WEBSITE TERMS AND CONDITIONS
THIS DOCUMENT SETS OUT THE TERMS AND CONDITIONS (“TERMS”) ON WHICH ONGOSA LIMITED (“ONGOSA”, “US”, “WE”) PROVIDES YOU (“YOU”, “YOUR”, “USER”) WITH ACCESS TO WWW.ONGOSA.COM (“WEBSITE”).
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE WEBSITE. BY USING THE WEBSITE IN ANY WAY, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, YOU WILL NOT BE ABLE TO USE THE WEBSITE.
IF YOU ARE USING THE WEBSITE ON BEHALF OF YOUR EMPLOYER OR ACTING AS AN EMPLOYEE, YOU WARRANT THAT YOU ARE AUTHORISED TO ENTER INTO LEGALLY BINDING CONTRACTS ON BEHALF OF YOUR EMPLOYER. THE SAME RIGHTS, LIMITATIONS AND RESTRICTIONS APPLY TO YOUR EMPLOYER. YOU AGREE THAT THESE TERMS ARE ENFORCEABLE AS IF THEY WERE A WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOUR EMPLOYER.
YOU ARE ADVISED TO PRINT AND RETAIN A COPY OF THESE TERMS FOR YOUR FUTURE REFERENCE.
THESE TERMS MAY BE SUBJECT TO CHANGE, AND ACCORDINGLY YOU ARE ADVISED TO REFER BACK TO THESE TERMS FROM TIME TO TIME AND BEFORE REGISTERING WITH THE WEBSITE.
- INFORMATION ABOUT THESE TERMS
1.1. The General Conditions under Section A shall be applicable to all Users of the Website.
1.2. If you are an Adventure Seeker, Section B set out herein shall apply in addition to the General Conditions.
1.3. If you are a Professional, Section C set out herein shall apply in addition to the General Conditions.
IMPORTANT NOTICE: The Website connects Adventure Seekers with selected guides and instructors for the provision of adventure sport related services, allowing Adventure Seekers to search and book such services through the Website. Ongosa does not offer or provide any adventure sport services. As an Adventure Seeker, you will enter into a contract directly with your selected Professional for the provision of those adventure sport related services requested by you through the Website. Ongosa is not a party to that contract, and Adventure Seekers and Professionals will be separately responsible and liable to one another under the terms of that contract.
SECTION A: GENERAL CONDITIONS
- INFORMATION ABOUT ONGOSA
2.1. This Website (and its domain name) is owned and managed by Ongosa Limited and/or its licensors.
2.2. Ongosa Limited is registered in England and Wales under company number 09297585 and with our registered office at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ.
2.3. Ongosa may be contacted at the above address or by email at [email protected].
- THE WEBSITE
3.1. The Website is an online adventure sports marketplace allowing adventure seekers (“Adventure Seekers”) to search for and find adventure sport instructors or guides (“Professionals”) for selected adventure sport services. Professionals provide a range of summer and winter adventure sport related services as is detailed on our Website from time to time (“Adventure Sports”)
3.2. Adventure Seekers can submit search requests to us to find a Professional providing your selected Adventure Sports (“Search Requests”), view offers from Professionals to provide Adventure Sports in response to your Search Request (“Offers”). Adventure Seekers can book Offers (“Booking”) through us, which will be subject to the Professional’s acceptance and to the Professional’s own terms and conditions of business (“Professional Terms”).
4.1. To use the Website you must be:
4.1.1. where you are an individual, eighteen (18) years old or over;
4.1.2. legally capable of entering into binding contracts; and
4.1.3. not in any way prohibited by the applicable law in the jurisdiction which you are currently located to enter into these Terms.
4.2. In order to submit Search Requests and view Offers on the Website you will need to register with us. By registering your details, you consent to Ongosa conducting verification and security procedures in respect of the information provided by you online.
4.3. If you choose not to register with the Website, access to certain features and functionalities of the Website will not be available to you.
4.4. You promise that the information provided by you to Ongosa is true, accurate and correct. You further warrant that you shall promptly notify Ongosa in the event of any changes to such information.
