Terms for Travel Experts and Partners
Version of 14.04.2020
Travel Afrique operates an online platform (“Platform”), primary on www.www.travelafrique.com. Customers can use this platform to book trips and other travel related services. The services are provided by third parties that have been carefully selected by Travel Afrique. When booking a service, the contract is drawn up between the customer and the service provider mediated by Travel Afrique.
The Platform enables tour operators, activity organisers and travel providers (“Travel Expert(s)” or “Partner(s)”) to offer sightseeing tours, leisure activities and other travel and tourism services (“Service(s)”) to end customers (“Customer(s)”) and to conclude contracts for such services directly with customers. In addition to Customers, our commercial subagents may also access the Platform to book services from Partners.
Travel Afrique provides its Partners the Platform allowing them to sell their Services directly to Customers and acts thereby as an intermediary. Travel Afrique makes it easier for Customers to purchase travel and tourism Services from Partners through an intermediary agreement. However, Travel Afrique is in no case a party to an agreement whereby a Customer purchases Services from a Partner.
1. Scope of Application
These terms and conditions (“Terms”) govern the relationship between the Partner and Travel Afrique only. The relationship between a Customer and a Partner is not governed by this Agreement, but by the individual agreement concluded between a Customer and a Partner. The relationship between Travel Afrique and Customers is governed by Travel Afrique’s Terms accessible at Terms and Conditions.
2. Listing of the Partner services
Upon listing on the Platform, the Partner is entitled to offer his Services through the Platform. By applying to become a Travel Expert, a Partner declares that he/she has read and understood the Terms and Conditions and agrees to be bound by them, and that it represents and warrants that the person entering into this Agreement on behalf of the Partner is duly authorized and empowered.
The Partner offers and provides its services in accordance with the relevant tax regulations of the applicable VAT law and the customs and requirements of the tax authorities in its country of operation. The Partner shall enter into the relevant contract with Customers in the conduct of his business or self-employed professional activity.
3. The Service provided by Travel Afrique
A Partner authorizes Travel Afrique, directly and indirectly through the use of sub-agents, to (i) offer Services to Customers on the Partner’s behalf, (ii) conclude contracts with Customers in the name of and on behalf of the Partner, (iii) collect payments from Customers for the Services. The Partner further authorizes Travel Afrique’s third party payment service provider (“Payment Service Provider”) and any other third party authorized by us to process data required to permit the transfer of funds to and from Partner’s payment instruments or accounts, or as otherwise required in order to operate the Platform.
Travel Afrique facilitates the negotiation of the sale of Services between Customers and the Partners by way of the Platform that contributes to increase the Partner’s goodwill, promote the Partner’s Services, and generally encourage Customers to place orders with Partners.
4. Duties of the Partner
Under no circumstances is the partner permitted to act as an official spokesperson, representative or similar for Travel Afrique and to make any statements or comments in public on behalf of Travel Afrique.
The Partner represents and warrants that all information with regard to his offer shall at all times be true, accurate, not misleading and up to date. The Partner shall update the uploaded information as timely as required for guaranteeing the accuracy of the information provided by contacting Travel Afrique directly. To the extent the Partner is aware or may be expected to be aware of any inaccuracy in another language version of the uploaded information, the Partner shall inform Travel Afrique immediately.
The Partner represents and warrants that all Services shall only be rendered in compliance with all applicable laws, in particular with the laws of the Partner’s country of residence as well as in compliance with all applicable laws of the country the Services are rendered in and not to violate any rights of third parties thereby.
The Partner particularly warrants (a) to comply with any consumer protection and other protection, information and consultation duties and regulations, and (b) to dispose of all administrative and other permissions and licenses as well as insurances and the like needed in the jurisdiction of the respective country for fulfillment of the contractual obligations and to instruct all involved service partners according to these terms and conditions. Upon request, the Partner will provide respective evidence and documentation, including copies of permits and licenses. In the event of alleged non-compliance of the Services provided by the Partner, the Partner shall without undue delay cooperate, at his own expense, with any administrative authorities or competition/consumer protection associations.
The Partner represents and warrants that he will provide Customers with all necessary information for the execution of the Service (e.g. meeting point and time, clothing, equipment, etc.) well in advance. The Partner is required to check the e-mails coming from Travel Afrique at least once per day.
The Partner represents and warrants that all employed guides possess the legal allowances and meet all necessary legal requirements, including professional qualifications and allowances. The Partner is fully responsible for the conduct of the guide with regard to Customers or other persons who legitimately use the Services.
