MountVacation.com B2B Partner Terms & Conditions

 

This document establishes the terms of the relationship between MountVacation.com and the B2B partner identified on the B2B Program Advertiser Registration Form.

 

1. Background & Definitions

1.1 MountVacation.com operates and maintains a website located at www.mountvacation.com as well as other private label websites ("MountVacation.com Websites") which market mountain accommodation and services throughout Europe. MountVacation.com provides an instant online reservation service for MountVacation.com website users.

1.2 The (Business to Business) B2B partner operates one or more travel agencies or is a Tour Operator himself (collectively the "B2B partner Website(s)").

1.3 MountVacation.com and the B2B partner accept that the B2B partner will generate sales from the MountVacation.com Websites. Those sales translate into holiday reservations ("Bookings").

1.4 For each "Confirmed Booking" from the B2B partner travel agency, the B2B partner will pay Mountvacation.com the net price that has been established with the B2B partner at the time of registration. The commission received by the partner is detailed in clause 5 (see “Commission” below).

1.5 In this agreement, the term "Revenue" (Commission, Provision or mark-up) refers to the difference between the amount charged by the B2B partner after receiving its net prices by MountVacation.com and the final total price of the product sold to the B2B customer.

1.6 In this agreement, the term "Commission" (or provision) refers to the amount (excluding VAT), or the Mark-up value applied on top of the net price, previously established between the (Tour Operator, Travel Agent or Online Travel Agent (TO/TA/OTA) and Mountvacation.com. Once a booking is “confirmed”, the profit generated above the net price is then represented by the mark-up/commission.

 

I.e. Mountvacation.com confirms a net price previously agreed with the B2B partner. The B2B partner will then establish their own Mark-up, that they will add to the net price agreed with Mountvacation.com, which will effectively represent the commission he will receive.

1.7 In this agreement, the term "Confirmed Booking" refers to a booking that is not cancelled before the check-in date of the customer staying at a hotel distributed by MountVacation.com and that has resulted in the actual provision of an accommodation at a hotel. 

Between the Booking date and the check-in date, the Booking has a "pending" status. At any time, if the Booking is cancelled, the booking status changes from "pending" to "cancelled". If the Booking is not cancelled before the check-in date, the booking is then shown as a "Confirmed Booking".

1.8 By submitting the online B2B Partner Registration form, the B2B partner fully agrees with the Terms of this Agreement. After receiving the B2B Registration form, MountVacation.com may accept or reject the application at its sole discretion.

 

2. Account Registration 
2.1 The B2B partner must submit the B2B Registration Form and accept the terms of this Agreement to participate in the Program.

2.2 Once the B2B partner has submitted the B2B Registration Form and accepted the terms of this Agreement the B2B partner will have access to the B2B Partner’s Control Panel (Dashboard).

2.3 The B2B partner is responsible for ensuring that all of its account information within the B2B Partner’s dashboard is accurate and up-to-date.

3. B2B Partners Obligations
3.1 The B2B Partner will use MountVacation.com integrated frame ("MountVacation.com Material") to sell MountVacation.com accommodation and services in the B2B TA(s). The B2B partner has no right to modify, adapt or translate MountVacation.com Material or to use MountVacation.com' logo without prior written approval. Any changes or improvements made by the B2B partner with MountVacation.com' approval shall also belong to MountVacation.com. Nothing in this Agreement shall operate to transfer or assign from MountVacation.com to the B2B partner any copyright, design rights, registered design rights, patent, trademark or other intellectual property or rights in or relating to MountVacation.com Material either before or after the termination of this Agreement.

3.2 The B2B partner agrees not to discuss MountVacation.com net rates with any accommodation partner unless the B2B partner and the partner have a contractual relationship at the date of commencement of this Agreement.

3.3 The B2B partner agrees not to use Paid Search Marketing bidding on any text or other material on the Internet or using any advertisement text including the term MountVacation.com or confusingly similar terms or other trademark belonging to MountVacation.com.

