This Supplier Agreement is by and between you (“Supplier”) and Travonda (Pvt) Ltd
(Reg. No. PV 126615), located 260/4, Hedeniya, Kandy, Sri Lanka on its own behalf
(individually and collectively, “Travonda”). All defined terms used herein shall
have the meaning accorded to such terms in the Agreement.
By clicking the “I Agree” button, and start using Travonda Platform, indicate that
Supplier accepts this Agreement and agrees to the attached Travonda Terms and
Conditions and the Attachments, all of which are incorporated into this Agreement.
If Supplier is entering into this Agreement on behalf of a company or other legal
entity, Supplier represents that it has the authority to bind such entity to these
terms and conditions, in which case the term “Supplier” shall refer to such entity.
Please carefully read the following terms and conditions and do not agree to become
a Travonda supplier until after doing so. By agreeing to become a Travonda supplier
and publishing supplier products and services for purchase and distribution through
Travonda platform, Supplier agrees to the terms of this Agreement, including without
limitation all obligations imposed on Supplier hereunder. If Supplier does not wish
to so agree, or does not have the authority to enter into this Agreement, do not
register to become a Travonda supplier and do not provide Travonda with supplier
products and services for purchase and distribution through Travonda platform. This
Supplier agrees to provide certain tours, activities, events and other travel-related
destination services and products that Travonda may market and distribute through
various owned, affiliated, related and third party
online and offline marketing and travel distribution channels for booking by end
customers. Therefore, for good and valuable consideration, the receipt and
sufficiency of which they each acknowledge, Travonda and Supplier agree to be bound
by the terms and conditions set forth below.
Supplier - a service provider
or operator of tours, activities, events and other travel-related destination
Services to end users or Customers of the Travonda Platform.
Customer - a person who is a
visitor, a utilizer, a user, of Travonda Platform and Service(s) provided by
Service - an activity, tour
or an event and other travel-related destination services which can be made
available for sale, purchase, publishing and distribution through Travonda Platform.
Travonda platform - the
website(s), mobile app(s), Extranet (back end website), tools, and other devices of
Travonda on which the Service is made available to search, browse, book and pay for,
or in other words find, choose and purchase all kinds of tourism activity services,
events and other travel related services for Customer(s) and for Supplier(s) for
booking management and content publishing.
Travonda or Travonda (Pvt) Ltd - Travonda
provides Customers with the Platform, so that Customers can find the Suppliers and
Service of their choice and make a booking by directly contracting with and paying
the Supplier that they have selected. The contract relating to the Service being
booked is expressed in the Terms and Conditions of the Service that is provided on
the Platform, by the Supplier, as the sole basis on which it will accept the booking
from the Customers. Before being allowed to pay a Supplier for a service on the
Platform, a Customer has to read, understand and subsequently accept said Terms and
Conditions, thereby establishing a contract for the Service(s) directly between him
or herself and the Supplier. Travonda is not a contractual partner for the booked
Service. Travonda, through the Website and mobile apps, acts solely as a
facilitating intermediary Platform between the Customer making the purchase and the
Supplier offering Services and publishing content.
Extranet - the online back
end system which can be accessed by the registered Suppliers or the Travonda
Supplier mobile app, for uploading rates and availability, supplier content,
verifying, updates and booking management of the Service.
Check in point - the date,
time and location of Customer meeting the Supplier for a service to be offered which
is booked by the Customer.
Check out Point - the date,
time and location after successfully fulfillment of Service or end of the Service
which is booked by the Customer.
Last Minute Bookings -
bookings which are made within 48 hours to the Service starting point.
Customer No show - a
situation where Customer is not present for the Service or event at the Check in
point after making a booking through Travonda platform.
Supplier No show - if Supplier unjustifiably or with negligence
fails to deliver Services, or not being present at the Service Check in point, while Customer
is present at the Service Check in point, once a booking is made through Travonda platform.
