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Terms and Conditions Agreement:

Introduction: This document, known as the "Agreement," sets forth the terms and conditions that govern the interaction between Holiday360, a Holiday Trip Planner/Designer website platform based in the United Arab Emirates (referred to as the "Company"), and users (referred to as "you" or "your"). It delineates the rules pertaining to your use of the Company's website ("Site") and the acquisition or utilization of the Company's services ("Services").
A customer is deemed to accept these terms either by clicking to acknowledge them or by executing an Order Form that makes reference to these terms.

 

1. Recognition and Revisions:

• By entering, accessing, browsing, submitting information, purchasing services, or using the Site in any capacity, you recognize and consent to the provisions outlined in this Agreement.
• The Company reserves the right to alter or add to any terms in this Agreement without prior notification. This encompasses the ability to limit, modify, suspend, or conclude access to the Site or Services, at its exclusive discretion.
• Your ongoing use of the Site or Services following alterations to this Agreement indicates your approval of the revisions. Non-agreement with these terms requires discontinuation of Site and Service usage.

2. Acceptance of Privacy Policy:

Upon agreeing to this Agreement, you also acknowledge and accept the Company's Privacy Policy, outlining the utilization of your personal information. Should you disagree with the terms of the Privacy Policy, kindly abstain from using the Site.

3. Service Overview:

• Holiday360 consolidates and showcases an array of Holiday travel services provided by third-party travel service providers, allowing its customers the capability to reserve and manage those services via its Platform.
• This Agreement applies to all bookings for Holiday travel services executed by the Customer (through its Travelers) on the Platform throughout the Agreement's duration.

4. Services Offered by the Platform:

• Service Selection:
  1. Holiday360 will provide the Customer with the Services selected on the Platform or as indicated in the Order Form.
  2. Terms and conditions in this Agreement related to each Service apply only to the extent that the Customer has engaged that specific Service.
  3. Holiday360 is only a marketplace and not holding accountable on the service provider packages material or inclusion and customer is accountable of selecting the holiday designer or and travel packages.

• Service Delivery: Holiday360 commits to delivering the Services:
  1. With reasonable skill and care; and (ii) in compliance with all applicable laws and regulations.

• Licenses and Permissions:
  1. Holiday360 will maintain all necessary licenses and permissions to fulfill its obligations under this Agreement.

• Customer's Use of Services:
  1. The way customer use the services is not affected by any new features Holiday360 might add in the future.
  2. The services are offered to assist customers in planning their trips by using our Holiday packages through the customized Holiday360 platform based on their specific requirements.

• Agreement Nature:
  1. Holiday360 and the Customer acknowledge that this Agreement is a "general agreement" for booking travel services including Holiday packages according to their needs.

5. Customer Responsibilities and Terms:

• Account Creation:
  1. To access Services, Customer (through Travellers) must create accounts.

• General Responsibilities:
  1. Customer's Responsibilities Include:
  2. Adhering to the terms outlined in this Agreement.
  3. Ensuring that each account is exclusively associated with a specific Traveller
  4. Making certain that Trips are reserved by Travellers aged 18 or above, with children accompanied by adults.
  5. Safeguarding the confidentiality of Traveller account credentials.
  6. Ensuring the quality, legality, and accuracy of data provided by Customer and Travellers on the Platform.

• Security and Notification:
  1. Promptly notifying Holiday360 of any compromised Traveller credentials.
  2. Integrating and operating third-party services in compliance with their terms.
  3. Complying with applicable laws and regulations, excluding those expressly handled by Holiday360.

• Prohibited Actions:
  1. Customer shall not use the Services in ways that threaten Platform viability, security, or availability.

• Data Removal Compliance:
  1. If notified that uploaded data violates laws or regulations, Customer must promptly remove it; failure may result in Holiday360 intervention.

• Suspension for Violation:
  1. Holiday360 reserves the right to suspend Customer's Services if violations of this Agreement occur.

