PREAMBLE
WHEREAS Walkbout is in the business of providing booking arrangements for tours, various attractions and other tour agency services;
AND WHEREAS the Supplier wishes to obtain such services listed in Schedule “B” from Walkbout subject to Walkbout’s Terms and Conditions, a copy of which is attached at Schedule “A” herein, which together with this Agreement constitutes the Full Agreement between Walkbout and the Supplier;
AND WHEREAS Walkbout wishes to act on behalf of the Supplier;
NOW THEREFORE in consideration of the mutual promises and covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. DEFINITIONS
In this Agreement, except where the context or subject matter is inconsistent therewith, the following terms shall have the following meanings:
1.1 “Agreement” shall mean this document and the annexed schedules which are incorporated herein together with any future written and executed amendments.
1.2 “Associated Staff” shall mean any officer, director, employee, agent, or student of the parties, and any other person involved in the execution of this Agreement.
1.3 “Documentation” shall mean all documents, regardless of form, relating to the Services.
1.4 “Material” shall mean any and all information and materials, relating to a party’s business, given to the other party from time to time for review, data processing, or for any other reason, and all copies thereof regardless of form or storage medium, including, but not limited to, documentation, notes, formulae, components, drawings, data, flowcharts, plans, specifications, techniques, processes, algorithms, inventions, prototypes, protocols, patent portfolio, contracts, marketing and other financial and business plans, business processes and methods of doing business and includes all confidential and proprietary information which is at any time so designated by either party, either in writing or orally.
2. SCHEDULES
2.1 The following Schedules are attached hereto and are hereby incorporated by reference and made part of this Agreement:
2.1.1 Schedule “A” – Traveler Booking Terms and Conditions
2.1.2 Schedule “B” – Walkbout Services
2.1.3 Schedule “C” – Walkbout Commission & Payment
3. SUBJECT/SCOPE OF AGREEMENT
3.1 Walkbout will provide the services described in Schedule “B”, attached hereto (the “Services”), to the Supplier according to the terms and conditions of this Agreement. Walkbout will use its best efforts, skill and ability in performing the Services under this Agreement.
4. RELATIONSHIP OF THE PARTIES
4.1 As Walkbout is undertaking to perform Services for the Supplier, and is doing so as an independent contractor and not as an employee, agent, partner, or joint venture of the Supplier, Walkbout’s commission and fees will be limited to those stated in Schedule “C” to this Agreement. Walkbout will not participate in any of the Supplier’s employee benefit plans nor receive any other compensation beyond that stated in such Schedule “C”. Walkbout will not have any power or authority to bind the Supplier or to assume or create any obligation or responsibility, express or implied, on the Supplier’s behalf or in the Supplier’s name, and Walkbout will not represent to any person or entity that it has such power or authority.
5. WALKBOUT’S STATUS
5.1 Walkbout is an independent contractor. The Supplier is not responsible for verifying the existence or sufficiency of the qualifications, authorizations, permits or licenses of Walkbout and/or Walkbout’s employees. Walkbout represents and warrants that Walkbout and any employees of Walkbout are authorized to work and are not acting and will not act during the term of this Agreement in violation of any applicable laws and the regulations thereunder or any agreement it has entered into with a third party. The parties will indemnify each other against any and all claims, damages, losses and other liabilities including, but not limited to, fines, penalties and/or attorneys’ fees incurred by the parties and/or either party’s employees or agents not authorized to perform all or part of the Services.
6. FEES AND EXPENSES
6.1 The commission, fees and payment for Walkbout’s Services shall be as specified in Schedule “C”, attached hereto.
7. MATERIALS AND/OR SUPPLIES
7.1 Unless otherwise expressly specified in this Agreement, the Supplier shall supply, at the Supplier’s sole expense, all materials, supplies and other resources necessary to perform the Services.
8. TERM
8.1 This Agreement will come into force and extended by the parties or otherwise terminated by the parties in accordance with the terms of this Agreement subject to earlier termination according to Section 9, hereof.
8.2 At the end of the Initial Term, this Agreement will be automatically renewed for successive two (2) year terms (a “Renewal Term”) unless either Party provides written notice to the other Party of its desire to terminate this Agreement in accordance herewith.
