Effective Date: 26/4/2025
This Agreement (the “Agreement”) is entered into between Touriesta (Allure Ventures Limited), a company incorporated and registered in England and Wales under company number 15247845, whose registered office is at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ ("Touriesta"), and the Supplier, collectively referred to as the "Parties".
This Agreement governs the relationship between Touriesta and the Supplier. The Touriesta Platform is made available to users and Suppliers worldwide.
1. Touriesta Platform
Touriesta operates the Touriesta Platform, and in connection with the Supplier’s access to and use of the Touriesta Platform, the Supplier hereby appoints Touriesta as its commercial agent for the purposes set forth in this Agreement. The Supplier acknowledges that through the Touriesta Platform: (i) Customers may purchase services from the Supplier via Touriesta, and (ii) Travel Agencies, concierges, or other entities may purchase services from the Supplier for their clients, in each case, with Touriesta acting as commercial agent for the Supplier. The Supplier is solely responsible for acquiring and maintaining at its own expense all equipment and connectivity required to access the Touriesta Platform.
2. Obligations of the Supplier
The Supplier shall be solely responsible for offering services through the Touriesta Platform in compliance with all applicable laws, regulations, and standards of good business practice. The Supplier agrees to provide accurate, truthful, and up-to-date information regarding the services offered on the Touriesta Platform, including, but not limited to, descriptions, images, pricing, availability, terms, and conditions. The Supplier shall maintain the quality of the services offered on the Touriesta Platform and ensure that all services provided meet or exceed the expectations set forth on the Touriesta Platform. The Supplier shall be solely responsible for handling all logistical details related to the services provided, including, but not limited to, pick-up, drop-off, customer instructions, and any other relevant information, and shall provide such information to Touriesta and Customers in a timely manner.
3. Fees and Payments
For each successful booking made through the Touriesta Platform, the Supplier shall receive the full amount paid by the Customer, minus the agreed-upon commission for Touriesta. All payments shall be processed according to a mutually agreed payment schedule. If a dispute arises between the Supplier and the Customer, or if the service is not provided as agreed, Touriesta reserves the right to withhold payments to the Supplier until the dispute is resolved. The Supplier acknowledges that it is the Supplier’s sole responsibility to ensure that payments are requested in a timely manner and to raise any payment-related issues with Touriesta immediately.
4. Supplier Content
The Supplier agrees to provide all necessary content for listing its services on the Touriesta Platform, including accurate descriptions, images, pricing, and availability details. Touriesta shall take reasonable steps to ensure that the Supplier’s content is displayed correctly on the Touriesta Platform. However, Touriesta shall not be responsible for the accuracy or legality of the content provided by the Supplier. Touriesta reserves the right to modify or adapt the content (including translations and formatting changes) for the purpose of ensuring consistency across the Platform. Touriesta will notify the Supplier of any significant modifications made to its content. The Supplier shall remain responsible for the correctness, legality, and appropriateness of all content shared via the Touriesta Platform.
5. Service Quality and Customer Support
The Supplier shall be solely responsible for handling any complaints, requests, or issues arising during or after the provision of services to Customers. This includes, but is not limited to, resolving disputes, providing necessary logistical details such as pick-up and drop-off points, and addressing any concerns related to the quality of services. Touriesta shall assist in customer service to the best of its ability by providing support tools on the Platform. However, the primary responsibility for responding to and managing Customer inquiries, complaints, and service-related issues shall lie with the Supplier. Touriesta may, at its sole discretion, intervene in exceptional cases to assist in resolving disputes, but the Supplier shall remain primarily responsible for managing Customer expectations and issues.
6. Marketing and Promotions
Touriesta shall promote the Supplier's services through its Platform, affiliate websites, distribution partners, and other marketing channels as deemed appropriate by Touriesta. The Supplier agrees to cooperate fully with Touriesta’s marketing efforts and provide necessary promotional materials, including high-quality images, accurate descriptions, and any other relevant content. The Supplier also agrees to honor the terms of any promotional offers or special pricing that are displayed on the Touriesta Platform. The Supplier acknowledges that Touriesta shall not be responsible for the execution of any promotions or discounts offered by the Supplier outside the Platform.
