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| TERMS FOR USE |
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1 -
Scope of the Subscription
IATA agrees to provide the IATA Timatic
Service(s) to the Customer on the terms, and for the fees, set out in Schedule
2 and hereby grants to the Customer a
world-wide non-exclusive, non-transferable, non-sub licensable license to
access IATA Timatic Service(s), and to use the IATA Timatic Information
contained therein during the Term, for the purpose set out in Clause 4.
2 -
Term and Termination
2.1 The Subscription shall take effect from the Subscription
Start Date defined in the Order Form and shall remain in force until 31st December of the first Subscription
Year, herewith referred to as "the Initial Term".
2.2
The Subscription will be
automatically renewed for successive 12 month periods (hereinafter referred to
as "Subscription Years") unless a written notice is sent by either
party to terminate the Subscription no less than sixty (60) days prior to the
end of the First Subscription Year or any subsequent Subscription Year.
2.3
IATA shall be entitled to terminate the licence
contained herein with immediate effect, and thereafter deny the Customer and
any of its Users access to the IATA Timatic Services, in the event of:
2.3.1
any default by the Customer in paying the Fee when
due, unless remedied within fourteen (14) days after written notice of such
default has been given to the Customer;
2.3.2
any breach by the Customer of the licence granted
herein, and in particular any breach of the terms contained in Clause 4.
2.4
Either party may terminate the Subscription
forthwith by written notice to the other if either party shall become
insolvent, be declared bankrupt or shall enter into any liquidation proceedings
(other than for the purpose of reconstruction or amalgamation).
2.5
Upon the
expiration or termination of the Subscription for whatever reason the license
granted herein shall cease and access by the Customer to, and all
the rights granted in respect of the IATA Timatic Service(s) shall be immediately terminated. The Customer shall immediately
delete from its systems any information extracted from the IATA Timatic
Service(s) and stored therein.
3 - Charges
3.2
In consideration for the
supply of the IATA Timatic Service(s) the Customer shall pay the fees and
charges set out in Schedule 2, as amended from time to time in accordance with
Clause 3.4, which are expressed exclusive of value added tax.
3.3
The fees consist of an
annual fee and a fee per Transaction. If the commencement date of the Subscription
is after 31st January, the annual fee will be charged in proportion to the
number of full months remaining in the Subscription Year. Payment of the annual fee will be due by the customer upon signature
of the order form. A separate annual fee will be charged for each IATA Timatic
Service that the Customer subscribes to as detailed in the IATA Timatic
Services Order Form, with the volume of transactions for each service being
combined to determine Transaction Charges. 3.2. Transaction Charges will be calculated by IATA Netherlands Data
Publications following the end of each quarter (31 March, 30 June, 30 September
and 31 December) as described in Schedule 2, and invoiced thereafter.
3.4
The fees and charges
shall be fixed for the First Subscription Year. Thereafter the Fee will be reviewed annually by IATA who will notify the
Customer of any adjustments no later than 30 September in any subscription year,
such adjustment to take effect on 1 January of the following Subscription Year.
In case the Customer does not accept such adjustment it may give written notice
before 30 November of the applicable Subscription Year that it does not wish to
renew the Subscription. Thereupon, this Agreement shall terminate at the end of
that Subscription Year. If the Customer
does not terminate the Subscription the
new annual flat fee shall be
invoiced by IATA and paid by the Customer at the beginning of the next
following Subscription Year.
4 ‑ Use of the IATA Timatic Services
4.1
When using the Timatic
Service(s) the Customer shall be entitled to access and use the IATA Timatic
Information for its own business purposes only.
4.2 The
Customer shall be entitled to make available to its own Customers (the Users) as
part of its booking services and through its dedicated, branded customer
interfaces, the IATA Timatic Information Service(s).
4.3 The
Customer, Users and other third parties shall not without the prior written
permission of IATA:
4.3.1 Re-sell,
make mass, automated
or systematic extractions from, or otherwise transfer to any other person or
organisation, the IATA Timatic Services(s) or IATA
Timatic Information contained therein;
4.3.3 Store
IATA Timatic Information in such a manner that enables such stored information
to be retrieved, manually, mechanically or systematically by any third party;
or include it
within, or merge it with, or permit such inclusion in or merger with, another
archival or searchable system.
4.3.4 Make
use of any kind of device/application that enables retrieval of previously
accessed IATA Timatic Information without making a real-time, chargeable
Transaction.
4.4 The
Customer may download, copy and store the IATA Timatic XML Support Lists to the
extent necessary for the purposes of providing the services described in
sub-clause 4.2 above.
