These General Terms and Conditions (hereinafter referred to as "GTC") apply to the services provided by Tripmakery GmbH (hereinafter referred to as "Tripmakery") to accommodation providers and are an integral part of the partner agreement between Tripmakery and the accommodation providers (hereinafter collectively referred to as "contracting parties", individually as "contracting party").
2.1. Tripmakery provides an online booking platform for group travel (www.tripmakery.com) through which accommodation contracts between travel groups and accommodation providers (e.g. hotels, motels, bed & breakfasts, etc.) are arranged, as well as payment processing services.
2.2. The travel group submits its travel requests via the online booking platform by filling in the information fields and providing contact details. The request is completed by clicking on the "Continue to offers" button.
2.3. Tripmakery forwards this request to the relevant accommodation providers.
2.4. If capacity is available, the accommodation providers create and send a booking offer to Tripmakery.
2.5. The accommodation provider undertakes to attach all contractual conditions (in particular the payment and cancellation terms) and its general terms and conditions to the booking offer. Otherwise, these conditions will not be included in the accommodation contract concluded with the travel group in accordance with section 5.1 of these GTC.
2.6. Tripmakery shall forward the accommodation provider's booking offer to the travel group without delay.
2.7. By clicking on the "Complete reservation" button, the travel group reserves the rooms at the conditions specified in the accommodation provider's booking offer. Tripmakery forwards this reservation to the accommodation provider.
2.8. After the accommodation provider has confirmed the reservation, Tripmakery sends a booking confirmation to the travel group.
3.1. The accommodation provider has the option of creating a profile for the accommodation (details about the accommodation, facilities, pictures, location, rooms, etc.) via the extranet provided by Tripmakery (https://partner.tripmakery.com/en/).
3.2. The accommodation provider can use the extranet to set the conditions for creating "automatic offers" (e.g. the terms and conditions [in particular the payment and cancellation terms], their general terms and conditions, group discounts, etc.). To do this, Tripmakery must have access to room prices and availability in real time via the accommodation provider's hotel channel manager.
3.3. If the accommodation provider does not specify the terms and conditions of the contract (in particular the payment and cancellation terms) and its general terms and conditions via the extranet, these conditions will not be included in the accommodation contract concluded with the travel group in accordance with section 5.2 of these GTC.
3.4. The information provided via the accommodation provider's hotel channel manager in conjunction with the conditions for "automatic offers" specified via the extranet constitutes a binding booking offer (for the conclusion of an accommodation contract) which Tripmakery makes available to travel groups for booking on the online booking platform.
4.1. By forwarding a request from a travel group to the accommodation provider in accordance with section 2.4 of these GTC, Tripmakery submits a binding offer to conclude the partner agreement, provided that no contractual relationship already exists.
4.2. The partner agreement between the accommodation provider and Tripmakery is concluded – provided that no contractual relationship already exists – when the accommodation provider submits a booking offer to Tripmakery in accordance with section 2.4 of these GTC.
4.3. In the case of use of the extranet, the partner agreement between the accommodation provider and Tripmakery – provided that no contractual relationship already exists – is concluded when the accommodation profile is created in accordance with section 3.1 of these GTC.
5.1. By making a reservation as described in section 2.7 of these GTC, the travel group submits an offer to conclude an accommodation contract. By confirming the reservation made by the travel group in accordance with section 2.8 of these GTC, the accommodation provider accepts the offer to conclude an accommodation contract. This concludes the accommodation contract.
5.2. The booking offers of the accommodation provider described in section 3.4 of these GTC constitute binding offers to conclude an accommodation contract. The accommodation contract is concluded when the travel group accepts the offer of the accommodation provider made available on the online booking platform by clicking on the "Complete reservation" button.
5.3. The accommodation contract exists directly and exclusively between the travel group and the accommodation provider. The travel group and the accommodation provider undertake to agree directly with each other on any contractual provisions not regulated in the accommodation contract (e.g. the accommodation provider's general terms and conditions).
5.4. Tripmakery does not act as a tour operator via the online booking platform, but exclusively as an agent for the accommodation contract.