3.4 The B2B partner agrees not to register or acquire any Internet Domain Name including MountVacation.com or confusingly similar terms or MountVacation.com Trademarks.

3.5 The B2B partner agrees not to make any copy of any part of the MountVacation.com Websites on its own servers unless given written approval.

4. Promotional Content, Links and Tracking Code 

4.1 MountVacation.com will provide only after discussion with an affiliate manager the B2B partner with Promotional Content through the B2B partner’s Control Panel (Dashboard) that will allow the B2B partner to create banners that will enable the B2B partner to begin generating Qualifying Bookings. The B2B partner may, with the consent of MountVacation.com, make visual modifications to the Promotional Content as permitted by MountVacation.com.

4.2 The B2B partner must ensure that banners include the Tracking Code provided by MountVacation.com. The B2B partner acknowledges that the Tracking Code is necessary for the generation of Qualifying Bookings. The removal or modification of Tracking Code from a banner will therefore interfere with the Companies’ ability to track Qualifying Bookings. The B2B partner acknowledges that MountVacation.com will not pay for such Qualifying Bookings.

4.3 The B2B partner agrees that all content provided by Mountvacation.com (including images, html code, and data) will only be used for the purpose of promoting the Site and will remain the property of MountVacation.com. The B2B partner will not use this content to directly promote the websites or B2B programs of Mountvacation.com competitors.

4.4 The B2B partner agrees that they will only use the Promotional Content and the banners in a lawful manner and only in accordance with this Agreement. Furthermore, the B2B partner agrees that it will not corrupt, modify, disable, sell, redistribute, sub-licence or transfer the Promotional Content.

5. a. Commission (Provision, Mark-ups)

-  Mountvacation.com will provide each B2B partner with an agreed set net prices that will be calculated according to each B2B partner’s performance.

-  The B2B partners will use that net price as the basis upon which to charge their customers. The B2B partner has then the full freedom to mark the net rates up so as to show a final price to their customers.

-  The Mark-up amount will then represent the commission earned by the B2B partner for that particular booking.

-  Multi currency prices are automatically updated according to the current exchange rate and will always be displayed in Euros (€).

Rates are automatically displayed in Euro(€) according to the current exchange rate from Bank of Slovenia. However MountVacation allows you to display the prices in various currencies. Note that displaying other currencies than the Euro (€) is for you information only. You will always be charged in €

-  Once a booking has been processed through the booking engine, you will receive an e-mail confirming the booking and payments.

 

5. b. Booking Process

 

- The prices provide to the B2B partners are net prices. Therefore the B2B partner must first login to their extranet account in order add the mark-up percentage before presenting any displayed rates them to their customers. Note that failure to mark-up a net rate will result in the B2B partner offering their customer the net price set by Mountvacation.com and not the final public B2B price.

Therefore failure to mark the net prices up will result in a loss of revenue (commission, provision).

- The booking process is completed in three easy steps. However the B2B partner must keep in mind that the prices displayed during the 3 stage booking process are net prices. The must make a note of the final prices before proceeding with the booking procedure.

- When making a booking, the B2B partner is required to enter their e-mail address in the appropriate field and not the customer’s details, as the invoices that will be emailed out with the documentation will show the net price. It is up to the B2B to provide an invoice to the customer with a copy of the travel vouchers emailed to the B2B from Mountvaction.com.

- B2B partners charge their customer the final amount includes the mark-up.

- The B2B partner pays Mountvacation.com the net price previously established via wire transfer or credit card at the time of booking . The Wire transfer option is only available for bookings with a departure date of more than 14 days. For last minute bookings or for bookings made within 14 days of the departure, then only booking made  using a credit card will be allowed and charges to the card will be made immediately.

Payments are made by the B2B partner to Mountvacation.com as follow (2 options):

-For bookings than 30 days before the departure date: the B2B partner pays 30% when booking and the remaining 70% 30 days before departure or according to the instalment option chosen (note that even for payment due in instalment, 30% will be immediately charged during the booking process)

-For booking made less than 30 days before the departure date: the B2B pays 100% of the amount due when making a booking

6. B2B partner’s Rights and Obligations 
6.1 The B2B partner understands and agrees that this Agreement with MountVacation.com is non-exclusive. MountVacation.com reserves the right to allow one or more additional B2B partners in the same geographic area.

