This Agreement sets forth the terms and conditions between Api Tour and users who set up a tour guide profile and create tours and travel services offered for sale on the apitour.com website. This Agreement explains the relationship between You and Api Tour, how You set up your profile, create tours and travel services for sale and receive the money owed to You by Api Tour. This agreement specifically limits our liability.
You must read this Agreement before using the Site, creating a profile and setting up tours and travel services for sale on Api Tour. Use of the Site constitutes an agreement to all terms and conditions in this Agreement and You warrant that You understand, agree to and accept all terms and conditions contained here.
Api Tour connects You with travelers who are seeking to obtain tours and travel related services. We do this through our website, apitour.com ("Site"), which is a communications and payment processing system for enabling this connection. As well as maintaining the website, Api Tour handles customer service through telephone and email, markets the website through various means including search engine optimization, pay per click programs, public relations and advertising. Depending upon the transaction processing model You select, we may collect money on your behalf and remit it to You in a timely fashion.
You understand that You are an independent contractor and are not an employee of Api Tour. Further, You agree that the travelers who we connect with You are the customers of Api Tour and You will use your best efforts to ensure that any sales resulting from such customers are processed through the Api Tour website, or such other means as we mutually agree.
You acknowledge that communication between You and our customers may be monitored by Api Tour for quality control and training. We reserve the right to edit the messages You send to customers. If we do so, we will inform You of any changes made.
You represent and warrant to Api Tour that You are aware of and are in compliance with any licensing and legal restrictions that may be placed on the delivery by You of any tours or travel related services.
You further acknowledge and agree that You shall be solely responsible for the supply of any equipment required for a particular tour or travel services provided by You pursuant to the terms of this Agreement, and that You shall ensure, prior to the commencement of any such tour or travel services, that such equipment is in good working order and complies with all applicable safety standards.
This "Tour Guide Agreement" should be read in conjunction with the "Tour Guide Business Principles" and the "Customer Terms and Conditions", which applies to registered Api Tour customers. A copy of these are posted on the Site.
2. Acceptance as a Tour Guide
Any individual or company who is able to enter into a legally binding and enforceable contract may apply to become a Api Tour Tour Guide. Upon application through the Site, Api Tour will begin the acceptance process. Details of this process are posted on the Site and may include telephone interviews, submission of documents, checking of references and completion of training and examination.
Api Tour may make use of a third-party verification service in order to perform background checks. These services may verify information such as name, address, social security number, and criminal background.
The success of the Api Tour concept is based on the quality of the experience that You as a Tour Guide deliver. Therefore we are highly selective in the people we choose to work with.
We are committed to the success of our Tour Guides. Therefore, we may not accept additional Tour Guides in a particular area if we feel that the demand is satisfied by existing Tour Guides. Acceptance as a Tour Guide is at the sole discretion of Api Tour and we reserve the right to refuse anyone for any reason.
3. Acceptance of "Tour Guide Business Principles"
You agree to abide by the Api Tour "Tour Guide Business Principles". A copy of these rules can be found in the Tour Leader area of apitour.com.
4. Acceptance of "Customer Terms and Conditions"
You have read the Api Tour "Customer Terms and Conditions" and understand that these terms and conditions govern your relationship with our customers. A copy of these terms and conditions can be found in a link from the home page of apitour.com.
5. Use of Site and Services
Api Tour connects You with travelers who are seeking tours and travel related services. We do this through our website, apitour.com ("Site"), which is a communications and payment processing system for enabling this connection.
Upon our acceptance of You as a Tour Guide, You may use the Site to create a profile of yourself, set up web pages that describe the tours You provide and utilize the calendar to indicate your availability.
Once these are complete, Api Tour will review them and publish them on the Api Tour website. We will then begin collecting bookings and appropriate payments on your behalf.
6. Information Provided by You
Api Tour will use its best efforts to ensure the privacy of all other personal information, however we expressly disclaim any liability for any damage that may result should any information be released to any third parties. You hereby agree to hold Api Tour harmless for any damages that may result.
7. Grant of Limited License
By posting content to the Api Tour Site, You:
a) grant Api Tour and its affiliates and licensees the right to use, reproduce, display, perform, adapt, modify, distribute, have distributed, and promote the content in any form, anywhere and for the purpose of selling and marketing Api Tour or your tour offerings; and
b) warrant and represent that You own or otherwise control all of the rights to the content and that use of your content by Api Tour does not violate the rights of any third party.
c) in the event that content you upload to your Api Tour website violates the rights of a third party, you agree to indemnify us against any losses and liabilities that may result from the action of such third party against Api Tour.
Travelers seek the services of Tour Guides through the use of the Site. Tour Guides may opt to have Api Tour collect the entire fee due for the services of the Tour Guide through our credit card payments system.