4.5. Where your registration has been accepted, you shall keep your registration details for the Website (“Login Details”) confidential and secure. Without prejudice to any other rights and remedies available to us, We reserve the right to promptly disable your Login Details and suspend your access to the Website in the event that we have any reason to believe you have breached any of the provisions set out herein.
- OUR OBLIGATIONS TO YOU
5.1. Availability of the Website may be impaired by conditions or circumstances that are beyond our control, including, without limitation, third party service providers, geographic or atmospheric conditions, local physical obstructions, software and hardware features or functionality of your personal computer operating system.
5.2. We rely on third party providers (such as network providers, data centres and telecommunication providers) to make the Website and the content therein available to you. Whilst we take all reasonable steps available to it to provide you with a good level of service, you acknowledge and agree that we do not promise that the Website shall be uninterrupted or fault-free at all times. We shall not be liable in any way for any losses you may suffer as a result of delays or failures of the Website.
5.3. We reserve the right to make changes to the Website from time to time, and we may add, remove, modify and/or vary any features and functionalities of the Website.
5.4. We shall be entitled at our own discretion to suspend the Website (wholly or partly) for any reason whatsoever, including but not limited to repairs, planned maintenance or upgrades and shall not be liable to you for any losses, damages, costs or expenses arising from or in connection with any suspension or unavailability of the Website.
- YOUR OBLIGATIONS TO US
6.1. You shall at all times:
6.1.1. not use your Login Details with the intent of impersonating another person;
6.1.2. not allow any other person to use your Login Details;
6.1.3. not use the information presented on or obtained using the Website for any purposes other than those expressly set out in these Terms;
6.1.4. not do anything likely to impair, interfere with or damage or cause harm or distress to any persons;
6.1.5. comply with instructions issued by Ongosa (or its employees or representatives) from time to time relating to the Website;
6.1.6. co-operate with reasonable security or other checks or requests for information made by Ongosa from time to time;
6.1.7. not use the Website and shall not do anything that will infringe any rights of third parties (such as intellectual property rights), including without limitation, posting any information (in any format) on the Website which may be deemed to be obscene, defamatory, libellous or slanderous, or which may cause injury to, invade the privacy of or otherwise violate other rights of any person;
6.1.8. not use any information obtained using the Website otherwise than in accordance with these Terms;
6.1.9. contact our customer services immediately at [email protected] if you suspect fraudulent, unlawful or illegal use of the Website;
6.1.10. notify us immediately of any circumstances where any rights of any third party may have been infringed;
6.1.11. use the information retrieved from the Website at your own risk and that you shall be solely responsible for any illegal conduct, infringement of any third party intellectual property rights and/or any breaches in any applicable laws and legislations;
6.1.12. not "stalk" or harass any other users or collect or store any personally identifiable information about any other user other than for purposes of transacting as an Adventure Seeker or Professional;
6.1.13. not interfere with or damage the Website, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, backdoors, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
6.1.14. not use manual or automated software, devices, scripts, robots, backdoors or other means or processes to access, "scrape," "crawl" or "spider" any web pages or other services contained in the Website;
6.1.15. not use the Website to find an Adventure Seeker or Professional and then complete a Booking independent of the Website in order to circumvent the services we provide;
6.1.16. not do anything which involves the transmission of junk mail, chain letters, unsolicited mass mailing, instant massaging, “spimming” or “spamming”; and
6.1.17. comply with all applicable laws, regulations and legislations in respect of your use of the Website.
6.2. You shall at all times be fully liable for the breach of any of these Terms by a third party using your Login Details to access the Website.
6.3. Ongosa reserves the right, at its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the terms set out in this clause 6.
- USER SUBMITTED CONTENT
7.1. Where you use the Website, you must not submit any information, comments, images, reviews, third party URL links or other material whatsoever in any format (“Content”) on the Website which is or may be construed to:
7.1.1. promote racism, bigotry, hatred or physical harm of any kind against any group or individual;
7.1.2. harass or advocate harassment of another person;
7.1.3. display pornographic or sexually explicit material of any kind;
7.1.4. promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
7.1.5. promote any illegal activities including but not limited to violating someone else’s privacy or providing or creating computer viruses;
7.1.6. infringe the rights (including the intellectual property rights) of any third party; and
7.1.7. solicit a password or any other personally identifying information from other users of the Website for unlawful and illegal purposes.
