Terms and Conditions
Reservation Policies
Weddings
by Lomas Travel maintains this web site (the "Site") as a service to
its Affiliate (the "Affiliate"). Please review the following terms and
conditions carefully. This Terms of Use Agreement (the "Terms of Use")
is a legally binding contract between the Affiliate and Weddings by
Lomas Travel regarding Affiliate's access to and use of the Site. By
accessing the Site and/or any of our affiliate member web sites (each,
an "Affiliate Member"), the Affiliate agrees to the terms and
conditions as outlined in this legal notice. Weddings by Lomas Travel
reserves the right to change these terms and conditions from time to
time at its sole discretion by posting such revised terms and
conditions on the Site. Affiliate's continued use of the Site and/or
any Affiliate Member site following any such change constitutes an
agreement to follow and be bound by the terms and conditions as
changed. If a User does not agree with any part of the following terms
and conditions, she/he must not use this Site and/or any Affiliate
Member site.
WHEREAS, Wed Page has developed and has available a computer driven
service system designed to allow users to design and customize
personalized wedding websites to be accessed by family and friends
sharing in the special occasion. Such system is known as the Wedding
Website.
WHEREAS, Affiliate has expertise in marketing and is willing to market the Wedding Website on behalf of Wed Page.
The parties hereby agree as follows:
I. Authority to Market. Wed Page shall allow Affiliate to market the
Wedding Website on behalf of Wed Page pursuant to the terms and
conditions of this Agreement to the Affiliate's customers.
II. Promotion of Wedding Website. Affiliate may market the Wedding
Website to it's customers. Affiliate shall use its reasonable efforts
to present the Wedding Website to potential customers and to provide
promotional materials to such potential customers with the information
necessary to allow them to subscribe for the services provided by the
Wedding Website. Wed Page shall make the Wedding Website available for
customers subscribing for the service. The Wedding Website shall allow
customers subscribing for the service: (1) to use of the unique and
exclusive Website Design to create their own personalized wedding
Websites materials, (2) to set up their own wedding information page
with addresses, driving directions and bridal registries, (3) to
provide online RSVP forms, (4) to provide an online guest book for use
by friends and guests, (5) and, to provide slide shows, biographies,
stories and similar information about the wedding couple for the use of
friends and guests.
III. Obligations of Affiliate.
A. Affiliate shall use their reasonable efforts to market the Wedding
Website through avenues approved by Wed Page in a professional manner.
B. Affiliate shall use the approved Wed Page subscription forms or
contracts to enroll potential customers in the Wedding Website in
situations where the customers are subscribing through the offices of
the Affiliate.
C. Affiliate shall not make claims or representations with respect to the Wedding Website except as are authorized by Wed Page.
D. Affiliate shall comply with all laws, rules and regulations of all
applicable jurisdictions relating to the marketing of the Wedding
Website, all of Wed Page's policies and procedures relating to the
marketing of the Wedding Website, and any amendments, changes, or
supplements of any of the foregoing. Wed Page may amend, change or
supplement the Wedding Website at any time and shall provide notice to
Affiliate of any such changes.
E. Any marketing or other printed materials supplied by, related to or
authorized by Wed Page to Affiliate are the property of Wed Page.
Affiliate shall cease using and distributing the materials and shall
return the materials to Wed Page upon Wed Page's request. Affiliate
shall not publish, produce, use, or distribute any written materials
relating to or referring to Wed Page or the Wedding Website without
prior written approval of Wed Page.
F. All subscription agreements for the Wedding Website shall be
directly between the customer and Wed Page regardless of whether the
customer completes the subscription through the Affiliate or directly
with Wed Page.
G. All customizable aspects of the Affiliate's Wedding Website must be
approved by Weddings by Lomas Travel. Weddings by Lomas Travel. can
require modifications or changes to Affiliate's template that do not
meet Weddings by Lomas Travel's standards. Navigation links must be properly represented in the template
and cannot be excluded without the express written permission of
Weddings by Lomas Travel.
Compensation. For each Subscriber subscribing for the services of the
Wedding Website, Wed Page shall charge a subscription fee of $25.00
(Twenty-Five U.S. Dollars). The amount set forth above does not include
sales tax and other taxes that must be added where applicable. The
price set forth above is subject to change, upon notification to
Affiliate by Wed Page. In the event of such change Wed Page shall
provide Affiliate with notice of the new price that shall be applicable
as of the date of receipt of the schedule by Affiliate. For
subscriptions made directly with Wed Page, Wed Page shall submit the
applicable commission to the Affiliate. In providing its payments or
invoices Wed Page may offset amounts owed by each party and reflect the
net amounts owing on the invoices. Payment owed by either party shall
be made quarterly (April, July, October, and January) by the 14th day
of the month. In the event of any refunds paid to customers terminating
the service within 28 days, each party hereto will be responsible for
its share of the refund of any sums for which it has received payment.
IV. Nature of Relationship and Authority.
A. Affiliate shall perform the services under this Agreement solely as
an independent contractor and Affiliate is not an employee of Wed Page.
Affiliate shall furnish their own office, be responsible for their own
expenses, be responsible to determine their own method of work and work
independent of the supervision of Wed Page, except with respect to
compliance with the terms and conditions of this Agreement. Wed Page
shall not be responsible for withholding or payment of taxes for
Affiliate. Nothing in this Agreement shall be construed to create a
relationship of employer, employee, subagent, principal, partnership,
or joint venture between Affiliate and Wed Page.
B. Affiliate shall not, except as specified in this Agreement, do any of the following things:
1. Have or hold itself out as having any right, authority or agency to act on behalf of Wed Page.
2. Extend credit for or on behalf of Wed Page.
3. Alter, waive, discharge or modify any rule, regulation or procedure of Wed Page.
4. Alter, waive, discharge or modify any of the terms, conditions or
limitations relating to the Wedding Website or the terms or conditions
relating to their marketing or sale.
5. Waive any forfeiture or incur any debt or liability on behalf of Wed Page.
6. Enter into any agreement on behalf of Wed Page.
VI. Term and Termination. This Agreement shall be effective as of the
day this form is submitted online. The Agreement shall be an âat-will"
agreement and can be terminated at any time for any reason by Wed Page.
VII. Confidentiality. Affiliate acknowledges and agrees as follows: (a)
the Wedding Website and all information relating thereto (other than
the subscriber's designated media content) or to Wed Page business
model and practices contain certain proprietary information, rights,
processes, Design, technology and trade secrets (the "Proprietary
Information"); (b) the Proprietary Information is and at all times
remain the exclusive property or Wed Page; (c) Affiliate shall not (i)
directly or indirectly, intentionally or unintentionally, reveal,
disclose, furnish, publish, make accessible, enter into competition
with Wed Page, or disseminate to any person or entity any Proprietary
Information, unless already generally known to and available for use by
the public or (ii) ever use or exploit any Proprietary Information for
the financial gain of Affiliate or any other person or entity or for
any other purpose; (d) upon the termination of this Agreement or the
earlier request by Wed Page, Affiliate shall promptly return to Wed
Page all Proprietary Information then in Affiliate possession or
control; and (e) Wed Page will incur incalculable and irreparable
damage for any breach by Affiliate of any covenant set forth in this
paragraph, and that Wed Page and /or its affiliates shall be entitled
to injunctive relief restraining Affiliate from such continuing and/or
threatened breach. This provision shall survive the termination of this
Agreement for a period of eighteen (18) months from the termination
date.
VIII. Indemnity. Each party agrees to and shall indemnify, hold
harmless and
Defend the other and/or the other's affiliates from any and all past,
present and future liabilities, claims, damages, demands, costs,
expenses and attorney's fees incurred by, or threatened by any person
or entity against, the other and/or the other's affiliates, that arise
out of, or pertain or relate to, any breach of this Agreement by either
party, each such party's performance of its obligations hereunder or
any actions or inactions by each such party, including but not limited
to any and all claims, demands, or causes or action connected with,
related to, or arising out of, any negligent, reckless or intentional
action or omission to act or other misconduct by each party. Neither
party shall be liable to the other for and this indemnity in not
intended to cover, liability created by any third party vendor
providing internet services, domain names, or similar services to Wed
Page.
IX. Miscellaneous.
A. Notices. All notices required to be given under this Agreement shall be sent to the following addresses:
L-28 Mza 16; Lote 37, SMza 309
Municipio de Benito Juarez, Cancun, Quintana Roo
ZIP 77560
Mexico.
B Either party may change its above stated address from time to
time as may be necessary or appropriate, provided it shall furnish the
new address to the other party within a reasonable period (in no event
to exceed twenty (20) days).
C. Assignment. This Agreement may not be assigned by either party, by
operation of law or otherwise, without the express written consent of
the other party; provided, however, that either party may assign this
Agreement to an affiliate without the express written consent of the
other party. Consent as required under this paragraph cannot be waived
or granted except in writing.
D. Severability. The invalidity or inability to enforce any term,
covenant, or condition contained in this Agreement shall not render
invalid any of the other terms, covenants or conditions contained
herein.
E. Waiver. The right of either party to require strict performance by
the other of any or all obligations imposed upon the other by this
Agreement will not in any way be affected by any previous waiver,
forbearance or course of dealing.
F. Drafting. This Agreement will not be construed to have originated
with either party, and the parties have been fully represented by
counsel in the negotiation and preparation of this Agreement.
G. Governing Law. The validity, interpretation and performance of this
Agreement shall be controlled by and construed under the laws of the
State of Colorado without regard to conflicts of law principles thereof.
H. Entire Agreement. This Agreement constitutes the entire Agreement
and understanding between the parties, and it supersedes all prior
agreements, understandings and negotiations, whether oral or in
writing, between the parties with respect to the administration of the
Limited Warranty Programs. No amendment, other modification, or this
Agreement shall be valid unless agreed to in writing by both parties,
and signed by each party's authorized Affiliate.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be entered into this day.