6. Personal Data:

The processed personal data encompasses:

• Identifying information like name, surname, ID or passport particulars, contact details, date of birth, professional address, country of residence, and nationality/citizenship.
• Affiliation cards related to travel.
• Details regarding special meals and any specific requirements.
• Payment methods employed.
• Information pertaining to bookings, trips, and associated requests.
• Customer care requests or complaints.

7. Individuals whose Data Is Processed:

The individuals whose Personal Data is subject to processing encompass:

• Users actively participating in and utilizing various features within Holiday360's dynamic platform.
• Emergency contacts, thoughtfully incorporated into the platform by users affiliated with Holiday360, contributing to an elevated level of safety, streamlined communication, and improved emergency response mechanisms.
• Any additional contacts, such as family members or travel companions, deliberately entered by users on the Holiday360 platform to enrich the overall user experience and facilitate comprehensive communication channels.

8. Mutual Responsibilities:

• Parties' roles:
  1. Controller's Duties: The Controller directs the Processor to process Personal Data in strict accordance with this Terms and Conditions agreement. It is the Controller's responsibility to furnish all requisite notices, procure consents, licenses, and legal bases necessary to authorize the Processor in processing Personal Data.
  2. Processor's Commitments: The Processor shall:
  • Solely process Personal Data as per this agreement and in alignment with the Controller's instructions, unless mandated by legal requirements.
  • Refrain from selling, retaining, or utilizing any Personal Data for purposes other than those permitted by this Agreement and the Privacy Policy.
  • Promptly notify the Controller if, in its judgment, any instructions contravene UAE Data Protection Law (Federal Law No. 45 of 2021).
  • Employ the specified technical and organizational measures during Personal Data processing to ensure a security level commensurate with the associated risk.
  • Report to the Controller any personal data breach within the Breach Notification Period and extend assistance to the Controller as mandated by Data Protection Laws in addressing such incidents.
  • Ensure that any personnel authorized to process Personal Data are bound by confidentiality obligations.
  • Provide the Controller with timely assistance for: (i) data protection impact assessments, (ii) addressing data subjects' requests to exercise their rights under Data Protection Laws, and (iii) interactions with supervisory authorities.
  • Furnish the Controller, upon request, with information essential to demonstrate compliance with obligations under Data Protection Laws and this Agreement.
  • Facilitate audits at the Controller's reasonable request, limited to once a year during business hours unless prompted by a personal data breach.
  • Either return Personal Data upon the Controller's written request or delete it by the end of the Term, unless legal retention is mandated.

9. International personal data transfers:

• Instructions. Processor will transfer Personal Data outside the UAE or an adequate country only on documented instructions from Controller, unless otherwise required by law.
• Transfer mechanism. Where a party is located outside the UAE or an adequate country and receives Personal Data:

1. That party will act as the data importer,
2. The other party is the data exporter, and
3. The relevant Transfer Mechanism will apply.

• Additional measures. If the Transfer Mechanism is insufficient to safeguard the transferred Personal Data, the data importer will promptly implement supplementary measures to ensure Personal Data is protected to the same standard as required under Data Protection Laws.
• Disclosures. Subject to terms of the relevant Transfer Mechanism, if the data importer receives a request from a public authority to access Personal Data, it will (if legally allowed):

1. Challenge the request and promptly notify the data exporter about it, and
2. Only disclose to the public authority the minimum amount of Personal Data required and keep a record of the disclosure.