7.2. We have the sole and absolute discretion to modify, edit, vary, or re-format the Content on the Website.
7.3. We do not vet, verify or moderate Content. You must contact us at [email protected] immediately if you consider any Content submitted by another user to breach any of the Terms herein. We shall use our reasonable endeavours to review the relevant Content as soon as it is practicable and shall take such action as we deem necessary, if any at all.
- INTERACTIONS WITH OTHER USERS
8.1. The main purpose of the Website is to discover and connect you with Adventure Seekers or Professionals. We are not a Professional and do not provide the Adventure Sports.
8.2. We do not have any control of and therefore cannot reasonably accept any liability in respect of the behaviour, response or actions of any users. We make no representations and assume no responsibility for any users or their health, state of mind, emotions, physical condition or any other factors relevant to their participation in a Booking. We are not able to vet, verify the accuracy, correctness and completeness, monitor, edit or modify any user profiles. Consequently, all such user information and content available on the Website is provided to you “as is” and you agree that any use made of such content shall be strictly at your own risk. We recommend that you do not rely solely on such information in making or refraining from making a decision or to embark on a specific course of action.
8.3. We do not guarantee you will receive enquiries, responses or otherwise generate business as a result of the Website, or achieve any result whatsoever through your use of the Website.
8.4. You acknowledge and agree that you are solely responsible for all communication with, and any subsequent dealings with, other users.
- INTELLECTUAL PROPERTY
9.1. Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from us to you, any intellectual property rights owned by and/or licensed to us and all rights, title and interest in and to such intellectual property rights will remain exclusively with us and/or our licensors.
9.2. Unless otherwise expressly set out to the contrary, all intellectual property rights in the Content shall remain exclusively with you and/or your licensors.
9.3. You are expressly prohibited from:
9.3.1 reproducing, copying, editing, transmitting, uploading or incorporating into any other materials, any of the Website;
9.3.2. removing, modifying, altering or using any registered or unregistered marks/logos owned by or licensed to us; and
9.3.3. doing anything which may be seen to take unfair advantage of the reputation and goodwill of the Website or could be considered an infringement of any of the intellectual property rights owned and/or licensed to us without first obtaining the written permission of the owner of such intellectual property rights.
10.1. Subject to these Terms, you hereby grant to us a non-exclusive, perpetual, non-terminable, transferable, sub-licensable and royalty-free licence to use, copy, display, distribute, sub-licence, host, retain for archiving purposes and publish for our own business purposes, the Content, including but not limited to purposes in respect of the Website.
10.2. You hereby unconditionally and irrevocably waive all moral rights attaching to the Content pursuant to Chapter IV of Part I of the Copyright, Design and Patents Act 1988 and any similar or corresponding rights.
10.3. You hereby agree that we may:
10.3.1. upon obtaining prior consent from you (such consent not to be unreasonably withheld), refer to you in any of its marketing material as a customer and refer to the type of services that we have provided to you; and
10.3.2. use any of your trademarks and/or logos in our marketing and publicity materials.
10.4. You hereby indemnify and shall keep us indemnified on demand against all losses, liabilities, costs and expenses (including without limitation legal costs) suffered or incurred by Ongosa arising from or in connection with any infringement of any third party intellectual property rights arising out of or in connection with our use and/or possession of the Content as permitted under this clause 10.
- **TERMINATION **
11.1. We reserve the right to suspend and/or terminate your access to the Website immediately on notice if:
11.1.1. We believe that you and/or someone using your Login Details has failed to comply with one or more of these Terms;
11.1.2. We believe that there has been fraudulent use, misuse or abuse of the Website ; or
11.1.3. We believe that you have provided us with false, inaccurate or misleading information in respect of your registration and/or use of the Website.
12.1. All information published on the Website including without limitation the Content, is intended as information only and does not in any way constitute advice of any nature. Your use and reliance on the information made available on the Website and shall be at your own risk and we shall not be liable whatsoever for any loss which you may incur as a result of or in connection with your use and reliance of such information and /or Content.
