TERMS AND CONDITIONS TRAVEL ORGANIZATIONS (“Terms”)
Last Updated: 1 June 2015
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE PLATFORM OR ACCESSING THE WEBSITE WWW.FAVOROUTE.COM BY CLICKING THE “I AGREE“ BUTTON WHEN REGISTERING AN ACCOUNT OR BY OTHERWISE ACCESSING OR USING THE WEBSITE, THE PLATFORM, THE CONTENT OR OTHER SERVICES, YOU SIGNIFY YOUR ASSENT TO THESE TERMS. IF YOU ARE ACTING ON BEHALF OF AN ENTITY, THEN YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ACCEPT THESE TERMS ON BEHALF OF THAT ENTITY. YOU ACCEPT THAT THESE TERMS ARE THE FULL AND EXCLUSIVE EXPRESSION OF THE AGREEMENT BETWEEN YOU AND FAVOROUTE AND THAT IT TAKES PRECEDENCE OVER ALL PREVIOUS PROPOSALS OR VERBAL OR WRITTEN AGREEMENTS AND OTHER POSSIBLE COMMUNICATIONS REGARDING THE SUBJECT OF THIS AGREEMENT.Favoroute, reserves the right, at its discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. Favoroute may notify You of changes to these Terms by a notice posted on the Website. Changes are effective upon publication on the Website unless expressly mentioned otherwise. Your continued use of the Platform, the Website, the Content or other Services means You accepted the changed Terms.
Account: means the password protected profile created by the Travel Organization in order to get the ability to upload Content via the Platform.
Content: means the travel guide(s) and other information published on or via the Platform special for the Travel Organization. The Travel Organization is entitled to send certain personalized guides – after written approval of Favoroute - for its own risk and account via e-mail with a weblink to these guidebooks to its customers. Any and all rights regarding the Content will stay with Favoroute.
Favoroute: means Favoroute B.V. established and located at Herengracht 180, 1016 BP Amsterdam.
Fee: means the payment the Traveler Organization has to make to Favoroute as a consideration for the use of the Platform and the use of the Content.
Platform: means the online e-marketplace available via www.favoroute.com for online (personal) travel guides. The publishing platform is accessible by the Travel Organization to upload or download Content according to the terms and conditions of these Terms. The Platform can be used to facilitate the purchase of travel guide(s).
Services: means (1) the use of the Platform to upload or download Content; and (2) any and all other advantages as described on the Website, under the terms and conditions of these Terms.
Website: means www.favoroute.com.
You: means the Travel Organization.
3. Use of the Platform, Services, Content, role of Favoroute as the facilitator of the e-marketplace.
The Platform may contain inaccuracies or errors that could cause failures or loss of data and it may be incomplete. Favoroute reserves the right to change, suspend, remove, or disable access to any part of the Platform at any time without notice. In no event will Favoroute be liable for the removal of or disabling of access to any part of the Platform or the Content. Favoroute may also impose limits on the use of or access to certain parts of the Platform, in any case and without notice or incurring any liability. You acknowledge that the Platform, the Website and the Services are evolving and that the form and the nature of the Website, Platform and Services, may change from time to time without any notice to You.
You expressly acknowledge and agree that the use of the Platform, the Content or the Services is at Your sole risk and that the entire risk as to satisfactory quality, performance, accuracy is with You. The Platform and Content is provided "as is" and "as available", with all faults and without warranty of any kind, and Favoroute hereby disclaims all warranties with respect to the Platform, the Content and/or the Services, either express, implied or statutory, including without limitation the implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, timelines, and non-infringement of third parties rights. Favoroute does not warrant that the Platform, the Content or the Services will meet Your requirements, that the operation of the Platform or Services will be uninterrupted or error-free, that defects will be corrected, or that the Platform is compatible with other (future) products or services. No oral or written information of Favoroute will create any warranty.
Favoroute is only providing a Platform. Favoroute does not take part in the interactions between the Travel Organization and the Traveler or the Travel Designer. The Traveler Organization is responsible for presenting the Content, the right travel guide and/or other information provided. Favoroute does not review postings or other information posted by the Traveler or the Travel Designer. Favoroute cannot guarantee the accuracy of the Content or the postings or the quality, or legality of what is offered. You are solely responsible for your interactions with other users of the Platform, the Website or the Services and any disputes that arise from those interactions. You hereby release Favoroute from any and all claims, demands, or damages of every kind arising out of or in any way related with such disputes.
Favoroute is entitled to terminate an Account at any moment without notice or incurring any liability.
5. Content, Use Policy
You may only post Content or other information in accordance with Favoroute policies if any as posted by Favoroute from time to time on the Website. Favoroute retains the right to reject a travel guide at any time. You shall not include any promotions, sponsorships or other advertisements in the Content or other information without the express written authorization of Favoroute.
You may not post information or works that infringes or violates the law or any right of any third party. You guarantee that You are entitled to use any and all information You post. The Platform and the Services may be used for lawful purposes only and You may not submit, publish or display any content or post any information that breaches any law, statute or regulation. In particular You agree not to: (1) publish, post, distribute or disseminate defamatory, obscene, indecent or other unlawful material or information, or any material or information which infringes any intellectual property rights, (2) threaten, abuse, disrupt or otherwise violate the rights – including privacy rights - of others, (3) engage in illegal or unlawful activities through the Services or via the Platform, (4) make available or upload files that contain a virus, worm, Trojan or corrupt data, or (5) otherwise might harm any third party in any way whatsoever.