Alternately, only in cases where it is impractical to remit money to You, Tour Guides may opt to have Api Tour collect only a booking fee. In this case, the traveler will make payment for the Tour Guide services purchased at the time the tour is taken, in the amount and currency specified at the time of booking. Whether You can use this alternative is at the sole discretion of Api Tour.
Api Tour will process refunds or credits for our errors or other extenuating circumstance.
9. Booking Fee
In order to compensate Api Tour for its services, Api Tour charges a percentage of the cost of the tour. This percentage is set when your application is accepted. Api Tour may reduce this fee at any time, either permanently or for a limited period. It may be increased only upon 60 days notice to You.
Travelers may request a refund of the amount paid for a tour or tour service as set out in the "Api Tour Customer Terms and Conditions". In the event that a refund is made, only the amount actually received by Api Tour (if any), less our booking fee will be paid.
11. Payments to You
If Api Tour collects the entire amount paid for the services You provide, we will pay You, for all funds actually received by us, less our booking fee, subject to any deductions for amounts withheld pursuant to section 10 above.
Any upfront costs specified by You on your tour description page will be paid on a weekly basis. The amount collected for your services, less our booking fee will be paid once the tour has been delivered, on a weekly basis.
In the rare case where Api Tour collects only the booking fee, then no further payment is due to You.
Payments are made according to a variety of methods, determined when your account is approved. At any time, You may request a change in payment method, from those currently available.
Api Tour is committed to ensuring the privacy of the information You give us. Our Privacy Statement is located on the Api Tour Site.
13. Disclaimer of Warranties
YOU EXPRESSLY AGREE THAT THE USE OF THIS SITE IS AT THE YOUR SOLE RISK. API TOUR DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE. THE SITE IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE.
14. Limitation of Liability and Remedies
Under no circumstances will Api Tour be liable to You for any indirect, incidental, consequential, special or exemplary damages arising from any provision of this Agreement. Furthermore, the TOTAL liability of Api Tour arising with respect to this Agreement and the Site will not exceed the total amounts collected by us and not yet paid to You under this Agreement. Any notice or other communication to be given hereunder will be in writing and given by facsimile, postpaid registered or certified mail return receipt requested, or electronic mail.
Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to You insofar as they relate to implied warranties.
THE MAXIMUM TOTAL LIABILITY OF API TOUR UNDER ANY CONTRACTUAL, NEGLIGENCE, STRICT LIABILITY, OR OTHER REASON WILL BE LIMITED TO THE GREATER OF (I) $1,000 OR (II) THE PAYMENTS WE HAVE RECEIVED ON YOUR BEHALF AND ARE UNPAID TO YOU.
Upon a request by Api Tour, You agree to defend, indemnify, and hold harmless Api Tour and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees, that arise from your use or misuse of this Site. Api Tour reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate with Api Tourin asserting any available defenses.
16. Modification of the Terms of this Agreement
Api Tour reserves the right to make changes to this Agreement from time to time. Api Tour shall provide notice to You of any substantive and/or material changes to this Agreement or any policies posted on the Site. Such notice shall be by email and posting on the Site.
17. Term of Agreement
This Agreement will become effective immediately your use of the Site and shall remain effective unless terminated by either party as provided hereunder. Either party may terminate this Agreement by providing the other with written or email notice of such termination which shall be effective immediately upon delivery of such notice to the other party. Furthermore, Api Tour may terminate this Agreement immediately for any breach of this Agreement, the "Tour Guides Rules of Conduct" or any applicable policy of Api Tour as posted on the Site from time to time. In the event of termination or expiration, the following sections shall survive: Term of Agreement; Ownership; Disclaimer; Limitation of Liability; Notice; and General Provisions.
Should You violate the terms of this Agreement, Api Tour reserves the right to terminate your use of this Site immediately at its sole discretion.
18. Legal Claims
For all disputes between Api Tour and You relating to the Site, this Agreement, transactions facilitated or conducted through the Site, tours and travel services ordered or purchased through the Site, dealings between You and Api Tour, or any related matters ("Disputes"), the parties will attempt to find the least onerous solution to the Dispute. If a Dispute cannot be resolved by the parties, then the Dispute must be resolved before a court of competent jurisdiction.
If You initiate a Dispute against Api Tour, then the Dispute must be commenced through the courts of the Province of British Columbia, Canada, and You hereby irrevocably submit and attorn to the exclusive jurisdiction of the courts of the Province of British Columbia, Canada, in respect of such Disputes. Proceedings regarding a Dispute You initiate must be commenced in a court of competent jurisdiction in the City of Vancouver, British Columbia, Canada within six (6) months after the Dispute arose. Any shorter time limit provided by statute or other law remains unaffected.
19. General Provisions
Nothing in this Agreement shall be construed as making either party the partner, joint venture, agent, legal representative, employer or employee of the other. Neither party shall have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound.