandpackage24.compatron shall make payments due to www.thailandpackage24.com;
(ii) the www.thailandpackage24.compatron shall honour all bookings made at the property up until the date of termination and continue to discharge all its obligations under this agreement;
(iii) www.thailandpackage24.comshall delist the property from www.thailandpackage24.com platform;
(iv) www.thailandpackage24.comshall return the ota credentials for the property upon full and final settlement with the www.thailandpackage24.compatron;
(v) the www.thailandpackage24.compatron shall have no right to use any confidential information or ip bundle provided to the www.thailandpackage24.compatron under this agreement and shall forthwith return to www.thailandpackage24.comany such confidential information in its possession;
(vi) the www.thailandpackage24.compatron shall cease to use www.thailandpackage24.com’s name, logo or any of the associated www.thailandpackage24.commarks, ip bundle and shall not represent itself in any manner to be associated with www.thailandpackage24.com;
(vii) the www.thailandpackage24.compatron shall provide www.thailandpackage24.comwith a copy such registers and records, including but not limited to the a&d register and other guest and payment details, etc., as and when requested by www.thailandpackage24.com; and
(vii) the www.thailandpackage24.compatron shall not be entitled to enter into any new agreement with www.thailandpackage24.comor any of the entities within the www.thailandpackage24.comgroup whether directly or indirectly for such period as www.thailandpackage24.commay determine.

Clause 15 — INDEMNITY
INDEMNITY

to the maximum extent permitted by law, the www.thailandpackage24.compatron shall, upon written demand by www.thailandpackage24.com, indemnify, defend (at www.thailandpackage24.com’s option) www.thailandpackage24.com, its officers, directors, entities in the www.thailandpackage24.com group, agents, and employees 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: (i) usage of the www.thailandpackage24.complatform that has infringed such third party's intellectual property rights; (ii) breach of any obligations under this agreement / terms; (iii) negligence or other tortious conduct of the www.thailandpackage24.com patron; (iv) misrepresentations made by the www.thailandpackage24.compatron; (v) any non-compliance of applicable laws, including but not limited to delay in payment/ non-payment of taxes and delay in filing/ non-filing of returns or failure in obtaining / renewal of the requisite licenses / approvals / permits or failure to maintain any registers and records; (vi) actions which may bring disrepute to www.thailandpackage24.com’s reputation and brand (vii) www.thailandpackage24.comcustomer complaints and costs arising from their experience at the property in connection with their booking and/or complaints/penalties from law enforcement agencies and regulatory authorities; (viii) the settlement beneficiary for the payments to be made under this agreement by www.thailandpackage24.comwhich is different from the authorized representative signatory to this agreement; (ix) stay / visit of any www.thailandpackage24.com customer or visitors at the property, your interaction with them, including without limitation any bodily injuries, death, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of stay / visit at the property; and (x) loss or damage suffered by www.thailandpackage24.comdue to fraud or misconduct or negligence by the www.thailandpackage24.compatron during its engagement in any guest program including but not limited to the wizard program.
the provisions of this clause shall survive the termination of this agreement / terms.

Clause 16 — LIMITATION OF LIABILITY
LIMITATION OF LIABILITY

other than remedies specifically provided under this agreement by way of liquidated damages, neither party shall be liable to the other party for any indirect, incidental, punitive, special or consequential damages or losses (including without limitation for loss of profit or revenue etc.) whether under contract or in tort and even if the other party had been advised of the possibility of such damage or loss. in no event, shall the www.thailandpackage24.com’s liability under or in connection to this agreement exceed the demand fee paid by the patron to www.thailandpackage24.comfor a period of 1 (one) month preceding the date of such claim.other than remedies specifically provided under this agreement by way of liquidated damages, neither party shall be liable to the other party for any indirect, incidental, punitive, special or consequential damages or losses (including without limitation for loss of profit or revenue etc.) whether under contract or in tort and even if the other party had been advised of the possibility of such damage or loss. in no event, shall the www.thailandpackage24.com’s liability under or in connection to this agreement exceed the demand fee paid by the www.thailandpackage24.com patron to www.thailandpackage24.comfor a period of 1 (one) month preceding the date of such claim.

Clause 17 — REPRESENTATION AND WARRANTIES
REPRESENTATION AND WARRANTIES

the www.thailandpackage24.compatron represents and warrants that :
it has full legal right, power and authority to carry on its business and to enter into this agreement and accept the terms and perform all its obligations, terms and conditions hereunder and neither the acceptance of these terms, nor the delivery of the agreement, nor fulfilment nor compliance with the terms and provision hereof, will conflict with, or result in a breach of terms, conditions or provisions of, or constitute a default under, or result in any violation of its charter document or bye law, if any, or any agreement, restriction, instrument, order , judgement, decree, statute, law, rule or regulation to which it is subjected or require any consent, approval or other action by any court, tribunal, administrative or governmental body. it is operating its business in compliance with all the applicable laws, regulations and statutes and it has the requisite licenses in place (including lift operating, fire department clearance, tourism, local municipality approvals and licenses etc.) to operate the property and conduct its business as contemplated under this agreement.

it is the owner of the property, it has and shall maintain lawful and undisputed title, possession and ownership of the property throughout the term of this agreement, free from encumbrances; if the www.thailandpackage24.compatron’s interest in the property is derived through a lease arrangement/operating arrangement., it has a no objection certificate from the owner(s) of the property expressing the owner’s consent towards the www.thailandpackage24.compatron entering into this agreement with www.thailandpackage24.comand has a lawful, valid and subsisting lease/operating agreement of the property throughout the term of this agreement, for the purpose for which this agreement has been executed;

the property is not in violation of any applicable laws that could affect the services and business arrangement contemplated under this agreement with www.thailandpackage24.comor draw risks or liabilities towards www.thailandpackage24.comin any manner;

it is not in dispute with www.thailandpackage24.comand/or any of its subsidiaries or affiliates; the property has not been delisted by www.thailandpackage24.comand/or any of its subsidiaries or affiliates.

has not been charged with or been found guilty of any offence punishable under provisions of any other applicable laws;

has not/ shall not enter into any arrangement with a third party for the contracted rooms; the contracted rooms consist of the entire room inventory in the property (other than non operational rooms); and has handed over all its ota credentials of the property to www.thailandpackage24.com.

Clause 18 — MISCELLANEOUS
MISCELLANEOUS

Disclaimer of Warranties - we provide the www.thailandpackage24.complatform and all content “as is” without warranty of any kind and we disclaim all warranties, whether express or implied. for example: (i) we do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any www.thailandpackage24.compatron or guest, listing or third party; (ii) we do not warrant the performance or non-interruption of the www.thailandpackage24.complatform; and (iii) we do not warrant that verification, identity or background checks conducted on listings. any references to an www.thailandpackage24.compatron or listing being "verified" (or similar language) indicate only that the www.thailandpackage24.compatron or listing or www.thailandpackage24.comhas completed a relevant verification or identification process and nothing else. further, www.thailandpackage24.comis not responsible for any loss suffered by the www.thailandpackage24.compatron as a result of incorrect banking or taxation or other financial information provided by the www.thailandpackage24.compatron. the disclaimers in these terms apply to the maximum extent permitted by law. the www.thailandpackage24.compatron shall be responsible for its conduct, performance, safety measures, quality, legality or compliance with applicable law and in case any guest has any claim against any such listing or services provided by the www.thailandpackage24.com patron, the www.thailandpackage24.compatron shall be solely responsible for the same and shall be liable for any damages payable to the guest.

Governing Law & Jurisdiction - these terms shall be construed and enforced in accordance with the laws of India. if any dispute shall arise between the parties hereto concerning the construction interpretation or application of any of the provisions of the terms, such dispute shall be referred to the arbitration in accordance with arbitration and conciliation act, 1996. the arbitration shall be conducted by a sole arbitrator appointed by an independent arbitral institution, viz. centre for alternate dispute resolution excellence, Delhi (the cadre) , under its rules as amended from time to time, which rules are deemed to be incorporated by reference herein. a copy of the rules can be obtained by an enquiry email to the cadre at admin@oswalairtravels.com either party may approach the cadre for appointment of an arbitrator by writing an email to admin@oswalairtravels.com with a request to appoint an arbitrator and copying the email to the other party. the parties agree that the maximum permissible fees payable to the arbitrator for conducting the arbitration proceedings shall be in accordance with the fourth schedule of the arbitration and conciliation act, 1996. in the event of any conflict between the rules of the cadre and the provisions of the arbitration and conciliation act, 1996, the arbitration and conciliation act, 1996 shall prevail.the arbitration shall be conducted in english. the juridical seat and venue of arbitration shall be delhi and the courts of new delhi shall have exclusive jurisdiction for any applications arising out of the arbitration.the arbitration proceedings shall be conducted online without the need for a physical appearance unless specifically requested by the arbitrator. the parties agree to resolve the dispute through fast track mode as per section 29 b of the arbitration and conciliation act 1996. unless the arbitrator decides at his discretion (on a written application moved by either of the parties)that oral evidentiary hearings are necessary for the purpose of the arbitration, the arbitration shall be conducted only on the basis of the documents via online platform. however, the decision of the arbitrator with respect to the mode of conducting the arbitration shall be final and binding upon the parties. the award shall be in writing and final and binding on the parties. the parties shall be responsible to bear their respective costs and expenses in relation to any such arbitration proceeding and are subject to the final award being passed by the arbitrator i.e. both the parties shall share the cost jointly during the conduct of the arbitration proceedings with respect to the administrative charges and arbitrator fees. however the arbitrator shall have the discretion to order costs i.e. passing a cost award in favour of the successful party along with the final award.if for any reason the cadre refuses to act or does not acknowledge the email for appointment of an arbitrator or fails to appoint an arbitrator within a period of 5 days from the date of the email containing a request for appointment, then www.thailandpackage24.com shall have the right to name another independent arbitral tribunal to appoint the sole arbitrator and conduct the arbitration.any failure, delay or forbearance on the part of www.thailandpackage24.com in: (i) exercising any right, power or privilege under this agreement; or (ii) enforcing terms of this agreement, shall not operate as a waiver thereof, nor shall any single or partial exercise by www.thailandpackage24.comof any right, power or privilege preclude any other future exercise or enforcement thereof.the parties hereto agree that each of the provisions contained in this agreement shall be severable, and the unenforceability of one or more provisions of this agreement shall not affect the enforceability of any other provision(s) or of the remainder of this agreement.

Compliance with Laws - as an www.thailandpackage24.compatron, it is your sole and absolute responsibility for identifying, understanding and complying with all applicable laws, rules, regulations and contracts with third parties that apply to your property. for example, some cities have laws that restrict your ability to host guests for short periods or provide certain hotel / homes related services. in many cities, www.thailandpackage24.com patrons may have to register, get a permit or obtain a license before providing certain hotel / homes related services including but not limited to preparing food, serving alcohol for sale, guiding tours or operating a vehicle, installation of hoardings and signages or to maintain certain registers & records or to intimate the authorities regarding guest stay. www.thailandpackage24.com patrons shall be alone responsible for identifying and obtaining any required permits, licenses, consents, approvals, registrations and authorizations for any services they offer, including but not limited to gst registration and applicable gst compliances, fssai, health, trade licenses, building approvals, property related licenses, registrations, and noc’s as may be applicable and any other license necessary for establishing and operating the property, carrying on its business and for the performance of its obligations hereunder. www.thailandpackage24.compatrons understand that certain types of services may be prohibited altogether and penalties may include fines or other punitive actions. www.thailandpackage24.compatrons are responsible for checking and reviewing all laws, rules and/or regulations applicable to their listing. any information which www.thailandpackage24.commay provide in relation to any legal requirement is for information purposes only and www.thailandpackage24.compatrons confirm to undertake independent review of their legal obligations, including obtaining legal advice, if required. further, the www.thailandpackage24.compatron shall and shall ensure that all its officers, employees and agents, at all times, comply with all laws, rule, regulations and notifications pertaining to anti-bribery, anti-corruption and money laundering and/or corrupt payments including but not limited to prevention of corruption act 1988, indian penal code, 1860, foreign contribution (regulation) act, 2010, prevention of money laundering act, 2002, foreign corrupt practices act 1977, uk bribery act 2010 including any such policies of www.thailandpackage24.com(along with their modifications) that the www.thailandpackage24.compatron and its officers, employees, third party service providers/contractors and agents may be required to comply with from time to time.

