CARAIB CONNEXION, LLC
Vendor Connectivity Terms and Conditions
This Vendor Connectivity Terms and Conditions (“Agreement”) is an Agreement by and between You and Caraib Connexion, LLC (“Caraib Connexion”). By accepting this Agreement online, you hereby acknowledge the terms and covenants herein for your use of the Caraib Connexion Website, https://caraibconnexion.com, (the “Website”) as a Vendor hereinafter defined:
This Agreement applies to Your use of the Website, which permits You to transmit Your availability, rates, inventory information, data, and booking information between You and Caraib Connexion. Notwithstanding the foregoing, the Caraib Connexion Website may not offer an API, or form of code to permit its Website to collect information directly from Your Website and or any online or software booking system. Rather, the Website enables You to log onto Your Profile, post your availability, Accommodations, Activities, data, price and profile that informs End Users more about your business and services.
By using the Website, You accept the following terms. If you do not accept these terms, do not use the Website.
- Bookings. Caraib Connexion and its Website shall act as a facilitator of bookings for your Accommodation and Activities included on your Profile. You acknowledge that Caraib Connexion shall collect the payment for the price You listed for the respective service(s) listed on your Profile. You also acknowledge that all services listed on your Profile are services that you offer directly through your business, or otherwise cause to offer by and through an affiliate, and therefore, can facilitate and perform those services if paid for by any End User. You will include and itemize in your pricing for each service on Your profile relevant Price, Taxes, Service Fees, i.e. hotel fee, set up fee, any fee in addition to price of service, any and any other amounts or charges not included in the price of the Accommodation and or Activity, but ordinarily collected from the customer as due and payable, “Customer Charges”. Accommodation and Activities displayed on the Caraib Connexion Website shall and will appear in an order determined by Caraib Connexion in its sole and absolute discretion. Caraib Connexion may in its absolute and sole discretion refuse to list, display, offer and make available for booking Your Accommodations and or Activities, and makes no representations or warranties regarding the Website, its software, Your Accommodations and or Activities and the availability and display thereof on the Website, and or any temporary or permanent interruption of the operation of the Website.
- Payment Processor. Caraib Connexion uses PayPal to process all Bookings performed by End Users on the Caraib Connexion Website and transfer payment to You for payments received through PayPal or other payment sources made available on the Website. You are required and hereby agree to create and or maintain an existing a PayPal Account for the transfer of funds from Caraib Connexion to You after commission is reduced from the transaction charge for the Booking. Caraib Connexion shall Notice any change in the manner in which payment is tendered to You from Bookings performed on the Website. However, Caraib Connexion may at its sole and absolute discretion change the form of payment processing used to collect payment from End Users performing Bookings on the Website. Any change made by Caraib Connexion in the manner in which payments are tendered to You shall be noticed in accordance with the terms of this Agreement. Any failure of Caraib Connexion to pay any amounts due and owing from Bookings to You as a result of Your failure to create and or maintain the proper account to receive those funds pursuant to this section of the Agreement shall not constitute a breach of this Agreement or failure to pay by Caraib Connexion. You are at all times required to maintain a PayPal account (or any noticed account to receive payments in accordance with this section) in good standing in order to receive payments from Caraib Connexion. You shall notice Caraib Connexion any termination of your PayPal account (or any noticed account to receive payments in accordance with this section) for any reason whatsoever. Caraib Connexion is under no obligation to seek a separate form or means for transferring payment to You other than the PayPal account (or any noticed account to receive payments in accordance with this section) as required by this section of the Agreement, otherwise by any other account that Caraib Connexion notices to You from time to time in accordance with the terms of this section and other applicable sections of this Agreement.