9. TERMINATION
9.1 Either Party shall have the right to terminate or cancel all or part of the Services contemplated by this Agreement or any request for Services on any specific task at any time by giving sixty (60) days prior written notice of its intent to so terminate or cancel. If the Supplier desires to cancel or terminate any or all of Walkbout’s Services, Walkbout will assemble and turn over forthwith in an orderly fashion to authorized representatives of the Supplier the Material, Documentation, including drafts of all write-ups, notes, and other information, materials and deliverables related to the Services.
9.2 If either Party terminates this Agreement before the end of the Initial Term, or the Renewal Term, as the case may be, Walkbout shall be paid only for Services performed and not previously paid, and any justified irrevocably obligated reasonable expenses for non-cancellable commitments, up to the effective date of termination.
9.3 In the event that the Supplier or any of its employees, agents or sub-contractors violates any of the terms of this Agreement, including the Schedules or Attachments thereto, either Party shall have the right to provide notice to the other that it is terminating this Agreement forthwith with no further obligation or liability other than for payment of any Services that have, to that date, been performed by Walkbout.
9.4 Walkbout shall incur no liability, under this Agreement or otherwise for Services not satisfactorily performed.
9.5 If either Party is in material default of its obligations hereunder, the other Party may terminate this Agreement if, sixty (60) days after giving written notice of the default to the other Party, the default has not been remedied or reasonable efforts have not been undertaken to remedy it.
9.6 If the performance of this Agreement or any obligation hereunder, except the payment of monies, is prevented, restricted or interfered with by reason of any cause beyond the reasonable control of the affected Party, the affected Party shall, upon immediate notice to the other Party, be excused from such performance to the extent of such prevention, restriction or interference, provided that the Party so affected shall use its best efforts to resume performance hereunder with the utmost dispatch whenever such causes are removed. If such performance cannot be resumed within sixty (60) days after the date of notice by the affected Party, then that Party shall have the right to provide notice to the other that it is terminating this Agreement forthwith with no further obligation or liability other than for payment of any Services that have, to that date, been performed by Walkbout.
9.7 If either Party becomes bankrupt or insolvent or if a petition or other proceeding is filed by or against a Party for re-organization, arrangement or relief under any law relating to bankruptcy or insolvency, or if a receiver is appointed in respect of a Party’s property and assets or a substantial part thereof, or if a Party makes an assignment for the benefit of creditors or if proceedings are instituted for the liquidation or winding-up of the business or assets of a Party, then such acts shall be considered a default under this Agreement. In such event, the non-defaulting Party may, at its option, terminate this Agreement upon providing notice in writing to the other Party hereto. This agreement, once such notice is given, shall be terminated forthwith with no further obligation or liability other than for payment of any Services that have, to that date, been performed by Walkbout.
10. CONFIDENTIALITY
10.1 The following constitutes the applicable Party’s “Confidential Information”: this Agreement together with the Schedules attached hereto; any computer software or other technical information, technology, research, design, idea, process, procedure, or improvement, or any portion or phase thereof; information relating to any of the other Party’s current or proposed products, services, methods, businesses or business plans, marketing, pricing, distribution and other business strategies; lists of, or any other information relating to, any of the other Party’s customers, suppliers, dealers, agents or employees and such Party’s relationship therewith; the Material and Documentation and any financial information relating to any of the foregoing.
10.2 All disclosures of Confidential Information by one Party to the other are made solely on a confidential basis and as trade secrets. Accordingly, each Party shall maintain the confidentiality of all Confidential Information during the Initial Term and any Renewal Term and at all times thereafter, irrespective of the manner or method in which it is terminated.
10.3 Each Party shall:
10.3.1 not disclose any Confidential Information to any person except to its employees or authorized agents who have a “need to know” to enable the Party to fulfil its obligations hereunder, except with the other Party’s specific prior written authorization;
10.3.2 advise each such employee or agent before he or she receives direct or indirect access to such Confidential Information of the obligations of the Party under this Agreement, and ensure that each such person to whom Confidential Information is thus disclosed enters or has entered or is otherwise bound by a written confidentiality agreement which extends the Party’s obligations hereunder to such person;
10.3.3 take strict precautions, at a minimum those as the Party affords its own most secret or highly confidential information, to safeguard and protect from direct or indirect disclosure to any other person all Confidential Information disclosed to it by the other Party, or otherwise received by it; and
10.3.4 immediately return to the other Party or, upon the other Party’s written request destroy, all tangible materials concerning Confidential Information, including, but not limited, to memoranda, notes, reports, agreements, documents, drawings, hardware, disks and tapes, as well as all copies or extracts thereof, whether such material was made or compiled by the receiving Party or furnished by the disclosing Party.