Travonda, through Websites, Mobile apps, and Extranet (collectively the “Platform”)
offers a Free service to you, visitors, or other users (collectively the “Customers”) solely to
search, browse, book and pay for, or in other words find, choose and purchase all
kinds of tourism activity services, events and other travel related services
(collectively the “Services”) published thereon from the activity providers, event
providers and tour operators (collectively the“Suppliers”) who distribute the
Services on the Platform and for no other purpose. Travonda is not a contracting
party for the Services purchased by the Customers on the Platform. Travonda
endeavours only to provide our platform to legitimate and reputable Suppliers, but
notwithstanding that, the Customers agrees that the Platform does not constitute and
should not be interpreted as providing any recommendation or endorsement by Travonda
of the quality, service level, qualification or safety of any Service or Supplier
distributed thereon. Travonda will not be liable for any losses or risks involved
Travonda provides Customers with the Platform, so that Customers can find the
Suppliers and Service of their choice and make a booking by directly contracting
with and paying the Supplier that they have selected. The contract relating to the
Service being booked is expressed in the Terms and Conditions of the Service that is
provided on the Platform, by the Supplier, as the sole basis on which it will accept
the booking from the Customers. Before being allowed to pay a Supplier for a service
on the Platform, a Customer has to read, understand and subsequently accept said
Terms and Conditions, thereby establishing a contract for the Service(s) directly
between him or herself and the Supplier. Travonda is not a contractual partner for
the booked Service. Travonda, through the Website and mobile apps, acts solely as a
Platform intermediary between the Customer making the purchase and the Supplier.
Suppliers who meets the following eligibility criteria will be published and
register as a Travonda Supplier.
a. Desk requirements - The
Supplier should have a physical entity location / office.
b. Business/License Registration - Supplier
shall be a valid registered and licensed entity by the government.
c. Travonda Agreement - Acceptance
of the Travonda Supplier agreement at the Supplier registration process.
( will affect only if tickets are sold via Travonda platform only)
a. Travonda Event Ticket Counter -
The supplier will have a seperate Travonda ticket counter for the verification of
tickets which are purchased from Travonda platform. Counter will advertise the
Travonda logo. Counter will have internet and Travonda Platform accessibility for
ticket verification. The counter will be be prepared according to the guidelines
provided by the Travonda Event coordinators at the event approval process.
b. Availability of Tickets for Travonda -
The supplier will have seperate tickets available and reserved for Travonda
customers and should update the availability and rates of tickets at the Supplier
c. Online Ticket Sale Exclusively On Travonda Platform - The
supplier will not provide Online ticket reservations on any other third party
booking platforms. Online ticket reservations should only be done exclusively
through Travonda Platform.
d. Facilities to Redeem Tickets in case of Event Cancellation or Postpone by Supplier - The
supplier will provide facilities to redeem customer purchased tickets in case of
event cancellation or postpone by Supplier. The Supplier should clearly mention
refund policy at the point of event advertising at Travonda platform. The Supplier
should refund the ticket value in such occasions.
e. Travonda Brand Marketing - The
supplier will market the Travonda brand in tickets, posters, banners, social media
and other marketing collaterals of the Event. The supplier will advertise “online
tickets available at www.travonda.com” in all marketing materials.
2.3.1 Breach of any above terms and conditions will cause Supplier account and
Service visibility suspension on Travonda Platform.
3.1 The Supplier grants Travonda a non-exclusive, royalty free and worldwide right
and license (or sublicense as applicable):
3.1.1 to use, reproduce, have reproduced, distribute, sublicense, communicate and
make available in any method and display the intellectual property rights of and in
the content submitted through the Supplier Account pursuant to these Conditions and
which are necessary for Travonda to exercise its rights and perform its obligations
under these Conditions;
3.1.2 to use, reproduce, have reproduced, process, distribute, sublicense, display
and utilize (including without limitation to publicly perform, modify, adapt,
communicate, reproduce, copy, translate and make available to the public in any
manner whatsoever) the provided content.
3.2 Travonda may sublicense, make available, disclose and offer this content
(including the relevant intellectual property rights) of the Supplier and all such
further rights and licenses set out in this Contract via or in collaboration with
(the websites, apps, platform, tools or other devices) affiliated companies and/or
3.3 In no event shall Travonda be liable to the Supplier for any acts or omissions on
the part of any third party platforms. The sole remedy for the Supplier in respect
of such third party platforms is to request Travonda (which has the right and not
the obligation) to disable and disconnect with such third party platform, or (b)
termination of this Contract, all in accordance with the terms of these
3.4 The Supplier is liable for any claim of third parties related to copyright
infringements of content he has provided to Travonda.