10. Fees and Payment Terms:

• Payment Obligations: Customer is obligated to pay for all Services and associated bookings in accordance with the fees and payment terms specified through the Platform.
• Invoicing: Holiday360 will not directly invoice customers; instead, it serves as a platform for travelers seeking holiday packages to various global destinations, with fees predetermined for the provided services.
• Disputes: If Customer disputes an invoice, it must promptly notify Holiday360 in writing, provide evidence supporting the dispute, pay undisputed amounts by the due date, and engage in good-faith efforts to resolve the dispute.
• Suspension of Services: If non-disputed amounts are overdue, Holiday360 may suspend Services, providing at least 7 days' notice (excluding credit card or direct debit customers with declined payments).
• Fee Review: Holiday360 reserves the right to annually review fees and will notify Customer of any changes at least 30 days in advance if there’s any fee applies.
• Taxes: Fees are exclusive of applicable taxes. Customer must pay any required taxes collected by Holiday360, unless a valid tax exemption certificate is provided.
• Withholding or Deduction: Customer shall make payments without withholding, unless required by law. In case of required withholding, Customer must pay an additional amount to ensure Holiday360 receives the total amount as if no withholding had occurred.

11. Liability Terms:

• Parties' Liability: Each party holds liability for deliberate actions, fraud and theft, negligence leading to death or personal injury, fraudulent misrepresentation, and any other liability not legally excludable or limitable.
• Holiday360 and Travel Suppliers: Holiday360 isn't responsible for actions or failures of Travel Suppliers. Upon booking confirmation, Travel Suppliers' terms and conditions apply to Customer, absolving Holiday360 from any liability for their service issues.
• Exclusion of Certain Damages: Neither Customer nor Holiday360 will bear liability for indirect, special, incidental, reliance, or consequential damages, including lost profits, even if previously notified of the potential.
• Aggregate Liability Limitation: The combined liability of each party and their Affiliates linked to this Agreement won't exceed:

1. The total amount paid by Customer for the Services in the twelve months before the first incident causing the liability, or
2. A fixed sum of fifteen thousand AED (15000 AED) termed as the "General Cap." However, this doesn't limit Customer's payment obligations under Clause 10 (Fees and payment terms).

• Specific Breach Liability: For specific breaches related to Protection of Information (Clause 13) or Intellectual Property Terms (Clauses 12-a and 12-b), each party's combined liability with its Affiliates won't surpass three times the General Cap's value, capped at AED 50,000 (fifty thousand UAE Dirham).
• Mutual Agreement: Both parties acknowledge and accept these exclusions and limitations as the agreed risk allocation between them concerning their obligations under this Agreement.

12. Intellectual Property Terms:

• Ownership of Intellectual Property:

1. Holiday360 and its licensors exclusively own all intellectual property rights related to the Platform and Services.
2. Customer is not granted any rights to Holiday360’s intellectual property, except for accessing and using the Services for itself and its Travellers.

• Licensing of Customer Content: Customer grants a limited-term license to Holiday360, its Affiliates, and appointed representatives worldwide to host, copy, transmit, and/or display:

1. Third-party products or services created for Customer's use with Holiday360 Services.
2. Customer user data strictly as required to deliver the Services, facilitating integration and optimization.

• Use of Feedback and Resulting Intellectual Property:

1. Holiday360 has the freedom to use, incorporate, or exploit any feedback, suggestion, or request provided by Customer regarding the Services.
2. Intellectual property rights resulting from Holiday360's Service performance are the exclusive property of Holiday360 or its licensors.

• Customer Branding Authorization:

1. Customer authorizes Holiday360 to use its name, trademark, and logo (as per communicated designs and guidelines) solely for identifying Customer as a Holiday360 customer.
2. Any additional use for promotional purposes requires Customer's prior written approval.

13. Protection of Information:

• Both parties have assessed the methods and aims behind the data processing linked to the provision and reception of Services in this Agreement. They've established the terms and conditions available at Terms and Conditions. The Customer recognizes that, unless mutually agreed otherwise in writing, these terms and conditions apply to both the Customer and its pertinent Affiliates. The Customer confirms that its Affiliates are aware of and consent to these terms and conditions.