7. Customer Bookings and Refund Policy
Bookings made by Customers through the Touriesta Platform shall be subject to the terms and conditions set forth in this Agreement. Touriesta offers Customers a full refund policy for bookings that are canceled 24 hours or more before the scheduled start of the service. In such cases, the Supplier shall not receive any payment, or, if payment has already been made, it shall be deducted from future payments due to the Supplier. The Supplier shall be responsible for ensuring that the refund process is carried out promptly, and that Customer complaints regarding cancellations are handled fairly. If a booking is canceled less than 24 hours before the service, the Supplier may be entitled to retain the full payment made by the Customer, but Touriesta may assist in resolving any disputes arising from such cancellations. If a booking or service is not fulfilled by the Supplier due to availability or service quality issues, the Supplier shall ensure that a full refund is made to the Customer.
8. Self-Billing
8.1 The Supplier agrees that Touriesta shall issue invoices on behalf of the Supplier for supplies made through the Touriesta Platform.
8.2 The Supplier agrees:
(a) To accept self-billed invoices raised by Touriesta without raising separate invoices for the same supplies;
(b) To inform Touriesta immediately if the Supplier’s VAT registration status changes;
(c) That this self-billing arrangement shall be valid for 12 months from the date of acceptance of these Terms and shall automatically renew for successive 12-month periods, unless terminated by either party with at least 30 days’ written notice prior to the expiry of the then-current term.
8.3 The self-billed invoices shall be issued inclusive of VAT where applicable, and shall reflect all sales and deductions agreed between the Parties.
8.4 This self-billing arrangement shall be governed by HMRC guidelines and regulations relating to self-billing.
9. Termination
Either Party may terminate this Agreement for cause by providing written notice to the other Party. Causes for termination shall include, but are not limited to, a breach of the terms of this Agreement, failure to meet service quality standards, or engagement in illegal activities. Upon termination, the Supplier shall remain entitled to receive payment for services that were completed prior to the termination notice, subject to the resolution of any outstanding disputes. Termination of this Agreement shall be effective immediately in the event of a material breach that cannot be remedied within a reasonable time frame.
10. Confidentiality
Both Parties agree to maintain the confidentiality of any confidential information disclosed by one Party to the other Party during the course of this Agreement, including but not limited to business strategies, customer data, financial information, and proprietary information. Neither Party shall disclose such confidential information to any third party without the prior written consent of the other Party, unless required to do so by law or as necessary for the performance of this Agreement. Both Parties agree to take all reasonable precautions to protect the confidentiality of such information.
11. Indemnification
The Supplier agrees to indemnify and hold harmless Touriesta, its affiliates, officers, employees, and agents from any and all claims, damages, losses, or expenses arising out of the Supplier’s actions, breach of this Agreement, or any third-party claims arising from the Supplier’s services, including claims related to customer injuries, property damage, or any other issue resulting from the services provided by the Supplier. Touriesta shall indemnify the Supplier for any claims arising out of Touriesta's breach of this Agreement or the use of the Touriesta Platform in a manner that infringes upon third-party rights.
12. Liability
Touriesta shall not be liable for any indirect, consequential, or punitive damages arising from the Supplier's failure to fulfill its obligations under this Agreement. The Supplier assumes full responsibility for all risks associated with the services provided, including, but not limited to, accidents, injuries, damages, and losses suffered by Customers. The Supplier agrees to hold Touriesta harmless from any claims related to transportation or accidents that occur during the provision of services. The Supplier is required to carry adequate insurance coverage for the services provided, including vehicles used for transportation, and shall provide proof of such insurance upon request.
13. Data Protection
The Parties agree to comply with all applicable data protection laws, including the General Data Protection Regulation (GDPR) and any other relevant legislation. Touriesta's privacy policy governs the collection, processing, and protection of customer data, and the Supplier shall handle customer data in accordance with this policy. The Supplier agrees to implement appropriate measures to safeguard customer data and to notify Touriesta immediately of any data breaches or incidents involving customer data.
14. Force Majeure
Neither Party shall be held liable for any failure to perform its obligations under this Agreement due to circumstances beyond its reasonable control, including, but not limited to, natural disasters, acts of war, terrorism, pandemics, government restrictions, or strikes. If such an event continues for more than 14 days, either Party may terminate this Agreement with immediate effect.
15. Miscellaneous
Non-Exclusive Relationship: This Agreement is non-exclusive, meaning either Party may engage with other partners or providers for similar services.
Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the United Kingdom. Any disputes arising from this Agreement shall be resolved in the courts of London.
Amendments: Touriesta reserves the right to amend the terms of this Agreement with at least 4 weeks' written notice to the Supplier. If the Supplier does not object within the notice period, the amendments will be deemed accepted and will take effect at the end of the notice period.
