Section A
1.Hotel Content: The Hotel is responsible for providing Roomsnet with any information to be included on the Roomsnet.com in a non exclusive manner. Information relating to the Hotel, its amenities, facilities, details relating to reservation, rates, special offers cancellation and no-show policies (the "Hotel Content").
Roomsnet will provide the format in the Extranet for the Hotel to provide the Content. It is the responsibility of the Hotel to ensure that the Content on Roomsnet.com is accurate and up to date. Roomsnet reserves the right to exclude or amend any Hotel Content provided by the Hotel which may be inaccurate, misleading, defamatory or bias.
No telephone numbers, e-mail/postal addressed or other references for direct contact, for the Hotel or its website can be included in the Hotel Content. No hyperlinks to other websites, or indirect reference to the Hotel can be included either.
2. Commencement: Once Roomsnet has approved your Application to be a part of Roomsnet Hotels Direct Connect, we will generate the required details including a unique user name and password to access the Extranet. The Hotels must ensure that the username and password are kept confidential at all times. The Hotel must inform Roomsnet immediately of any perceived security breach. The contractual period of the contract (Term) commences when you accept the Rules and continues until terminated as stated in the Clause 8 Termination.
3. Complaints: The Hotel shall settle all Customer complaints brought to its notice by the Customer/ Roomsnet within 14 days of receipt provided such a complaint was made during the Customer’s stay at the Hotel.
4. UGC: Customers/Members upon completing their stay at the Hotel are asked by Roomsnet.com to write reviews of the Hotel, share photos and videos of their holiday/Hotel (collectively referred to as UGC- user generated content) and to provide a rate certain aspects of the stay. Roomsnet.com reserves the right to post the UGC and the Hotel rating on the Roomsnet.com websites. The Hotel concedes that Roomsnet.com is a distributor and not a publisher of UGC. The opinions and views expressed in UGC are of the contributing Member and not of Roomsnet.com. Roomsnet.com is neither liable nor responsible for the contents of the UGC and/or the Hotel rating submitted by Members.
5. Hotel Ranking: The order in which the Hotels are listed on the Roomsnet.com website, (the "Ranking"), is determined unilaterally by Roomsnet.com. This Ranking is automated and based on a number of factors including but not limited to, Members’ reviews, Members’ rating price per room, the minimum availability provided by the Hotel, quality of the description and images submitted by the Hotel, the Hotel’s "conversion" rate (i.e. ratio of reservations made to the number of visits to the Hotel page), the sales realised by the Hotel, and the number of cancellations/No show.
The Hotel can positively control its own Ranking by reducing the price per room and increasing the number of rooms available. Such changes can be made by the Hotel through the Extranet. Since the Ranking is generated automatically, no claim can be made by the Hotel against Roomsnet.com in relevance to the Ranking.
6. Advertising: Roomsnet.com at its discretion may promote the Hotel using the Hotel’s name(s) in print and electronic media, online promotions, including email marketing and/or pay-per-click (PPC) advertising.
7. Relationship: The parties hereby agree and confirm that the Rules are made between two independent parties in a non exclusive capacity and nothing contained herein shall be construed to create a partnership, principal–agent relationship or employer-employee relationship between the Hotel and Roomsnet.com or to imply that Roomsnet.com is in any way connected with, or an associate concern of the Hotel.
8. Termination: Either party may terminate the Rules at any time by giving written notice to the other, including e-mail communication, at least 30 days before the date on which the termination takes effect. The Rules are terminated immediately for any of the following reasons:
(a) The Hotel becomes bankrupt or insolvent during the contractual period:
(b) breach of rate parity guarantee;
(c) the provision of inaccurate Content;
(d) receipt of a significant number of Guest complaints.
However if the Rules are terminated for any of the above reasons other than (a) above, both parties undertake to fulfil all contractual obligations incurred prior to the termination.