10.4 The foregoing obligations shall not apply to Confidential Information: (a) that becomes publicly known through no act of the receiving Party contrary to this Agreement; (b) that is received in good faith by a Party from a third party having legitimate possession of the information disclosed and the right to make such disclosure; (c) that was in the receiving Party’s legitimate possession prior to disclosure hereunder; (d) that is approved for disclosure by express written approval of the disclosing Party; or (e) that is disclosed pursuant to a legal requirement.
10.5 Neither Party shall disclose the existence or the contents of this Agreement to any third party or use it for publicity purposes without the prior written consent of the other, unless such disclosure is required by law. Walkbout has the Supplier’s consent to use its name in serial listings of Walkbout’s Supplier’s. Specific written authorization must be obtained from the Supplier to use its name for any other purpose.
10.6 The parties acknowledge that certain personal information of the Supplier’s employees (and any other persons associated with the Supplier who will be travelling pursuant to the Services being provided herein) will be collected, held and used by Walkbout for the purposes of providing the Services. The Supplier confirms that it has obtained or will obtain the consent of such employees and persons for the collection, holding and use of such personal information by Walkbout for the purpose of enabling Walkbout to provide the Services. Walkbout shall take all appropriate technical and organizational measures to prevent unauthorized or unlawful processing, unwarranted disclosure, or accidental loss, destruction of, or damage to, such personal information.
11. LIMITATION OF LIABILITY
11.1 Walkbout, in providing Services pursuant to this Agreement, shall not be responsible or liable for any acts, errors, omissions, delays, missed connections, accidents, losses, injuries, deaths, property damage, or any indirect or consequential damages resulting therefrom, which may be the result of action, inaction or negligence, except in the case of negligence or misconduct by Walkbout. Walkbout does not give any representation or warranty with respect to any aspect of any third-party supplier’s services. In the event of a supplier’s default with respect to all or any part of such supplier’s services, the Supplier’s sole recourse shall be with the supplier, and shall be subject to said supplier’s own terms and conditions.
11.2 In no event and under no circumstances shall either Party be liable for any indirect, incidental, consequential or special damages, including, without limitation, loss of revenue or loss of profits, for any reason whatsoever arising under this Agreement, whether arising out of breach of warranty, breach of condition, breach of contract, tort, civil liability or otherwise.
11.3 In all events, Walkbout’s absolute liability under, or in any way related to this Agreement, whether arising out of breach of warranty, breach of condition, breach of contract, tort or otherwise, shall be limited to the dollar value of the fees earned by Walkbout under this Agreement, as provided in Schedule C, attached hereto.
12. REPRESENTATIONS AND WARRANTIES
12.1 Each party hereby represents and warrants to that:
12.1.1 Each party has all required capacity and corporate authorization to enter into this Agreement and be bound by the obligations provided hereunder;
12.1.2 the execution of this Agreement by the Supplier and the performance of its obligations hereunder will not constitute a violation or breach of any obligation of any agreement between the Supplier and any third party or a violation of its legal obligations; and
12.1.3 Walkbout holds sufficient rights to use all materials, supplies or resources used in the performance of the Services under this Agreement, free and clear of any encumbrances.
13. INSURANCE AND INDEMNIFICATION
13.1 During the term of this Agreement, the Supplier shall procure and maintain comprehensive general liability insurance, which shall include blanket broad form contractual liability coverage, with limits of not less than THIRTY-SIX THOUSAND UNITED STATES OF AMERICA DOLLARS (USD $36,000) per occurrence for bodily injury and property damage, combined single limit.
13.2 The Supplier will indemnify, defend and hold harmless Walkbout and its affiliates, and their employees, directors, officers, agents and contractors, against and from any losses, claims, proceedings or investigations arising out of or in connection with this Agreement, including, without limitation, attorney fees, amounts paid in settlement of claims, proceedings or investigations, except to the extent that such claim is due to the negligence or wilful misconduct of Walkbout.
13.3 The Supplier shall be solely responsible for any personal injury or property damage or loss suffered by it or its employees or agents in the course of carrying out any duties under this Agreement. The Supplier shall comply with workers’ compensation laws and where applicable shall provide same with a certificate of workers’ compensation insurance.
