Terms & Conditions

Hello Visit is an online platform that brings travelers and travel agents together by offering those services and benefits that matter most to them.

Affiliate has (business description of Affiliate)

Hello Visit hereby agreed to provide the Affiliate with the API technology to submit/post the lead generated from the Affiliate's site to Hello Visit.

Affiliate hereby agreed that it shall not provide the access to the leads generated from its portal to someone other than Hello Visit. Affilite shall provide all the leads exclusively to Hello Visit.

Affiliate hereby agreed that it shall provide the full information and/or details of the lead, as it is and shall not conceal any information of lead generated from its portal, but not limited to, like I) Name 2)Email, 3) Tour Description, 4)Phone Number, 5)Country, 6)IP Address, 7) User Agent for every lead generated from its site.

A lead generated from the Affiliate's website/portal will be considered fabricated and/or false lead if the phone and/or mobile number, email address, IP address is wrong and/or incorrect. Every lead will go through a strict manual quality control process.

Hello Visit shall not be obligated to provide notice to the Affiliate in the event that any Lead generated from Affiliate's site is not being displayed properly to end user of Hello Visit.

The Parties hereto have decided to enter into this Agreement to set out their understanding with regard to operation of Affiliate program.

NOW, THEREFORE, THIS AGREEMENT WITNESSETH AS FOLLOWS:
1. REPRESENTATIONS AND WARRANTIES

• Each Party represents and warrants to the other that it is in good standing and that it has full power and authority to enter into this Agreement and to take any action and execute any documents required by the terms hereof; and that this Agreement, entered into has been duly authorized by all necessary authorization proceedings, has been duly and validly executed and delivered, and is a legal, valid, and binding obligation, enforceable in accordance with the terms hereof; and that the Parties to this Agreement are duly empowered and authorized to execute this Agreement and to perform all its obligations in accordance with the terms herein.
• Affiliate represent that its site is and shall always be (i) in compliance with all applicable laws and rules & regulations from time to time; (ii) suitable in all respects to be Linked to Hello Visits site and does not contain any virus, malicious programs or softwares.

2. CONSIDERATION
Affiliates shall be entitled to receive minimum of 30% commission from HelloTravel. The aforesaid % of commission may be changed (increased or decreased) from time to time as determined by both parties with mutual consent.

Hello Visit shall be entitled to refuse payment to Affiliate of all or part of the amount of any transaction, in any one or more of the following events:

• Payment is not collected from the end user; and/ or
• End user raises the dispute/charge-back; and/ or
• End user cancel the transaction at any stage, for any reasons.

3. PAYMENT TERMS
Hello Visit shall pay, to the Affiliate, the commission, computed for a month, within 15 days after the end of that month. In the event that the total commission due for a month is less than Rs.10000/- (Monthly Minimum amount), Hello Visit shall withhold such commission and release it along with the commission due for subsequent month. All payments shall be subject to deduction of tax at source as applicable.

4. AFFILIATE Obligations

• Affiliate shall not authorize or encourage any third party to: (1)directly or indirectly generate queries through any automated, deceptive, fraudulent or other invalid means, including but not limited to through repeated manual clicks, the use of robots or other automated query tools and/or computer generated search requests, and/or the unauthorized use of other search engine optimization services and/or software; (2) edit, modify,filter, truncate or change the order of the information contained in any Lead in any way without authorization from Hello Visit.
• Affiliate shall ensure that its site does not and will not contain any content or images which are in any way unlawful, defamatory, obscene, harassing or discriminative, infringing third party rigHello Visits, ethically or otherwise objectionable. It shall further ensure that the site shall not carry any content that promotes violence, illegal activities, or unlawfully discrimination of any kind; (collectively Content Restrictions).
• Affiliate shall not make or extend any representation or warranty or commit service deliverables on behalf of Hello Visit without its written permission.
• Affiliate shall not copy any content from Hello Visit Website. It shall not contain any words, logo, images, icons, graphic design, layout, presentation, user interface, navigation scheme, colour scheme, style or any other such property or a combination thereof to make its website deceptively similar to Hello Visit site.
• Affiliate agrees that this agreement does not grant, in favor of the Affiliate, a rigHello Visit to use or display Hello Visit Icons, trademarks, logos, or branding (including, without limitation, any misspelling or substantially similar version thereof) of Hello Visit, in any manner whatsoever, without express written permission of Hello Visit.
• It agrees not to (directly or indirectly) (i) access, monitor or copy any content or information of Hello Visit using any robot, spider, scraper or other automated means or any manual process for any purpose without express written permission of Hello Visit; (ii) violate the restrictions in any robot exclusion headers on Hello Visit or bypass or circumvent other measures employed to prevent or limit access to Hello Visit.
• It will not use (directly or indirectly) any advertising method that creates or overlays links, banners, or other advertising creative on web sites, browser windows, or utilizes any other method to generate Internet traffic from web site of Hello Visit without the prior written consent of Hello Visit, which may be denied in the sole discretion of Hello Visit.
• 8 Affiliate undertakes that it shall continue to meet this criteria at all times during the tenure of this contract. In case Affiliate violates any of the conditions above it shall be deemed to be in material breach of agreement.

5. Hello Visits Obligations

• Hello Visit shall provide Affiliate with the technology in the form of API/Form to provide/submit the lead to Hello Visit.
• Hello Visit may provide API guidelines, from time-to-time, for facilitating the submission/posting of leads from Affiliates website to Hello Visits website.
• Hello Visit shall provide customer support and fulfillment services to Users of Hello Visit.
• Hello Visit shall provide, to the Affiliate, an online account through which the Affiliate could access the number of transactions completed and paid by Users of Hello Visit.

