1) DEFINITIONS
In this agreement, unless inconsistent with the text :
1.1 THOMPSONS shall mean CULLINAN HOLDINGS LIMITED (trading as THOMPSONS AFRICA, THOMPSONS AFRICA TOURING & SAFARIS and THOMPSONS TOURS) and/or all its subsidiary companies from time to time which trade under the THOMPSONS brand in Southern Africa;
1.2 THE TOUR OPERATOR shall mean any tour operator or travel agent which deals with THOMPSONS for the conclusion of FIT and/or GROUP RESERVATIONS into Southern Africa;
1.3 THOMPSONS BANK shall mean the bankers to THOMPSONS from time to time but being, for the meantime, the Standard Bank of South Africa Limited, Musgrave Road branch, (branch code 042626), account number 051299755, swift code SBZA ZAJJ;
1.4 FIT RESERVATION shall have the meaning generally attributed to it within the travel and tourism industry being bookings made on behalf of Free Independent Travellers who do not form part of a travel group;
1.5 GROUP RESERVATIONS shall mean a reservation concluded on behalf of a group of tourists on all of whose behalf the same or substantially similar travel and/or other ancillary arrangements for all of them are made by THE TOUR OPERATOR;
1.6 COMMENCEMENT DATE in respect of any reservation referred to in this agreement shall mean the date on which the first travel or touring activity in terms of such reservation is due to commence;
1.7 TARIFF shall mean the confidential tariff issued by THOMPSONS to TOUR OPERATORS from time to time.
2) RECORDAL
These terms and conditions will limit the liability of THOMPSONS to the TOUR OPERATOR and the customer of the TOUR OPERATOR and all FIT and Group Reservations made with THOMPSONS by the TOUR OPERATOR are subject to these terms and conditions.
3) TARIFF
3.1 Save for any patent error, THOMPSONS shall be bound by all prices quoted in the TARIFF from time to time;
3.2 THOMPSONS shall be entitled, from time to time, to alter the TARIFF by amending the prices reflected in the TARIFF and while THOMPSONS will endeavour to notify all interested parties of any such change, they cannot warrant that this will take place and THE TOUR OPERATOR is accordingly advised to check the applicability of prices before confirming any reservation with its own customer;
3.3 All bookings made by any TOUR OPERATOR shall be subject to availability and subject to written confirmation by THOMPSONS;
3.4 The rates quoted in the TARIFF are strictly private and confidential and should not be disclosed by the TOUR OPERATOR to any other party;
3.5 In the event of it being necessary at any time for any reason other than negligence on the part of THOMPSONS to utilize a courier service or incur any other expenses in order to deliver any documents to the TOUR OPERATOR or any passenger the costs incurred shall be borne by that one of the TOUR OPERATOR or the passenger whose actions necessitated the expenditure being incurred.
4) FIT RESERVATIONS AND CANCELLATION BY TOUR OPERATOR
4.1 In order to secure a firm FIT RESERVATION, THE TOUR OPERATOR shall confirm each such reservation, in writing, not less than thirty days prior to THE COMMENCEMENT DATE or such later date as THOMPSONS may agree to, in writing;
4.2 If the TOUR OPERATOR wishes to cancel any FIT reservation it shall do so, in writing, and no cancellation shall be of any effect unless and until such time as it has been acknowledged and accepted by THOMPSONS, in writing, and shall always be subject to the provisions of clause 4.3;
4.3
4.3.1 In the event of :
4.3.1.1 THE TOUR OPERATOR cancelling any confirmed FIT RESERVATION less than thirty days prior to THE COMMENCEMENT DATE, or within such other period as may be specified in cancellation policy of any supplier to THOMPSONS as reflected in the TARIFF; or
4.3.1.2 any FIT RESERVATION being cancelled by THOMPSONS by virtue of THE TOUR OPERATOR failing to effect payment of the whole of the cost of the FIT RESERVATION timeously, or being in breach of any other obligation to THOMPSONS;
THE TOUR OPERATOR shall be liable for cancellation fees equal to 100% of the price of the entire booking which shall be payable forthwith;
4.3.2 however, in the event of THOMPSONS securing a reduction or a waiver of any such cancellation fee from any of its principals it shall, subject to the retention of a reasonable amount to cover the costs incurred by THOMPSONS in making the reservation and securing the reduction or waiver of such cancellation fee, refund the amount of such reduction or waiver to THE TOUR OPERATOR;
4.3.3 nothing contained in this agreement shall be construed in any way as imposing any obligation on THOMPSONS to take any steps to secure any such reduction or waiver, it being entirely within the discretion of THOMPSONS as to whether or not it does so.
