HOW WE WORK
Agency Terms of Service
TERMS AND CONDITIONS
- AGENT will reserve and purchase tickets and travel services at net fares or commissionable rates through TRAVELMAX and sell them to AGENT’s customers (“Services”). To provide its Services, AGENT will access TRAVELMAX’s network electronically either via GDS system, website, or intranet.
- Travel services include hotels, rental cars, tours, cruises, packages, travel insurance, charters, and other travel-related items.
- To assist AGENT with provision of Services, TRAVELMAX offers AGENT access to Global Distribution Systems (GDSs). AGENT can use login information for GDSs provided by TRAVELMAX to access terminals on third-party software to make travel bookings. TRAVELMAX does not own or control GDSs in any way.
2. AGENT’S COMMISSION
- TRAVELMAX will prepare and deliver a Commission Statement to AGENT on a weekly basis. Upon AGENT’s approval, TRAVELMAX will issue a check or make a direct payment to AGENT’s bank account on the first and third Wednesdays of each month.
- A minimum payment is $50.00 USD. Any amount under $50.00 USD will remain as AGENT’s credit and will be paid to AGENT when the $ 50.00 USD threshold is reached.
- TRAVELMAX is not responsible for unapplied commissions at the time of ticketing. Hotel, car rental, cruise, and package commissions are paid monthly. AGENT is responsible for issuing invoices for each sale with complete order details, including: provider’s name, booking reference, passengers’ names, dates of service, and commission amount.
- AGENT is responsible for all fees associated with transferring AGENT’s commissions to a bank account outside the United States of America.
3. PAYMENTS BY AGENT
- TRAVELMAX will provide banking and payment information AGENT will use to transfer payment to TRAVELMAX.
- At its discretion, TRAVELMAX will assign AGENT to one of the following payment options:
- Tier 1: AGENT must pay TRAVELMAX for any tickets or travel services in advance, prior to AGENT selling such tickets or travel services to any client.
- Tier 2: AGENT will make a deposit of $10,000.00 USD with TRAVELMAX. AGENT may pay TRAVELMAX for any tickets or travel services before 12 PM EST on the business day immediately following the day on which AGENT sold such tickets or travel services to any client.
- Tier 3: AGENT will make a minimum deposit of $10,000 USD. TRAVELMAX will grant AGENT a credit limit equal to the AGENT deposit plus an additional $10,000 USD. AGENT may pay TRAVELMAX for any tickets or travel services before 12 PM EST on Friday of the week following the week in which AGENT sold such tickets or travel services to any client. AGENT shall make payments more often as needed to maintain outstanding balance below the credit limit.
- If at any point AGENT fails to comply with the assigned payment terms, TRAVELMAX may take any combination of the following actions:
- Void or cancel any unpaid tickets or travel services;
- Impose a daily late payment penalty of 10% of the total outstanding balance;
- Deduct payment for any outstanding balance from the AGENT deposit;
- Reassign AGENT to a lower payment tier;
- Discontinue its services to AGENT.
- TRAVELMAX has the right to revoke or adjust credit offerings to AGENT at its sole discretion. Should TRAVELMAX revoke AGENT’s credit, any outstanding balance will become payable immediately and be subject to the daily penalty.
- AGENT will remain liable for any outstanding balance not covered by the deposit.
4. AGENT’S CONDUCT
AGENT makes the following warranties and representations:
- AGENT will maintain its own corporate identity.
- AGENT will not contact any carrier, TRAVELMAX’s supplier, or any other third party on behalf of TRAVELMAX without TRAVELMAX’s prior written authorization.
- AGENT will not change any TRAVELMAX’s contact information, including telephone numbers, contacts names, fax numbers, and emails of any suppliers.
- AGENT will not contact TRAVELMAX’s airline suppliers to request waivers, favors, or discounts without TRAVELMAX’s prior written authorization.
- AGENT will maintain ethical and professional relations with clients and resolve any possible problem in the manner most appropriate.
