Agreements

End User License Agreements (EULA) covering Tourplan software products and Services Agreements covering Tourplan support and software update services are detailed below for each of the four main Tourplan offices.

Please note that there are only two differences in the agreements pertaining to each of these Tourplan offices:

  • The Tourplan company name.
  • The law under which each agreement is governed.

Tourplan Africa

End User License Agreement (EULA) – Tourplan Southern Africa

This Tourplan End user License Agreement (EULA) is a legal agreement between you (who will be referred to in this EULA as “You”) and Tourplan Southern Africa Pty Ltd (“Tourplan”) for all Tourplan software including any upgrades “Software” that is provided to you by Tourplan. You, and not Tourplan, are responsible for compliance with all other third party software, including Microsoft’s licensing requirements. This agreement supersedes all prior license agreements and arrangements.

Software License:

Important – please read carefully. Tourplan is willing to license software to you only if you acceipt all the terms of EULA. Paying any invoices referring to this EULA, or using the software will be deemed to be your acceptance that you are using it on the following terms.

If you do not agree to the terms of this EULA do not pay for the license nor use the software.

  1. Tourplan grants You a non-exclusive, non-transferable license to use the Software on the terms and conditions of this License.
  2. The Software is licensed for your own internal use on one operating computer system for the number of concurrent users purchased from Tourplan.
  3. Neither this agreement, nor any transaction with Tourplan convey title, copyright, intellectual property rights in the Software (including any enhancements or modifications), or any rights of ownership to you. The software is licensed for use, not sold.
  4. You acknowledge that the Software embodies substantial creative efforts, ideas and expressions and accordingly agree not to disclose the confidential information embodied in the Software to third parties other than on a need-to-know basis.
  5. You may not use the Software to rent, lease, lend, nor provide commercial hosting services to any third party.
  6. You may not reproduce, translate, adapt, vary, reverse-engineer or modify the Software.
  7. You may not copy the Software except as is necessary for your own backup purposes.
  8. Tourplan may terminate this EULA if You breach any of your obligations under this EULA. Immediately following termination of this license, You must deliver to Tourplan, or destroy all copies of the Software in whatever form possessed by You.

Limited Warranty

The Software

Tourplan warrants that the software will perform substantially in accordance with the accompanying help files for a period of 90 days from date of receipt. Some countries, states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation of 90 days may not apply to you.

Limitation of Liability

To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.

Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.

Tourplan’s total liability under this agreement shall be limited, at Tourplan’s exclusive option to (a) replacement of the Software; or (b) correction of defects in the Software; or (c) the cost of having defects in the Software repaired.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa.

Software Service Agreement – Tourplan Southern Africa

This agreement (the Agreement) records the terms and conditions under which Tourplan Southern Africa Pty Ltd (“Tourplan”) provides software maintenance and support (“Services”) for Tourplan software products (“the Software”) to its customers (“Customer”). A Customer’s payment of invoices referring to or incorporating this agreement is deemed to be acceptance of this Agreement. This agreement supersedes all prior services and support agreements and arrangements.

Term of Agreement

Services will be supplied for the period that the Customer has been invoiced by Tourplan and paid fees for.

Tourplan Responsibilities

  1. Tourplan shall provide the Customer with the Services via telephone, email, internet and facsimile during business hours Monday to Friday, excluding public holidays.
  2. Tourplan shall exercise all reasonable care and skill in providing the Services.
  3. Tourplan shall be responsible for logging, prioritisation and administration of Services requests.
  4. Tourplan shall treat all Customer information as confidential material.
  5. Tourplan will supply Software upgrades and enhancements and corresponding licenses to use the same.
  6. Tourplan may exclude from it’s responsibilities under this agreement, problems arising from
    a. The improper use, operation or neglect of either the Software or computer system;
    b. The unauthorised modification of the software by third parties;
    c. The use of the Software on equipment incompatible with the use of the Software as determined by Tourplan from time to time;
    d. Faults external to or outside the control of Tourplan or the Software.

Customer Responsibilities

  1. The Customer shall provide Tourplan with such information, including data files, as may be reasonably necessary to process Services requests.
  2. The Customer shall provide Tourplan with internet access to the Software programs and Customer’s data as required by Tourplan for the purposes of providing the Services.
  3. The Customer shall maintain a daily backup of the Software’s data.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Termination

The Customer may terminate this agreement with 90 days written notice to Tourplan.

Disclaimer & Limitation of Liability

  1. To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.
  2. Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, the Services, defect or delays in Services, data updates performed by Tourplan as part of the Services, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.
  3. Tourplan’s total liability under this agreement shall be limited to a refund of all money paid by the customer for the most recently invoiced service period.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa.