6.2 The B2B partner agrees not to undertake any advertising and/or marketing activities which can be misrepresented or misconstrued as having originated from MountVacation.com or a Booking Provider. This precludes, (without limitation): using MountVacation.com or a Booking Provider’s brand name, or trademarks, or any of their logos, or any of their domain names in Google Maps listings or search engine advertising (such as Google Ad words) without prior written consent of MountVacation.com. The B2B partner is prohibited from bidding on keywords in search engines that directly relate in any way to MountVacation.com or a Booking Provider’s name. B2B partner agrees to suspend or remove immediately any such advertising and/or promotion if instructed to do so by MountVacation.com. Failure to do so may result in B2B partner’s account being terminated and any Commission owing being forfeited.

6.3 The B2B partner undertakes to ensure that the B2B partner’s Site does not include or have a direct or indirect link with sites which:

·         have content of violent, racist, extremist or defamatory nature;

·         offer content of a pornographic, erotic, religious or political nature; or

·         might be detrimental in any way whatsoever, to MountVacation.com or a Booking Provider’s goodwill, brands, image or reputation;

6.4 The B2B partner undertakes to ensure that the B2B partner’s Site complies with all applicable laws and regulations.

6.5 The B2B partner agrees not to engage in any Click Fraud.

6.6 The B2B partner will indemnify and hold MountVacation.com harmless from all claims, damages, and expenses (including, without limitation, attorney's fees) relating to the B2B partner’s breach of this Agreement and/or the development, operation, maintenance, and contents of the B2B partner's Site.

6.7 MountVacation.com may terminate the contract with the B2B partner with immediate effect if any of terms in 6.3 above are violated.

7. Disclaimer of Warranties and Limitation of Liability 
7.1 MountVacation.com disclaims and excludes all warranties and representations (express or implied) in relation to the Site, the Program and/or the Booking Providers including without limitation any warranty or representation in relation to:

·         fitness for purpose;

·         viruses or other harmful components;

·         merchantable quality; or

·         Non-infringement of third party rights.

7.2 Neither MountVacation.com nor the Booking Providers shall be liable to the B2B partner in respect of any loss or damage (including for loss of profits, wasted expenditure, anticipated savings, loss of goodwill, loss of data or for any indirect, consequential or special loss or damage whether or not the loss or damage was foreseeable or contemplated by MountVacation.com/Booking Provider or whether or not MountVacation.com/Booking Provider was advised of the possibility of such loss or damage) which the B2B partner may suffer or incur in its participation with the Program or in respect of a failure or omission on the part of MountVacation.com to comply with its obligations under this Agreement.

7.3 Without limiting clauses 7.1 and 7.2, to the extent that MountVacation.com is found to be liable to the B2B partner under this Agreement, such liability shall be limited to the total of the Commissions paid to the B2B partner within the immediately preceding twelve (12) month period.

8. Privacy 
8.1 Any use by the B2B partner of an end user's information obtained through the Program, personal or otherwise, for any commercial purpose or to obtain direct financial gain (e.g. mass marketing) is prohibited. Any such use shall be deemed to be a violation of this Agreement. In particular, the B2B partner agrees that it will not use information obtained through the Program for chain letters, junk mail, spamming, solicitations (commercial or non-commercial) or bulk communications of any kind including, but not limited to, distribution lists to any person who has not given specific permission to be included in such a list.

8.2 Without limiting clause 8.1, the B2B partner may send emails to end users, with the end user’s prior consent, to market products and services to end users who have purchased services through the B2B partner’s Site. The end user must have the ability to unsubscribe to such solicitations and cease to be a recipient of such e-mails. If the B2B partner does not comply with these requests, MountVacation.com reserves the right to immediately terminate this Agreement.