5) PAYMENT FOR FIT RESERVATIONS
5.1 THE TOUR OPERATOR shall ensure that the full price of any FIT RESERVATION is deposited with THOMPSONS BANK not less than thirty days prior to THE COMMENCEMENT DATE;
5.2 however, in the event of THOMPSONS accepting an FIT RESERVATION within such period of thirty days, payment in respect of such reservation shall be made to THOMPSONS BANKERS not later than within twenty four hours of the acceptance by THOMPSONS of the FIT RESERVATION but, in any event, by not later than THE COMMENCEMENT DATE;
5.3 All payments are to be made in the currency in which the booking is quoted and invoiced by THOMPSONS and any costs in doing so, including any currency exchange gain or loss, shall be for the benefit or account of THE TOUR OPERATOR;
5.4 THOMPSONS shall not be under any obligation to issue any travel documents or other vouchers to THE TOUR OPERATOR or any of its passengers until such time as payment in full has been actually received by THOMPSONS BANK and credited to its account;
6) GROUP RESERVATIONS AND CANCELLATION BY TOUR OPERATOR
6.1 In order to secure a firm GROUP RESERVATION, THE TOUR OPERATOR shall confirm such reservation not less than thirty five days prior to THE COMMENCEMENT DATE or such later date as THOMPSONS may agree to, in writing, in respect of any specific GROUP RESERVATION;
6.2 Simultaneously with the confirmation of any GROUP RESERVATION THE TOUR OPERATOR shall supply THOMPSONS, in writing, with a rooming list in such form as may be required by THOMPSONS;
6.3 If THE TOUR OPERATOR wishes to cancel any GROUP RESERVATION it shall do so, in writing, and no cancellation shall be of any effect unless and until it has been acknowledged and accepted by THOMPSONS, in writing, and shall always be subject to the provisions of clause 6.4 hereof;
6.4
6.4.1 In the event of THE TOUR OPERATOR cancelling any confirmed GROUP RESERVATION-
6.4.1.1 more than thirty days prior to THE COMMENCEMENT DATE, THE TOUR OPERATOR shall be liable to pay to THOMPSONS a cancellation fee equal to 20% of the cost of the reservation which has been cancelled;
6.4.1.2 less than thirty days prior to COMMENCEMENT DATE or in the event of the GROUP RESERVATION being cancelled by THOMPSONS by virtue of THE TOUR OPERATOR failing to effect payment of the whole of the cost of the GROUP RESERVATION timeously, THE TOUR OPERATOR shall be liable to pay to THOMPSONS a cancellation fee equal to 100% of the cost of the reservation which has been cancelled; and any such cancellation fee shall be payable forthwith;
6.4.2 however, in the event of THOMPSONS securing a reduction or waiver of any such cancellation fee from any of its principals it shall, subject to the retention of a reasonable amount to cover the costs incurred by THOMPSONS in making the reservation and securing the reduction or waiver of such cancellation fee, refund the amount of such reduction or waiver to THE TOUR OPERATOR;
6.4.3 nothing contained in this agreement shall be construed in any way as imposing any obligation on THOMPSONS to take any steps to secure any such reduction or waiver of cancellation fee as aforesaid, it being entirely within the discretion of THOMPSONS as to whether it does so.
7) PAYMENT FOR GROUP RESERVATIONS
7.1 THE TOUR OPERATOR shall ensure that the full price of any GROUP RESERVATION shall be deposited with THOMPSONS BANK not less than thirty days prior to THE COMMENCEMENT DATE;
7.2 Notwithstanding the afore going in the event of THOMPSONS accepting a GROUP RESERVATION within such period of thirty days, payment in respect of such reservation shall be made to THOMPSONS BANK not later than within twenty four hours of the acceptance by THOMPSONS of the GROUP RESERVATION but, in any event, by not later than THE COMMENCEMENT DATE;
7.3 All payments are to be made in the currency in which the booking is quoted and invoiced by THOMPSONS and any costs in doing so, including any currency exchange gain or loss, shall be for the benefit or account of THE TOUR OPERATOR;
7.4 THOMPSONS shall not be under any obligation to issue any travel documents or other vouchers to THE TOUR OPERATOR or any of its passengers until such time as payment in full has been actually received by THOMPSONS BANK and credited to its account;
8) CREDIT FACILITIES
8.1 THE TOUR OPERATOR acknowledges that it shall not be entitled to any extension of time within which to effect payment of any amount due to THOMPSONS in respect of any FIT RESERVATION or GROUP RESERVATION unless THOMPSONS has agreed thereto specifically in writing and THE TOUR OPERATOR has -
8.1.1 delivered to THOMPSONS a bank guarantee or paid to THOMPSONS BANKERS a cash deposit for such amount as THOMPSONS may in its discretion deem reasonable;
8.1.2 completed THOMPSONS standard credit application form used from time to time;
8.1.3 acknowledged in writing that it will be bound by such terms and conditions as may be imposed by THOMPSONS at the time in respect of the granting of any such credit is given; and
8.1.4 THOMPSONS has agreed, in writing, to the extension of the applicable period for which credit will be granted;
8.2 THOMPSONS shall, notwithstanding anything to the contrary herein contained, be entitled at any time to withdraw and/or vary the terms of any credit facilities which it has granted to THE TOUR OPERATOR.
8.3 THOMPSONS shall be entitled, in the event of any payment not being made timeously, to charge interest on any overdue amount at the prime rate of interest charged on overdraft by the Standard Bank of South Africa Limited from time to time.