- AGENT is responsible for following up on Passenger Name Record (“PNR”) schedule changes and for paying any charges, such as debit memos, imposed by carriers related to PNRs, such as churnings, HX segments, fictitious name bookings, and duplicated reservations, that are associated with its issued tickets and reservations.
- AGENT must inform TRAVELMAX of any changes of address, contact phone numbers, emails or employees authorized to request tickets or travel services from TRAVELMAX.
- AGENT will not impersonate TRAVELMAX or its employees at any time.
- AGENT will not release PNRs obtained using TRAVELMAX’s reservations systems to other agencies or carriers.
- AGENT is fully responsible for all tickets issued using GDS login information assigned to AGENT by TRAVELMAX.
- AGENT will keep Information provided by TRAVELMAX strictly confidential. AGENT must not disclose airlines’ contracts, commissions, net fares, and special promotions to any third parties.
- AGENT and TRAVELMAX will communicate directly.
- AGENT represents that Services will be performed by qualified personnel in a professional and workmanlike manner in accordance with the highest quality standards employed in the travel industry.
5. EXCHANGES AND REFUNDS PERFORMED BY AGENT
- TRAVELMAX will, to the best of its ability, calculate penalties and fare differences for exchanges and refunds for tickets AGENT needs to exchange or refund. TRAVELMAX will contact the carrier at least twice to verify amounts and regulations to assist AGENT. Nevertheless, TRAVELMAX is not, under any circumstances, responsible for debit memos or other fees generated by exchange and refund transactions.
- All tickets, exchanges, and refunds are subject to audit by the airline carrier, which has up to two years to review them. Any debit memo note generated by the airline carrier associated with a booking made by AGENT is its sole responsibility and must be paid immediately by AGENT.
- TRAVELMAX is not liable for any transactions initiated by AGENT. AGENT is responsible for any mistakes and fees it incurs. If TRAVELMAX has to pay any fees which AGENT is responsible for, then TRAVELMAX may garnish AGENT’s commission earnings as reimbursement.
6. CHARGEBACKS AND DEBIT MEMOS
AGENT is solely responsible for all chargebacks and debit memos incurred from its issued tickets and reservations. AGENT must have documentation of each credit card transaction including print UCC forms and credit card authorizations forms, which may be requested by TRAVELMAX at any time. If a debit memo is issued by the carrier or supplier, AGENT will immediately pay the amount owed in full, either via cash deposit, delivery of cash to one of TRAVELMAX’s offices, check, wire transfer, electronic fund transfer, or from AGENT’s weekly balance (if applicable, this deduction will be included in the next scheduled sales report). AGENT’s ability to issue tickets with TRAVELMAX will be placed on hold until the dispute is resolved. The only way AGENT may dispute a chargeback is if AGENT has a clear imprint of the credit card signed by the card holder.
7. INTRANET ACCESS AND USE
- TRAVELMAX will provide intranet access to AGENT. AGENT may not transmit any information from the intranet to any third parties for any reason. AGENT must keep all passwords and access codes strictly confidential.
- AGENT understands that the intranet is an informational tool only. Contracts may be outdated, and emissions may be subject to audits by TRAVELMAX or the airlines. Under no circumstances can AGENT use the intranet as a tool to dispute a debit memo or claim an uncollected commission.
8. SALES REPORTS
Every Tuesday, TRAVELMAX will provide AGENT with sales reports summarizing AGENT’s activity for the week. As a courtesy, TRAVELMAX can reprint or resend up to four of the most recent sales reports. Additional sales reports are available for a fee of $10 per weekly report. TRAVELMAX’s other fees and charges are listed in the Addendum 1 to the Agreement.
In its sole responsibility, AGENT must acquire and maintain all necessary insurance policies, including worker’s compensation, property, business, professional liability, commercial general liability, seller of travel, and other insurances as may be required by law.