5.5. Other agreements between the travel group and the accommodation provider do not affect these GTC.
6.1. The accommodation provider undertakes to state the room price including VAT, all other taxes, fees and charges, as well as extras, costs and fees, including costs for breakfast, meals and fees for late check-out or early check-in, etc. (hereinafter referred to as the "total price") in the binding booking offers in accordance with section 2.4 and section 3.4 of these GTC, and at the same time to provide its contractual terms and conditions (in particular the payment and cancellation terms) and its general terms and conditions, if available.
6.2. Apart from the total price stated in the booking offers, the accommodation provider shall not charge the travel group any processing fees or administrative costs, regardless of the agreed payment method.
7.1. The information provided by the accommodation provider for use on the online booking platform for group travel includes details of the accommodation, facilities, location and rooms (photos) of the accommodation, room prices, group profile (for which trips the accommodation is suitable) and the accommodation provider's contact details.
7.2. The accommodation provider assures Tripmakery and guarantees that the accommodation information is always truthful, accurate and not misleading. This applies in particular to the conditions specified via the extranet for creating "automatic offers" and the information provided by the accommodation provider via the hotel channel manager. The accommodation provider is responsible at all times for the accuracy and timeliness of the accommodation information. The accommodation provider undertakes to update the information on an ongoing basis.
8.1. The accommodation provider agrees that Tripmakery, in its capacity as intermediary for the accommodation contract on behalf of the accommodation provider, will process certain payment methods for the (advance) payment of the total price of the travel group to the accommodation provider. These include (depending on availability) bank transfers, credit card payments or other types of online payments made for and on behalf of the accommodation provider (as full payment). Tripmakery may engage a third party (hereinafter referred to as the "payment processor") to process the payment. The payment processing service is offered free of charge.
8.2. The accommodation provider agrees that for each booking, the payment (or deposit) of the total price of the booking, as announced by the accommodation provider, will be collected by the payment processor and processed in accordance with the accommodation provider's payment terms for the booking in question. As Tripmakery processes the payment of the travel group for the accommodation provider, the payment obligations of the travel group in accordance with the accommodation provider's payment terms are fulfilled upon receipt of payment by the payment processor. Any refunds of payments to the travel group shall be made exclusively via Tripmakery's bank account. The accommodation provider is obliged to provide Tripmakery with all information necessary for the refund.
8.3. The accommodation provider agrees that Tripmakery will use payment processing for the following: (i) the (advance) payment of the total price of the travel group to the accommodation provider via the payment processor as final settlement of such payment, and (ii) the offsetting and payment of (a) the due and outstanding commission plus VAT for accommodation contracts that have been paid in accordance with section 8 of these GTC and (b) for other amounts due that the accommodation provider owes Tripmakery with the total amount of all total prices processed by the payment processor. If the tax liability relating to the commission is not transferred to the accommodation provider (reverse charge system), for example because the accommodation provider does not comply with the obligation to disclose its valid VAT identification number in accordance with section 9.2 of these GTC, Tripmakery is entitled to withhold an amount equal to the estimated VAT payable on the commission. If the funds are insufficient to offset and pay the amounts due to Tripmakery, the accommodation provider is obliged to pay the deficit upon first request by Tripmakery.
8.4. The accommodation provider agrees that it is responsible for the collection, transfer, withholding and payment of taxes (where applicable), (additional) fees, costs for additional and extra services on the total price (including taxes, (additional) fees, costs for additional and extra services not included in the room price) to the relevant tax authorities, as well as for the transfer, withholding and payment of taxes on commissions to the relevant tax authorities.
8.5. In order to transfer the amount collected (after deduction and withholding or offsetting of commissions, fees, costs and other such amounts payable to Tripmakery) (hereinafter referred to as the "Net Amount"), the accommodation provider shall provide Tripmakery with the relevant details of the bank to which the amount is to be paid. Tripmakery undertakes to pay the accommodation provider the net amount within seven days of receipt of payment by the payment processor.
8.6. The accommodation provider accepts that, due to changing exchange rates and fees/costs charged by banks, credit card companies and other intermediaries (for the collection, processing and payment of the relevant amounts), differences may arise between the total price (as announced by the accommodation provider), the amount collected and the amount paid to the accommodation provider. The accommodation provider bears the exchange rate risk and assumes the fees and costs charged by their banks for the receipt and conversion of the room price. No interest is paid on the accommodation providers' credit balances with the payment processor or any other party.