Favoroute is entitled to post third party advertisements in the Content or on the Website, or the Platform in such a way as Favoroute deems appropriate.
6. Fee and Payment
As consideration for the use of the Platform and/or the Content The Travel Organization agrees to pay the agreed fee upfront to Favoroute in the currency as described by Favoroute. The fees mentioned are exclusive of VAT, which if payable shall be paid by the Travel Organization. Paid Fees are non-refundable.
5 travel guides are included in the agreed fee unless indicated otherwise. For any extra travel guide the Travel Organization shall pay the extra fee as mentioned in the pricing schedule published on the Website or as agreed otherwise.
7. Intellectual property
The Intellectual property rights of the Content will remain with Favoroute.
Upon payment of all fees, Favoroute grants to the Travel Organization non-exclusive license to use, print, and store the respective electronic travel guide that is designed for the Travel Organization.
The intellectual property rights of all material owned by the Travel Organization will remain with the Travel Organization. You grant Favoroute an indefinite, non-exclusive, royalty free, transferable, sub licensable, worldwide license to use, store, display, reproduce, modify, translate, create derivative works and distribute You have send to Favoroute or You have posted, in the most broadest sense. The Travel Organization hereby grants Favoroute the right to combine the material, in whole or in part, to create a new travel guide. The intellectual property right regarding such new work will solely belongs to Favoroute.
8. Notice and take down
Owners of intellectual property rights or other rights can report any content that may infringe their rights and submit a request for such content to be removed. After receiving such a request Favoroute is entitled to remove the respective Content or if this is not possible remove the Account in any case without any notice and without incurring any liability.
You acknowledge and agree that any billing and payment information that You provide to Favoroute will be stored by Favoroute and may be shared by Favoroute with companies who work on Favoroute's behalf, such as payment processors or credit agencies, solely for the purpose of checking credit, effecting payment to Favoroute and servicing your account.
10. Publicity, promotion
Favoroute is permitted to use Your trade name and trademarks and logos to indicate that You are using the Platform. Favoroute may revise such use upon receiving a written request from You, indicating that such use is inconsistent with your generally applicable trademark usage and branding guidelines. Favoroute is entitled to use Your published Content or other information posted by You for: (1) promotional activities without any limitation, or (2) use it partly or total for a travel book, bundled with other Content, translate it or use it otherwise in such a way as Favoroute deems appropriate.
Your rights under these Terms will terminate immediately and without prior notice if You fail to comply with any of the terms and conditions set out in these Terms. Further, Favoroute at its sole discretion reserves the right to terminate Your account and/or delete Your Content if (i), Favoroute determines that You are using the Platform other than for its intended purposes, or (ii) Favoroute receives a complaint on Your behavior, or (iii) Your reputation is considered as damaged. Favoroute will not be liable for compensation, indemnity, or damages of any sort as a result of terminating Your access to Your account or to the Platform in accordance with its terms, and termination of this Agreement will be without prejudice to any other right or remedy Favoroute may have, now or in the future.
12. Limitation of liability
Except as limited by applicable mandatory law, the following shall apply regardless of the legal basis for a claim. You agree that Favoroute shall not be held liable for any damages incurred by You or any third party, whether in an action in contract or tort.
In any event – in case Favoroute is considered liable even if liability is excluded-, Favoroute’s maximum aggregate liability to You for direct losses or damages you suffer in connection with the agreement with Favoroute is limited to the lesser of (i) the amount paid, if any, by You to Favoroute in connection with the use of the Content in the 12 months prior to the action giving rise to the liability, or (ii) EUR 100. These disclaimers shall survive termination of any agreement between You and Favoroute. Any liability for indirect damages under which name whatsoever will be excluded unless exclusion is not permitted by mandatory law applicable on the respective circumstances.
To the extent permitted by law, You agree to indemnify, defend and hold harmless Favoroute, its directors, officers, employees, independent contractors and agents (each an " Indemnified Party") from any and all claims, losses, liabilities, damages, expenses and costs (including without limitation attorneys fees and court costs) (collectively "Losses") incurred by an Indemnified Party as a result of your breach of these Terms and conditions or any claims that Your published content violate or infringe any third party intellectual property or proprietary rights.
If any provision is found partly or wholly illegal or unenforceable, such provision shall be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of these Terms shall remain in full force and effect.
A waiver of any breach or default under this Agreement shall not constitute a waiver of any other right for subsequent breach or default.
Favoroute may assign or novate this Agreement (whether by operation of law or otherwise), or delegate any of its duties, in whole or in part, without the prior written consent of you.
15. Governing Law
This Agreement shall be exclusively governed by the laws of The Netherlands. Such application of law excludes any provisions of the United Nations Convention on Contracts for the International Sale of Goods, including any amendments thereto, and without regard to principles of conflicts of law.
Any action or proceeding brought by either Party to enforce its rights under these Terms shall be exclusively brought in a court in Amsterdam, the Netherlands unless Favoroute chooses another court or another way of dispute resolution. Each party consents to the jurisdiction and venue of these courts for any dispute alleging a breach of these Terms and conditions, and waives any objection that such party may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same.