10. WAIVER OF SUBROGATION
AGENT and TRAVELMAX release each other and each other’s partners, affiliates, agents, and employees from liability or responsibility for any loss or damage resulting from any cause or hazard for which insurance is required to be carried under this Agreement. These releases apply between the parties, and they will also apply to any claims under or through either party as a result of any asserted right of subrogation. All policies of insurance obtained by AGENT pursuant to the terms of this Agreement must include an endorsement or clause waiving the insurer’s rights of subrogation against TRAVELMAX.
- When providing any of its Services, AGENT must comply with all laws, ordinances, rules, and regulations of governmental authorities, enacted now or later.
- AGENT is responsible for obtaining and maintaining, at AGENT's expense, all permits, licenses, or other governmental approvals necessary for operating a travel business and providing any of its Services in AGENT’s local jurisdiction.
- Failure to comply with requirements of this section is an immediate event of default.
12. DEFAULT AND REMEDIES
- Default. A default under this Agreement occurs upon any of the following events:
- if either party fails to meet or perform any material term, provision, or obligation contained in this Agreement and then does no cure this failure within 30 days after receiving notice from the other party;
- if either party becomes a debtor in a bankruptcy proceeding or similar action that is not permanently dismissed or discharged within 60 days; or
- if either party becomes insolvent.
- If either party defaults, the nondefaulting party may do all of the following:
- terminate this Agreement by giving 30 days’ written notice to the defaulting party;
- initiate arbitration action against the defaulting party;
- seek any other available legal or equitable remedy.
- The parties agree that a default may result in irreparable damage for which no adequate remedy may be available. The parties therefore agree that injunctive or other equitable relief – including specific performance – will be available in addition to all other available remedies.
- If either party defaults, the nondefaulting party may do all of the following:
13. LIMITATION OF LIABILITY
Except for the parties’ obligations under Section 14 and Section 16, neither party to this Agreement will be liable to the other party for any indirect, special, punitive, or consequential damages, including damages based on loss of revenues, profits, goodwill, or business opportunities.
- AGENT’s. Except for claims caused by the conduct or negligence of AGENT, its employees, agents, or any third party that participated with AGENT’s permission in any of the activities related to providing Services, TRAVELMAX will indemnify and defend AGENT and its directors, officers, employees, agents, representatives, and affiliates from all claims resulting from a default by TRAVELMAX that has not been cured.
- TRAVELMAX’s. AGENT will indemnify TRAVELMAX and TRAVELMAX’s directors, officers, employees, agents, representatives, and affiliates from all loss or damage caused by the conduct, negligence, or failure to act of AGENT, its employees, agents, or any third party that participated with AGENT’s permission in any of the activities related to providing Services. AGENT will also indemnify and defend TRAVELMAX and TRAVELMAX’s directors, officers, employees, agents, representatives, and affiliates from all claims or penalties resulting from a default by AGENT that has not been cured.
TRAVELMAX may assign its interests or duties under this Agreement to any parent, affiliate, successor, or subsidiary that TRAVELMAX may have. TRAVELMAX must notify AGENT in writing of any assignment within 30 calendar days. AGENT may not assign its interests or duties under this Agreement without the prior written consent of TRAVELMAX.
16. CONFIDENTIAL INFORMATION
- Confidentiality Agreement. The parties will keep this Agreement and its terms confidential. The parties will also keep confidential any information that is provided by one party to the other and that is marked confidential. The parties may not use confidential information for any purpose other than performance of this Agreement. The parties may provide passengers’ data to the official government authorities upon the authorities’ request.
- AGENT must maintain and keep secure all passwords and login information provided by TRAVELMAX and under no circumstances disclose or share this information with any third parties.
- Survival. The covenants in this Section 16 will survive the expiration or termination of this Agreement.
17. MANDATORY ARBITRATION AGREEMENT
All disputes arising out of or in connection with this Agreement or any transaction hereunder will be finally settled under the Arbitration Rules of the American Arbitration Association then in effect. The arbitration will take place in Miami-Dade County, Florida, or such other place as the parties may agree to in writing. The parties will choose one arbitrator. The process of discovery will be limited to not more than 10 requests for production from each party. Each party will be entitled to conduct not more than two depositions, each lasting maximum of eight hours. The arbitrator’s award will be final and binding. Judgment upon the award rendered may be entered in any court having jurisdiction over the party against which the award is rendered. The parties expressly consent to the jurisdiction of the federal and state courts situated in Florida for the purpose of enforcing any arbitration award rendered pursuant to this Section.