5 ‑ Access
5.1
The Customer and Users shall
access the IATA Timatic Information by submitting queries using the IATA
Timatic Service(s). Such queries shall be known as "Transactions".
5.2
The IATA Timatic Service(s)
shall be accessible by the Customer and the Permitted Users 24 hours per day,
365 days per year, subject to scheduled down time, necessary support and
maintenance or the occurrence of any force majeure event.
6 - Representations, Warranties and Liability
6.1.
IATA warrants that it has the
right and power to use and distribute the information and to grant the Customer
the rights set out in this agreement.
6.2.
The IATA Timatic Information
is provided for information purposes only, and whilst IATA will use all reasonable skill and care in the creation and supply of the IATA Timatic Information, and every effort is made to update and
maintain the information provided by IATA , IATA gives no warranty that the
IATA Timatic Information will be accurate or complete and shall have no
liability for inaccuracies or incomplete information, unless due to IATA's
negligence or willful misconduct by IATA. Furthermore, the Customer shall give no such warranty to its Users.
6.3.
If the Customer becomes aware
of any apparent inaccuracies or incomplete information contained in the IATA
Timatic Service(s) it should bring it to the attention of IATA as quickly as
possible. IATA will check, verify and update IATA Timatic Information as
appropriate.
6.4.
The warranties set forth above
are exclusive and in lieu of all other warranties (express, implied, statutory
or otherwise) with respect to the services and software. All other warranties,
including warranties of merchantability and fitness for a particular purpose,
are hereby expressly excluded and disclaimed.
In particular IATA does not warrant that the
operation of the IATA Timatic Service(s) will be uninterrupted or error-free,
and the Customer shall give no such warranty to its Users.
6.5.
IATA's total liability under
this subscription agreement shall be limited to the total fees paid by the
Customer in any Subscription Year.
6.6.
IATA
excludes all liability to the Customer for consequential loss arising out of
any claim, including but not limited to indirect losses and loss of revenue,
profit or anticipated profits, or destruction of data, whether or not due in
whole or in part to the negligence or breach of duty, statutory or otherwise,
of the Customer.
7 - Intellectual Property Rights
7.1 For the purposes of the Subscription IATA owns, or is
otherwise entitled to use and sub-licence, and hereby reserves to itself all Intellectual Property Rights in and to the
IATA Timatic Service and IATA Timatic Information.
7.2 Infringement Indemnity. IATA warrants that the use of the IATA
Timatic Service(s) and IATA Timatic Information by the Customer in accordance
with the terms of this Subscription shall not infringe the Intellectual
Property Rights of any third party. IATA shall indemnify and hold the Customer
harmless from any losses, claims, damages, awards, penalties, or injuries which
arise from any claim by any third party of an alleged infringement of copyright
or any other Intellectual Property Right arising out of the use of the IATA Timatic
Service(s) by the Customer in accordance with the terms of this Subscription
PROVIDED ALWAYS that the Customer shall give IATA full control of any
proceedings and make no admission of liability to any third party. This
indemnity shall survive the termination of this Subscription.
7.3
Wherever the
Customer makes the IATA Timatic Information available to Permitted Users it
will ensure that a copyright notice is affixed to all copies of such IATA Timatic
Information in the form 'Copyright IATA 2009'. Usage is subject to IATA Timatic End User Terms and Conditions v1.0'
7.4
Where IATA Timatic Information
is supplied in a branded format displaying the "IATA" name or logo the Customer
shall do nothing to alter, deface, add to, subtract from, minimise or remove
such name logo, and shall in all cases reproduce such name logo exactly in the
form that it has been supplied, or otherwise in accordance with such guidelines
that may be provided by IATA NL from time to time.
8 ‑ General Provisions
8.1.
This Agreement is construed
under and shall be governed by the laws of the Netherlands.
8.2.
If any dispute arises out of,
or in connection with the performance of this Agreement, the parties shall
endeavour to settle the same amicably. In the event that such amicable solution
is not possible, then thereafter the dispute shall be settled by the competent
court in Haarlem, The Netherlands. The decision of the court shall be final and
binding upon the parties.
8.3.
Neither party
shall be liable under this Agreement for any failure, delay or default in
performing any obligations there under if such failure, delay or default
results from circumstances beyond its control including, but not limited to
Acts of God, Government restrictions (including the denial or cancellation of
any export or other necessary license) governmental
intervention, labour disputes threatened or actual, acts of suppliers or
sub-contractors, wars, fires, floods, earthquakes or unusually severe weather, wars, insurrections and/or any other cause beyond the
reasonable control of the party whose performance is affected. The party
seeking to rely on this clause shall promptly notify the other party of the
cause and probable duration of its failure of performance and shall use its
best endeavours to minimise the effect thereof.