4.1 Travonda is entitled to promote the Services of the Supplier using the Supplier´s
name(s) in online marketing, including e-mail marketing and/or pay-per-click (PPC)
4.2 It is in Travonda´s sole discretion how to advertise the offers of the Supplier
on the Platform or on third party websites and in online affiliate networks,
including but not limited to ranking and promotion.
4.3 The Supplier is aware of the working methods of search engines, such as spidering
of content and ranking of URLs. Travonda agrees that if the Supplier becomes aware
of behavior by third party platforms breaching the Supplier´s intellectual property
rights, the Supplier will notify Travonda in writing with details of the conduct and
Travonda will use its commercially reasonable efforts to ensure that the relevant
third party takes the necessary steps to remedy the breach.
4.4 The Supplier agrees not to specifically target the Travonda brand directly
through keyword purchases that use Travonda's intellectual property rights.
4.5 Travonda runs online marketing campaigns at its own cost and discretion.
5.1 The Supplier represents and warrants that all information with regard to his
offer shall at all times be true, accurate, and not misleading. The Supplier shall
update the uploaded information as timely as required for guaranteeing the accuracy
of the information provided. The Supplier may be held liable for all Customers’
claims based upon alleged inaccuracies of the uploaded information as displayed on
the Platform (such as information about Services or prices). The Supplier is
responsible for the accuracy of the information in the language version as submitted
by way of their Supplier Account. To the extent the Supplier is aware or may be
expected to be aware of any inaccuracy in another language version of the uploaded
information, the Supplier shall inform Travonda immediately.
5.2 The Supplier represents and warrants that all Services shall only be rendered in
compliance with all applicable laws, in particular with the laws of the country of
the Suppliers’ residence as well as in compliance with all applicable laws of the
country the Services are rendered in and not to violate any rights of third parties
thereby. The Supplier particularly warrants, (a) to comply with any consumer
protection and other protection, information and consultation duties and
regulations, and (b) to dispose of all administrative and other permissions and
licenses as well as insurances and the like needed in the jurisdiction of the
respective country for fulfilment of the contractual obligations and to instruct its
service partners according to these terms and conditions accordingly. Upon request,
the Supplier will provide respective evidence and documentation, including copies of
permits and licences. In the event of alleged non-compliance of the Services
provided by the Supplier, the Supplier shall without undue delay cooperate, at his
own expense, with any administrative authorities or competition/consumer protection
5.3 The Supplier represents and warrants that he will provide Customers with all
necessary information for the execution of the Service (e.g. risk and danger
involved, starting point and time, clothing, equipment, etc.) well in advance. The
Supplier is required to check the emails stated in the Supplier Account at least
once per day. The Supplier is responsible for the inclusion of his individual
general terms and conditions, which go beyond the terms and conditions provided by
Travonda for the agreement between the Customer and the Supplier.
5.4 Prior offering the Service to Customer; (i) Supplier will advise the Customer
regarding the nature of the activity, risks and dangers that may involve, (ii)
Supplier will verify whether the customer is Insured with Insurance that protects
against potential risks and losses. Travonda will not be held liable for any risks
or losses that may arise to Supplier or Customer in any means.
5.5 The Supplier will treat Travonda as a facilitator of the negotiation of the sale
of Services between Customers and the Supplier, and generally facilitate Customers
to place orders with Suppliers through the Travonda Platform.
5.6 The Supplier represents and warrants that all employee possess the legal
allowances and meet all necessary legal requirements, including professional
qualifications and allowances. The Supplier is fully responsible for the conduct of
the guide with regard to Customers or other persons who legitimately use the
5.7 The Supplier may only offer his own Service through the Travonda Platform. The
Supplier may not offer Services as an intermediary or agent. To the extent the
Supplier nevertheless acts as intermediary or agent he shall be treated as
contracting party and shall be held liable for any respective damages. The Supplier
needs to be prepared to perform the offered Service. In such term beaches, the
supplier will be suspended by Travonda.
5.8 The rates, availability, amenities, and restrictions for your Service, and
mandatory fees you make available through the Platform have to be equal to or better
than what you make available through your own channels or any third party channels.
Customers who book a Service through the Platform will be treated at least as well
as Customers that book through your own or any third party channels.
5.9 The Supplier shall contract a comprehensive general liability insurance which
insures all Services that are offered through the Platform. It is obligatory to
agree upon an insurance sum that is appropriate for the given booking volumes and
5.10 The prices provided by the Supplier through the Supplier Account for his offers
and Services shall include VAT, sales taxes and such other applicable national,
governmental, provincial, state, municipal or local taxes or levies. It is not
legitimate to ask Customers to pay any further salaries, taxes, dues, commissions or
cover other expenses, upon the execution of the Service.
5.11 Supplier will verify the Customer at the check in point by verifying the ticket
ID through the Travonda Supplier app or extranet in order receive the full payment
and to avoid false customer reporting as ‘ Supplier No Show’. If supplier fails to
perform this duty, supplier will bare the cost incurred due to penalty fees and
partial payment received due to not verifying Customer.
Customers of the Platform will have the opportunity to view the offered Services
without prior registration until point of making a booking. The customers get the
ability to view and book Instant Confirmation Bookings
and also to book services after requesting supplier for Customized/ tailor made Bookings.
6.1.1 Bookings are automatically accepted and confirmed once a Customer makes a
booking by making the online payment. An automated booking takes place, as long as
there is availability left on Supplier extranet calender of the relevant service.
The Supplier shall keep the extranet account information, calender, rates and
availability up-to-date at all times.
6.1.2 Once the payment has been done, the Customer will receive a ticket via Travonda
platform to Customer’s mobile app and email.
6.2.1 Customers have the ability to request for customized Services at the Supplier
profile. Once a customized service request is made by Customer, the Supplier will
receive the request. The Supplier can reply to the customer along with the payment
invoice for the requested service. Customer has the right to accept or not accept
the offer. If accepted, the booking payment can be made through Travonda online
payment modes available. Once the payment has been done, the Customer will receive a
ticket through Travonda platform to Customer’s mobile app and Email.
6.2.2 At the arrival of the Customer, to obtain the Service, the Supplier will verify
the ticket provided by Customer at the check in point. Once the booking is verified,
Supplier will provide the Service as per the booking made.
6.2.4 Booking payments collected at Travonda bank account for the bookings made by
Customers will be transferred by first week of every month to Suppliers’ bank
account provided at Supplier registration process.
6.2.5 Supplier will verify the Customer at the check in point by verifying the ticket
ID through the Travonda Supplier app or extranet webiste in order receive the full
payment and to avoid false customer reporting as ‘ Supplier No Show’. If supplier
fails to perform this duty, supplier will bare the cost incurred due to penalty fees
and partial payment received due to not verifying Customer.
6.3 For Events ( shall
affect only if tickets are sold via Travonda platform only)
Customers have the opportunity to view events published in Travonda platform and also
to buy tickets if tickets are available to be purchased. Once a ticket has been
purchased, the Customer will receive a ticket to the Customer mobile app and email.
On the date of the Event, the supplier will verify the ticket provided by the
customer at the entrance, Travonda Event ticket counter. Once the verification is
done, the Supplier will issue the event ticket to the Customer.
7.1 All services available in Travonda which is offered by Supplier will be able to
book or reserve after a full payment has been made by Customer.
7.2 The booking fee will vary from Service to Service according to the per head price
provided by Supplier
7.3 The per head prices provided by Supplier shall include Travonda commissions.
7.4 Travonda has the right to provide discounts for any service offered by Supplier
upto the Travonda commission fee value without prior notice to Supplier. This will
not affect the receivable amount to the Supplier.
7.5 Booking fees will be fully refundable if Supplier cancel a booking or Supplier no
show is reported. Travonda will charge penalty fees for the Supplier in such
7.6 Travonda have the sole right to decide the Travonda commission fee percentage.
8.1 Travonda will charge penalty fees calculated on the price of the Service, in case
of situations where Supplier cancelling the booking
and in case of Supplier no show is reported.
8.2 Travonda will charge the penalty fees by deducting the penalty fee amount from
any amount receivable to Supplier hereunder from Travonda at every month first
8.3 In situation of Supplier canceling the booking
,Travonda will charge Supplier a penalty fee
percentage varying from 0% - 10% from the value of the booking.
8.4 In situation of ‘supplier no show’
reporting, Travonda will charge supplier a
penalty fee percentage of 0% - 20% from the price of the service.
8.5 Travonda have the right to decide on the penalty fee percentages. Travonda may,
at its sole option, forgo this contractual penalty, in whole or in part, if Supplier
provides an alternative but equivalent Service to the affected Customers.
9.1.1 Supplier is aware and consents that Customer is entitled to cancel their
booking. If booking cancellation is done by Customer, the cancellation fees set by
supplier will be charged on the booking price and the balance will be refunded back
to Customer. The cancellation fees will be transferred to Supplier account.
9.1.2 The Supplier will decide the cancellation fee percentage at the point of
publishing a new service or editing an existing service. The cancellation fee
percentage will be calculated on the price of the booking.
9.1.3 Modifications by Customers can only be done by requesting Supplier directly.
Supplier have the right to accept or reject the request.
9.1.4 In case of “Force Majeure”, which are circumstances beyond the Parties’
reasonable control, including without limitation, natural catastrophe, war, act of
terrorism, interruption of electricity and strikes, either Party may suspend or end
this Agreement. Furthermore, Supplier shall allow Customers to return purchased
tickets for a full refund if a force majeure situation occurs at the travel
destination, regardless of whether Supplier continues to provide Services during the
affected period of time. Travonda will process the refunds and transmit them to
affected Customers. In the event that Supplier cancels the Service due to the
occurrence of Force Majeure, Supplier must notify the Customer Service of Travonda
9.2.1 If the Supplier Cancels a Booking for whatever reason,(i) Travonda will
calculate Supplier a penalty fee of 0% - 10% on the price of the booking, and (ii)
the affected Customer will receive a full refund and (iii) Travonda will charge
penalty fees on Supplier from any amount receivable to Supplier hereunder.
9.2.2 If Supplier No Show is reported, Supplier agree that Travonda may (i) make a
full refund to the affected Customer, and (ii) Travonda will calculate supplier a
penalty fee of 0% - 20% on the price of the booking and (iii) Travonda will charge
penalty fees on Supplier from any amount receivable to Supplier hereunder.
9.2.3 Travonda may, at its sole option, forgo this contractual penalty, in whole or
in part, if Supplier provides an alternative but equivalent Service to the affected
9.3.1 The Customers cannot cancel, modify or request refund once an event ticket has
been purchased at Travonda platform, except for Force Majeure situations or in a
situation where Supplier or Event organizer cancel or postpone an event.
9.3.2 In Force Majeure situations and in a situation where supplier or event
organizer cancel or postpone an event, Supplier will fully refund the ticket value
to the affected customer by providing guidance and facilities to redeem/ claim
9.3.3 The supplier will clearly state instructions and facilities of redeeming or
claiming ticket refunds at the point of creating an event at Travonda platform
Supplier account, as a solution for affected Customers in case of Force Majeure
situations and in a situation where supplier/ event organizer cancel or postpone an
10.1 The supplier will receive the collected booking fees/ ticket fees during the
first week and third week of every month for the bookings made in the past month after the
deduction of Travonda 10% commissions, penalty fees, refundable deposits to Customers and other payments to be
received by Travonda (such as, personal Supplier promotions and advertising
10.2 The supplier will receive all payments to the Supplier’s bank account.
Travonda is not responsible for the for verifying
the identity, authenticity, credentials, inaccuracy or incompleteness of Supplier’s
bank details which is provided at the supplier registration process.
11.1 The Supplier will price and manage availability of any service at Travonda
platform Supplier account.
11.2 The Supplier will provide the all inclusive (net) per head price for each
service made available to book through Travonda platform including government taxes,
wages,Travonda commissions etc.
11.3 The Supplier will price all the services in US dollar (USD) currency.
11.4 Travonda platform will display the prices to customers at Travonda platform by
converting to Customer preferred currency according to international currency
exchange rate on the Customer booking or viewing date. Travonda will not be liable
for any losses caused due to the exchange rates.
11.5 Travonda will charge 10% commission fees from Supplier calculated on the booking
12.1 The Supplier will enter the data of the Services offered into the Supplier
Account. Supplier is responsible for ensuring that the provided information is
always up-to-date, revised, cancelled, or invalid Services must be deleted
12.2 It must be clear from the service description that the Supplier offers the
Services in his own name and in his own responsibility. The Services must be offered
under the generally used company and brand name. There must not be the impression,
neither directly nor indirectly, that Travonda is the supplier of the services, or
that Travonda has tested the quality of the offered Services or otherwise emphasizes
12.3 Travonda shall be entitled to give a discount on the booking price at its own
cost up to the level of the commission fee of Travonda.
12.4 Travonda will be only an intermediary facilitating the purchase of Services from
Supplier to Customer; however, in no event shall Travonda be deemed a party to any
agreement whereby a customer purchases services from Supplier. Travonda is will not
be liable for any losses or risks caused to Customers or Suppliers in any means.
13.1 The Supplier is responsible for content submitted through the Supplier Account,
such as descriptions of Services, forum entries, etc. Travonda treats such content
as external content. Travonda also treats Customer’s content, such as forum entries,
reviews, etc. as external content and excludes liability.
13.2 If Travonda is notified about or detects content that does not comply with these
conditions or any other legal provisions, Travonda may partially or fully delete or
edit this content provided that the breach of such rules is not remedied by the
Supplier within two days after our notice. If the abusive content originates from a
Supplier, Travonda is entitled to block access or to delete the respective Supplier
Account. Travonda will always consider the respective mutual interests in the
respective case before blocking or suspending a Supplier Account.
13.3 Supplier will allow Travonda to edit any Service related content provided at
Supplier Account if any errors or grammatical mistakes are detected.
13.4 The Supplier will only upload content and data for which he owns the
corresponding copyrights. Such information must not abuse privacy rights of
Customers, third parties, etc. and needs to comply with the applicable competition
laws and other legal requirements.
After the fulfillment of a Service, Customers have the opportunity to review a booked
Service through Travonda's review system. The aim of the review system is to create
meaningful and accurate feedback and the Supplier profiles in terms of performance,
reliability, and trustworthiness. These Profiles can be viewed by any Customer on
the Platform. All content provided in this review system is the exclusive content of
Travonda. The Supplier is not allowed to publish reviews on his own site/third party
sites without the prior written consent of Travonda.
15.1 In order to exchange messages between Customers and the Supplier that are not
meant for the general public, Travonda offers the Direct Message functionality
through Travonda platform. Direct Messages are exclusively meant for information
concerning the Service offering and its execution. Personal messages or messages not
pertaining to the Service may not be exchanged through the Direct Message
functionality. Contracts and cancellations may not be executed or negotiated through
the Direct Message functionality. Travonda is explicitly entitled to monitor Direct
Messages and delete any which do not comply with these criteria.
15.2 Travonda has the sole right to suspend supplier or block supplier if private
direct marketing or negotiate services privately to customers via Travonda platform
is been detected.
15.3 The Supplier may neither in his Service description nor in the forum or via a
private direct message refer Customers or sub-agents to his own external internet
website, a third party website/platform, or otherwise provide information to get in
touch outside of the Platform.
15.4 The Supplier is required to handle all Customers’ inquiries, etc. received
through Travonda exclusively on the Platform. The Supplier will neither directly nor
indirectly urge Customers or sub-agents, who got in touch through Travonda, to book
a service outside the Platform. If prospective Customers or sub-agents, who got in
touch through Travonda, inquire to book a service outside the Platform, the Supplier
will refer him to the Platform.
Customer can complain directly to Travonda through Travonda customer service or
claims in respect of (the Service offered, rendered, or provided by) the Supplier or
specific requests made by Customers are to be dealt with by the Supplier as Travonda
is not responsible for and disclaims any liability in respect of such claims from
Customers. Travonda may at any time and at its sole discretion (a) offer customer
(support) services to a Customer, (b) act as intermediate between the Supplier and
Customers, (c) provide - at the costs and expenses of the Supplier – an alternative
service of an equal or better standard in the event of an overbooking or other
material irregularities or complaints in respect of the offered or provided service,
or (d) otherwise assist Customers in their communication with or actions against the
17.1 The Supplier agrees, at his expense, and on an after-tax basis, to indemnify,
defend, and hold harmless Travonda, each of its affiliates and any of Travonda’s or
any of its affiliates’ officers, directors, employees, or agents or Travonda’s third
party distribution partners against any third-party claim, action, loss, damage,
expense or other liability (including without limitation, attorneys’ fees and
expenses) arising from or relating to (a) the Supplier’s Services, (b) the
performance of the Supplier’s duties and obligations under this Contract or any
breach or default by the Supplier under this Contract, including, without
limitation, a breach of any representation, warranty or covenant, or (c) any
allegation that Travonda’s or any of its affiliates’ use, reproduction, distribution
or display of the Service information as permitted under this Contract infringes or
misappropriate the intellectual property rights of any third party. The Supplier
agrees to use a counsel reasonably satisfactory to Travonda to defend any
indemnified claim, and Travonda may participate in the defence or settlement of any
claim at any time using attorneys selected by Travonda. The Supplier also agrees not
to consent to the entry of any settlement or judgment without Travonda’s prior
written consent, which will not be unreasonably withheld by Travonda.