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Americas

End User License Agreement (EULA) – Tourplan Latin America

This Tourplan End user License Agreement (EULA) is a legal agreement between you (who will be referred to in this EULA as “You”) and Tourplan Latin America S.A. (“Tourplan”) for all Tourplan software including any upgrades “Software” that is provided to you by Tourplan. You, and not Tourplan, are responsible for compliance with all other third party software, including Microsoft’s licensing requirements. This agreement supersedes all prior license agreements and arrangements.

Software License:

Important – please read carefully. Tourplan is willing to license software to you only if you acceipt all the terms of EULA. Paying any invoices referring to this EULA, or using the software will be deemed to be your acceptance that you are using it on the following terms.

If you do not agree to the terms of this EULA do not pay for the license nor use the software.

  1. Tourplan grants You a non-exclusive, non-transferable license to use the Software on the terms and conditions of this License.
  2. The Software is licensed for your own internal use on one operating computer system for the number of concurrent users purchased from Tourplan.
  3. Neither this agreement, nor any transaction with Tourplan convey title, copyright, intellectual property rights in the Software (including any enhancements or modifications), or any rights of ownership to you. The software is licensed for use, not sold.
  4. You acknowledge that the Software embodies substantial creative efforts, ideas and expressions and accordingly agree not to disclose the confidential information embodied in the Software to third parties other than on a need-to-know basis.
  5. You may not use the Software to rent, lease, lend, nor provide commercial hosting services to any third party.
  6. You may not reproduce, translate, adapt, vary, reverse-engineer or modify the Software.
  7. You may not copy the Software except as is necessary for your own backup purposes.
  8. Tourplan may terminate this EULA if You breach any of your obligations under this EULA. Immediately following termination of this license, You must deliver to Tourplan, or destroy all copies of the Software in whatever form possessed by You.

Limited Warranty

The Software

Tourplan warrants that the software will perform substantially in accordance with the accompanying help files for a period of 90 days from date of receipt. Some countries, states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation of 90 days may not apply to you.

Limitation of Liability

To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.

Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.

Tourplan’s total liability under this agreement shall be limited, at Tourplan’s exclusive option to (a) replacement of the Software; or (b) correction of defects in the Software; or (c) the cost of having defects in the Software repaired.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of Costa Rica.

Software Service Agreement – Tourplan Latin America

This agreement (the Agreement) records the terms and conditions under which Tourplan Latin America S.A. (“Tourplan”) provides software maintenance and support (“Services”) for Tourplan software products (“the Software”) to its customers (“Customer”). A Customer’s payment of invoices referring to or incorporating this agreement is deemed to be acceptance of this Agreement. This agreement supersedes all prior services and support agreements and arrangements.

Term of Agreement

Services will be supplied for the period that the Customer has been invoiced by Tourplan and paid fees for.

Tourplan Responsibilities

  1. Tourplan shall provide the Customer with the Services via telephone, email, internet and facsimile during business hours Monday to Friday, excluding public holidays.
  2. Tourplan shall exercise all reasonable care and skill in providing the Services.
  3. Tourplan shall be responsible for logging, prioritisation and administration of Services requests.
  4. Tourplan shall treat all Customer information as confidential material.
  5. Tourplan will supply Software upgrades and enhancements and corresponding licenses to use the same.
  6. Tourplan may exclude from it’s responsibilities under this agreement, problems arising from
    a. The improper use, operation or neglect of either the Software or computer system;
    b. The unauthorised modification of the software by third parties;
    c. The use of the Software on equipment incompatible with the use of the Software as determined by Tourplan from time to time;
    d. Faults external to or outside the control of Tourplan or the Software.

Customer Responsibilities

  1. The Customer shall provide Tourplan with such information, including data files, as may be reasonably necessary to process Services requests.
  2. The Customer shall provide Tourplan with internet access to the Software programs and Customer’s data as required by Tourplan for the purposes of providing the Services.
  3. The Customer shall maintain a daily backup of the Software’s data.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Termination

The Customer may terminate this agreement with 90 days written notice to Tourplan.

Disclaimer & Limitation of Liability

  1. To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.
  2. Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, the Services, defect or delays in Services, data updates performed by Tourplan as part of the Services, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.
  3. Tourplan’s total liability under this agreement shall be limited to a refund of all money paid by the customer for the most recently invoiced service period.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of Costa Rica.

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Tourplan Asia

End User License Agreement (EULA) – Tourplan Asia

This Tourplan End user License Agreement (EULA) is a legal agreement between you (who will be referred to in this EULA as “You”) and Tourplan Asia Pacific Sdn bhd (“Tourplan”) for all Tourplan software including any upgrades “Software” that is provided to you by Tourplan. You, and not Tourplan, are responsible for compliance with all other third party software, including Microsoft’s licensing requirements. This agreement supersedes all prior license agreements and arrangements.

Software License:

Important – please read carefully. Tourplan is willing to license software to you only if you accept all the terms of this EULA. Paying any invoices referring to this EULA, or using the software will be deemed to be your acceptance that you are using it on the following terms.

If you do not agree to the terms of the EULA do not pay for the license nor use the software.

  1. Tourplan grants You a non-exclusive, non-transferable license to use the Software on the terms and conditions of this License.
  2. The Software is licensed for your own internal use on one operating computer system for the number of concurrent users purchased from Tourplan.
  3. Neither this agreement, nor any transaction with Tourplan convey title, copyright, intellectual property rights in the Software (including any enhancements or modifications), or any rights of ownership to you. The software is licensed for use, not sold.
  4. You acknowledge that the Software embodies substantial creative efforts, ideas and expressions and accordingly agree not to disclose the confidential information embodied in the Software to third parties other than on a need-to-know basis.
  5. You may not use the Software to rent, lease, lend, nor provide commercial hosting services to any third party.
  6. You may not reproduce, translate, adapt, vary, reverse-engineer or modify the Software.
  7. You may not copy the Software except as is necessary for your own backup purposes.
  8. Tourplan may terminate this EULA if You breach any of your obligations under this EULA. Immediately following termination of this license, You must deliver to Tourplan, or destroy all copies of the Software in whatever form possessed by You.

Limited Warranty

The Software

Tourplan warrants that the software will perform substantially in accordance with the accompanying help files for a period of 90 days from date of receipt. Some countries, states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation of 90 days may not apply to you.

Limitation of Liability

To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.

Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.

Tourplan’s total liability under this agreement shall be limited, at Tourplan’s exclusive option to (a) replacement of the Software; or (b) correction of defects in the Software; or (c) the cost of having defects in the Software repaired.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of Malaysia.

Software Service Agreement – Tourplan Asia

This agreement (the Agreement) records the terms and conditions under which Tourplan Asia Pacific Sdn bhd (“Tourplan”) provides software maintenance and support (“Services”) for Tourplan software products (“the Software”) to its customers (“Customer”). A Customer’s payment of invoices referring to or incorporating this agreement is deemed to be acceptance of this Agreement. This agreement supersedes all prior services and support agreements and arrangements.

Term of Agreement

Services will be supplied for the period that the Customer has been invoiced by Tourplan and paid fees for.

Tourplan Responsibilities

  1. Tourplan shall provide the Customer with the Services via telephone, email, internet and facsimile during business hours Monday to Friday, excluding public holidays.
  2. Tourplan shall exercise all reasonable care and skill in providing the Services.
  3. Tourplan shall be responsible for logging, prioritisation and administration of Services requests.
  4. Tourplan shall treat all Customer information as confidential material.
  5. Tourplan will supply Software upgrades and enhancements and corresponding licenses to use the same.
  6. Tourplan may exclude from it’s responsibilities under this agreement, problems arising from
    a. The improper use, operation or neglect of either the Software or computer system;
    b. The unauthorised modification of the software by third parties;
    c. The use of the Software on equipment incompatible with the use of the Software as determined by Tourplan from time to time;
    d. Faults external to or outside the control of Tourplan or the Software.

Customer Responsibilities

  1. The Customer shall provide Tourplan with such information, including data files, as may be reasonably necessary to process Services requests.
  2. The Customer shall provide Tourplan with internet access to the Software programs and Customer’s data as required by Tourplan for the purposes of providing the Services.
  3. The Customer shall maintain a daily backup of the Software’s data.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Termination

The Customer may terminate this agreement with 90 days written notice to Tourplan.

Disclaimer & Limitation of Liability

  1. To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.
  2. Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, the Services, defect or delays in Services, data updates performed by Tourplan as part of the Services, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.
  3. Tourplan’s total liability under this agreement shall be limited to a refund of all money paid by the customer for the most recently invoiced service period.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of Malaysia.

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Tourplan United Kingdom

End User License Agreement (EULA) – Tourplan UK

This Tourplan End user License Agreement (EULA) is a legal agreement between you (who will be referred to in this EULA as “You”) and Tourplan UK Ltd (“Tourplan”) for all Tourplan software including any upgrades “Software” that is provided to you by Tourplan. You, and not Tourplan, are responsible for compliance with all other third party software, including Microsoft’s licensing requirements. This agreement supersedes all prior license agreements and arrangements.

Software License:

Important – please read carefully. Tourplan is willing to license software to you only if you acceipt all the terms of EULA. Paying any invoices referring to this EULA, or using the software will be deemed to be your acceptance that you are using it on the following terms.

If you do not agree to the terms of this EULA do not pay for the license nor use the software.

  1. Tourplan grants You a non-exclusive, non-transferable license to use the Software on the terms and conditions of this License.
  2. The Software is licensed for your own internal use on one operating computer system for the number of concurrent users purchased from Tourplan.
  3. Neither this agreement, nor any transaction with Tourplan convey title, copyright, intellectual property rights in the Software (including any enhancements or modifications), or any rights of ownership to you. The software is licensed for use, not sold.
  4. You acknowledge that the Software embodies substantial creative efforts, ideas and expressions and accordingly agree not to disclose the confidential information embodied in the Software to third parties other than on a need-to-know basis.
  5. You may not use the Software to rent, lease, lend, nor provide commercial hosting services to any third party.
  6. You may not reproduce, translate, adapt, vary, reverse-engineer or modify the Software.
  7. You may not copy the Software except as is necessary for your own backup purposes.
  8. Tourplan may terminate this EULA if You breach any of your obligations under this EULA. Immediately following termination of this license, You must deliver to Tourplan, or destroy all copies of the Software in whatever form possessed by You.

Limited Warranty

The Software

Tourplan warrants that the software will perform substantially in accordance with the accompanying help files for a period of 90 days from date of receipt. Some countries, states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation of 90 days may not apply to you.

Limitation of Liability

To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.

Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.

Tourplan’s total liability under this agreement shall be limited, at Tourplan’s exclusive option to (a) replacement of the Software; or (b) correction of defects in the Software; or (c) the cost of having defects in the Software repaired.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of the United Kingdom.

Software Service Agreement – Tourplan UK

This agreement (the Agreement) records the terms and conditions under which Tourplan UK Ltd (“Tourplan”) provides software maintenance and support (“Services”) for Tourplan software products (“the Software”) to its customers (“Customer”). A Customer’s payment of invoices referring to or incorporating this agreement is deemed to be acceptance of this Agreement. This agreement supersedes all prior services and support agreements and arrangements.

Term of Agreement

Services will be supplied for the period that the Customer has been invoiced by Tourplan and paid fees for.

Tourplan Responsibilities

  1. Tourplan shall provide the Customer with the Services via telephone, email, internet and facsimile during business hours Monday to Friday, excluding public holidays.
  2. Tourplan shall exercise all reasonable care and skill in providing the Services.
  3. Tourplan shall be responsible for logging, prioritisation and administration of Services requests.
  4. Tourplan shall treat all Customer information as confidential material.
  5. Tourplan will supply Software upgrades and enhancements and corresponding licenses to use the same.
  6. Tourplan may exclude from it’s responsibilities under this agreement, problems arising from
    a. The improper use, operation or neglect of either the Software or computer system;
    b. The unauthorised modification of the software by third parties;
    c. The use of the Software on equipment incompatible with the use of the Software as determined by Tourplan from time to time;
    d. Faults external to or outside the control of Tourplan or the Software.

Customer Responsibilities

  1. The Customer shall provide Tourplan with such information, including data files, as may be reasonably necessary to process Services requests.
  2. The Customer shall provide Tourplan with internet access to the Software programs and Customer’s data as required by Tourplan for the purposes of providing the Services.
  3. The Customer shall maintain a daily backup of the Software’s data.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Termination

The Customer may terminate this agreement with 90 days written notice to Tourplan.

Disclaimer & Limitation of Liability

  1. To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.
  2. Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, the Services, defect or delays in Services, data updates performed by Tourplan as part of the Services, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.
  3. Tourplan’s total liability under this agreement shall be limited to a refund of all money paid by the customer for the most recently invoiced service period.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of the United Kingdom.

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Tourplan Pacific

End User License Agreement (EULA) – Tourplan Pacific

This Tourplan End user License Agreement (EULA) is a legal agreement between you (who will be referred to in this EULA as “You”) and Tourplan Pacific Ltd (“Tourplan”) for all Tourplan software including any upgrades “Software” that is provided to you by Tourplan. You, and not Tourplan, are responsible for compliance with all other third party software, including Microsoft’s licensing requirements. This agreement supersedes all prior license agreements and arrangements.

Software License:

Important – please read carefully. Tourplan is willing to license software to you only if you accept all the terms of this EULA. Paying any invoices referring to this EULA, or using the software will be deemed to be your acceptance that you are using it on the following terms.