14. Warranties and Representations:

• Assurances and Commitments:

1. Each party affirms it possesses full capacity and authority to engage in this Agreement, execute obligations, and fulfill all transactions stipulated within it without the need for additional consent from any other entity.
2. The individual executing or accepting this Agreement is duly authorized to do so and waives the right, to the fullest extent allowed under applicable law, to argue or rely on the claim that such an individual lacked the proper authority to bind it to this Agreement.
3. This Agreement will stand as a legal, valid, and binding commitment for the parties involved.
4. No known factors exist that might negatively impact the ability to fulfill obligations under or related to this Agreement.

• Holiday360 does not guarantee or affirm that:

1. Its Services will consistently remain available, nor will that Customer’s use proceed uninterrupted.
2. Specific types of content or travel inventory will always be accessible.
3. Unless explicitly stated otherwise, the integration of Customer's Services with those of a third party will be feasible.

• Customer assures it will be accountable for any access to the Services through its accounts and agrees to promptly notify Holiday360 of any unauthorized use or breaches of this Agreement by Customer or any third party.

15. Confidentiality Agreement:

• Each party and its respective Affiliates (referred to as the "Discloser" for the purposes of this Clause 15) may reveal Confidential Information to the other party (referred to as the "Recipient" for the purposes of this Clause 15) in the context of the Services. Confidential Information includes information disclosed orally or in writing, designated as confidential or reasonably understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information excludes information that:

1. Is publicly available at the time of disclosure.
2. Becomes publicly available (other than due to the Recipient's disclosure contrary to the terms of this Clause).
3. Was lawfully in the possession of the Recipient free of any use or disclosure restrictions before disclosure.
4. Was independently developed by the Recipient without breaching the terms of this Clause; or (v) is required to be disclosed by law, regulator, or any court of competent jurisdiction.

• The Recipient agrees to:

1. keep the Discloser's Confidential Information private and confidential, disclosing it only to individuals who need to know for arranging the Services through the Platform, including Travel Suppliers.
2. Inform all individuals to whom the Discloser discloses Confidential Information (in accordance with this Clause) about the terms herein, requiring them to observe these confidentiality terms or be bound by terms no less restrictive.
3. Use the Confidential Information solely for the purpose of providing or receiving the Services stated in this Agreement.
4. Secure the Confidential Information and any copies to prevent unauthorized access by any third party.

• If the Discloser requests in writing the return of Confidential Information, the Recipient agrees to return it promptly or confirm in writing that it has been destroyed. If the Confidential Information is stored in the Recipient's archive or backup electronic systems, the Recipient is not required to delete it but must make reasonable efforts to have it deleted from such systems.

• The responsibilities for confidentiality outlined in this Clause persist for any remaining Confidential Information.

16. Duration and Termination:

• Commencement & Duration: This Agreement starts from the Effective Date and remains in force until termination (referred to as the "Term").
• Termination Notice: Either party can end the Agreement without cause by providing the other party at least thirty (30) calendar days' written notice before terminating the Agreement.

• Termination Grounds: The Agreement can be terminated by written notice if:

1. The other party has a significant and unfixable breach.
2. There's a remediable breach by the other party, but it's not rectified within 14 days after receiving written notice of the breach.
3. The other party initiates insolvency proceedings or faces any insolvency-related matter.

17. Consequences of Termination:

• Payments upon Termination: All pending payments under the Agreement become due on the suspension or termination date.
• Validity of Prior Bookings: All bookings made by the Customer or its Affiliates before suspension or termination remain valid as per this Agreement and Travel Supplier terms. Payment for such bookings follows this Agreement's terms.
• Return of Materials: At the other party's request, both parties will return or destroy all promotional materials and Confidential Information.
• Post-Termination Obligations: Within thirty (30) days after termination, the Customer will eliminate links and access to all Services, notifying its employees, Travellers, and Affiliates. This doesn't prevent the Customer from using any confirmed Element booked before termination.

