PLEASE READ THIS AGREEMENT CAREFULLY BEFORE REGISTERING FOR THE SERVICE. YOU MAY REGISTER AND SUBSCRIBE TO THE SERVICE UNDER A LEGAL COMPANY NAME. BY CHECKING THE "I AGREE" BOX ON THE REGISTRATION FORM, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY AGREEING TO THIS AGREEMENT, YOU REPRESENT THAT YOU ARE AUTHORIZED TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR BUSINESS OR CORPORATION AND BIND THE BUSINESS OR CORPORATION TO THE TERMS IN THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS OF THIS AGREEMENT, DO NOT CHECK THE "I AGREE" BUTTON, AND YOU WILL NOT BE ABLE TO PROCEED ON TO THE NEXT PAGE OF THE REGISTRATION PROCESS AND WILL NOT BE PROVIDED WITH ACCESS TO THIS SERVICE.
1.DESCRIPTION OF THE SERVICE
Once you become a registered member (each a "Member"), you may use the technology available through the Service to build your e-business presence (each a "Member Site"). In this way, each Member will be a part of the Peace Travel Agency network of e-business sites (collectively, the "Peace Travel Agency Network"). Specifically, the Service allows you to: (a) enter content, including, without limitation, data, text, graphics, images, video and icons, related to your e-business ("Content"); (b) manage, organize, design, modify and customize your Content via our browser-based application, (c) designate some or all of your Content as "Private Content", which means it can be accessed and used only by your registered and unregistered customers or end users ("Customers"), or designate some or all of your Content as "Network Content", which means it can be accessed and used by any Member in the Peace Travel Agency Network and its Customers ("Content" refers to both Private and Network Content); (d) utilize certain marketing and promotional features, including sending promotional emails to your Customers; (e) permit your Customers to communicate one-way with you via email; (f) use our Guest Book feature as described in this Agreement. We may offer other tools and services that are not part of the standard Service. The Service does not provide you with hosting services ("Hosting Services") unless you specifically register and pay for such Hosting Services. If you do register for the Hosting Services, the terms specifically set forth in Section
7 (Hosting Services), as well as the other terms in this Agreement, will govern the provision of the Hosting Services. YOU AGREE AND ACKNOWLEDGE THAT IN PROVIDING THE SERVICE, ONLINEAGENCY IS NOT, AND IS NOT ACTING AS, A TRAVEL AGENT, AND THAT ONLINEAGENCY IS NOT A REGISTERED SELLER OF TRAVEL INFORMATION OR PACKAGES.
We may modify any of the terms and conditions of this Agreement, at any time and from time to time, in our sole discretion. You will receive e-mail notification of any modification and a change notice will be posted on http://peacetravelagency.com/terms.html. You are responsible for regularly reviewing the agreement. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY OPTION IS TO END YOUR USE OF THE SERVICE (AND, IF APPLICABLE, THE HOSTING SERVICES). YOUR CONTINUED USE OF THE SERVICE OR HOSTING SERVICES FOLLOWING THE POSTING OF THE CHANGE NOTICE OR NEW AGREEMENT ON THE ONLINEAGENCY SITE WILL INDICATE YOUR ACCEPTANCE OF THE CHANGES. You may not modify, alter, or vary the terms of the Agreement without our written approval.
3. ACCOUNT AND PASSWORD
MEMBER ACCOUNT AND PASSWORD
You must be at least 18 years old to use the Service or Hosting Services. To open an account and access the Service, you must complete the registration process by providing us with current, complete, and accurate information, including financial information, about yourself and your e-business as prompted by the registration form on the OnlineAgency Site ("Registration Data"). We may reject your registration form for any reason, including, but not limited to, a determination by us, in our sole discretion, that your Member Site is unsuitable for the OnlineAgency Network. If we approve your registration form, you will choose a user name and a password. You are entirely responsible for maintaining the confidentiality of your password and account, and for all acts that occur under your account. You agree to notify us immediately of any unauthorized use of your account, any breach of security, or loss or theft of user name and password(s). At the time you register for an account on the OnlineAgency Site, you may designate your email subscription preferences when prompted to do so, telling us if you want to receive any future communications from us or our business partners regarding our products or services or other promotions. We reserve the right to communicate with you regardless of your email subscriptions in the event that important messages need to be communicated to you and other Members, including, but not limited to, service outages and material changes or modifications to the Service.