- Compensation to Caraib Connexion. You agree that all payments deducted for the compensation paid to Caraib Connexion are reasonable, earned and nonrefundable upon receipt. The Parties agree and acknowledge that the compensation agreed for any Booking made under this contract provides for consideration for any marketing, IT, and any other costs and expenses incurred by Caraib Connexion in its ordinary course of business in relation, arising from and related to, its facilitation, hosting, and offerings of the Bookings in accordance with the provisions of this Agreement. Parties hereto further agree and acknowledge that Caraib Connexion will not incur exceptional and or additional expenditures relating to or arising from procuring or the procurement of any Bookings for Accommodations and or Activities without Your priorAgreement and authorization to reimburse and or compensate Caraib Connexion fully for any such exceptional and or additional expenditure. Additional expenditures may include, but not be limited to, any third party marketing costs incurred by Carb Connexion in connection with the promotion of your Accommodations and or Activities, additional services, promotions or offerings to be provided by Caraib Connexion other than what is specifically defined hereof. Finally, the Parties hereto agree that the compensation defined hereof may be increased at the discretion of Caraib Connexion and upon notice of the changed increase to You in writing and in advance to any future Booking performed by any End User of the Website and as defined in this Agreement.
- Rooms and Rates. You acknowledge, agree and understand that by offering Your Bookings on the Caraib Connexion Website that You will make available and reserve the Accommodation and or Activity that you have displayed on the Website, and in the quantity as You list on the Website as available for Bookings. You therefore agree to update Your Profile on the Website to adjust for quantity as necessary based on Bookings facilitated for Accommodations or Activities outside of the Caraib Connexion Website. Moreover, You acknowledge, agree and understand that with respect to Accommodations, each stay date capable of being booked on the Website shall be made available to the End User who books the stay date available on the Website. You acknowledge, agree and understand that with respect to Activities, each Activity offered, along with the time and date of the available reservation for that Activity shall be made available to the End User who books the Activity for that time and date of the available reservation for Your Activity. Finally, You agree in exchange for this service being made available to You and Your ability to offer Your Accommodation and or Activity on the Website that You will at all times make available any unbooked Accommodations and or Activities on the Website. You acknowledge, agree and understand that the Rates you provide to Caraib Connexion for your Accommodation and or Activity shall be equal to or better than the rates, charges and fees made available through Your own or any other third party booking or distribution service, channel, forum or medium. Any rules, restrictions, policies, conditions and or guidelines applicable to any Accommodation and or Activity made available on the Website shall be no more restrictive than those applicable to any comparable Accommodation and or Activity You make available independently of Caraib Connexion. Finally, You shall not display or cause to display Bookings with a room price lower than or greater than the best available rate for your Accommodation or your Activity.
- Equal Experience. You shall not treat any guest for Accommodations or participant for Activities that books through Caraib Connexion differently than You otherwise would treat that guest had that guest or participant booked through Your own or any third-party channel, venue, medium and or forum with respect to include but not limit to, overbooking, room types, views, placement or participation in Activities, amenities, and or customer service. You agree to respond to any guest or participant complaints relating to Your services or Accommodations. If a charge back occurs with respect to your Bookings as a result of the customer experience at Your property, accommodation, activity and or service or for Your failure to provide the Accommodation and or Activity as booked, or otherwise as described or intended by this Agreement with Caraib Connexion, you will be responsible for the costs of the charge back incurred by Caraib Connexion and for the fees it would have otherwise earned as its Commission but for the charge back. In the event of a charge back same, Caraib Connexion shall have the right of set off for any of the foregoing costs incurred towards any payment outstanding or pending for Bookings made for Your Accommodations and or Activities by other End Users, for which you shall remain subject to the terms of this section and the Agreement despite any set off by Caraib Connexion.