Insurance - The www.thailandpackage24.compatron shall during the term of the agreement, maintain at all times appropriate insurances with coverage as per industry standards, which shall include but not be limited to fire insurance, commercial general liability insurance, error and omission liability insurance, etc., for the property. you are advised to carefully review policy terms and conditions including coverage details and exclusions.

Force Majeure - Notwithstanding anything to the contrary contained herein www.thailandpackage24.comshall be liable for any delays or failures in performance resulting from acts beyond its reasonable control including, without limitation, acts of god, acts of war or terrorism, outbreak of an epidemic and/or pandemic, natural disasters, imposition of lockdown by any local, state and central government, significant or partial travel restrictions, interruptions, malfunction or breakdown of computer facilities, cyber-attacks, irretrievable breakdown of www.thailandpackage24.complatform, or loss of data due to power failures or mechanical difficulties with information storage or retrieval systems, labour difficulties or civil unrest.

Relationship - The parties’ relationship, as established by this Agreement, is solely on principal to principal basis as independent contractors agreeing to provide service on the basis of this Agreement. Neither party is a legal representative, agent or employee of the other party, and other than specifically authorised under this Agreement, neither Party can assume or create any obligation, representation, warranty or guarantee, express or implied, on behalf of the other party for any purpose whatsoever.

Assignment - The www.thailandpackage24.compatron shall not assign, transfer or delegate this agreement to any third party without www.thailandpackage24.com’s prior written consent. www.thailandpackage24.comshall be entitled to assign the benefit of this agreement to any other party at any time and shall inform the www.thailandpackage24.compatron thereof within a period of 30 days thereafter.

Amendment/Modification - www.thailandpackage24.comreserves the right to amend the commercial terms by way of a prior written intimation to the www.thailandpackage24.com patron duly acknowledged and accepted by the www.thailandpackage24.compatron. notwithstanding the foregoing, www.thailandpackage24.comalso reserves the right to modify these terms (except commercial terms), at any time. it will be your responsibility to keep yourself updated with the terms from time to time. we will endeavour to intimate you of any changes at least 30 (thirty) days prior to such changes becoming effective. your continued usage of the www.thailandpackage24.complatform and services would be deemed to be an acceptance of the terms and the modifications thereto.

Waiver - Neither party’s failure to exercise any right or remedy in consequence under these Terms will not constitute a waiver of such term or condition or prevent subsequent enforcement of such term or condition, unless agreed in writing.

Notice -Unless specified otherwise, any notices or other communications to www.thailandpackage24.compatrons under these terms, will be provided electronically and given by www.thailandpackage24.comvia email, www.thailandpackage24.com platform notification, messaging service (including sms and whatsapp), or any other contact method that is enabled by www.thailandpackage24.comand contact information provided by you. any notices to www.thailandpackage24.comshall be sent on admin@oswalairtravels.com

Severability - the www.thailandpackage24.compatron acknowledges and agrees that if any of the provisions of this agreement is deemed invalid, void, illegal, and unenforceable, such provision shall stand severed from this agreement and the remaining provisions of this agreement shall remain valid and enforceable and binding on the parties.

Publicity - The www.thailandpackage24.compatron understands and agrees that by virtue of the services provided under this agreement, www.thailandpackage24.comshall use/publish the www.thailandpackage24.compatron and/or its property’s name, details and images including other details on any www.thailandpackage24.complatform(s) and online and offline demand channels. however, the www.thailandpackage24.compatron shall not have the right to use the www.thailandpackage24.comname or www.thailandpackage24.commarks in any independent sales or marketing publication or advertisement, or in any other manner, without prior written consent of www.thailandpackage24.com, except for and to the extent permissible under this agreement.

Entire Agreement - These Terms as may be supplemented by additional terms and conditions, including policies, guidelines, standards, and in-product disclosures (as well as those items incorporated by reference) contains the entire understanding between www.thailandpackage24.comand you with respect to your usage of the www.thailandpackage24.complatform and supersede any and all prior oral or written understandings or agreements between www.thailandpackage24.comand you. you acknowledge and agree that if any of the provisions of these terms are deemed invalid, void, illegal, and unenforceable, such provision shall stand severed from these terms and the remaining provisions of these terms shall remain valid and enforceable and binding on you and www.thailandpackage24.com.