8.4.
This Agreement constitutes the
entire agreement between the parties with respect to the subject matter hereof,
and may only be amended in writing, signed by both parties.
SCHEDULE 1
- Definitions:
"IATA"
means IATA (Netherlands) B.V., a Dutch
corporation having its registered offices at Frankfurtstraat 2, 1175 RH,
Lijnden, The Netherlands.
"IATA Timatic
Information"
means information on cross-border passenger regulations and
recommendations on the following subjects:
- Passport regulations and
recommendations
- Visa regulations and recommendations
- Health regulations and
recommendations
- Airport Tax to be paid by the
traveller at either departure or arrival airport
- Customs regulations relating
to import/export of goods and small pets by a passenger
- Currency regulations relating to
import and export by a passenger
- News relating to changes in immigration
rules or practices
`'IATA
Timatic Service(s)''
means the following services used to access IATA
Timatic Information:
- IATA Timatic
Command Line Interface
- IATA
TimaticWeb
- IATA
TimaticWeb Co-branded
- IATA Timatic
XML
- IATA Travel
Centre XML
- IATA Timatic
AutoCheck
- Template masks used to make inquiries using the Timatic Services
- Help
on how to make inquiries using the Timatic Services
`'IATA Timatic Command Line Interface''
means a method of entering requests for IATA
Timatic Information using dedicated terminals or personal computers with a SITA
connection or via terminals using airline and computer reservation systems.
`'IATA TimaticWeb''
means a method of transmitting requests for IATA
Timatic Information via the Internet at www.timaticweb.com
`'IATA TimaticWeb Co-branded''
means a method of transmitting requests for IATA
Timatic Information via the Internet at www.timaticweb.com,
with the responses being co-branded with customer supplied images.
`'IATA Timatic XML''
means a protocol for structuring requests for,
and receiving, IATA Timatic Information in a format that allows customers to
integrate IATA Timatic Information into their own applications
`'IATA Travel Centre XML''
means a protocol for structuring requests for,
and receiving, IATA Timatic Information in a format that allows customers to
integrate IATA Timatic Information into their own applications
`'IATA Timatic AutoCheck''
means a protocol for structuring requests for,
and receiving, IATA Timatic Information in a format that allows customers to
integrate IATA Timatic Information into their own departure control
applications
`'IATA Timatic XML support lists''
means downloadable lists enabling coded requests
to be submitted to IATA Timatic Services(s).
Such lists include Country Codes, Document Types, stay types, etc
"Intellectual Property Rights"
means the trade marks, copyright, database rights, rights in know-how,
confidential information, methodologies and processes, and all other rights of
a like nature conferred under the laws of the Netherlands and all other
countries of the world, including any renewal or extension of those rights,
subsisting in respect of the IATA Timatic Service(s) from time to time during the Term.
`'Transaction''
means a request submitted to, the IATA Timatic Information Service(s)
for IATA Timatic Information, together with the response to such request, for
which the Customer shall be charged a transaction fee as per Schedule 2.
SCHEDULE 2
- 2009 Fees & Charges:
Fixed Fees:
IATA Timatic Services annual set-up &
maintenance flat fee commencing 1 January 2009: EUR499
Transaction fees:
A. 0
- 500 transactions: Included
in Flat Fee.
B. 501- 100,000 transactions: EUR (EUR) 0.1235 per transaction.
C. 100,001- 600,000 transactions: EUR
(EUR) 0.1108 per transaction.
D. 600,001 - 1,100,000 transactions: EUR(EUR) 0.0982 per transaction.
E. 1,100,001 - 1,600,000 transactions: EUR
(EUR) 0.0844 per transaction
F. 1,600,001 - 2,100,000 transactions: EUR
(EUR) 0.0776 per transaction.
G. 2,100,001 onwards: EUR
(EUR) 0.0706 per transaction.
Consulting Fee:
Consulting charges are EUR (EUR) 100 per hour
excluding VAT and expenses
Commencement during the Subscription Period:
If the commencement date of the Subscription is after 31st
January, the annual fee will be charged
in proportion to the number of full months remaining in the Subscription Year.
Similarly transactions included within the flat will be divided in proportion
to the number of full months remaining in the Subscription Year. Unused transactions included in the fixed fee
will not carried over to the following Subscription period.
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