If you do not agree to the terms of this EULA do not pay for the license nor use the software.

  1. Tourplan grants You a non-exclusive, non-transferable license to use the Software on the terms and conditions of this License.
  2. The Software is licensed for your own internal use on one operating computer system for the number of concurrent users purchased from Tourplan.
  3. Neither this agreement, nor any transaction with Tourplan convey title, copyright, intellectual property rights in the Software (including any enhancements or modifications), or any rights of ownership to you. The software is licensed for use, not sold.
  4. You acknowledge that the Software embodies substantial creative efforts, ideas and expressions and accordingly agree not to disclose the confidential information embodied in the Software to third parties other than on a need-to-know basis.
  5. You may not use the Software to rent, lease, lend, nor provide commercial hosting services to any third party.
  6. You may not reproduce, translate, adapt, vary, reverse-engineer or modify the Software.
  7. You may not copy the Software except as is necessary for your own backup purposes.
  8. Tourplan may terminate this EULA if You breach any of your obligations under this EULA. Immediately following termination of this license, You must deliver to Tourplan, or destroy all copies of the Software in whatever form possessed by You.

Limited Warranty

The Software

Tourplan warrants that the software will perform substantially in accordance with the accompanying help files for a period of 90 days from date of receipt. Some countries, states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation of 90 days may not apply to you.

Limitation of Liability

To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.

Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.

Tourplan’s total liability under this agreement shall be limited, at Tourplan’s exclusive option to (a) replacement of the Software; or (b) correction of defects in the Software; or (c) the cost of having defects in the Software repaired.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of New Zealand.

Software Service Agreement – Tourplan Pacific

This agreement (the Agreement) records the terms and conditions under which Tourplan Pacific Ltd (“Tourplan”) provides software maintenance and support (“Services”) for Tourplan software products (“the Software”) to its customers (“Customer”). A Customer’s payment of invoices referring to or incorporating this agreement is deemed to be acceptance of this Agreement. This agreement supersedes all prior services and support agreements and arrangements.

Term of Agreement

Services will be supplied for the period that the Customer has been invoiced by Tourplan and paid fees for.

Tourplan Responsibilities

  1. Tourplan shall provide the Customer with the Services via telephone, email, internet and facsimile during business hours Monday to Friday, excluding public holidays.
  2. Tourplan shall exercise all reasonable care and skill in providing the Services.
  3. Tourplan shall be responsible for logging, prioritisation and administration of Services requests.
  4. Tourplan shall treat all Customer information as confidential material.
  5. Tourplan will supply Software upgrades and enhancements and corresponding licenses to use the same.
  6. Tourplan may exclude from it’s responsibilities under this agreement, problems arising from
    a. The improper use, operation or neglect of either the Software or computer system;
    b. The unauthorised modification of the software by third parties;
    c. The use of the Software on equipment incompatible with the use of the Software as determined by Tourplan from time to time;
    d. Faults external to or outside the control of Tourplan or the Software.

Customer Responsibilities

  1. The Customer shall provide Tourplan with such information, including data files, as may be reasonably necessary to process Services requests.
  2. The Customer shall provide Tourplan with internet access to the Software programs and Customer’s data as required by Tourplan for the purposes of providing the Services.
  3. The Customer shall maintain a daily backup of the Software’s data.
  4. The Customer is responsible to ensure appropriate levels of security and control are applied to the process of database updates performed by Tourplan as part of the Services.

Termination

The Customer may terminate this agreement with 90 days written notice to Tourplan.

Disclaimer & Limitation of Liability

  1. To the extent permissible by law, all representations and warranties other than those expressly provided for in this Agreement are excluded.
  2. Tourplan will not be liable for indirect or consequential damage or for any loss of business, property, profit or data, however caused including negligence, which may be suffered or incurred or which may arise directly or indirectly in respect of the Software, defects in the Software, the Services, defect or delays in Services, data updates performed by Tourplan as part of the Services, or the failure or omission on the part of Tourplan to comply with its obligations under this agreement.
  3. Tourplan’s total liability under this agreement shall be limited to a refund of all money paid by the customer for the most recently invoiced service period.

Local Taxation

All fees are exclusive of any tariffs, duties, taxes (including GST, VAT or any other similar tax) or levy payable in respect of the fees, other than income tax payable by Tourplan. All such taxes or levies shall be for the account of the Customer.

If any withholding tax is levied on the fees, then the Customer shall increase the sums paid to Tourplan so that the amount received by Tourplan after the withholding tax is deducted is the full amount Tourplan would have received if no withholding or deduction had been made.

Governing Law

This agreement shall be governed by and construed in accordance with the laws of New Zealand.

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