17.2 Travonda makes no representations or warranties regarding the Platform,
including any temporary or permanent interruption of the operation of the Platform.
Travonda bears no risk with respect to the number, frequency, or type of services
booked through the Platform.
17.3 Travonda shall act as an intermediary facilitates the purchase of Services from
Supplier by that Customer, however, in no event shall Travonda be deemed a party to
any agreement whereby a Customer purchases Services from Supplier. Travonda shall
not be liable for any losses or risks caused to Customer or Supplier in any
The Supplier agrees that he has in place and will maintain, or will establish and
maintain, adequate security procedures and controls to prevent the unintended
disclosure of, and the unauthorized access to or misappropriation of, any personal
data or information of any Customer. Neither the Supplier nor its affiliates shall
either directly or indirectly, engage in any solicited or unsolicited marketing,
promotional, or similar communications with any Customer that has booked through the
Platform without such Customer’s consent. The Supplier will process, store,
transmit, and access any Customer-related information that includes payment
information (including, without limitation, credit card, debit card, or bank account
information) in compliance with applicable law including, without limitation, the
data security rules of the Payment Card Industry Data Security Standard for
protecting credit and debit cardholder information applicable to the Supplier, and
the EU Data Protection Directive (and all laws promulgated thereunder), in each case
as the same may be amended, updated, replaced, or augmented. Upon Travonda’s
request, the Supplier will provide evidence that he has established and maintains
technical and organizational security measures governing the processing of personal
data in accordance with this section.
In addition to any other representations and warranties made by the Supplier in
these Conditions, the Supplier hereby represents and warrants that: (a) the Supplier
has authorized the individual entering into these Conditions on the Supplier’s
behalf to take such action on the Supplier’s behalf, (b) this Contract constitutes a
valid and binding obligation enforceable against the Supplier in accordance with its
terms, (c) the performance of the Supplier obligations under these Conditions will
not violate any agreement or obligation between the Supplier and any third party,
(d) the Supplier’s performance under these Conditions will comply with the
Conditions, (e) the Supplier holds all licenses, permits, and authorizations
required to make his service available for booking through the Platform and to
otherwise comply with the Supplier’s obligations under these Conditions, (d) the
Supplier is the owner of all intellectual property rights uploaded through the
Supplier Account or authorized by the owner of such rights to upload and license
such rights through the Platform.
Any controversy, claim or dispute arising out of or relating to this Agreement, or
the obligation of a party hereunder, will be settled exclusively in accordance with
this Section, whether based in contract, tort, statute, fraud, misrepresentation or
any other legal theory. Each party will nominate a representative to negotiate in
good faith to promptly resolve the controversy, claim or dispute for a period of up
to fourteen (14) days following notification of the controversy, claim or dispute.
In the event the controversy, claim or dispute has not been settled between the
nominated representatives then, unless Travonda designates an alternative method of
dispute resolution that the parties shall follow (which it may do in its sole
discretion), the parties will submit to final and binding arbitration before a
neutral arbitrator instead of in a court by a judge or jury and, in such
circumstances, the parties each waive the right to trial by a jury. Supplier agrees
that any arbitration under this Agreement will take place on an individual basis;
class arbitrations and class actions are not permitted and Supplier is agreeing to
give up the ability to participate in a class action. Any arbitration will be
conducted in accordance with the currently prevailing commercial arbitration rules
of the Sri Lankan Arbitration Association. The parties agree to abide by any
decision and award rendered in the proceedings. The decision and award will be final
and conclusive and may be entered in any court having jurisdiction thereof. The
English language version of this Agreement shall govern and all proceedings
conducted shall be conducted in English. Any arbitration hearing will be held in
Colombo, Sri Lanka. The arbitrator’s decision will follow the terms of this
Agreement and will be final and binding. The arbitrator will have authority to award
temporary, interim or permanent injunctive relief or relief providing for specific
performance of this Agreement, but only to the extent necessary to provide relief
warranted by the individual claim before the arbitrator. The award rendered by the
arbitrator may be confirmed and enforced in any court having jurisdiction
21.1 The agreement is concluded for an indefinite period of time, until a newer
version of the supplier agreement is introduced. The Supplier and Travonda may
terminate the Contract at any time and without cause. A termination can be done
automatically by using the appropriate function in the Supplier Account.