8.7. In the event of a no-show or cancellation by the travel group after the time and date from which a cancellation fee is payable (section 11.6 of these GTC), Tripmakery is entitled to charge the commission on the corresponding amount of the total price that the accommodation provider has received. In the event of overbooking, the commission shall be calculated in accordance with section 11.2 of these GTC.
8.8. The accommodation provider is only entitled to issue an invoice to the travel group for the total price of the booking (and shall send the travel group an invoice after the first request on its part), including or in addition to (as required by applicable law) all relevant taxes, fees and surcharges. The accommodation provider shall not issue (or send) Tripmakery an invoice for the stay or booking. Nothing in this contract shall be construed or implied to mean that Tripmakery is acting as a principal or (re)seller.
9.1. The accommodation provider undertakes to pay Tripmakery a commission of 10% of the total price in accordance with section 6.1 of these GTC plus VAT (hereinafter referred to as "commission") for each accommodation contract concluded via the online booking platform.
9.2. The accommodation provider undertakes to Tripmakery to disclose its valid VAT identification number at the latest upon conclusion of the partner agreement in accordance with section 4 of these GTC.
9.3. The accommodation provider undertakes to pay Tripmakery the commission as well as lump-sum damages amounting to three times the commission payable in the event that its booking offers described in section 2.4 and section 3.4 of these GTC are not accepted by the travel group in accordance with section 5.1 of these GTC, and an accommodation contract is nevertheless concluded between the travel group and the accommodation provider.
9.4. The commission will be invoiced to the accommodation provider after the planned departure date of the travel group and sent to the accommodation provider by post or email (except for free cancellations).
9.5. For accommodation contracts where payment is processed in accordance with section 8 of these GTC, the commission shall be retained by Tripmakery and paid after invoicing in accordance with section 9.4 of these GTC by offsetting in accordance with section 8.3 of these GTC. In all other cases, the accommodation provider undertakes to pay the commission within 14 days of the invoice date to Tripmakery's account at Erste Bank der oesterreichischen Sparkassen AG (IBAN AT322011183783477600, BIC GIBAATWWXXX).
9.6. The accommodation provider shall bear all bank charges incurred for the transfer of payments.
9.7. In the event of late payment, Tripmakery reserves the right to charge statutory default interest in accordance with § 456 of the Austrian Commercial Code (UGB).
10.1. As Tripmakery is not a party to the respective accommodation contract, the accommodation provider is the sole contact person for the travel group with regard to the processing of the accommodation contract and any queries relating to the accommodation contract.
10.2. Complaints and claims regarding the accommodation (or the products or services offered, changed or provided by the accommodation) or special requests from the travel group will be handled by the accommodation provider without the mediation or cooperation of Tripmakery.
10.3. The accommodation provider undertakes to Tripmakery to make all changes to the accommodation contract with the travel group via Tripmakery's online booking platform. In addition, the accommodation provider undertakes to immediately notify Tripmakery of any cancellation of the accommodation contract declared directly by the travel group – i.e. not via Tripmakery's online booking platform – as well as any changes to the accommodation contract agreed directly with the travel group. The accommodation provider shall indemnify and hold harmless Tripmakery for any and all damages of any kind resulting from a violation of this provision.
10.4. The accommodation provider undertakes to assert all rights to which it is entitled under the concluded accommodation contract and any additional ancillary points contractually agreed with the travel group (e.g. the accommodation provider's general terms and conditions) in accordance with section 5.3 of these GTC directly against the contractual partner (travel group).
11.1. The accommodation provider undertakes to make the booked rooms available and, if the accommodation cannot fulfil its obligations under these GTC for any reason, to inform Tripmakery immediately. The accommodation provider shall endeavour to offer alternative solutions of the same or better quality at its own expense. If the accommodation provider fails to fulfil this obligation within a period of four days, Tripmakery shall arrange alternative accommodation for the travel group that is equivalent to the booked accommodation at the expense of the accommodation provider.
11.2. If no or insufficient rooms are available upon arrival of the travel group, the accommodation provider undertakes to find suitable alternative accommodation of the same or better quality than the accommodation booked by the travel group, to offer a free private transfer to the alternative accommodation offered to the travel group, and to reimburse Tripmakery and/or the travel group for all expenses and costs incurred by the travel group and/or Tripmakery as a result of the overbooking. The obligation to pay the commission in accordance with section 9.1 of these GTC remains unaffected.
11.3. The accommodation provider undertakes to pay Tripmakery a penalty fee amounting to 50% of the commission due in the event that the rooms booked are not available to the travel group and no alternative accommodation offered is accepted by the travel group.
11.4. The accommodation provider is not entitled to cancel an accommodation contract that has already been concluded.
11.5. No commission payment is due for cancellations made by a travel group before the time and date from which a cancellation fee is payable.
11.6. For cancellations made by a travel group after the time and date from which a cancellation fee is payable, the accommodation provider undertakes to pay Tripmakery a commission of 10% of the cancellation fees.
11.7. In the event of a no-show by the travel group, the accommodation provider undertakes to pay Tripmakery a commission of 10% of the amount invoiced to the travel group.
11.8. In the event of force majeure, the accommodation provider shall not charge the travel group affected by the force majeure event any fees, costs, expenses or other amounts. The accommodation provider undertakes to inform Tripmakery within two days of the planned departure date. Tripmakery will not charge any commission in the event of a booking that has not been used due to a registered force majeure event.
12.1. Both contracting parties are entitled to conclude and fulfil the partner agreement and all other agreements referred to in these GTC and to commit themselves to them.
12.2. The accommodation provider assures Tripmakery and guarantees that, in accordance with the terms and conditions of these GTC, the accommodation holds and fulfils all authorisations, licences and other official approvals and requirements necessary for the management, execution and continuation of operations and business, as well as for the provision of the accommodation on the online booking platform.
12.3. The accommodation provider assures Tripmakery and guarantees that it is properly registered with the relevant tax authorities and will pay, collect or withhold any taxes, fees or other costs of any kind that have been levied or are based on this service in accordance with the applicable jurisdiction.
12.4. In the event of a breach of any of the representations made in these GTC, the breaching party shall remedy the situation to the state that would have existed if the representation had been true.
13.1. Tripmakery accepts no liability towards the accommodation provider in connection with any (temporary or partial) failure, interruption, loss of use, malfunction or unavailability of the online booking platform.
13.2. Booking requests made by travel groups via the online booking platform shall be forwarded by Tripmakery in accordance with section 2.3 of these GTC, including all information (e.g. contact details of the travel group, arrival date, number of nights, type and size of the travel group, catering requirements, amenities and services, special requests and wishes of the travel group, and the total travel budget) to the accommodation provider. These requests are based exclusively on the information provided by the travel group. Tripmakery cannot verify the accuracy of this information nor guarantee that it is correct and complete. Tripmakery is therefore not liable for the accuracy or completeness of booking requests from travel groups.
13.3. Tripmakery is not a party to the accommodation contract and is therefore not liable for any of the obligations arising from the accommodation contract, in particular the travel group's payment obligations.
14.1. Unless otherwise agreed, the partner agreement is concluded for an indefinite period.
14.2. Each contracting party may terminate the partner agreement at any time in writing with 14 days' notice.
14.3. Each contracting party may terminate the contract with immediate effect and without prior written notice for good cause. Good cause shall include, in particular, a significant breach of one of the provisions of these GTC by the other contracting party (e.g. in the event of late payment, provision of false information or receipt of a significant number of guest complaints).
15.1. For Tripmakery, the protection of the data provided by the accommodation provider in the context of the accommodation contract has the highest priority.
15.2. Tripmakery collects, processes and uses only such personal data as is necessary for the provision of Tripmakery's services and the use and operation of the online booking platform.
15.3. Further information on the handling of personal data can be found in Tripmakery's privacy policy, available at https://tripmakery.com/datenschutz.
16.1. The place of performance for all obligations arising from the agency agreement is the registered office of Tripmakery in Vienna, Austria.
16.2. These GTC are subject to Austrian law, excluding its referral provisions and the UN Convention on Contracts for the International Sale of Goods.
16.3. The court with jurisdiction at Tripmakery's registered office shall have exclusive jurisdiction for all disputes arising from or in connection with these GTC.
16.4. Should any provision of these GTC be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The wholly or partially invalid provision shall be replaced by a provision that comes as close as possible to the invalid provision in terms of its essential content. This shall apply mutatis mutandis in the event of loopholes in these GTC.