The rates, availability, amenities, and restrictions for the Service and mandatory fees the Partner makes available through the Platform have to be equal to or better than what the Partner makes available through its own channels or any third party channels. Customers who book a Service through the Platform will be treated at least as well as Customers that book through your own or any third party channels.
The Partner grants Travel Afrique the right, at no charge, to change the date, time or language of the Service and the number of persons participating in the Service up to twelve hours after the Customer has booked a Service, if other dates, times or languages are available for the booked Service.
5. Booking Procedure
All Platform visitors have the opportunity to see the offered Services without prior registration. If the visitor is interested in a specific Service, he will make a booking and the Partner will be duly notified of such requested booking.
Manual Booking Processing
Unless mutually otherwise agreed upon the Partner has a timeframe of 24 (twenty-four) hours upon receipt of the booking request in his e-mail inbox to accept the request. If the request is accepted, the contract between the Partner and Customers becomes effective and the booking is confirmed.
Automated Booking Processing
With Automated Booking Processing enabled, bookings are automatically accepted and confirmed by the system. The booking draws from a contingent, which is administered by Travel Afrique. An automated booking takes place, as long as there are places left in the contingent. The Partner shall keep the contingent up-to-date at all times.
Travel Afrique is not responsible for the accuracy and/or completeness of customer-related data.
6. The Partner´s Booking Offers
The Partner submits the data of the Services to Travel Afrique via Email. He is responsible for ensuring that the provided information is always up-to-date. Revised, cancelled, or invalid Services must be informed immediately.
It must be clear from the Service description that the Partner offers the Services in his own name and in his own responsibility. The Services must be offered under the generally used company and brand name. There must not be the impression, neither directly nor indirectly, that Travel Afrique is the Supplier of the Services, or that Travel Afrique has tested the quality of the offered Services or otherwise emphasizes their quality.
Travel Afrique is entitled to give a discount on the Service price – at its own cost up to the level of the commission – to members of a closed user group.
7. Displayed Content & Intellectual Property
The Partner grants Travel Afrique a non-exclusive, royalty free and worldwide right and license (or sublicense as applicable):
- to use, reproduce, have reproduced, distribute, sublicense, communicate and make available in any method and display the intellectual property rights of and in the content submitted via E-Mail pursuant to these Conditions and which are necessary for Travel Afrique to exercise its rights and perform its obligations under these Conditions;
- to use, reproduce, have reproduced, process, distribute, sublicense, display and utilize (including without limitation to publicly perform, modify, adapt, communicate, reproduce, copy, translate and make available to the public in any manner whatsoever) the provided content.
Travel Afrique may sublicense, make available, disclose and offer this content (including the relevant intellectual property rights) of the Partner and all such further rights and licenses set out in this Contract via or in collaboration with (the websites, apps, platform, tools or other devices of) affiliated companies and/or third parties.
In no event shall Travel Afrique be liable to the Partner for any acts or commissions on the part of any third party platforms. The sole remedy for the Partner in respect of such third party platforms is (a) to request Travel Afrique (which has the right and not the obligation) to disable and disconnect with such third party platform, or (b) termination of this Contract, all in accordance with the terms of these Conditions.
The Partner is liable for any claim of third parties related to copyright infringements of content he has provided to Travel Afrique.
8. (Online) Marketing and PPC advertising
Travel Afrique is entitled to promote the Services of the Partner using the Partner’s name(s) in online marketing, including e-mail marketing and/or pay-per-click (PPC) advertising.
It is in Travel Afrique’s sole discretion how to advertise the offers of the Partner on the Platform or on third party websites and in online affiliate networks, including but not limited to ranking and promotion.
The Partner is aware of the working methods of search engines, such as spidering of content and ranking of URLs. Travel Afrique agrees that if the Partner becomes aware of behavior by third party platforms breaching the Partners intellectual property rights, the Partner will notify Travel Afrique in writing with details of the conduct and Travel Afrique will use its commercially reasonable efforts to ensure that the relevant third party takes the necessary steps to remedy the breach.
The Partner agrees not to specifically target the Travel Afrique brand directly through keyword purchases that use Travel Afrique’s intellectual property rights.
Travel Afrique runs online marketing campaigns at its own cost and discretion.
