Terms & Conditions HAAT Service Agreements
Valid 12July 2020 (Click here to download a copy)
Affiliate means the Tourism Provider who has signed the agreement with HAAT Co., Ltd. to use the systems supported by HAAT Co., Ltd.
All prices subject to VAT at prevailing rates. Withholding tax is deducted only for services of Software, Installation, Training, and Support as indicated in HAAT invoices.
This proposal/agreement provides for Affiliate understanding that:
Training fees are included only for the initial training program in this proposal. Any additional training requested will be invoiced to client according to time/sessions/modules provided on approval of client. Only client approved training will be provided. Any request for additional training will be through client authorized representative and will be considered as approved by that person(s) if they so request.
HAAT is providing software systems accessed via the internet and support services for these applications.
HAAT is not liable for malware or virus that enter the windows system through client/staff access of internet using insecure methods, HAAT can provide separate proposal for virus/malware protection and system reviews of windows.
HAAT is not liable for delay by client for providing room/hotel details for database or arrangement for staff training. If staff do not turn up for training HAAT will advise client accordingly by providing list of staff trained and certified by HAAT.
Terms of Payment
As indicated in the payment schedule.
A monthly late payment interest charge of 2.5% monthly of the overdue balance of an account that is not paid on time may be charged at the sole discretion of HAAT. Any agency collection costs incurred for outstanding debt collection will be passed on to the debtor. By signing this agreement, the Affiliate agrees to these charges.
Title of Ownership
Full title of ownership of software user license provided remains with HAAT until payment is received in full.
This agreement does not bestow right of ownership of the software system, code or the registered trademarks or property of HAAT Ltd, its agents, franchisees, or partners.
Affiliate agrees to use Channel Manager and Internet Booking Engine to distribute the affiliates availability and prices under the conditions indicated herein this User agreement.
The Affiliate using Channel manager system can only manage websites that are already integrated with the System and in the event a site is absent, the Affiliate can request integration up to the number of channels agreed or request HAAT to submit a quotation to Affiliate if more channels than agreed are required.
HAAT shall provide for system Set-up operations within 15 (fifteen) days after receiving initial payment as invoiced and completed credentials that will be sent by HAAT Support team.
Term, Ordinary termination, and Renewal
After trial and acceptance by the affiliate this Agreement shall have a minimum term corresponding to two (2) years, starting from the date the service is activated to Affiliate and completion of the trial. The Agreement shall be considered automatically renewed for a further two years (2) in the absence of Notice to Terminate. 90 days’ notice is required to terminate the agreement on any 2-year anniversary. Early cancellation of the agreement will incur a penalty corresponding to the unpaid service costs for the balance of the two (2) year term or residual months left in the agreement; whichever is the lesser term.
Taxes, charges, and interests
Affiliate shall be responsible for any tax, duty, levy, or charge whatsoever, including fees and licenses, as well as interests or sanctions imposed by State, local, or foreign authorities to be paid by Affiliate or HAAT following the supply of any service under this Agreement.
Affiliate’s Responsibility for the Channel Manager and Booking Engine system
Affiliate warrants the truthfulness of all its information, or that it provides, entered in the Channel manager system, with reference to the rates and availability illustrated and undertakes to fully indemnify HAAT and Channel manager for any claims for compensation for damage, or however from prejudicial actions brought forward by anyone, that may have been caused by entering incorrect or untruthful data by the Affiliate, or may have been caused by Affiliate’s unreasonable or unauthorized use.
Warranties and Limitation of Liability for Channel manager system
HAAT warrants the continuity of service for the use of Channel manager system for a period equal to at least 99% on an annual basis but shall not be held liable when it is not possible to use the Channel manager system due to causes not attributable to HAAT such as internet connection failures.
General guarantees provided by Affiliate
Affiliate agrees to indemnify HAAT, as distributor, and Channel manager, as manufacturer, its subsidiaries, directors, managers, agents, consultants, and employees regarding any damage, loss, expense, action, penalty, or court order for:
- Liability arising from the use or abuse of the System by Affiliate, or third parties that through the Affiliate have had access to the systems.
- liability arising from Affiliate’s failure to comply with laws or the rules and instructions given by HAAT and/or Channel manager (including any action by third parties towards the systems related to said use, abuse, or noncompliance).
- Acts, errors, and omissions arising from faults whether active, passive, indirect, sole, or joint, contributory negligence or proportionate negligence of the Affiliate or by the Affiliate’s use of the System.
The Affiliate understands they hold full responsibility for data loaded in the database (rates, room description, inventory etc) and closing out the systems when no rooms are available.
Websites and Portals connected to Channel manager system
HAAT is not responsible for the availability of the portals connected to Channel manager and where they expressly forbid or prevent, for any reason or right, the interaction performed by Channel manager system in the work or publicity areas of such travel portals and/or websites for the purpose of editing/updating Affiliate’s data or to monitor the rates of selected facilities, HAAT and Channel manager shall not be considered responsible for any disservice that could be generated due to interrupted or unavailability of said travel portals and/or websites.
Permission to use Affiliate’s credentials for Channel manager system tests and set up
Affiliate expressly authorizes HAAT to use the log on and passwords to access the various reservation systems for setting up the Channel manager system for use and to personalize Affiliate’s connection. Further Affiliate authorizes HAAT to conduct checks on access to the systems and on editing data within said systems of which Affiliate has provided the credentials, expressly releasing HAAT from any responsibility of every nature arising from conducting the tests. Affiliate may expressly request that tests not be conducted on any or all connected portals of which the Affiliate has submitted credentials by means of communication in writing to HAAT fifteen (15) days prior to being valid. Affiliate releases HAAT from all liability that could arise from profile settings operations (set-up) and the consequent use and control of the access data to requested systems.
Obligations of confidentiality
The Affiliate, as an individual and as guarantor of its employees, consultants, agents, subcontractors, agrees not to disclose the terms and conditions of this Agreement to third parties, except in the event it is requested by Legal Authorities and, in any event, only after written notification to HAAT. Any violation of this agreement shall authorize HAAT to exercise the right to withdraw from this agreement with immediate effect, and as a penalty, the Affiliate shall be compelled to pay a sum of USD 1000 (one thousand) to HAAT.
This agreement and the rights and obligations contained therein, situations involving conflicts in laws shall be governed exclusively by Thailand laws and interpreted and applied according to these laws. In the case of any dispute both parties agree that any breach claimed by either party will be mediated by a Thailand recognised Arbitration authority in English and the decision reached will be accepted and upheld by both parties.
All notices, requests, demands and other communications provided for in this Agreement shall be by email to firstname.lastname@example.org.