Appendix 1
DEFINITIONS

“Account” shall mean the account created by the www.thailandpackage24.compatron on the www.thailandpackage24.complatform.

“applicable law” shall mean the requisite information in relation to the www.thailandpackage24.com patron, including but not limited to property details, personal details, copy of government identification, corporate identification, banking information, tax documentation etc.

“Approvals” shall mean all necessary approvals, permissions, authorizations, consents, clearances, licenses and notifications as may be applicable or required from any governmental, regulatory or departmental authority (central or state or local, including building sanctions, lift operating licenses, fire department clearance, tourism, local municipality approvals and licenses etc.) required by the www.thailandpackage24.compatron to carry on its business from the property, which are valid and have not ceased or extinguished or suspended due to any reason.

“Contracted Rooms” shall mean the number of rooms listed on the www.thailandpackage24.com platform under this agreement other than the non-operational Rooms at the Property for listing on www.thailandpackage24.com’s Platform and other OTA’s. Contracted Rooms shall at all times be under the operational control of the www.thailandpackage24.comPatron.

“Commercial Terms” shall mean the financial terms associated with the provision of Products and Services under this Agreement as first agreed above and/ or agreed subsequent to the signing of this Agreement based on which commission(s) and fee(s) will be charged by www.thailandpackage24.com

“Data” shall mean any and all information (whether in verbal, written, manual or electronic form) received by www.thailandpackage24.comand/or the www.thailandpackage24.comPatron through the www.thailandpackage24.comPlatform, OTA, call centers, travel agents, directly from the guests, at the Property and/ or exchanged / received pursuant to the of acceptance of these Terms which includes but is not limited to www.thailandpackage24.com’s information, www.thailandpackage24.com Patron’s information, Property description and images, guest information, guest histories and preferences, guest identification details, etc

“Demand Fee” shall mean percentage of Revenue charged as per the corresponding slab set out towards the demand generation for the Property through managing all the demand channels, both online and offline, including but not limited to www.thailandpackage24.comPlatform, OTA, www.thailandpackage24.comoffline sales, www.thailandpackage24.comcall centre, walk-ins and may or may not include fees for Value Added Services or Products. However, Demand Fee shall be reduced to the extent of any discounts and incentives offered by www.thailandpackage24.comfrom time to time.

“Go-Live Date” shall mean the date when the Property is listed and made available for bookings on the www.thailandpackage24.comPlatform.

“Non-Operational Rooms” shall mean the number of rooms other than the Contracted Rooms at a Property that are either retained by the www.thailandpackage24.comPatron for own use and/or are non-sellable/non-serviceable and/or are under maintenance during the term of this Agreement.

“OTA” or “Online Travel Agent” shall mean all online travel agents, meta channels, online aggregators or any other online search engines where the Property is listed.

“OTA NOC” shall mean the no objection certificate executed by the www.thailandpackage24.comPatron to assign its OTA credentials towww.thailandpackage24.com.

“Patron, you, your, yourself” shall mean the company, individual, joint owner, partnership firm or a limited liability partnership entering into this Agreement and such www.thailandpackage24.com Patron may be the owner, lessor or operator of the Property.

www.thailandpackage24.comPlatform” shall mean and include the website www.thailandpackage24.comrooms.com, any and all subdomains thereof, and any other websites through which www.thailandpackage24.commakes the services available, our mobile, tablet and other smart device applications, and application program interfaces.

www.thailandpackage24.comPolicies” or “Policies” shall collectively mean the time of acceptance of these Terms, and as may be updated from time to time and policy that may be issued by www.thailandpackage24.comfrom time to time, including in relation to Standard Operating Procedures, Service Standards, Value Added Services, Product and Policies, Guest Booking Policy, Branding Policy, Quality Score/ 3C Policy, Privacy Policy, etc., and/or such other policies as referred above in the Terms. [Please insert hyperlink of thewww.thailandpackage24.comPolicies]

www.thailandpackage24.comProducts” or “Products” shall mean the offerings introduced by www.thailandpackage24.comduring the course of this Agreement whether physical/electronic or in the form of a service solely for the purpose of augmenting the www.thailandpackage24.com Patron’s experience with www.thailandpackage24.comor enhancing guest experience.