12.2. We do not verify and does not have any control in respect of any Content submitted to the Website, or other information made available to you through your use of Website. Consequently, we do not warrant or guarantee the accuracy, correctness, reliability, suitability or at all in respect of any Content or any other information made available to you through your use of the Website. Ongosa advises you not to rely on it to assist in making or refraining from making a decision, or to assist in deciding on a course or specific cause of action.
12.3. In the event that a claim or action is brought against Ongosa in connection with or arising from your activities or Use of the Website, including any breach by you of these Terms or any charges or complaints made by other parties against you, you agree to pay, hold harmless and defend Ongosa in such a claim or action. You also agree to cooperate as fully as reasonably required in the defence of any claim and allow Ongosa to assume the exclusive defence and control of such matter.
12.4. Links to third party websites may from time to time appear on the Website. Such third party websites are not the responsibility of Ongosa and Ongosa accepts no responsibility for the availability, suitability, reliability or content of such third party websites and does not necessarily endorse the views expressed within them.
12.5. If we fail to comply with these Terms, We are responsible for loss or damage you suffer that is a foreseeable result of our breach of the Terms and such amount that we may pay to you for such loss or damage you suffer shall be limited in the aggregate to five hundred pounds sterling (£500.00).
12.6. We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach or if it was contemplated by you and us at the time we entered into these Terms.
12.7. We do not exclude or limit in any way our liability for:
12.7.1. death or personal injury caused by our negligence; or
12.7.2. fraud or fraudulent misrepresentation.
12.8. If you are a Professional, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise for:
12.8.1. any loss of profits, sales, business, or revenue;
12.8.2. loss or corruption of data, information or software;
12.8.3. loss of business opportunity;
12.8.4. loss of anticipated savings;
12.8.5. loss of goodwill; or
12.8.6. any indirect or consequential loss
howsoever arising, and including, without limitation, any loss in respect of which you have notified Ongosa may be incurred.
- PRIVACY NOTICE
- EVENTS OUTSIDE OUR REASONABLE CONTROL
14.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Agreement that is caused by an Event Outside Our Control.
14.2. An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks:
14.3. If an Event Outside Our Control takes place that affects the performance of our obligations under these Terms:
14.3.1. We will contact You as soon as reasonably possible to notify you;
14.3.2. our obligations will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control.
- DISPUTES AND COMPLAINTS
15.1. In the event that you have a claim or right of action against any other User arising from their use of the Website, you agree to pursue such a claim or action independently of and without any demands from us, and you fully and completely release us from all claims, liability and damages arising from or in any way connected to such claim or action.
15.2. If you have any complaints in relation to another user, we would advise in the first instance to discuss this with that user. In the event that such discussions do not result in a resolution to the complaint, you may contact us at [email protected]. We will use reasonable endeavours to respond to any such complaints within a reasonable time, and take reasonable action which we deem appropriate to resolve or rectify the subject matter of such complaints.
15.3. If you have reason to believe that any of the terms herein have been breached or you have a complaint to make in relation to the Website, please e-mail us at: [email protected]. All notification and communication to us should be sent to the contact details provided herein.
16.1. We may transfer this agreement to someone else. We may transfer our rights and obligations under these Terms to another organisation.
16.2. Changes to these Terms. We reserve the right to make changes to these Terms at any time by providing reasonable notice to you.
16.3. You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing.
16.4. Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these Terms.
16.5. If a court finds part of this contract illegal, the rest will continue in force. Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.
16.6. Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
16.7. Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of any dispute arising under these Terms in the English courts.
16.8. Only these Terms apply to your contract with us. These Terms and any document expressly referred to in them represent the entire agreement between you and us in respect of your use of the Website, and shall supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.
SECTION B: ADDITIONAL CONDITIONS FOR ADVENTURE SEEKERS
This Section B shall apply to you if you are an Adventure Seeker:
- REGISTERING AS AN ADVENTURE SEEKER
17.1. In order to submit Bookings you will need to register with the Website as an Adventure Seeker. You will need to complete and submit an online registration form on the Website. Upon the completion and submission of the online registration form, you shall be sent an email (“Registration Email”) to the email address you provided on the registration form. This Registration Email will contain your Login Details. Your account will not be accessible until you have received the Registration Email with your Login Details.