9) CANCELLATION BY THOMPSONS
9.1 THE TOUR OPERATOR acknowledges that in keeping with the policy adopted by tour operators world wide, THOMPSONS shall be entitled to cancel any FIT RESERVATION or GROUP RESERVATION prior to the commencement of the first activity booked in terms of such reservation, and in any such case the entire amount paid by THE TOUR OPERATOR to that date shall be refunded by THOMPSONS to THE OPERATOR forthwith and THE TOUR OPERATOR shall not have any further claim of whatsoever nature against THOMPSONS arising out of such cancellation;
9.2 Notwithstanding anything to the contrary herein contained, THOMPSONS shall be entitled, should it deem it necessary for whatsoever reason, to amend any FIT RESERVATION or GROUP RESERVATION by providing alternate accommodation or other services to the passengers concerned provided the alternate is of at least the same quality and standards as that in respect of which the reservation was originally made.
10) EXCLUSION OF LIABILITY
10.1 THE TOUR OPERATOR acknowledges and accepts that THOMPSONS at all times acts only as an agent on behalf of its principals and will not be liable for any loss or damages, whether to persons, their luggage or other items in their possession, or arising as a result of the exercise by THOMPSONS of any of its rights in terms hereof and irrespective of whether such loss or damage has arisen as a result of disease, ill health, adverse weather conditions or any other cause including any loss which may be occasioned by the negligence of THOMPSONS or any of its personnel or agents and THE TOUR OPERATOR hereby indemnifies THOMPSONS and absolves it from any liability in respect of any claims which may be made against THOMPSONS in respect of any such loss or damage which is brought by or through any customer of THE TOUR OPERATOR;
10.2 THE TOUR OPERATOR shall ensure that it and/or its customers take out adequate insurance, including medical insurance, to cover any such loss or damages.
11) ACKNOWLEDGEMENTS BY TOUR OPERATOR
THE TOUR OPERATOR acknowledges that :
11.1 If any accommodation, excursion or other service which has been booked is not available for any reason whatsoever, THOMPSONS shall be entitled to make similar alternative arrangements at the same price as that which is not available and no claim shall arise against THOMPSONS as a result of such unavailability;
11.2 Transportation used on scheduled and day tours will be determined based upon the number of passengers on tour, and THOMPSONS reserve the right to use either smaller or larger vehicles at their discretion.
11.3 Airlines and some vehicle operators limit the weight of the luggage which can be carried by any passenger and that no claim shall arise against THOMPSONS in the event of any passenger not being allowed to carry any luggage or being required to effect payment for any such excess luggage. THOMPSONS limit luggage on guaranteed departure tours to 1 item of luggage, not exceeding 20kg in weight;
11.4 The obligation to obtain a current and valid passport, all necessary visas and vaccinations is that of the passenger and THOMPSONS shall not be liable for any loss which any customer of the TOUR OPERATOR may suffer as a result of the customer failing to properly fulfil such obligation and any costs which are incurred by THOMPSONS in assisting (which it shall not be obliged to do) such customer in obtaining any such passport, visa or vaccination shall be recoverable from the customer, in advance;
11.5 Any arrangements, whether for air travel, accommodation or otherwise which are made by THOMPSONS on behalf of any customer of THE TOUR OPERATOR may be made subject to the standard terms and conditions of the service provider which will be applicable to and shall bind the TOUR OPERATOR and the customer of the TOUR OPERATOR, and THOMPSONS, as agent on behalf of its principal, will not be liable for any loss or damages which THE TOUR OPERATOR and/or any of its customers may not be able to recover from the service provider by virtue of the applicability of such terms and conditions;
11.6 THOMPSONS will not be obliged to refund any amount paid for any reservation which may have been made for any passenger but which is unused;
11.7 The customer of THE TOUR OPERATOR shall be liable to pay, in advance, the costs of any reservations which are not included in the original itinerary.
12) VARIATIONS
THE TOUR OPERATOR acknowledges that these terms and conditions are incorporated in and form part of THE TARIFF and that they may be altered from time to time. THE TOUR OPERATOR accordingly acknowledges that the provisions of this agreement shall be deemed to be amended from time to time as and when the terms and conditions on which THOMPSONS trades are amended and to such extent this agreement shall be deemed to be varied from time to time as reflected in the tariff.
13) JURISDICTION AND APPLICABLE LAW
Any FIT RESERVATION or GROUP RESERVATION made by THE TOUR OPERATOR with THOMPSONS and any dispute of whatsoever nature which may arise there from shall be subject to South African law and THE TOUR OPERATOR consents to the exclusive jurisdiction of the High Court of South Africa for the resolution of any such dispute.
14) AMENDMENTS
This agreement embodies the entire understanding of the parties and there are no terms, conditions or warranties, whether express or implied, other than those contained herein, and any amendment to this agreement shall, subject to the provisions of clause 11, not be binding on the parties unless reduced to writing and signed by all parties affected by such amendments.
15) INDULGENCES
In the event of any party hereto allowing any other party any leniency, extension of time or indulgence, this shall be without prejudice to the rights of the party granting such leniency, extension of time or indulgence, who shall be entitled to enforce his rights in terms hereof at any time.
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