18. Conflict Settlement:

• Amicable Settlement: Both parties will make reasonable efforts to amicably and swiftly settle any disputes arising from or connected to this Agreement. Upon noticing such a dispute, the notifying party shall inform the other party in writing (referred to as a Dispute Notice), detailing the issue and suggested steps for resolution. After this notice, the parties will promptly and sincerely engage to resolve the stated dispute or any related matters. If no written resolution is reached within thirty (30) days from the Dispute Notice, either party may explore alternative legal resolutions.
• Recourse: This provision does not restrict any party from seeking interim or injunctive relief.

19. Governing Law and Jurisdiction:

• This Agreement is subject to and shall be construed in accordance with the laws of the United Arab Emirates. Exclusive jurisdiction over any disputes arising in connection with or relating to these Terms is vested in the courts of the United Arab Emirates. The legal framework of the United Arab Emirates shall govern this agreement, and any legal disputes shall be adjudicated solely within the jurisdiction of the courts of the United Arab Emirates.

20. Payment Methods and Schedule:

• Credit Card and Automatic SEPA:

1. For payments made through credit cards or automatic SEPA, Customer incurs immediate charges for all Services and bookings, unless deferral is sought for VAT recovery purposes. Holiday360 reserves the right to levy additional costs as per applicable laws for using these payment methods.
2. Customer is responsible for establishing internal policies regarding the permitted use of credit cards by its employees, directors, and affiliates. The utilization of personal credit cards for payments does not alter Customer's obligations towards Holiday360 under this Agreement.

• Direct Debit and Wire Transfer:

1. Holiday360, based on a prior credit assessment, may authorize Customers and Affiliates to make bookings and payments via direct debit (SEPA) or wire transfer up to a predefined limit. This Limit is set individually per Customer and Affiliate.
2. Holiday360 reserves the right to modify, suspend, or terminate the Limit at its discretion, providing prior written notice to Customer. Customer retains the right to terminate this Agreement if such changes are not due to any breach by Customer or Affiliates.

• Prepayments:

1. With Holiday360's agreement, Customers and Affiliates can prepay for Services and bookings by transferring funds in advance. The frequency and amounts of prepayments are at the discretion of the Customer, transferred through wire transfer to a designated bank account provided by Holiday360.
2. These prepayments will be credited to the Customer's account, exclusively covering charges for Services and bookings. Bookings or Services beyond the prepaid amount are not permitted.
3. Holiday360 will refund any unused prepayments, net of outstanding debts, by wire transfer to the Customer's indicated account: A. at Customer's request, limited to once per quarter; B. if a different payment method is mutually agreed upon in writing; or C. within thirty (30) days of the effective termination date.
4. No interest accrues on prepayments.

• Security Deposit:

1. Upon request by Holiday360, the Customer may be asked to furnish a security deposit, aimed at ensuring the fulfillment of its commitments within this Agreement. The specific amount of this security deposit will be outlined in the Order Form and may vary based on the services rendered and the Customer's credit status at various times. The Customer is obligated to transfer this security deposit to a specified bank account as directed by Holiday360.
2. Holiday360 retains the right to use the security deposit to clear any outstanding payments owed by the Customer under this Agreement.
3. If Holiday360 employs the security deposit, resulting in a discrepancy between the specified amount in the Order Form and the actual balance, Holiday360 will inform the Customer promptly. The Customer is obliged to settle this discrepancy by transferring the required amount to the specified bank account within 5 business days of receiving the notice. Failure to comply empowers Holiday360 to suspend Services or terminate the Agreement.
4. Within 7 business days following the expiration or termination of this Agreement, Holiday360 will refund the security deposit to the Customer, deducting any amounts owed for outstanding payments or damages incurred by the Customer. Holiday360 reserves the right, wholly or partially, to withhold or retain the security deposit if the Customer breaches any of its obligations under this Agreement.
5. The Customer acknowledges that the security deposit does not absolve or restrict its liability under this Agreement. Holiday360 retains the right to pursue any other remedies available under this Agreement or under applicable law.
6. The Customer is prohibited from assigning, transferring, or disposing of the security deposit without prior written consent from Holiday360.