- Accuracy of Information. You agree to use the Website to enter and or modify all relevant information on Your Profile about your Rates, tax charges, fees, information, availability, policies and account and or profile information, each and to the extent necessary for Caraib Connexion to properly display all relevant information about Your Accommodation and or Activities. Accordingly, and in Agreement herewith, You acknowledge that You are responsible for the Accuracy of all information related to or provided by You that is entered into Your Profile and displayed upon the Website. You authorize Caraib Connexion to calculate on Your behalf and in accordance with the terms hereof, the Rates, together with any applicable fees and taxes, based on the information provided by You on the Website, and such action by Caraib Connexion to derive a total through calculation of the foregoing shall be deemed to have been Your action for purposes of this Agreement. You shall immediately notify Caraib Connexion if you discover or otherwise have reason to believe that Caraib Connexion may have incorrectly derived the fees as described above or other amounts as it relates to your Accommodation and or Activity. While all amounts may be calculated as part of any one Booking, each Booking may be calculated separate from or collectively to by Caraib Connexion for purposes of deriving a total fee to charge the End User. You agree with the Rates as described on your Profile and or each independent Booking and to update those Rates from time to time as necessary to perform Your obligations as required the terms of this Agreement. You accept and represent that You will not require guests or participants to pay any fees or surcharges relating to their payment process or method of payment, and in addition to the fees and surcharges that have been collected by using the services for Accommodations and Activities as set forth herein, except for those fees and services wholly independent from the services contemplated and collected herewith, and except for any applicable taxes, levies and government surcharges collected and paid to any national, state, or local governmental entity. You will not charge guests or participants an additional sum as a set off of the compensation that has been retained and earned by Caraib Connexion or seek reimbursement therewith.
- Intellectual Property Non-Exclusive License. You hereby grant and shall provide reasonable and free access to Caraib Connexion the worldwide, non-exclusive, royalty-free, fully paid right and license, in any and all media known, unknown and hereinafter discovered or developed, to use, reproduce, distribute and display Your information for purposes of identifying, promoting, merchandizing, and or obtaining Bookings for Your Accommodations and or Activities. As authority to grant said license as defined hereinabove, You hereby represent and warrant that you have the full and absolute authority to grant the license as described herein by ownership or as an authorized party to license the Intellectual Property defined hereof, to include but not limit, the dissemination, distribution, reproduction, and display of such content by Caraib Connexion; and, by granting such a license, you are not infringing upon the rights of any third party by granting the license as described above to Caraib Connexion for the Intellectual Property. You further represent that your authority to grant said license does not require the authorization or consent of a third party, or that you have received such consent or have all necessary rights to provide Your consent. Moreover, You agree that Your consent for Caraib Connexion to use Your Intellectual Property by license as defined in this section may be shared by Caraib Connexion with any third party. The license You grant and as defined herein to Caraib Connexion shall extend beyond Your Profile and the Website, and shall include, but not be limited to, the use of Your Intellectual Property on third party social media Websites, banner ads, digital marketing, any print or other mediums to promote Caraib Connexion, Your Profile, and Your Bookings, at the full and absolute discretion of Caraib Connexion. Notwithstanding Your grant of the license to Caraib Connexion for use of Your intellectual Property as defined herein this section, and Your use of the Website to display your Bookings and information about your product, services and offerings, You agree, acknowledge and understand that Caraib Connexion hereby owns all rights with full and absolute reservation to those rights of any of Caraib Connexion Intellectual Property, including but not limited to any Intellectual Property that is protected by statutory or common law. The license as contemplated and defined herein this section shall be granted on a non-exclusive basis persistently, consistently, and substantively throughout the term of this Agreement and or Your use of the Website. You are required to place a Backlink to the Website Activities category (https://caraibconnexion.com/search-result-activity-2/), Rental Category (https://caraibconnexion.com/search-result-rental-4/), Hotel Category (https://caraibconnexion.com/search-result-hotel-2/) , on any and all of Your websites and or landing pages You have on the internet. The Backlink shall maintain the necessary and proper coding, html or otherwise, for search engines to locate the Backlink to the Website on Your websites and or landing pages, including but not limited to the following:. (a) The Backlink must be placed on the indexed page, and the html coding shall not maintain “noindex” or “nofollow”; (b) The Backlink must be placed in the body of the page, not the footer or in the header of the page; (c) The Backlink must be an active link at all times, and there shall only be one (1) Backlink for each of Your domains. You shall maintain, and shall agree to maintain, the Backlink on your websites and or landing pages throughout the term of this Agreement and until this Agreement is terminated in accordance with the terms of this Agreement. You agree to place or cause to place the Backlink on Your website and or landing pages within three (3) business days of execution of this Agreement.