CUSTOMER ACCOUNTS AND PASSWORDS
We will use commercially reasonable efforts to make your Content accessible to Customers on the World Wide Web, whether Customers have registered for an account with you or are merely browsing your Member Site. You are responsible for determining eligibility for Customer access to the Content and determining the period of time during which a Customer can access the Content through the Service. If a Customer becomes a registered user, you are also responsible for (a) establishing, administering, maintaining, and registering all Customer accounts; (b) providing us, if applicable, with the Customer Data (as defined below) that we require to enable registered Customers to access the Content; and (c) assigning each registered Customer a unique user name and password to access the Content. You will be entirely responsible for maintaining the confidentiality of and updating the user names and passwords of your registered Customers. You agree to notify us immediately if a Customer password is lost, stolen, disclosed to an unauthorized third party, or compromised in any way. You are entirely responsible for all acts that occur in connection with Customer accounts, including misuse of the Service and Content and any fees incurred under your or your Customer account. Customer passwords are subject to cancellation or suspension by us for breach of any of the terms of this Agreement or for misuse of any password by you or any Customer, and the re-issuance or reactivation of passwords so canceled may be subject to our then-current standard fees. You agree to use your best efforts to ensure that each Customer prevents any third party from obtaining his or her password.
We agree to maintain the security of the Registration Data through the use of passwords. Moreover, we will maintain the security of your credit card and similar billing information through the use of the secure server software (SSL) to encrypt data.
4. LICENSE GRANTS.
You hereby grant us a non-exclusive, worldwide, royalty-free, transferable right to (a) reproduce, publicly display, publicly perform, distribute, sub-license, modify, and create derivative works of your Private Content solely in connection with providing the Service to you; and (b) sell, license, sub-license, lease, transfer, reproduce, publicly display, publicly perform, modify, create derivative works of, and distribute in the aggregate form any information relating to your Customers ("Customer Data") and their transactions in connection with the Service or your Member Site, including, without limitation, performance characterization data, usage information, pattern of use information, travel preferences, and demographic information (collectively, "Transaction Data"). Upon your request, we may provide you with Transaction Data relating to your Customers.
By designating certain Content as Network Content, you hereby grant us the right to reproduce, publicly display, publicly perform, distribute, modify, sub-license (through multiple tiers), and create derivative works of your Network Content in connection with the Service. In turn, subject to the terms and conditions of this Agreement, you will have the right to reproduce, publicly display, publicly perform, distribute, modify, sublicense, and create derivative works of any other Member's Network Content in connection with the Service and make it accessible to your Customers.
You hereby grant Peace Travel Agency, during the term of this Agreement, a non-exclusive, worldwide, royalty-free right to use, reproduce, publish, perform, and display your trademarks, service marks, trade dress, trade names, corporate names, logos or other identifiers ("Trademarks"): (a) on and in connection with the development, use, reproduction, modification, adaptation, publication, display, and performance of the Service; and (b) in promotional and marketing materials, content directories and indexes, electronic and printed advertising, publicity, press releases, newsletters, and mailings about Peace Travel Agency, the Service, the Peace Travel Agency Network, or your Member Site. All goodwill arising out of our use of any of your Trademarks will inure solely to your benefit.
COMPLIANCE WITH THE LAWS
You represent and warrant that this Agreement, delivery of your Private or Network Content, or any portion hereunder pursuant to this Agreement will not cause us to be in violation of any law of any jurisdiction or third party agreement, and we may at any time modify our grant of rights to the extent necessary to ensure compliance with such law and agreements.
You agree that you will not, and you will ensure that your Customers will not: (a) use the Service, the Software, the Content, the Member Network or your Member Site for any purpose not authorized or contemplated under this Agreement; (b) lend, sell, lease, rent, sublicense, assign, or otherwise transfer any Network Content of another Member in the Peace Travel Agency Network or any portion of the Service; (c) remove, obscure, or alter any notice of intellectual property rights present on or in the Content, including, but not limited to, any patent, copyright, rights in Trademarks, trade secret rights, moral rights, and other intellectual property or proprietary rights arising under the laws of any jurisdiction ("Intellectual Property Rights"); (d) misuse any Trademarks appearing in the Content; (e) use the Network Content or any portion of the Service to support third party commercial users; (f) gain, or allow any third party to gain, unauthorized access to any portion of the Service or the Content or Peace Travel Agency's server; (g) interfere with or disrupt the Service or servers or networks connected to the Service; (h) use the Service to interfere with or disrupt the use and enjoyment of other Members or their Customers or other third parties, including, but not limited to, distributing unsolicited advertising, chain letters, pyramid schemes or spam, or propagating computer worms, viruses, time bombs, or any other harmful computer code or files; (i) violate any laws, requirements, or policies applicable to the Service; (j) gain unauthorized access to other computer systems or machines accessible via the Internet, or data and information belonging to others or whose application is also hosted, created, and deployed by us; or (k) otherwise use your Member Site for illegal, improper or inappropriate purposes.
You acknowledge and, agree, and will ensure that your Customers acknowledge and agree, that: (a) the Content may contain errors, omissions, inaccuracies, or outdated information; (b) we make no representations or warranties as to the completeness, accuracy, adequacy, truthfulness, currency, or reliability of any Content, and we are not liable to you or any third party for the lack of any of the foregoing; and (c) we do not endorse or support the Content. You agree that the Network Content of other Members and the materials on the Peace Travel Agency Site, including the selection and arrangement of such items, are the copyrighted works of Peace Travel Agency or its licensors. You further agree to notify us promptly in writing if you or any of your Customers believes any of the Content or any materials related to the Service infringes a third party's copyright or other proprietary right. You agree that you are solely responsible for confirming the accuracy, completeness, and currency of the Content and determining whether you can act on such Content. In no event will we be liable in any way for any Content provided by you or any other Members or other suppliers of Network Content, including, without limitation, for any loss or damage of any kind incurred as a result of the use of any of the Content.
RESTRICTIONS ON YOUR CONTENT
You agree that you will not include, upload, reproduce, distribute, post, or transmit any Content or material that: (a) is in violation of any applicable local, state, national, or international law or regulation, including, without limitation, material that is in violation of copyright laws, trademark laws, or rights of publicity or privacy; (b) is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, tortuous, obscene, vulgar, pornographic, hateful, or racially or ethnically objectionable; (c) encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law or regulation; or (d) expresses or implies in any way that any opinions or products in the Content are endorsed by Peace Travel Agency. It is entirely your responsibility to follow all applicable copyright and other laws that pertain to your Member Site and the Content. You must have express permission to use any person's copyrighted material, whether it be a writing, an image, or any other copyrightable material in violation of the law.
REMOVAL OF CONTENT
We do not have any obligation to monitor any of the Content. However, without limiting our discretion under the terms of this Agreement, we may immediately remove any Content that, in our sole opinion, violates the terms of this Agreement or is the subject of a complaint by any or several of our Members or Customers.
6. YOUR RIGHTS AND RESPONSIBILITIES
CONTENT INPUT, ACCESS, AND CAPACITY
Subject to the terms of this Agreement, we will provide you password-protected access to the Service and use commercially reasonable efforts to allow you, at any time, to input, modify, and update your Content (with the exception of sound or audio) that you desire to include on your Member Site or to offer to your Customers, provided that you have obtained all the necessary rights and authorization from third parties to display and use such Content, including, but not limited to, any Trademarks contained in such Content. You will be initially limited to a total of 20,000 pages of data transfer per month ("Data Transfer Limit") for Content we serve through the Service to you and your Customers. We reserve the right to charge $20.00 per month for every 20,000-page increment in excess of the Data Transfer Limit. It is your responsibility to pay any additional fee(s) assessed by us if you and your Customers collectively exceed the monthly Data Transfer Limit. We reserve the right to allocate and re-allocate resources and virtual space in our server and database as we deem appropriate.
GUEST BOOK; QUOTE FORM
At your option, you may use our Customer registration template contained in our Guest Book feature, which will provide you a "Guest Profile" template on which your Customers may enter their Customer Data and store your Customer Data for you, subject to the terms in Sections 3.2 (Customer Accounts and Passwords) above. We will provide an electronic form for Customers to complete online when they want a price estimate on a particular travel plan or package ("Quote Form"). Upon a Customer's completion of the Quote Form, we will use commercially reasonable efforts to send such Quote Form to a single email address specifically designated by you for that purpose. It is your sole responsibility to ensure that we receive only one current email address to which to send the Quote Forms and that you notify us of any changes to such email address. You agree that in providing the Service to you, Peace Travel Agency (a) is not, and is not acting as, a travel agent, and (b) is not liable in any way for the Quote Form, including, without limitation, for the failure to send the Quote Form or timely send it to you. In no event will we be responsible for booking any travel plans or packages for Customers, or fulfilling or processing any Quote Forms from Customers. We do not warrant the completeness, accuracy, appropriateness, or timeliness of the Quote Form or the information contained therein. You agree that you are solely responsible for confirming the information on the Quote Form or any information related to it.
REQUIREMENT FOR CUSTOMERS
In making the Service available for access by Customers, you must do so by written or electronic agreement which incorporates, at a minimum, the following terms: (a) Peace Travel Agency will be an express third party beneficiary of each such agreement, and (b) Sections 5 (Restrictions), 3.2 (Customer Accounts and Passwords), and 11.2 (Disclaimer of Actions Caused by and/or Under the Control of Third Parties). In addition, such written agreement must (i) specify, in conspicuous font, that third party suppliers disclaim all implied warranties and specifically disclaim the implied warranties of non-infringement, merchantability, and fitness for a particular purpose; (ii) state in comparable words, "The Service Provider and its third party providers and suppliers do not warrant that the service will be uninterrupted, error-free or completely secure, or that defects in the service will be corrected. You further agree that the third party service providers and suppliers are not liable for any claim arising out of or due to the delivery, receipt, response to, or fulfillment of your request for a quote. You also agree that the Service Provider and its third party service providers and suppliers have not represented or warranted that: (a) the service or content provided herein will meet your requirements or expectations; (b) the content provided herein is accurate, reliable, timely, or error-free; or (c) the technology or software that makes the service available is free from errors, defects, design flaws or omissions;" (iii) limit liabilities to a reasonable amount, and (iv) state, in comparable words, in conspicuous font, "The collective liabilities of the Service Provider and its third party service providers and suppliers are subject to the limitation of liabilities described in this agreement. Service Provider and third party service providers and suppliers disclaim all liability under any theory of liability, whether in an action based on a contract, tort (including negligence), or any other legal theory, however arising, for any indirect, special, incidental, punitive or consequential damages of any kind, including, but not limited to, damages for loss of profits, use data, business interruption, goodwill or other intangible, even if Service Provider and the third party service providers and suppliers have been advised of such damages. Service Provider and the third party suppliers are intended beneficiaries of these limitations and disclaimers, and the limitation of liabilities for Service Provider and its third party service providers and suppliers are not cumulative."
THIRD PARTY LINKS
Your Member Site may contain links to Web sites operated by parties other than Peace Travel Agency. You acknowledge that we do not control such Web sites and are not responsible or liable for their contents. You represent and warrant that you will not indicate, expressly or implicitly, that we endorse the material on such Web sites or are associated with their operators.
7. HOSTING SERVICES
If you register for the Hosting Services, you must agree to the terms and conditions in this Section 7, in addition to the other terms in this Agreement.
Under the Hosting Services (and upon payment of the applicable fees), we will use commercially reasonable efforts to provide your Member Site (at Peace Travel Agency's facilities or at the facilities of Peace Travel Agency's Internet service provider) with access to the Internet, except during scheduled maintenance periods and subject to the terms of this Agreement. You will have the ability to create and maintain accounts for Customers to enable Customers to access the Content. You will be able to directly assign, and will be solely responsible for directly assigning, a user name and password to each Customer. In no event will we be responsible for providing your Customers with user names and passwords to access the Content.
In addition to the provisions of Section 11.2 (Disclaimer of Actions Caused by and/or Under the Control of Third Parties), we will not be responsible for: (a) errors in or interruption of the Service due to (i) failure of computer hardware, equipment, or software not provided by us, or (ii) accident, neglect, misuse, failure of electric power, adverse environmental conditions, catastrophe, improper use, your negligence, or that of your Customers; (b) any errors in the Content; (c) on-site technical support; or (d) impairment or disruption of your, or a Customer's connections to the Internet (or portions thereof) due to actions or in-actions of third parties who provide or control Internet services.
DOMAIN NAME SELECTION
We agree to host your Member Site under the single domain name you select and register, provided that the domain name you request is available and is not already registered by another individual or entity. We will provide you access to domain name registration applications and the names of several domain name registration services, as well as a means to search for available domain names. This domain name search tool is provided to you only as a convenience, and we are not responsible for the accuracy, completeness, or reliability of such search for available domain names. You will be responsible for registration and maintenance fees for all domain name registrations that become due and payable during the term of this Agreement. If you already have a registered domain name, we will use commercially reasonable efforts to transfer your registered domain name to our web server.
8. TECHNICAL SUPPORT
During the term of this Agreement, we will make technical support and assistance applicable to the Service available Monday through Friday (except for federal holidays), 9:00 a.m. to 5:00 p.m. U.S. Central Standard Time. Such support and assistance will be provided only to you and will consist of technical assistance via telephone or email from an Peace Travel Agency technician for Customer questions that you are not able to resolve. Customers will not be entitled to contact us directly for technical support unless expressly authorized by us. Except as otherwise agreed to by Peace Travel Agency in writing, you will not receive any training from us during the term of this Agreement. In the event we agree in writing to provide training, we shall also specify the fee for such training.
9. PROPRIETARY RIGHTS
OUR PROPRIETARY RIGHTS
All rights, title, and interest in and to the Content provided by Peace Travel Agency or other Members in the Peace Travel Agency Network, the Peace Travel Agency Site, the technology and Software enabling the Service, and Peace Travel Agency's Intellectual Property Rights are and will remain with Peace Travel Agency or its licensors. Except as provided for in this Agreement, no rights or implied licenses in the Content provided by Peace Travel Agency or other Members in the Peace Travel Agency Network, the Peace Travel Agency Site, the technology and Software enabling the Service, or Peace Travel Agency's Intellectual Property Rights are granted to you by this Agreement.
YOUR PROPRIETARY RIGHTS
Subject to the licenses granted in Section 4 (License Grants by You), all rights, title, and interest in and to your Member Site, your Private Content, the Network Content provided by you to other Members in the Peace Travel Agency Network, your Trademarks, your Customer Data and your Intellectual Property Rights are and shall remain with you or your licensors. Except as provided for in this Agreement, no rights or implied licenses in such intellectual property are granted to Peace Travel Agency by this Agreement.