- SEARCHING FOR PROFESSIONALS
Our Website allows you to search for and compare Professionals. You will need to answer a number of questions on the Website in order to compare or obtain a quote for the provision of your selected Adventure Sports. These questions are designed to ensure that we and all relevant Professionals have all the information necessary to provide you with appropriate and timely information relating to the Adventure Sports in which you are interested. Aspects of the Adventure Sports such as the degree of difficulty and the amount you will pay will be determined by the answers you provide to these questions. It is therefore very important that you answer all of the questions truthfully, completely and accurately and that you disclose all relevant facts.
Before you submit a Search Request, you must check all of the information, content, material or data your provide to us to ensure it is correct, complete, accurate and not misleading and that you have disclosed all relevant facts. It is your responsibility to identify and correct any mistakes or errors in the information, content, material or data before you submit a Search Request. Failure to do so could invalidate an Offer.
You must get permission from any other person whose information you intend to provide on the Website before you provide it. In submitting any other person's details, you are confirming to us that you have their permission to do so and that they understand how their details will be used.
You acknowledge and agree that by submitting a Search Request to us, you are authorising us to submit the information you have included in a Search Request to various Professionals we believe best suit the information you have provided.
- MAKING A BOOKING
19.1. Once you have submitted a Search Request, you can review Offers made by Professionals. We do not guarantee that any Offers will be made pursuant to your Search Request.
19.2. Each Offer you receive will have its own cancellation and refund policy. You acknowledge and agree that when making a Booking, you have read and understood the applicable cancellation and refund policy for the Offer and have accepted the Professional Terms relating to the Offer. We not verify the accuracy, fairness or correctness of the Professional Terms and you enter into a contract for the supply of the Adventure Sports by your selected Professional at your own risk.
19.3. The Website does not permit instant bookings resulting in immediate confirmation through the Website. This means that a Professional is unable to immediately confirm acceptance of your Booking. Your Booking will only be confirmed if the Professional accepts it within 48 hours of being notified of your Booking, whereupon it will be considered a Confirmed Booking. If the Professional has not accepted your Booking within the 48 hour period, it will be deemed to have been rejected and we may cancel the Booking.
19.4. You acknowledge and agree that when you make a Booking with a Professional through the Website, you will enter into a contract directly with the Professional for the provision of the applicable Adventure Sports. We are not a party to that contract, and you and the Professional will be separately responsible and liable to one another under the terms of that contract.
19.5. In the event that the Professional is unable to confirm their availability in accordance with clause 19.3, you will give us a reasonable opportunity to locate an alternative Professional who is able to provide the Adventure Sports requested by you. If we are unable to find an alternative Professional or you have notified us that you do not wish to engage with any substitute Professional located by us, you will be refunded the Booking Fee paid by you to us as soon as reasonably practicable thereafter.
20.1. You acknowledge and agree that, notwithstanding the fact that we are not a party to the contract between you and the Professional, we act as the Professional’s payment collection agent solely for accepting payments from you on their behalf. You agree to pay us the fees (as the Professional’s payment collection agent), notified to you in the applicable Offer (“Booking Fee”). In addition, we charge a fee in respect of each Booking (“Transaction Fee”), which is added to the Booking Fee. The amount of the Transaction Fee is as notified to you as part of any Offer. The Booking Fee and the Transaction Fee must be paid at the time of making your Booking. The Professional is required to confirm that it accepts the Booking and if you do not receive confirmation from the Professional within the 48 hour period mentioned in clause 19.3, your Booking shall be deemed to be rejected.
20.2. In connection with your payment of the Booking Fee and Transaction Fee, you will be asked to provide customary billing information such as name, billing address and credit card information either to us or our payment processor. You agree to pay the Booking Fee and Transaction Fee using one of the methods described on the Website. You hereby authorise the collection of such amounts using the method selected by you through the Website, either directly by us or indirectly, via our payment processor. If you are directed to our payment processor, you may be subject to terms and conditions governing use of their service. Please review such terms and conditions before using the processing services. If we do not receive payment of the Booking Fee and Transaction Fee, your Booking will be automatically cancelled.