- Ratings of Accommodations, Activities. Caraib Connexion and the Websitepermits and provides a forum thereof forEnd Users and or visitors of the Website to rate their experiences from Your Accommodation and or Your Activities. Therefore, End Users shall have the ability to rate You, to include but not limit, the Accommodation and or Activity facilitated through the Website. You understand, agree and acknowledge that Caraib Connexion has no control, influence or input on any rating published by any End User, and whether the End User has published a rating based on that End User’s facilitating of any of Your Accommodations and or Activities by and through the Website, Your, or any third party and independent medium. You hereby waive, hold harmless, and release Caraib Connexion from any claim, damages, or loss You have or claim to have incurred as a result of any End User rating of Your Accommodation and or Activity, or You. You further acknowledge and agree that Caraib Connexion shall have no obligation and shall not be liable for and or to you to for the removal any ratings, negative, positive or otherwise, from the Website inputted by End Users without a Court Order requiring Caraib Connexion to remove any End User review content from its Website, and irrespective of the substance of the review.
- Booking Process. Caraib Connexion will notify You of each Booking processed through the Website. You will receive a confirmation of Booking in writing within a reasonable time from the time that Caraib Connexion successfully processes payment for the Booking of the Accommodation and or Activity by the End User. You acknowledge that You are solely responsible for ensuring that the identification presented by any guest or participant is valid and matches the Booking information provided to You by Caraib Connexion. You shall collect any taxes, levies, and or governmental surcharges required to be collected for the submission to any national, state, or local governmental body or agency from the End User. If either Caraib Connexion or You reasonably believes that a Booking may be fraudulent, or certain data provided by the End User, guest or participant cannot be verified, then the Parties hereto shall work in good faith to address such fraudulent or potential fraudulent Booking. Caraib Connexion has the sole and absolute right to cancel any Booking of any Accommodation and or Activityby and End User at any time and without notice to or consent by You. You further acknowledge that Caraib Connexion shall not have any liability to You in connection with any fraudulent or potentially fraudulent Booking or charge on the Caraib Connexion Website for Your Booking, and You shall hold harmless and release Caraib Connexion in connection with any claim, whatsoever, for a fraudulent and or potentially fraudulent Booking.
- Non-Circumvention and Compliance. You acknowledge, agree and represent that You will have and have in place and shall maintain, or shall otherwise establish and maintain prior to creation of Your Profile and the facilitation of any Booking for You, adequate security procedures and controls to prevent the disclosure or unauthorized access of any personal data gained from a guest and or participant. You represent that such security measures are in place and enforced by participation of the Caraib Connexion Website by Your creation of a Profile. Moreover, You shall not engage directly, indirectly, or cause to engage directly or indirectly in any solicited or unsolicited marketing, promotions, or similar communications with any End User, guest, and or participant, who has Booked an Accommodation and or Activity with You. You shall further comply with any governmental regulation, international, national, state, jurisdiction, and or locality, including but not limited to the Payment Card Industry Data Security Standard, for protecting credit and or debit cardholder information in the event that You require any such payment information as security for your Accommodation and or Activity that Caraib Connexion has facilitated on behalf of any guest and or participant of Your Booking. You acknowledge and understand that Caraib Connexion services may be regulated and require licensure. You therefore agree to promptly provide upon request by Caraib Connexion, if necessary from time to time to comply with any licensing requirements of Caraib Connexion, a copy of any annual operating licensing, compliance with health and safety obligations required for You to operate legally within your Country and or jurisdiction. You shall work in good faith with Caraib Connexion to produce and supply any documentation as required from time to time as requested by the licensure authority for Caraib Connexion.