6. CONFIDENTIALITY

• For the purpose of this section Confidential Information shall mean and include any all information pertaining to a partys costs, margins, profitability, employees, plans, strategies, financial information, trade secrets, technology, codes, software, databases and such non public information that having regard to the circumstances of disclosure ougHello Visit to be treated as confidential.
• The Parties agree to hold in strict confidence the terms of this Agreement and the other partys confidential information.
• This Clause shall survive the Termination of the Agreement.

7. EXCLUSIVITY
This agreement is entered into on an exclusive basis for Affiliate.

8. ASSIGNMENT
This Agreement and the rigHello Visits and benefits accruing to the Affiliate are personal and the Affiliate shall personally perform its duties and obligations hereunder and shall not sub-contract or assign the same or any part thereof to any other person whatsoever. Hello Visit may assign any and all of its rigHello Visits, benefits, liabilities, duties and obligations to an associate after notifying the Affiliate in writing

9. TERM AND TERMINATION

• This Agreement shall be effective from the date of execution and shall remain in force for an initial period of 1 year.
• The Agreement is subject to renew for successive terms of another one year automatically until terminated by any party.
• This Agreement may be terminated at anytime by Hello Visit by giving three (3) days prior written notice to the Affiliate.
• Notwithstanding the provisions of Clause 12.3 above, either Party may terminate this Agreement at any time, giving one months notice in the following events:
• (a) There is a breach by the other Party of any term or condition of this Agreement, which is incapable of remedy or which, if capable of remedy, is not remedied within 15 (Fifteen) days from the date of receipt by such other Party of written notice from the Party alleging the breach and requiring the same to be remedied.
• (b) The other Party ceases to carry on business or the activities, which it presently carries on;
• (c) A liquidator, receiver, administrator or any encumbrancer takes possession of or is appointed over the whole or a substantial part of the business or assets of the other Party;
• If in the opinion of Hello Visit, the Affiliate becomes disqualified or is in breach of the Content Restrictions, as envisaged herein, it shall be entitled to terminate this contract forthwith.
• Upon the expiry or termination of this Agreement, howsoever occasioned, Hello Visit shall disable Affiliates account.

10. INDEMNITY Each Party shall indemnify the other Party from and against all direct losses, costs, expenses and damages that may be suffered by such other party as a result of its breach of any of the obligations under this agreement.

11. LIMITATION TO LIABILITY

• No party shall be liable for any type of losses or damages under this agreement.
• Affiliates liability in respect of a claim mounted by an end user shall be limited to refunding the full commission received from Hello Visit.

12. DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION

• In case of any disputes or differences relating to or arising out of this Agreement or as to any charges or claims under this Agreement or relating to the obligation of either Party or as to the interpretation of any provision of this Agreement, it shall be referred to the arbitration of sole Arbitrator. The arbitral proceedings shall be governed by the provisions of the Arbitration and Conciliation Act, 1996 or any statutory modification or re-enactment thereof for the time being in force. The venue of arbitration shall be New Delhi.
• This agreement shall be governed by the laws of the Republic of India.
• All disputes arising from or in connection with this agreement shall be submitted for adjudication to the Courts at New Delhi.

13. MISCELLENEOUS

• Nothing in this Agreement shall be construed to create a partnership, joint venture or employment between the Affiliate and Hello Visit.
• This Agreement contains the entire understanding between the Parties hereto and supersedes any and all prior agreements and understandings between the Parties with respect to the matters covered herein.
• Unless otherwise agreed in writing, any new services offered through the Program will be covered by the terms and conditions of this Agreement.
• No amendment or modification of this Agreement shall be effective unless made in writing and duly executed by both Parties hereto.
• To the extent that any provision of this Agreement contravenes any applicable law or regulation or is rendered incapable of performance, such provision shall be null and void. The remainder of the agreement shall continue to be applicable and enforceable with full force and effect.
• In the event this Agreement cannot be performed for any reason beyond the reasonable control of either party to this Agreement as a result of force majeure events or acts of God then such non-performance or failure to fulfill the obligations by such party shall not be deemed as a breach of this Agreement.
• Any waiver from the performance of a covenant or obligation of a party shall only be in writing and shall be specific to the event waived. A waiver shall not be construed as a waiver of any preceding or subsequent covenant.
• Force Majeure events shall mean any circumstances beyond the reasonable control of either of the parties;
• (a) war, acts of warfare, hostilities (whether war be declared or not) invasion, incursion by armed force, act of hostile army, nation or enemy;
• (b) riot, uprising against constituted authority, civil commotion, disorder, rebellion, organized armed resistance to the government, insurrection, revolt, military or usurped power, civil war;
• (c) acts which hinder the course of or stop, thwart, prevent, interrupt or breach the supply and/or provision of any material and/or power which is instrumental to the continuance of this Agreement;
• (d) flood, fire, arson, storm, ligHello Visitning tempest, accident, or other Acts of God;
• (e) epidemic, explosion, disease, earthquake, hijacking, sabotage, crime;
• (f) cracking or fracturing of equipment plant or property, landslip;
• (g) nuclear radiation, and/or accident.
• Any written notices permitted or required under this agreement shall be addressed as follows:-
  To HelloVisit
  D-84, Hosiery Complex, Phase II Ext., Sector-83, Noida,
  Uttar Pradesh, India.