14. NOTICE
14.1 Any notice provided for or permitted in this Agreement shall be in writing and will be deemed to have been given thirty (30) days after having been mailed, postage pre-paid, by certified or registered mail or by recognized overnight delivery services, except in the case of a postal or other strike affecting the service used whereupon notice will be deemed to have been given seven (7) days after normal service resumes.
14.2 Where personal service is made or where delivery is made by facsimile and a receipt thereof has been retained, any notice provided for or permitted in this Agreement will be deemed to have been given when received by the intended recipient. The intended recipient must be an individual whose personal name appears on the address set out in the notice.
14.3 Addressing and delivery is to be made as follows:
14.3.1
14.4 The parties may communicate other addresses where notice must be sent to from time to time. Such communication shall be in writing and shall have the effect of replacing the address under Subsection 14.3. No change of address effected under this section shall in any way affect the operation of any term, other than the delivery address of Subsection 14.3, in this Agreement.
15. REMEDIES
15.1 The Supplier acknowledges that any violation of the terms of this Agreement would result in damages to Walkbout which could not be adequately compensated by monetary award alone. In the event of any violation by the Supplier of the terms of this Agreement, including, without limitation, of Walkbout’s proprietary rights and ownership, and confidentiality provisions, and in addition to all other remedies available at law and at equity, Walkbout shall be entitled as a matter of right to apply to a court of competent equitable jurisdiction for relief, waiver, restraining order, injunction, decree or other remedy as may be appropriate to ensure compliance of the Supplier with the terms of this Agreement.
16. GENERAL PROVISIONS
16.1 Entire Agreement & Amendments
This Agreement together with the Schedules hereto constitutes the entire agreement and understanding between the parties relating to the subject matter hereof, and supersedes all other agreements, oral or written, made between the parties with respect to such subject matter. Except as provided herein, this Agreement may not be amended or modified in any way except by a written instrument signed by both Parties.
16.2 Assignment
Neither Party shall assign this Agreement or any of its rights or obligations hereunder without prior written consent of the other Party, which consent may be withheld at the other Party’s discretion.
16.3 Incorporated by Reference
The Preamble and all Attachments, Schedules and Exhibits attached hereto are hereby incorporated by reference and made a part of this Agreement.
16.4 Applicable law
This Agreement shall be governed by and interpreted in accordance with the laws of Maryland, without reference to its conflict of law provisions, and the laws of the United States of America applicable therein. All disputes arising under this Agreement will be referred to the courts of Maryland which will have jurisdiction, and each Party hereto irrevocably submits to the jurisdiction of such courts.
16.5 Currency
All references to monetary amounts in this Agreement shall be to United States of America currency.
16.6 Non-solicitation
Unless given prior written consent by the parties, which consent may require a payment to the party, each Party agrees that it will not, during the Initial Term, knowingly solicit or hire any employee of the other Party who is directly involved in providing the Services herein.
16.7 Absence of presumption
No presumption shall operate in favor of or against any Party hereto as a result of any responsibility that any Party may have had for drafting this Agreement.
16.8 Language clause
It is hereby agreed that both parties specifically require that this Agreement and any notices, consents, authorizations, communications and approvals be drawn up in the English language.
16.9 Interpretation
The headings and section numbers appearing in this Agreement or any Schedule attached hereto are inserted for convenience of reference only and shall not in any way affect the construction or interpretation of this Agreement.
16.10 Severability
If for any reason whatsoever, any term or condition of this Agreement or the application thereof to any Party or circumstance is, to any extent, invalid or unenforceable, all other terms and conditions of this Agreement and/or the application of such terms and conditions to the parties or circumstances shall not be affected thereby and shall be separately valid and enforceable to the fullest extent permitted by law.
16.11 Force Majeure
In the event that any Party hereto is delayed or hindered in the performance of any act required herein by reason of strike, inability to procure materials, failure of power, restrictive governmental law or regulations, riots, insurrection, war or other reasons of a like nature not the fault of such Party, then performance of such act shall be excused for the period of the delay and the period of performance of any such act shall be extended for a period equivalent to the period of such delay, up to a maximum of six (6) months. The provisions of this Force Majeure clause shall not operate to excuse any Party from the payment of any fee or other payment when due.