18. INTELLECTUAL PROPERTY
TRAVELMAX name, brand, and logo are fully registered and protected. AGENT may not copy, imitate, or share with any third party any proprietary information of TRAVELMAX, including working model formats.
Unless otherwise noted, it is understood that neither AGENT nor TRAVELMAX are bound by any terms of exclusivity. AGENT has the right to sell products from other vendors. Likewise, TRAVELMAX appoints AGENT as its non-exclusive independent contractor and will have the right to sell products to other agencies and to the public directly with any conditions.
AGENT may terminate this Agreement at any time with or without cause by immediately terminating use of TRAVELMAX’s service. TRAVELMAX may terminate this Agreement at any time with or without cause by immediately terminating provision of its service to AGENT. Termination of this Agreement for any reason will not discharge either party's liability for obligations incurred under the Agreement and amounts unpaid at the time of such termination. Termination of this Agreement for any reason will not discharge either party's liability for obligations incurred under the Agreement and amounts unpaid at the time of such termination.
All notices and other communications required or permitted under this Agreement must be in writing and must be sent to the party at that party’s address set forth below, including the electronic mail address, or at whatever other address the party specifies in writing. Email is considered writing, and will satisfy notice requirements.
22. MISCELLANEOUS PROVISIONS
- Entire Agreement. This Agreement constitutes the sole agreement of the parties with respect to its subject matter. It supersedes any prior written or oral agreements or communications between the parties. It may not be modified except in a writing signed by the parties.
- Successors and Representatives. This Agreement binds and inures to the benefit of the parties and their respective heirs, personal representatives, successors, and (where permitted) assignees.
- Parties’ Relationship. AGENT will serve as TRAVELMAX’s independent contractor. No employer-employee, partnership, joint-venture, or agency relationship exists between AGENT and TRAVELMAX.
- Severability. If any part of this Agreement is for any reason held to be unenforceable, the rest of it remains fully enforceable.
- “Including.” Unless the context requires otherwise, the term “including” means “including but not limited to.”
- Headings. Headings are for convenience only and do not affect the interpretation of this Agreement.
- Applicable Law. Florida law applies to this Agreement without regard for any choice-of-law rules that might direct the application of the laws of any other jurisdiction.
- Venue. The parties consent to the venue of Miami-Dade County for resolution of any dispute regarding this Agreement. The parties waive the right to a trial by jury.
- Attorneys’ Fees and Costs. The losing party in any litigation or arbitration under this Agreement will pay reasonable attorneys’ fees and costs of the winning party.
- No Waiver. No term or condition of this Agreement will be deemed waived, nor will there be any estoppel to enforce any provisions of this Agreement, except by a statement in writing signed by the party against whom enforcement of the waiver or estoppel is sought. Any written waiver will not be deemed a continuing waiver unless specifically stated so, will incorporate only as to the specific term or condition waived, and will not constitute a waiver of such term or condition for the future or as to any act other than that specifically waived. The failure of either party to enforce at any time any of the provisions of this Agreement will not be construed as a waiver of such provisions or of the right of such party thereafter to enforce any such provisions.
TRAVELMAX is operated by Collins Family Ventures, a Delaware LLC.
Address: 3470 NW 82 Avenue, Suite 880, Doral, FL 33122, USA
Telephone: Toll Free: 1 (866) 896 9696 / US: 305 269 9696 / Peru: (511) 411 8111 / Spain: (34) 911 516785 / Mexico: (52) 55 8526 2961 / Venezuela: (58) 212 335 7689 / Colombia: (571) 381 9160 / Brazil: (5511) 2391 2540 / Argentina: (5411) 5254 0538
These Terms and Conditions come into force on February 1st, 2018.