www.thailandpackage24.com Services” or “Services” shall mean all the services offered by www.thailandpackage24.comto the www.thailandpackage24.compatron pursuant to the terms of this agreement for the purpose of equipping the www.thailandpackage24.comPatron with enhanced operational capabilities, guest experience, technologies, demand channel and inventory management capabilities and revenue management services that enable the www.thailandpackage24.comPatron to compete better, achieve higher occupancies through demand generation for the Property, generate Revenue and improve earnings by listing their Property on the www.thailandpackage24.comPlatform and other OTA’s

www.thailandpackage24.comSecure” shall mean a certain amount deposited in a secure wallet by the www.thailandpackage24.comPatron as set out under the corresponding slab under Commercial Terms, which gets adjusted with the payment reconciliation.

www.thailandpackage24.comwizard” or “www.thailandpackage24.comwizard program” shall mean the customer loyalty program offered by www.thailandpackage24.comto guests who upon payment of a membership fee avail certain discounts for their bookings for the membership duration in addition to availing any additional services which may be offered to other members of the www.thailandpackage24.comWizard Program from time to time.

“Platform Fee” shall mean the percentage of the Revenue towards use of www.thailandpackage24.com’s Technological Know-How

“Property” shall mean the hotel / homes / flat / apartment, owned / leased and/or operated by the www.thailandpackage24.comPatron.

“Revenue” for the purpose of calculation of Platform Fee and Demand Fee, shall mean all revenue generated from a guest’s stay at the Property including but not limited to the following:
1. all applicable charges for accommodation at the Property;
2. charges for room upgrades including applicable fee for early check-ins and late check-outs;
3. sale of room packages or any other tour and travel packages sold at the Property;
4. booking through OTA(s), other online channels and walk-in(s);
5. www.thailandpackage24.comPatron references and other services provided;
] 6. All applicable levies, cesses, duties whether imposed by local / state / central authorities (wherever applicable), whether charged separately or not;
7. charges for food and beverages/meal plan (availed through the www.thailandpackage24.com Platform or any other online/offline demand channel managed by www.thailandpackage24.com ); and
8. revenue from any chargeable activity (availed through the www.thailandpackage24.comPlatform or any other online/offline demand channel managed by www.thailandpackage24.com) incurred during the guest’s stay at the Property.

“Service Standards” shall have the meaning ascribed to it under Clause 3(H) of this Agreement and / or any other Policy issued by www.thailandpackage24.comto lay down standards and parameters for measuring the performance of the Property, including but not limited to guest experience

“Transaction Tax” means a mandatory charge determined /determinable with reference to transaction(s), (on purchase / sale or rendering / receiving of service/ goods) to be levied under the Applicable Law or administrative order in force, including but not limited to value added tax, sales tax, goods and service tax, excise tax, sales and use tax, consumption tax, municipal tax, tourism tax, lodging tax, digital service tax or by whatever name called and includes interest, penalties and fines.

“Technological Know-how” shall mean to include but not be limited to the systems developed or used bywww.thailandpackage24.comin order to enhance the www.thailandpackage24.comPatron’s management of the Property and performance in the nature of proprietary and distinctive techniques, technology, software, training methods, operating methods, designs and decor, apparel, colour schemes, furnishings, marketing materials, promotional strategies,booking and guest management systems, revenue management services, OTA management services, along with, additional innovation and updates that www.thailandpackage24.combrings to its systems and processes.

“Term” shall mean a period of 12 months commencing from the date first mentioned above and any renewal thereof, in accordance with its Terms.

“Terms of Use” shall mean the terms and conditions relating to the use of the www.thailandpackage24.comPlatform available on www.www.thailandpackage24.comrooms.com

“Value Added Services” or “VAS” shall mean new or improved technologies, tools, applications and services developed and introduced and offered by www.thailandpackage24.comto the www.thailandpackage24.compatron to enhance occupancy, guest experience, etc. in relation to the Property from time to time.

"Walk-in Revenue" shall mean to include all booking and associated services revenue generated at the Property except booking revenue generated through the www.thailandpackage24.comPlatform and/or other demand channels managed by www.thailandpackage24.comincluding OTA.

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