9. Intellectual Property 
9.1 Upon completion of the Secure Partner Registration Form, MountVacation.com grants to the B2B partner a revocable, non-exclusive, non-transferable, worldwide, royalty-free licence for the duration of this Agreement, to display Links in accordance with this Agreement and to use the Promotional Content to facilitate the B2B partner’s participation in the Program. MountVacation.com reserves all rights in the Links and the Promotional Content, including all intellectual property rights.

9.2 Each party owns and retains all rights, title and interest in its names, logos, trademarks, service marks, copyrights, patents, proprietary features, and proprietary technology. Neither party shall copy, distribute, reproduce, or use such proprietary items except as expressly permitted under this Agreement.

9.3 The B2B partner authorises MountVacation.com the use of the B2B partner’s trademarks and business names provided through the B2B partner’s Control Panel to promote the Program.

10. Confidential Information 
10.1 During and after termination of this Agreement, the B2B partner must:

·         keep all Confidential Information strictly confidential and not disclose it to any third party without MountVacation.com’ prior written consent;

·         only disclose Confidential Information to those of its officers, employees or contractors who need to know and who have been expressly directed to, and have agreed to, keep that information confidential;

·         put in place and maintain adequate security measures to protect Confidential Information from unauthorised access or use;

·         immediately notify MountVacation.com of any suspected or actual unauthorised use, copying or disclosure of Confidential Information, and provide assistance as reasonably required by MountVacation.com in relation to any steps or proceedings MountVacation.com may take as a result;

·         not copy Confidential Information without MountVacation.com’ prior written consent, and must mark all copies “CONFIDENTIAL”, or, where a notice of proprietary rights and/or confidentiality appears on the Confidential Information, ensure that those notices are reproduced on any copies;

·         only use Confidential Information for the purposes of performing its obligations under this Agreement; and

·         Immediately notify MountVacation.com if it is required by law to disclose any Confidential Information and provide assistance as reasonably required by MountVacation.com if MountVacation.com wishes to defend or resist that requirement.

 

11. Termination 
11.1 The B2B or Mountvacation.com may terminate this Agreement at any time at their sole discretion upon seven (7) days’ notice to the other party.
11.2 MountVacation.com may terminate this Agreement with immediate effect if:

·         the B2B partner breaches this Agreement and fails to remedy such a breach within two (2) days of notice from MountVacation.com specifying the breach and requiring it to be remedied;

·         the B2B partner breaches this Agreement and the breach cannot be remedied;

·         the B2B partner breaches this Agreement, causing negative impact on the profitability or consumer goodwill of MountVacation.com or a Booking Provider;

·         any step is taken to appoint a receiver, a controller, a liquidator, a provisional liquidator, an administrator or other similar person of the whole or any part of the B2B partner's assets, undertakings or business;

• the B2B partner is inactive with the Program for a period of six (6) consecutive months;
• The B2B partner is suspected of engaging in Fraud.

11.3 Upon termination of this Agreement, the B2B partner will remove all content associated with the Program, including any Links, from the B2B partner’s Site.

 

12 Amendments 
12.1 MountVacation.com may amend this Agreement at any time with immediate effect by posting the new agreement on the Site. The B2B partner will be bound to the terms of the amended Agreement at the time it is posted on the Site. If the B2B partner does not agree with any amended terms of this Agreement, the B2B partner may elect to terminate the Agreement in accordance with clause 11.

 

13 General 
13.1 This Agreement contains the entire understanding between the parties and supersedes any and all oral or written agreements or understandings between the parties as to the subject matter of this Agreement.
13.2 The B2B partner and MountVacation.com agree that the B2B partner is an independent contractor for all purposes, and the B2B partner will be responsible for his own withholding taxes, insurances, worker's compensation and all other matters related to work.
13.3 This Agreement shall be governed, construed, and enforced in accordance with the laws of Slovenia. 
13.4 This Agreement shall not be assignable, except by operation of law, by either party without the prior written consent of the other party, and any purported assignment by either party without the prior written consent of the other party shall be void.