21.2 Supplier will executed remaining confirmed bookings as planned, after agreement
termination and suspension.
21.3 If there are specific indications that a Supplier is culpably violating legal
provisions, third party rights, or the Conditions or if Travonda otherwise has a
legitimate interest, particularly with regard to protecting Customers or other
Suppliers against fraudulent activities, Travonda is entitled to take one or more of
the following actions taking into account the respective interest of the Supplier in
the respective case in a reasonable manner:
Issue the Supplier with a warning;
Delete the Supplier's offers or other content;
Restrict the Supplier's use of the website;
Temporarily or permanently exclude (block) the Supplier from the website;
Contest and cancel existing bookings in the name of the Supplier without taking into
account the applicable cancellation policies, and reject Customers’ offers for the
conclusion of a Contract in the name of the Supplier
Travonda reserves the right to modify and impose new or additional terms and
conditions to this contract at any time. Travonda will notify the Supplier with a
message to his Supplier Account about any changes in this Contract. If the Supplier
does not accept such modifications or new or additional terms and conditions, he may
terminate this contract upon written notice to Travonda. The Supplier’s failure to
exercise his right to terminate this contract within 30 (thirty) days after notice
of any modification or new or additional terms and conditions to this Contract will
constitute his acceptance of such changes.
If either party is prevented from performing any of its duties and obligations
hereunder in a timely manner by
reason of any act of God, strike, labor dispute, earthquake, fire, flood, public
disaster, equipment, software or
technical malfunctions or failures, power failures or interruptions, acts of
terrorism, war, civil unrest, riots or
any other reason beyond its reasonable control (each a “Force Majeure Event”), such
party will be excused
from performance of any such duty or obligation for the period during which such
contains the entire understanding of the parties relating to the subject matter contained in this Agreement and supersedes
all prior and contemporaneous agreements, arrangements and understandings between the parties. Any offer by Travonda and any acceptance
of such an offer by Supplier is limited to the terms in this Agreement only, Travonda objects to any additional or different terms,
and Travonda’s acceptance of any offer is expressly made conditional on assent to the terms of this Agreement. This Agreement will be
governed by the laws of Sri Lanka without regard to its conflicts of law provisions, and by entering into this Agreement,
Supplier waives any claims that may arise under the laws of other countries or territories. In connection with Travonda’s performance
of its obligations and exercise of its rights hereunder, Travonda may have such obligations performed and such rights exercised on its
behalf by the Travonda group and any of Travonda’s affiliates and their respective agents, contractors, distributors, and service providers.
The waiver or failure to require the performance of any provision herein will not be deemed to constitute a waiver of a later breach
of the same or any other provision herein, and no such waiver will be effective unless in writing. Travonda may assign or otherwise
transfer this Agreement in whole or in part. Supplier may not assign or otherwise transfer this Agreement or any of its rights or obligations
hereunder, by operation of law or otherwise, without Travonda’s prior written consent and, for purposes hereof, a merger or change
of control in which Supplier is not the surviving party will be deemed an assignment. Any attempted assignment in violation of the foregoing
will be null and void. Foregoing, this Agreement will bind and inure to the benefit of each party’s successors and permitted assigns.
Except as explicitly set forth in this Agreement, this Agreement will not be construed as creating an agency, partnership, joint venture
or any other form of association, for tax purposes or otherwise, between the parties; and the parties will at all times be and remain
independent contractors. Except as expressly agreed by the parties in writing, and except for the sale of Supplier’s Products by Travonda
as described herein, neither party will have any right or authority, express or implied, to assume or create any obligation of any kind,
or to make any representation or warranty, on behalf of the other party or to bind the other party in any respect whatsoever. If any provision
of this Agreement is held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, the remainder of this
Agreement will remain in full force and effect and the parties will modify such provision so as to be valid and enforceable if possible
in such jurisdiction and conform to the parties’ intent.
Last Updated, 01/08/2018