If you wish to cancel a Confirmed Booking, the cancellation and refund policy of the Professional contained in the applicable Offer will apply to such cancellation. Our ability to refund all or part of the Booking Fee and Transaction Fee will depend upon the terms of the Professional selected cancellation and refund policy.
20.3. If the Professional does not accept your Booking, we will refund the Booking Fee and the Transaction Fee to you within a commercially reasonable time of the Professional’s rejection.
20.4. You shall ensure you have adequate travel insurance in place to cover your participation in any Adventure Sports.
21.1. You may terminate your registration with us without cause on the provision of not less than 30 days written notice to us. In such event:
21.1.2. you shall cease all use of the Website on or before the date of termination;
21.1.3. all rights granted to you hereunder shall cease on the date of termination; and
21.1.4. we shall delete your content from the Website on the date of termination or when reasonably practicable thereafter,
but you acknowledge that termination of your registration shall not affect any Confirmed Bookings made by you through the Website.
SECTION C: PROFESSIONAL ADDITIONAL CONDITIONS
This Section C shall apply to you if you are a Professional.
- REGISTERING AS A PROFESSIONAL
In order to offer Adventure Sports through the Website you will need to register as a Professional. You will need to complete and submit a registration form to us which includes, without limitation, details of your qualifications, experience and Professional Terms (“Professional Registration Form”).
Upon the submission of the Professional Registration Form, we will inform you whether your registration has been successful. In the event that your registration is successful, you shall be sent an email (“Registration Email”) to the email address you provided on the registration form. This Registration Email will contain your Login Details. The Website will not be accessible until you have received the Registration Email with your Login Details.
- BOOKINGS AND PROFESSIONAL TERMS
23.1. If we submit a Search Request to you, it means we believe you may be a suitable provider of the Adventure Sports requested pursuant to the Search Request. If you are able to provide the requested Adventure Sports on the dates requested, you may submit an Offer to us for presentation to the Adventure Seeker. You are responsible for ensuring you are satisfied with the relevant terms of any Offer you submit, including but not limited to the fee payable by the Adventure Seeker for the Offer (“Booking Fee”) and the booking dates. In order for your Offer to be presented to the Adventure Seeker, it must include the following information:
23.1.1. the Booking Fee;
23.1.2. your cancellation and refund terms;
23.1.3. your other Professional Terms.
23.2. If you receive a Booking following submission of your Offer in accordance with clause 23.1, you can accept it via the Website, where you will also be able to review details of the Booking. When you accept a Booking by clicking “Confirm Booking”, we will send you an email, text message or message via the Website confirming such acceptance and the Booking will become a Confirmed Booking. If you have not accepted a Booking within 48 hours of you being notified of the Booking, we will assume that you have rejected it and we may remove your ability to accept it
23.3. You acknowledge and agree that when you accept a Booking in accordance with clause 23.2, you will enter into a contract directly with the Adventure Seeker for the provision of the Adventure Sports. We are not a party to that contract, and you and the Adventure Seeker will be separately responsible and liable to one another under the terms of that contract.
23.4. You are responsible for ensuring that an Adventure Seeker has been notified of and has accepted your cancellation and refund policy, together with your other Professional Terms prior to you accepting any Booking.
- FEES AND PAYMENT
24.1. You hereby appoint us as your limited payment collection agent solely for the purpose of accepting the Booking Fee from Adventure Seekers.
24.2. You agree that payment made by an Adventure Seeker via our payment processor shall be considered as a payment made directly to you and you will proceed with the Confirmed Booking as if you had received the applicable Booking Fee. You acknowledge and agree that we accept payments from Adventure Seekers as your limited payment collection agent and that our obligation to pay you the Adjusted Booking Fee (as defined below) is subject to and conditional upon successful receipt of the associated payments from Adventure Seekers. We do not guarantee payments to you for amounts that have not been successfully received by us from Adventure Seekers. In accepting appointment as your limited payment collection agent, we assume no liability for any acts or omissions by you or the Adventure Seekers.