 

14. Documents

A B2B Partner can upload their logo as an image within the “settings” area. The picture has a predefined size that cannot be changed. Because of the way our documents designed, the picture uploaded has a predefined size. Subsequently, if you try to upload an image smaller or larger than within the predefined size, it will automatically be resized.

All the documents, i.e. booking confirmations, payment reminders, invoice and vouchers will be sent to the booking holder via email.

Booking Confirmation and invoices will be issued without any mark-ups but solely with the net rates given through the system.

Vouchers do not show any price (rates), which means that your mark-ups or earnings will not be visible to the final client. If you upload your logo, then the voucher will be co-branded and with your logo displayed on it. This voucher is the only document that a customer should receive from MountVacation.com.com. MountVacation.com.com voucher is the ONLY official document that a customer should present to the service provider (accommodation or any other provider) in order to collect the booked services. Without the MountVacation.com.com’ issued voucher, MountVacation.com.com cannot guarantee the booked services to the final client.

The voucher will ONLY be issued when full payment is received and processed. If MountVacation.com does not receive payment from the B2B partner on time, it has then all rights to cancel the booking (read more in clause 15 “Alterations and Cancellation made by B2B partner”).

In case of non-payment by the B2B partner for any booking, no voucher will be issued to the B2B partner. This in turns means that no services on the destination will be booked.

 

15. Alterations and Cancellation made by B2B partner

 

If the B2B partner wishes to cancel a booking, the cancellation must be sent to MountVacation.com.com’ customer care into writing by post or by electronic mail, clearly stating their intentions. We will only cancel the booking with the booked services on the day we receive the communication. Cancellations are charged as a percentage of the total cost (excluding any insurance premiums and partner fees). The cancellations charges to be paid to MountVacation.com.com are calculated as follows:

§  Your notice is received more than 56 days before departure = 10% of the total booking value;

§  Your notice is received between 55 and 30 days before departure = 30% of the total booking value;

§  Your notice is received between 29 and 15 days before departure = 50% of the total booking value;

§  Your notice is received 14 days or less before departure = 100% of the total booking value;

Name changes and/or amendments are possible only after the final payment has been processed or when the vouchers have been issue.

A €20.00 admin charge applies for each alteration made to any booking.

Premiums for personal travel insurance are not refundable.

 

Neither MountVacation.com nor the accommodation provider is obliged to waive the cancellation fees in case of bad weather, lack of snow or in instances where MountVacation.com or the accommodation provider have no possibilities to have an impact on them.

 

16. Cancellation made by MountVacation.com

MountVacation.com can and will cancel a booking if the payments for that particular booking are not received accordingly to the booking policy accepted in the booking steps while making the booking.

MountVacation.com may cancel any booking in case of “force majeure” without any compensation. A case of “force majeure” is called when a nature disasters occurs, when there is no snow and in instances where the service providers have cancelled their service without prior notice. In some occasions, MountVacation.com.com will require a minimum number of bookings in order to guarantee the service/s at the level and price offered. If the minimum number of bookings is not achieved, MountVacation.com.com reserves itself the right to cancel any booking without any additional compensation. However, you will receive a full refund for the said booking.

17. Rates with Partners

MountVacation.com.com does not control the rates on its platform. Every accommodation and service provider has its own extranet that allows them to change the rates online at any time. The contracts MountVacation.com.com hold with its providers includes a rate parity clause which states that the MountVacation.com.com public selling rate shall never be more expensive than when booking directly from the accommodation or service provider.

18. Claims

All the content of MountVacation.com (description, photos, rates, promotions, etc.) is controlled by the service provider. MountVacation.com is not responsible for any wrongly displayed or any erroneous content in relation to the service received, unless the error has occurred due to a technical failure on the MountVacation.com’ platform.

All claims that a B2B partner would receive from their clients on the service received on the destination has to be sent to MountVacation.com customer care and they will be sent directly to the service provider. All other claims that are not part of the content or services received on the destination or have misleading content, are the full responsibility of the B2B partner.

 

Mountvacation.com is a business registered under OBS d.o.o, a Slovenian company located Ulica Jožeta Jame 12, 1210