16.12 Waiver
No waiver by either Party of any obligation, restriction or remedy under this Agreement shall be valid unless by specific written instrument. No acceptance by a Party of any payment by another Party and no failure, refusal or neglect of any Party to exercise any right under this Agreement or to insist upon full compliance by the other Party with its obligations hereunder, shall constitute a waiver of any other provision of this Agreement or any further or subsequent non-compliance with the same or any other provision.
16.13 Further Assurances
Each of the parties hereto hereby covenants and agrees to execute and deliver such further and other agreements, assurances, undertakings, acknowledgments or documents, and other acts and things as may be necessary or desirable in order to give full effect to this Agreement and every part hereof.
16.14 Binding Nature
This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective (as applicable) successors and assigns.
SCHEDULE A
TRAVELLER BOOKING TERMS AND CONDITIONS
WALKBOUT BOOKINGS NOTICES, TERMS AND CONDITIONS as published at www.walkbout.com
We are Walkbout Bookings the booking division for Walkbout International LLC. (“Walkbout”), facilitating the purchases of experiences, accommodations, transportation and other related services from various independent suppliers across the globe. At Walkbout, we will make every effort to ensure your desired experience is executed as planned, once not effected by unforeseen circumstances beyond Walkbout’s control.
We therefore look forward to the opportunity to act as your booking agent for your next travel and experience needs. These terms and conditions (the “Agreement”) describe what you are legally entitled to expect from us when you purchase travel and experience related services through us, in addition to your obligations as a customer.
The terms “we”, “us” and “our” refer to Walkbout Bookings. The term “you” refers to the customer visiting our website www.walkbout.com, booking a reservation through us or otherwise using our services.
1. Our Agreement With You
Products and Suppliers
We offer a variety of travel and experience related products and services from different suppliers and service providers (“Suppliers”). Each Supplier has its own terms and conditions that are applicable to your particular arrangements in addition to our general terms and conditions, and you should make sure you understand them. Certain software and content found on our website are owned or licensed by us or our Suppliers, your use of which may be subject to further conditions. Our website, which is referred throughout this Agreement, can be found at www.walkbout.com.
Walkbout is acting as intermediary or a “Booking Agent” for products and services that are not directly supplied by Walkbout (e.g., air carriage and ground transportation, hotel accommodations, meals, tours, cruises, etc.). Walkbout is not a co-vendor of such products and services. You will be entering into a separate contract with such Suppliers in connection with such products and services.
All bookings are subject to supplemental price increases that may be imposed after the date of purchase. Post-purchase price increases may be applied due to additional costs imposed by a supplier or government. You may be charged additional sums to offset increased fees, fuel surcharges, taxes, and fluctuations in foreign exchange markets or any combination thereof.
Acceptance of these terms and conditions hereby consent you to any post-purchase price increases and authorize Walkbout to charge your credit card for such additional amounts.
Deposits and Payment
Upon confirmation of booking, a 50% deposit payment of the total amount is required and the balance to be cleared at least 60 days prior to the date of your experience.
Any deposits from you are non-refundable. Payment of a deposit enables us to hold a reservation for you but does not guarantee the price. The price can only be guaranteed once we receive full payment and other travel documents have been issued, subject to any terms and conditions of the Supplier. We will advise you of the date that full payment is required. Upon your provision of your payment information, you are authorizing us to make the payment arrangements with the corresponding Suppliers.
We reserve the right to refuse personal checks as a method of payment. After full payment, the conditions of the contract with your Supplier may permit them to increase the cost of your arrangements. If we are acting as your Booking Agent, we will pass on any such increase to you as we become aware of such increase. If we have arranged a package, changes in transportation costs including the cost of fuel, taxes, fees and exchange rates mean that the price of your travel arrangements may change after you have paid in full.
Tips & Gratuities
Gratuities are not included in our booking fees and it is at your discretion to make any gratuitous payments following your planned experience.
Special Requests
Special requests should be advised at time of booking. Please note that every effort will be made to secure a special request, however, it cannot be guaranteed.
Documentation
Our general practice is to send documents to our customers electronically whenever possible. We reserve the rights to charge an administration fee should you make a request for such documents to be sent as a hard copy.