9. Responsibility for Content
The Partner is responsible for content submitted via Email to Travel Afrique, such as for instance descriptions of Services, forum entries, etc. Travel Afrique treats such content as external content. Travel Afrique also treats Customers content, such as forum entries, reviews, etc. as external content and excludes liability.
If Travel Afrique is notified about or detects content that does not comply with these Conditions or any other legal provisions, Travel Afrique may partially or fully delete this content provided if the breach of such rules is not remedied by the Partner within two days after our notice. If the abusive content originates from a Partner, Travel Afrique is entitled to delete the respective Partner content. Travel Afrique will always consider the mutual interests in the respective case before suspending a Partner on Travel Afrique.
The Partner may only submit content and data for which he owns the corresponding (copy) rights. Such information must not abuse privacy rights of Customers, third parties, etc. and needs to comply with the applicable competition laws and other legal requirements.
Unless agreed otherwise between the Parties, the Partner is aware and consents that Customers know about their cancellation terms. To 30 days before the booked date of Service there will be no payment received by the Partner. Customers are obliged to pay the full price of the Service, which is transferred to the Partner, minus the commission.
In the event the Partner cancels a booking for whatever reason he shall fully refund Customers, unless otherwise agreed between the Partner and Customer.
Travel Afrique provides costly and intensive efforts to market Services to Customers. Therefore, if Partner unjustifiably or with negligence fails to deliver or cancels Services that have been booked by Customers, Partners agrees that Travel Afrique may (i) make a full refund to the affected Customer, and (ii) deduct the amount of the refund plus a contractual penalty from any amount due Partner hereunder. The contractual penalty shall be twenty percent (20%) of the gross selling price of the Service on the Platform for each affected Customer. Travel Afrique may, at its sole option, forget this contractual penalty, in whole or in part, if Partner provides an alternative but equivalent Service at the same date to the affected Customers.
In case of “Force Majeure”, which are circumstances beyond the Parties’ reasonable control, including without limitation, pandemics, natural catastrophe, war, act of terrorism, interruption of electricity and strikes, either Party may suspend or end this Agreement. Furthermore, Partner shall allow Customers to return purchased tickets for a full refund if a Force Majeure situation occurs at the travel destination, regardless of whether Partner continues to provide Services during the affected period of time. Travel Afrique will process the refunds and transmit them to affected Customers. In the event that Partner cancels the Service due to the occurrence of Force Majeure, he must notify the Customer Service of Travel Afrique immediately.
11. Customer Complaints
Complaints or claims in respect of (the Service offered, rendered, or provided by) the Partner or specific requests made by Customers are to be dealt with by the Partner as Travel Afrique is not responsible for and disclaims any liability in respect of such claims from Customers. Travel Afrique may at any time and at its sole discretion (a) offer customer (support) services to a Customer, (b) act as intermediate between the Partner and Customers, (c) provide – at the costs and expenses of the Partner – an alternative service of an equal or better standard in the event of an overbooking or other material irregularities or complaints in respect of the offered or provided service, or (d) otherwise assist Customers in their communication with or actions against the Partner.
12. Commission Payment Travel Afrique
The Partner agrees that Travel Afrique receives a commission for the mediation of contracts with Customers. The amount of the commission, which shall be separately agreed on by the Parties, is understood to be plus any statutory value added tax. The commission of 10 % will be deducted from the gross amount charged to Customers as the sales price for the Service on the Platform in the agreed currency. If the partner quotes the net price, Travel Afrique’s commission will be added on top.
13. Credit Card Payments
The credit card payment of Customers will be collected when due. If a contract could not be concluded by way of the Manual Booking Processing, the credit card payment will be reversed.
Travel Afrique takes care of the Customers’ payment collection by way of a Payment Service Provider and the received payments are transferred to the Partner’s Account. You will need transfer your bank account via Email to Travel Afrique. It is at our sole discretion to choose a Payment Service Provider. Travel Afrique may not be held liable for incorrect or incomplete bank account information of the Partner.
The Customers’ credit card and banking payment fees to Travel Afrique are borne by Travel Afrique. The credit card and banking payment fees transfers to the Partner will be borne, as follows:
- Travel Afrique bears the cost for its own bank/credit card organization
- The Partner bears the cost of his bank/credit card organization
The Partner will be notified via e-mail once the Customers’ payment for the Partner’s Service has been confirmed.
Travel Afrique pays the full amount minus commission to the partner 30 days before the start of the service. If a booking is made within 30 days of service start, payment will be made as soon as possible.
This invoice is the basis for any payment. The Partner may raise any claim with regard of an (alleged) inaccuracy of the invoice and credit note within a deadline of 30 (thirty) days. To the extent no claim has been raised and accepted by Travel Afrique and the invoice and credit note are deemed to be accepted.
You will be asked by Travel Afrique to choose your preferred currency when sending your offer via Email. Travel Afrique will display your offer in his preferred currency and may choose in its discretion to display the offers of the Partner in additional currencies as well as to add a foreign exchange charge fee.
Travel Afrique bears the transaction fees. The amount transferred by Travel Afrique to the Partner reflects the sum of the net prices of all considered booked Services. However, some banks add fees for receiving international payments. These fees are solely at the Partner’s expense. Due to bank transfer costs, Travel Afrique may decide not to transfer amounts less than USD 50 or an equivalent amount in a different currency. If in a certain month the amount of USD 50 is not reached, Travel Afrique is entitled to postpone the payment until such an amount is reached.
If Travel Afrique is for any reason subject to taxes or expenses in the country of the Partner in relation to his Services, Travel Afrique may terminate the cooperation with the Partner within 3 (three) days. Such taxes or expenses may be deducted from the payments granted to the Partner.
16. Direct Messages
In order to exchange messages between Customers and the Partner that are not meant for the general public, Travel Afrique transfers the Message from Customer to the Partner.
17. Rules for Customer-related Communication
The Partner is required to handle all Customers’ inquiries, etc. received through Travel Afrique exclusively through Travel Afrique.
18. Review System
After the fulfillment of a Service, Customers have the opportunity to review a booked Service through Travel Afrique’s review system. The aim of the review system is to create meaningful and accurate feedback and the Partner profiles in terms of performance, reliability, and trustworthiness. These Profiles can be viewed by any Customer on the Platform. All content provided in this review system is the exclusive content of Travel Afrique. The Partner is not allowed to publish reviews on his own site/third party sites without the prior written consent of Travel Afrique.
19. Data Protection
The Partner agrees that he has in place and will maintain, or will establish and maintain, adequate security procedures and controls to prevent the unintended disclosure of, and the unauthorized access to or misappropriation of, any personal data or information of any Customer. Neither the Partner nor its affiliates shall either directly or indirectly, engage in any solicited or unsolicited marketing, promotional, or similar communications with any Customer that has booked through the Platform without such Customer’s consent. The Partner will process, store, transmit, and access any Customer-related information that includes payment information (including, without limitation, credit card, debit card, or bank account information) in compliance with applicable law including, without limitation, the data security rules of the Payment Card Industry Data Security Standard for protecting credit and debit cardholder information applicable to the Partner, and the EU Data Protection Directive (and all laws promulgated thereunder), in each case as the same may be amended, updated, replaced, or augmented. Upon Travel Afrique’s request, the Partner will provide evidence that he has established and maintains technical and organizational security measures governing the processing of personal data in accordance with this section.
20. Representations and Warranties
In addition to any other representations and warranties made by the Partner in these Conditions, the Partner hereby represents and warrants that: (a) the Partner has authorized the individual entering into these Conditions on the Partner’s behalf to take such action on the Partner’s behalf, (b) this Contract constitutes a valid and binding obligation enforceable against the Partner in accordance with its terms, (c) the performance of the Partner obligations under these Conditions will not violate any agreement or obligation between the Partner and any third party, (d) the Partner’s performance under these Conditions will comply with the Conditions, (e) the Partner holds all licenses, permits, and authorizations required to make his service available for booking through the Platform and to otherwise comply with the Partner’s obligations under these Conditions, (d) the Partner is the owner of all intellectual property rights sent to Travel Afrique.
21. Liability of the Partner and Indemnification
The Partner agrees, at his expense, and on an after-tax basis, to indemnify, defend, and hold harmless Travel Afrique, each of its affiliates and any of Travel Afrique’s or any of its affiliates’ officers, directors, employees, or agents or Travel Afrique’s third party distribution partners against any third-party claim, action, loss, damage, expense or other liability (including without limitation, attorneys’ fees and expenses) arising from or relating to (a) the Partner’s Services, (b) the performance of the Partner’s duties and obligations under this Contract or any breach or default by the Partner under this Contract, including, without limitation, a breach of any representation, warranty or covenant, or (c) any allegation that Travel Afrique or any of its affiliates use, reproduction, distribution or display of the Service information as permitted under this Contract infringes or misappropriates the intellectual property rights of any third party. The Partner agrees to use a counsel reasonably satisfactory to Travel Afrique to defend any indemnified claim, and Travel Afrique may participate in the defense or settlement of any claim at any time using attorneys selected by Travel Afrique. The Partner also agrees not to consent to the entry of any settlement or judgment without Travel Afrique’s prior written consent, which will not be unreasonably withheld by Travel Afrique.
22. Limitation of Liability of Travel Afrique
Travel Afrique makes no representations or warranties regarding the Platform, including any temporary or permanent interruption of the operation of the Platform.
Travel Afrique bears no risk with respect to the number, frequency, or type of Services booked through the Platform.
Travel Afrique’s liability under the Conditions shall be restricted as follows:
- Travel Afrique shall be fully liable for losses caused intentionally or with gross negligence by Travel Afrique, its legal representatives or senior executives and for losses caused intentionally by other assistants in performance; in respect of gross negligence of other assistants in performance Travel Afrique’s liability shall be as set forth in the provisions for simple negligence in (d) below.
- Travel Afrique shall be fully liable for death, personal injury, or damage to health caused by the intent or negligence of Travel Afrique, its legal representatives or assistants in performance.
- Travel Afrique shall be liable in accordance with the Swiss Product Liability Act in the event of product liability.
- Travel Afrique shall be liable for losses caused by the breach of its primary obligations by Travel Afrique, it’s legal representatives or assistants in performance. Primary obligations are such basic duties which form the essence of the Contract, which were decisive for the conclusion of the Contract and on the performance of which the Licensee may rely. If Travel Afrique breaches its primary obligations through simple negligence, then its ensuing liability shall be limited to the amount which was foreseeable by Travel Afrique at the time the respective Service was performed.
Travel Afrique shall be liable for loss of data only up to the amount of typical recovery costs which would have arisen had proper and regular data backup measures been taken.
Any more extensive liability of Travel Afrique is excluded on the merits.
All notices must be sent in English, in writing via email@example.com. Travel Afrique may also provide notice to the Partner by electronic transmission. Messages are considered delivered and received (a) if they are sent by an approved courier, if they are delivered to Travel Afrique by such an approved courier or (c) if they are sent electronically to an electronic e-mail address entered into the Partner Account by the Partner.
24. Term and Termination
The Contract is concluded for an indefinite period of time.
The Partner and Travel Afrique may terminate the Contract at any time and without cause. A termination can be done by sending an Email to Travel Afrique.
If there are specific indications that a Partner is culpably violating legal provisions, third party rights, or the Conditions or if Travel Afrique otherwise has a legitimate interest, particularly with regard to protecting Customers or other Partners against fraudulent activities, Travel Afrique is entitled to take one or more of the following actions taking into account the respective interest of the Partner in the respective case in a reasonable manner:
- Issue the Partner with a warning;
- Delete the Partner’s offers or other content;
- Restrict the Partner’s use of the website;
- Temporarily or permanently exclude (block) the Partner from the website;
- Contest and cancel existing bookings in the name of the Partner without taking into account the applicable cancellation policies, and reject Customers’ offers for the conclusion of a Contract in the name of the Partner.
Travel Afrique reserves the right to modify and impose new or additional terms and conditions to this Contract at any time. Travel Afrique will notify the Partnerr with a message via E-Mail about any changes in this Contract. If the Partner does not accept such modifications or new or additional terms and conditions, he may terminate this Contract upon written notice to Travel Afrique. The Partner’s failure to exercise his right to terminate this Contract within 30 (thirty) days after notice of any modification or new or additional terms and conditions to this Contract will constitute his acceptance of such changes.
26. Final Provision
No subsidiary agreement was made. All amendments and supplements to this contract must be made in writing to be legally effective.
If any provisions of this Contract are or become invalid or void, the validity of the remaining parts of the Contract shall remain unaffected thereby. Invalid or void provisions shall be replaced by such provisions that are suitable to achieve the same purpose in consideration of the interests of both parties.
The claims of the Partner resulting from this Contract may not be assigned or transferred to third parties without the prior written approval of Travel Afrique.
This Contract shall be governed by and construed in accordance with the provisions of Swiss Law under exclusion of its conflict of law rules. The place of performance and exclusive legal venue for any disputes arising from or in connection with the performed services shall be Zurich provided that the Supplier is a businessman or legal person under public law or has no place of business or domicile in Switzerland.