24.3. We charge you a fee in respect of each Confirmed Booking (“Service Fee”). The amount of the Service Fee is as notified by us to you from time to time (which may be in writing, by email or through the Website). The Service Fee is deducted from the Booking Fee, so the amount you receive from us in relation to any Confirmed Booking will be less than the amount we receive from the Adventure Seeker (“Adjusted Booking Fee”).
24.4. We will collect the Booking Fee from Adventure Seekers at the time they submit their Booking. We will use all reasonable endeavours to initiate payment of the Adjusted Booking Fee to you within 30 days of your completed provision of the Adventure Sports to which the Confirmed Booking relates. The time it takes for you to receive the Adjusted Booking Fee may vary depending on our method of payment.
24.5. Notwithstanding clause 24.4 and unless already released to you, the Adjusted Booking Fee due to you may be withheld from you in the event an Adventure Seeker submits a complaint against you. In the event the Adventure Seeker provides evidence of such claims, we reserve the right to conduct investigations and you agree to co-operate with such investigations, providing such information and answering such questions as we may reasonably request. On completion of our investigation, release of the Adjusted Booking Fee to you shall be at our sole discretion and any decision we make, acting reasonably, shall be final.
24.6. You agree that we may, in accordance with your selected cancellation and refund policy as reflected in the relevant Offer, (i) permit the Adventure Seeker to cancel the Confirmed Booking and (ii) refund to the Adventure Seeker that portion of the Booking Fee specified in the applicable cancellation and refund policy.
24.7. If your Adventure Seeker cancels a Confirmed Booking and we issue a refund to the Adventure Seeker in accordance with your selected cancellation and refund policy, you agree that in the event you have already been paid the Adjusted Booking Fee, we shall be entitled to recover the amount of any such Adventure Seeker refund from you, including by subtracting such refund amount from any future fees due to you.
24.8. For the avoidance of doubt, your Service Fee is non-refundable in the event of cancellation of a Confirmed Booking. Calculation of any amounts due to you following a cancellation in accordance with your selected cancellation and refund policy is based on the Adjusted Booking Fee amount.
24.9. You are solely responsible for determining any tax reporting requirements that may apply to you. We do not offer any tax advice and you are solely responsible for the payment of all taxes, duties and government contributions and any other amounts due in connection with any payment received by you in connection with the Website.
24.10. The Booking Fee submitted in an Offer shall be no higher than the price for the same services advertised on any other website through which you are offering the Adventure Sport services.
- YOUR ADDITIONAL OBLIGATIONS AS A PROFESSIONAL
25.1. You shall comply with all our policies and guidelines published on the Website from time to time.
25.2. You shall respond promptly in a courteous and professional manner to any questions received from an Adventure Seeker in relation to the Adventure Sports offered by you.
25.3. You shall ensure that at all times you have all applicable qualifications, insurance policies and waivers in place in order to provide your Adventure Sports.
25.4. You hereby indemnify us in full and on demand against all costs (including reasonable legal costs), claims, damages, losses and expenses incurred or suffered by us arising as a result of any claim or action brought by an Adventure Seeker in connection with your provision of Adventure Sports.
25.5. You shall not conduct any direct marketing using personal information (which, for the avoidance of doubt, shall include all email addresses) that came into your possession through your use of and activities on the Website, nor will you disclose such personal information to any third party without the data subject’s express written consent.
- ADDITIONAL DISCLAIMER
26.1. You acknowledge that we do not have any control of and therefore cannot reasonably accept any liability in respect of the behaviour, response or actions of any Adventure Seekers. We make no representations and assume no responsibility for any Adventure Seekers or their health, state of mind, emotions, physical condition or any other factors relevant to their participation in Adventure Sports. All such Adventure Seeker information and content available on the Website is provided to you “as is” and you agree that any use made of such content shall be strictly at your own risk. We recommend that you do not rely solely on such information in making or refraining from making a decision or to embark on a specific course of action.
27.1. You may terminate your registration with us without cause on the provision of not less than 30 days written notice to us. In such event:
27.1.1. you shall fulfil all Confirmed Bookings placed with you through the Website on or before the date of termination;
27.1.2. you shall cease all use of the Website on or before the date of termination;
27.1.3. all rights granted to you hereunder shall cease on the date of termination.