Cancellations and Changes
Your contract with your Suppliers may allow them to cancel or amend bookings. If we are your Booking Agent, we will ensure that you are promptly notified of any significant changes once we become aware of such change if there is time before your departure, but we accept no liability for any changes or costs incurred that may result. Subject to the Supplier’s terms and conditions, you will then have the choice of accepting the change of arrangements, accepting an offer of alternative dates and times for the experience if made available by the Supplier, or cancelling your booked arrangements and receiving any applicable refunds. We do not guarantee that any refunds will apply.
If you have booked an experience and we are alerted to a significant schedule change by our supplier before you depart for your arranged booking, we will contact you by email to advise you of this. Please ensure that you have given your contact email address to us and that you regularly check for messages before you leave. We have no control over supplier schedule changes and accept no liability for costs which may arise as a result of such changes.
2. Your Agreement With Us
Your Acceptance of these Terms and Conditions
By booking your experience with us or using our website, you are agreeing to be bound by the terms of this Agreement, including Parts 1-3 of this Agreement and any additional terms and conditions of any Supplier that are applicable to your booking, travel arrangements or use of any website content. You agree on behalf of yourself and those you represent to comply with all such terms and conditions, including the payment of all amounts when due. You agree that any violation of any such terms and conditions may result in (a) the cancellation of your reservation or purchase, (b) your forfeiture of any monies paid for your reservation or purchase, (c) you being denied access to the applicable travel and experience related product or service, and (d) our right to debit your account for any costs we incur as a result of such violation.
You represent and warrant that (a) you are of sufficient age to use our services and website and can create binding legal obligations in connection with your use, (b) you are legally authorized to act on behalf of those you represent and accept these terms and conditions on their behalf, and (c) the information supplied by you or members of your group is true and correct. You are responsible for informing such other persons of all terms and conditions applicable to their travel and experience arrangements. You understand that you are financially responsible for any use of our services or website by you and those using your name or account.
If You Change Your Booking
Where a change requested by you to your travel and experience arrangements is permitted and possible, our standard service fees will apply in addition to any additional Supplier charges. Please review the ‘Travel Help’ section of www.walkbout.com for details of how to request changes. Please note that all reservation changes are subject to availability and the terms and conditions of the product, service or experience purchased.
Changes to name details are not allowed by many Suppliers. While we will endeavour to make such a change if necessary, please bear in mind that most Suppliers treat a name change as a cancellation, to which standard conditions and charges would apply.
If You Cancel Your Booking
If you cancel your arrangements, you may be entitled to a partial refund. In addition to the cancellation terms and conditions of our Supplier(s), our standard fees will apply as may be outlined on your receipt or booking confirmation. We need to receive from you your original voucher before any applicable refund can be considered. If you decide to cancel arrangements before the balance due date, any deposits paid are non-refundable.
Refunds will only be paid to you once we have received the funds back from the Supplier(s). We are not responsible for a Supplier’s failure to pay a refund.
If the reason for your cancellation is covered under the terms of your travel insurance policy, you may be able to reclaim your cancellation charges through your insurer.
If You Have A Complaint
If you encounter a problem during your experience, please inform the relevant Supplier immediately. Should they be unable to resolve the matter, please immediately contact us through info@walkbout.com. If you fail to timely contact us, we will not be permitted the opportunity to investigate your complaint and attempt to rectify any error in an effective and efficient manner.
Travel Documents and Destinations
It is your responsibility to ensure that all of the details on your booking arrangements are correct and to bring to our attention any errors or discrepancies immediately.
Prior to booking experiences that require international travel, we recommend that you review any of your Government’s prohibitions, warnings and advisories applicable to your destinations. By booking experiences with Suppliers on your behalf, Walkbout does not represent that travel in such destination is safe or without risk.
Passport, Visa and Immigration Requirements
It is your responsibility to fulfil the passport, visa and other immigration requirements applicable to your itinerary. You should confirm these with the relevant embassies and/or consulates. We do not accept any responsibility in the case of you being unable to travel due to not complying with any such requirements.
You are also required to carry a valid International Student I.D., and International Youth I.D. or an International Teacher I.D. card if you are traveling on a special student/youth/teacher ticket. It is your responsibility to verify this with your travel expert who is assisting you.
Insurance
Travel insurance is a vital part of your arrangements. We strongly recommend that you have taken out adequate insurance for the duration of your journey. Travel insurance is a mandatory element of some travel arrangements. We may be able to arrange travel insurance to be provided to you, furnish you a quote, and answer any queries you may have regarding the insurance.