9. Amendments: This is version 3 - 240210 of this Direct Supplier Rules. Roomsnet.com may to amend the Rules from time to time. In the event of any such amendment, Roomsnet.com will provide the amended Rules to the Hotel, for acknowledgement and acceptance of the new Rules. The amendments shall be effective 30 days after delivery. If the Hotel remains silent on the amended Rules, the amended Rules shall be deemed to be accepted by the hotel’s continued existence as a Hotel. If the Hotel does not want to be bound by the amended Rules then the Hotel may terminate the Rules in accordance with the Termination Clause above.
10. Intellectual property: The Hotel acknowledge that software, trademarks, websites and internet domains of Roosmnet.com are the exclusive property of Roomsnet.com and shall not violate the said property rights.
The Hotel agrees not to purchase, bid for any form of keyword search marketing, including pay-for-click marketing (PPC), Roomsnet’’s brand keywords, trademark-related or property name-related keywords, without prior consent by Roomsnet.
11. Data Protection: If the Hotel needs access to personal data which is strictly necessary to provide the services requested by the Customer, The Hotel and Roomsnet shall ensure it is legally possible pursuant to the European Directives 95/46, 2002/58, and/or any legislation that develops, adds to and, when appropriate, replaces them (hereinafter referred to by its initials PDPR –personal data protection regulation-).
Any personal data which, under the Rules Roomsnet may disclose to the Hotel shall be understood as obtained, treated with strict observation of and in total compliance with the requirements set forth by PDPR. The Hotel undertakes to observe professional secrecy regarding such personal data, even after the conclusion of the Term and to ensure that the staff performing the services abides by the aforementioned obligation.
The Hotel and Roomsnet specifically undertakes the following in the event that they have access to any personal data:
To ensure that the data is stored by means of the legally required technical and organisational security measures that guarantee the security thereof, avoiding its unauthorised alteration, loss, processing or access, pursuant to the state of technology from time to time, the nature of the data and the possible risks that it is exposed to.
To only use or apply the data to perform the agreed services and to achieve the agreed purposes.
Not to pass on such data to other parties, not even for the purpose of safekeeping, nor any similar texts, assessments or processes mentioned above, nor to copy or reproduce part or all of the information, results or lists thereof.
To ensure that the data is handled only by employees who need it to perform the services and any third parties that information is revealed to must be bound to abide by the confidentiality obligation.
Once the services have been provided, they undertake to destroy such data or return it thereto, along with any supports or documents containing such information and they must not retain any copy whatsoever thereof.
In the event of a breach of the above commitments or any obligation derived from PDPR by the Hotel, including by its employees or, as the case may be, by any contracted third parties, the Hotel shall be considered responsible for the processing thereof and specifically fully accepts all responsibility and liability for any claims against Roomsnet due to any kind of administrative sanctions being imposed by the relevant authorities, as well as any damages or losses in judicial or non-judicial proceedings brought against Roomsnet including, in any case, the costs of the fees payable to Legal Counsel, Court Liaisons or any other professionals, and such breach of contract by the Hotel as stated in this clause shall also be specifically considered as a just cause for early termination of the Rules.
12. Notices: Any notice required or permitted to be given by a party to another hereunder shall be in writing addressed to that party at its registered office or such other address as given.
13. Liability & Limitation of Liability: The Hotel shall indemnify Roomsnet in respect of any claim, made against Roomsnet by any third party relating to any inaccurate Hotel Content, and/or relating to services provided and/or violation of Intellectual Property rights (such as photograph provided by the Hotel).
Either party shall not be liable for any indirect, special, incidental or consequential damages or other economic loss whether such damages or losses are alleged to have been caused by tort or breach of contract or otherwise notwithstanding that the other party has been advised of the possibility of such damages. The maximum liability of one party to the other in aggregate for all claims made against such other party in connection with the Rules shall not exceed fifty percent of the Commission paid by the Hotel to Roosmnet.com(if any) under the Rules in the one year period preceding such claim. However, nothing in the Rules shall bar or limit any liability for fraudulent act(s) or, personal injury/ death caused by negligence.
14. Applicable law: English law applies exclusively to the Rules and the Application process. The competent courts of England shall have exclusive jurisdiction for all disputes arising out of or in connection with the Rules.
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