- Confidentiality. The Parties hereto stipulate that any confidential, proprietary, trade secret information and or data, and or know-how of either or any Party in any form that is either designated “Confidential” or that a reasonable person would know or should know is confidential shall be maintained by the Parties/Party as Confidential (“Confidential Information”). Confidential Information shall not be disclosed without the express written authorization of the Party for whom their Confidential Information shall be disclosed. Notwithstanding the foregoing, the Party may disclose Confidential Information to its employees, directors, agents, independent contractors, and consultants on a need-to-know basis, provided that said Party has executed those written Agreements with language generally understood, customary and common to protect from the dissemination of Confidential Information. Confidential Information for purposes of this Agreement shall further include the personal information as defined and covered in Section 10 of this Agreement. Confidential Information shall not include any information that becomes publicly availability, known by the receiving party prior to the disclosure of the sharing party, became known by the receiving party through a third-party source, and or becomes independently developed by the receiving party. This section shall not be deemed to have been breached or violated if a Party is required to disclose the sharing party Confidential Information as a result of a court order or other government demand as required by the laws or administrative code of that government.
- Disputes. If a dispute arises with respect to any obligation under this Agreement, payment or otherwise, the Parties shall first work together in good faith to resolve their dispute until such time that an impasse has resulted necessitating intervening dispute resolution. During that good faith attempt to resolve, the Parties agree to continue honoring their obligations and the terms of this Agreement; and further, any dispute over payment or commission claimed due and owing by Caraib Connexion shall not act to waive or otherwise stay the rights granted herein for Caraib Connexionto set off as defined in this Agreement. In the event that the dispute cannot be resolved in good faith, the Parties agree to submit to binding arbitration subject to the rules of the American Arbitration Association. The venue for any such arbitration dispute shall be Palm Beach County, Florida, and the Parties hereto agree to a choice of law for the jurisdiction of Florida. The parties hereby waive any right to initiate action in any Court of any Country in exchange for arbitration hosted in Palm Beach County, Florida and subject to Florida choice of law and AAA arbitration rules. The parties hereby unequivocally waive their right to class action arbitration and agree to solely and exclusively resolve any disputes hereof by bilateral arbitration. You represent by acknowledgement of this Agreement, by execution hereof, and participation of the offerings of Caraib Connexion by and through this Agreement and its Website, that You or the Property are an entity located in a country that is a member of The Hague Convention. Caraib Connexion reserves the right to terminate and cancel this Agreement at any time if and when it is discovered by Caraib Connexion that You are not duly organized or the Property is not located in a country that is a member of The Hague Convention.
- Limitations. The Parties hereby agree that nothing in this Agreement constitutes a sale or rental of Accommodations and or Activities to or by Caraib Connexion. You acknowledge that Caraib Connexion shall not be liable for any indirect, special, incidental, and or consequential damages arising from or related to this Agreement or for any direct or indirect lost profits, revenue, lost business, lost or corrupted data, lost savings, lost goodwill or reputation, including but not limited to the costs or expenses thereof as well as fees and costs of legal counsel. The Parties hereto make no warranties of any kind, whether express or implied, statutory or otherwise, and each Party disclaims all implied warranties, including any warranties of merchantability or fitness for a particular purpose, and these waivers apply to the maximum extent permitted by Florida and or applicable law.
- OFAC. You represent that neither You nor the Property, nor any beneficial owner of You or the Property, are incorporated in or resident in a country subject to any economic or trade sanctions by OFAC, or are listed as a “Specially Designated National,” a “Specially Designated Global Terrorist,” a “Blocked Person,” or a similar designation under the OFAC sanctions regime.
- Insurance. You represent and warrant that You have liability insurance coverage in an amount that is consistent with best industry practice and or as required by your national or government law. To the extent permitted by applicable law, You will (1) name Caraib Connexion as an additional insured on any liability insurance policy and deliver to Caraib Connexion certificates of insurance verifying compliance with this clause, or (2) provide evidence of insurance acceptable to Caraib Connexion, as it may request from time to time, that indicates Caraib Connexion shall be covered in the event of claim related to or arising from this Agreement or the performance hereof. You shall notice Caraib Connexion within thirty (30) days prior of any cancellation or expiration of insurance, and provide Caraib Connexion new certificates of insurance within twenty (20) days of the date of the initial notice of cancellation or termination of insurance to Caraib Connexion. If you fail to comply with this section, Caraib Connexion may terminate this Agreement with written notice effective immediately.
- Notices. All notices received by Caraib Connexion from You shall be prepared and drafted in English, prepared in writing, and sent by facsimile or recognized overnight air carrier with signature required to the applicable facsimile or address as provided hereunder. Notwithstanding the foregoing, notices from Caraib Connexion to You shall be deemed delivered and received by electronic submission. Notices shall be deemed to have been received by Caraib Connexion upon (1) successful facsimile transmission, (2) upon delivery and signature of overnight mail. Notices shall be deemed to have been received by You upon electronic delivery of a “delivery receipt”, or any similar classification thereof, by Caraib Connexion. Caraib Connexion facsimile is: email@example.com. Caraib Connexion mailing address for recognized overnight carrier is: Caraib Connexion LLC 990 Biscayne Boulevard Office 503 Miami FL 33132.
- Amendment. Caraib Connexion shall maintain the unilateral and absolute right and discretion to amend, modify, and or add new and or additional terms and conditions to this Agreement at any time, which shall include, but not be limited to, the change in the compensation amounts to Caraib Connexion as set forth and defined herein this Agreement. Should any such amendment, modification and or addition to the terms and conditions of this Agreement transpire, Caraib Connexion shall provide a copy of such changes in writing in accordance with the notice provision hereof. You shall have deemed to have accepted those changes, modification and or additions noticed by Caraib Connexion if this Agreement is not cancelled in writing by You in accordance with the Notice section hereof within twenty (20) days upon receipt of the Notice from Caraib Connexion, and shall subjugate you to the terms and conditions as noticed by Caraib Connexion.
- Party/Parties means You and Caraib Connexion, individually and or collectively, as whatever the case.
- Booking means a booking for an Accommodation or any Activity on the Website.
- Tax/Taxes means value added tax, governmental tax, turnover, or transaction based tax in any country, jurisdiction, state or locality.
- You/Your means collectively, the owner of the property and or company for whom makes available the Accommodation and or Activity through the Website, and, if applicable, the entity managing the property on behalf of the owner of the property and or company.
- Accommodation means a booking for a room, resort, hotel, motel, pasada, bed and breakfast, and any other classification of services ordinarily and customarily understood for which a guest books an Accommodation.
- Activity/Activities means singular and or plural, whichever applies by ordinary language of the Agreement, an excursion, attraction, water sports, hiking, surfing, snorkeling, or any other Activity similar in classification of services ordinarily and customarily understood for which a guest participates in an Activity offered and paid for while on vacation.
- Website means the software, databases, products, and other components that make up the services marketed by Caraib Connexion to enable guests and or participants in the case of an Activity to shop for, reservations, booking, and or pay for travel and or Accommodation and or Activities through a computer, digital, interactive device, and or other channel currently or in the future offered by Caraib Connexion to offer booking services.
- End User/End Users means the individual persons or entities of the general public that use the services of the Website to book Accommodations and or Activities with You or other contracted parties.
- Profile means the profile on the Website that allows you to include information about the offers for Accommodations and or Activities for the End User to view and or reserve as a Booking at the decision of the End User.
- Property means the physical location of Your business, whether hotel, resort, motel, pasada, bed or breakfast, or location for which you organize and collect the fees for excursions, activities, water sports, attractions, surfing, snorkeling or any other activity ordinarily understood as an activity paid for and by registration of the physical address and location of Your business, regardless of whether that business is a duly organized or incorporated entity or sole proprietorship.
- Backlink means an incoming hyperlink from one pay to another website that contains the proper html and or page coding Google Search searches for on websites to properly tag and or rank Caraib Connexion’s Website by Google, by definition of Website contained herein this Agreement, with the intent to enhance the search engine optimization of the Caraib Connexion’s Website.
By execution of this Agreement below, each Party represents that it has the authority to bind the respective contracting and contracted entities and or party to the terms of this Agreement. Capitalized words are either defined by terms in the Agreement or by the Definition Section hereof.
Caraib Connexion, LLC
Printed Name: Ingrid Orel
Full Company Name: __________________
Fictitious Name (DBA): __________________
Telephone Number: (___)_____-________
Facsimile Number: (___)_____-________
PayPal Account: __________________