Travel Advice and Vaccinations
You should always refer to the travel advice posted by your local authorities for all the countries you intend to visit. Vaccinations may be required for some or all of the places you are intending to visit. It is your responsibility to ensure that you have arranged all necessary vaccinations for your itinerary.
Use of our Services and Website
You agree you will only use our website or services to make legitimate reservations or purchases and shall not make speculative, false or fraudulent reservations or reservations in anticipation of demand. You will only use our website and services in compliance with applicable law.
Without our prior written permission, you may not (a) access, monitor or copy any content or information on our website using any “robot”, “spider” or other automated or manual device or program, (b) deep link to any portion of our website, or (c) “frame” or incorporate any portion of our website into any other website.
Our website may contain links to third party websites that we provide only as a convenience to you. You should take precautions to ensure that whatever links you access are free of viruses, worms, Trojan horses or other destructive mechanisms The existence of these links does not imply that we endorse such websites or any included content. We are not responsible for such websites or content or any data privacy practices of such websites.
Indemnification
You agree to indemnify us and our affiliates, and any of our Suppliers, and any such parties’ officers, directors, employees and agents from and against any claims, causes of action, demands, losses, damages, or other costs, (including reasonable legal and accounting fees) brought by you or third parties as a result of (a) your breach of this Agreement, (b) your violation of any law or rights of any third party, or (c) your use of our website.
Privacy Policy
You consent to our processing and sharing of personal information about you and other members of your party that you have provided to us in accordance with the terms of and for the purposes set forth in our privacy policy. You represent that you have read and agree to the terms of our privacy policy, which can be found at our website.
Data integrity
You represent that all of the information, data and other materials you provide on Walkbout’s website or to Walkbout through any other means are true, accurate, current and complete. You are responsible for updating and correcting the information you have provided as appropriate.
Electronic Communications
When you use Walkbout’s website or send emails to Walkbout, you are communicating with Walkbout electronically. You consent to receive electronically any communications related to your use of Walkbout’s website. Walkbout will communicate with you by email or by posting notices on its website. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing. All notices from Walkbout intended for receipt by a customer shall be deemed delivered and effective when sent to the email address you provide.
3. Additional Terms
Warranties, Disclaimers and Limitation of Liability
FOR THE AVOIDANCE OF DOUBT, REFERENCES HEREIN TO “US” “WE” AND “OUR” SHALL ALSO REFER TO OUR AFFILIATES. THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PROVIDED BY US OR OUR SUPPLIERS OR PUBLISHED ON OUR WEBSITE MAY INCLUDE INACCURACIES OR ERRORS, INCLUDING PRICING ERRORS. WE DO NOT GUARANTEE THE ACCURACY OF, AND DISCLAIM ALL LIABILITY FOR ANY ERRORS OR OTHER INACCURACIES RELATING TO SUCH INFORMATION THAT APPEARS ON OUR WEBSITE. WE EXPRESSLY RESERVE THE RIGHT TO CORRECT ANY PRICING ERRORS ON OUR WEBSITE AND/OR ON PENDING RESERVATIONS MADE UNDER AN INCORRECT PRICE. IN SUCH EVENT, IF AVAILABLE, WE WILL OFFER YOU THE OPPORTUNITY TO KEEP YOUR PENDING RESERVATION AT THE CORRECT PRICE OR WE WILL CANCEL YOUR RESERVATION WITHOUT PENALTY.
ANY RATINGS FOR SUPPLIERS ARE INTENDED ONLY AS GENERAL GUIDELINES, AND WE DO NOT GUARANTEE THE ACCURACY OF THE RATINGS. WE MAKE NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC PRODUCTS AND SERVICES. WE MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PROVIDED BY US OR CONTAINED ON OUR WEBSITE FOR ANY PURPOSE. THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES BY US DOES NOT CONSTITUTE OUR ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCT OR SERVICE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES THAT OUR WEBSITE, ITS SERVERS OR ANY EMAIL SENT FROM US OR OUR SUPPLIERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. WARRANTY DISCLAIMERS MAY VARY FROM STATE TO STATE.
THE SUPPLIERS PROVIDING SERVICES ON THIS WEBSITE ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF WALKBOUT. WE ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH SUPPLIERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. WE HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE OR OTHER CAUSES BEYOND OUR CONTROL, AND WE HAVE NO RESPONSIBILITY FOR ANY ADDITIONAL EXPENSE, OMISSIONS, DELAYS, RE-ROUTING OR ACTS OF ANY GOVERNMENT OR AUTHORITY.
IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO, DISPLAY OF OR USE OF THIS WEBSITE OR OUR SERVICES OR WITH THE DELAY OR INABILITY TO ACCESS, DISPLAY OR USE OUR WEBSITE WHETHER BASED ON A THEORY OF NEGLIGENCE, CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IF, DESPITE THE LIMITATION ABOVE, WE ARE FOUND LIABLE FOR ANY LOSS OR DAMAGE WHICH ARISES OUT OF OR IN ANY WAY CONNECTED WITH ANY OF THE OCCURRENCES DESCRIBED ABOVE, THEN OUR LIABILITY WILL IN NO EVENT EXCEED, IN THE AGGREGATE, THE GREATER OF (A) THE SERVICE FEES YOU PAID TO US IN CONNECTION WITH SUCH TRANSACTION(S) ON THIS WEBSITE, OR (B) ONE-HUNDRED DOLLARS (US$100.00) OR THE EQUIVALENT IN LOCAL CURRENCY.
THE LIMITATION OF LIABILITY REFLECTS THE ALLOCATION OF RISK BETWEEN THE PARTIES. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
General
We are acting as an independent contractor and no joint venture, partnership or employment relationship exists between you and us or our Suppliers as a result of this Agreement or your use of our website.
We reserve the right at any time to modify this Agreement without prior notice to you. Please refer to our website at www.walkbout.com from time to time to review the most current version of the Agreement. Your continued access or use of our website or services signifies your acceptance of the modifications to the Agreement. You may not assign your rights or obligations under this Agreement to any third party. We may terminate this Agreement at any time for any reason, and such termination shall not affect any right to relief to which we are entitled at law or in equity.
This Agreement shall be governed by the laws of the State of Maryland without regard to its conflicts of laws principles. If any provision of this Agreement is found to be invalid, illegal or unenforceable, the enforceability of the remaining provisions will not in any way be affected or impaired.
How to Contact Us
If you have any questions or comments about these Terms of Conditions, please contact us by email at booking@walkbout.com or info@walkbout.com
.
You also may write to us at:
Walkbout International LLC
9 Trade Wind Circle Cockeysville
Baltimore, MD, 21030 United States of America
Attention: Aldo Antonio Muir
Executive Chairman
Phone: 1-443-449-7424 /1-876-542-3719
bookings@walkbout.com
www.walkbout.com
SCHEDULE B
SERVICES
Walkbout is in the business of providing booking arrangements for tours, various attractions and other tour agency services;
Walkbout’s Services will include but not limited to:
• Online Booking Platform and Payment Gateway at www.walkbout.com
• Issuance and electronic delivery to Traveler confirmations and itineraries on a timely basis of all booked and fully paid tour and experiences.
• Providing on each itinerary a comprehensive outline of reservations and based on availability at the time, relevant information pertaining to specific destinations, Supplier cancellation policies, emergency service telephone numbers, etc.;
• Cancelling, changing or rescheduling reservations made on walkbout.com;
• Reserving, when requested by the Traveler, particular hotels in accordance with the Traveler’s program and obtaining Supplier’s negotiated commercial rate or the lowest rate available for such hotels;
• Reserving, when requested by the Traveler, particular Ground Transportation in accordance with the Traveler’s program and obtaining Supplier’s negotiated commercial rate or the lowest rate available for such Ground Transportation;
• Investigating or responding to queries initiated by the Traveler relative to their travel arrangements, fares and itinerary;
•
Other ad hoc related services available from time to time and as requested by the Traveler and Supplier, subject to applicable service fees, such as, but not limited to, theatre tickets, dinner reservations etc.
SCHEDULE C
COMMISSIONS & PAYMENT
• Walkbout International LLC will be entitled to a commission of 18% of Gross Bookings or/and a mark-up of 22% on Net Bookings. All commissions are calculated on prices and costs provided by Supplier.
• Walkbout International LLC will deduct its commission for all paid bookings, forwarding the balance within 14 days to the Supplier either via direct bank transfer, wire transfer, remittances or such manner as requested by the Supplier.
