ELLA CAR B2B ONLINE AGENCY SALES AGREEMENT
1
1.1 Parties;
This agreement (ELLA CAR B2B ONLINE AGENCY SALES AGREEMENT) is registered on the one hand, ELLACAR TURİZM TİC.LTD.ŞTİ. (to be referred to as ‘’ ELLA CAR ’’ in the agreement) registered at Güzeloaba mah. Çağlayangil cd. No: 39 Kat: 1/102 Muratpaşa/Antalya/TÜRKİYE address, registered with Antalya Corporate Tax Office number 332 085 5258 and Antalya Chamber of Commerce and Industry registration number 102080 and Turkish Travel Agencies Association (TURSAB A-8636) document number. With
................................ ...................................................... ................................... ................................. ............................. operating at the address of
………………………………………… …………………………………..Registered in the Tax Office…………………………………………………….. Tax Number and ………………………………… ………………………………………………..Document number ………………………. ……………………………………………………… …………………………………................................................. The company with the commercial title written (hereinafter referred to as the “Agency”) is valid between and has been read and accepted by the Agency via electronic means.
2. Subject of the Agreement;
2.1 This Agreement is the allocation and use of the B2B Online Sales Module belonging to ELLA CAR by the Agency,
the determination of the rights and obligations arising from the conditions for the sale of services such as Hotel Transfers and Tour services or Car Rental with Driver.
2.2 The Agency hereby reads, understands, accepts and declares that it has read, understood and accepted all the articles of the Agreement.
3. Definitions;
The contract and its annexes, as an integral part, are available on the official website of the B2B ONLINE AGENCY SALES MODULE www.ellacartransfer.com and are provided to the Agency for review during the reservation in any case or sent via e-mail or another communication form.
It is a travel platform that provides services to the Agency via the aforementioned B2B Online Sales Module for travel products that it is fully authorized to sell online.
Agency: It is a travel service intermediary with a national and international Agency Business Certificate that fulfills all legal responsibilities and benefits from the reservation and sale of products and services belonging to ELLA CAR through the Ella Car Online Sales Module.
Final Consumer: It refers to the guest who will benefit from the travel product belonging to ELLA CAR, which is the subject of the contract, through the Agency.
Administrator User (Admin): The information entered by the Agency during the initial registration is the administrator user (Admin) information. The Admin is the user who has all the authorities granted to the Agency. The Agency is responsible for determining the Admin and all kinds of responsibilities regarding the Admin authorities.
User Account: The Agency Manager refers to the account or accounts that enable it to make sales via the B2B Online Sales Module that it will create via the User Admin.
Main Product Provider: The service product providers that have a direct contract with ELLA CAR or any of its partners, such as cancellation, refund, change, etc. basic rules of the relevant travel product.
4. Travel Service Sales Rules;
a. The Agency is obliged to enter the End Consumer's name and surname, e-mail address, telephone, arrival flight code, return flight code, return transfer hotel pick-up time, hotel name and region carefully and accurately while performing reservation and sales transactions via the B2B Online Sales Module.
b- The Agency is responsible for the penalties imposed on ELLA CAR due to erroneous transactions detected by the Main Product providers. For this reason, if ELLA CAR has to make any payment, the payment will be collected by deducting from the Agency's commission for the following month.
c. Restrictions and rules regarding the relevant Travel Products can be viewed during the sales phase.
d. The Agency shall not engage in transactions contrary to the rules of “Reservation and Ticketing Rules” etc. included in the Main Product Provider announcements and bulletins regarding the reservation and sales rules of the products and services specified in this agreement, ELLA CAR does not need to present or remind the Agency, and the Agency is obliged to follow these rules.
5. Financial Issues and Payment of Commission Travel Service Sales Prices;
a. The Agency is obliged to sell the Travel Products belonging to ELLA CAR in accordance with this Agreement. The initial commission rate (15%) has been determined by the Main Product Provider.
b. The Agency accepts, declares and undertakes to pay the total prices of the Travel Products and services directly in the currency in which the Travel Product service was purchased, in accordance with the methods specified in the B2B Online Sales Module and determined by ELLA CAR, and in the manner specified in Article 5.c. of this Agreement.
c. ELLA CAR undertakes to pay the commission fee specified as “As a result of mutual agreements” including VAT in return for reservations to be made to the Agency via the B2B Sales Module.
d. Commission payments are made in two periods for the 1-15 and 16-31 days of the month in which the reservation is made by the Agency.
h. The Agency accepts, declares and undertakes that ELLA CAR may deduct this refund from the Agency's current account or earnings, and that it will immediately cover all damages that ELLA CAR may suffer due to the refund.
i. If the Agency violates one or more of the acts such as recording, copying, unauthorized use of customer credit cards or mediating these, it accepts, declares and undertakes that it will cover all kinds of penal amounts, all fraudulent transaction amounts made with stolen card information and the card closing and renewal costs of banks within the framework of national and international card organization rules.
i. In accordance with this contract, considering the specific structure of online sales in accordance with the Communiqué on the Implementation Procedures and Principles of the Law No. 4077 on the Protection of Consumers of the Republic of Turkey Law, T.C.K., B.K. and other relevant legislation, the cancellation and return conditions specified by the relevant supplier while receiving the service are valid in line with the return and cancellation request of the customer and/or the Agency. Apart from these issues, the Agency accepts, declares and undertakes that it knows that ELLA CAR will not accept any cancellation request.
j. ELLA CAR will make a monthly regular agreement with the Agency regarding the amounts of reservation and sales prices of travel products made by the Agency. The Agency will issue a commission invoice to ELLA CAR in return for the commissions earned from these sales. The Parties accept and declare that the records in the Online system will be taken as basis in determining the sales and commission amounts and that it is impartial.
k. The Agency may deliver the Travel Products that it will make reservations and sales with this Agreement directly to the End Consumers or it may deliver them to the End Consumers through its sub-agencies. In this case, the Agency is exclusively responsible for all actions and transactions of the sub-agencies.
7. ELLA CAR's Obligations and Rights;
a. ELLA CAR hereby accepts, declares and undertakes that it is fully authorized to make sales and reservations of Travel Products and has a valid travel business document.
b. ELLA CAR is obliged to clearly state all prices for the Agency in the B2B Sales Module. Even if there are commission rates determined by the Parties, ELLA CAR has the right to change the Commission rates by notifying the Agency in writing.
c. ELLA CAR is obliged to notify the Agency of any changes that may occur regarding the Travel Services (price, excess reservation, time and destination change, etc.).
d. ELLA CAR will provide the Call Center services to be provided by this Agreement with personnel who are experts in their fields and have foreign language skills and in the shortest possible time.
8. Miscellaneous Provisions;
a. The Parties accept and declare that they will resolve complaints and demands that End Consumers may raise regarding the reservations and sales of travel products subject to this Agreement through mutual cooperation and that they will be responsible to End Consumers to the extent of their negligence or fault. The Party at fault or negligence shall immediately cover any damages that may occur to the other Party as a result of a Party’s fault or negligence.
b. The Parties agree and declare that they will attempt to resolve any disputes that may arise between them within the scope of this Agreement through amicable means based on good faith principles.
c. In disputes arising from this Agreement and any and all End Consumer complaints and demands, the B2B Sales Module records that bring the Parties together shall be accepted as written evidence. The Parties are solely responsible for all information and documents they enter or communicate to each other through their B2B Sales Module User Accounts.
d. Each Party agrees and declares that the information and documents they provide to the other Party through this Agreement are accurate, that they carry out their activities in compliance with the legal regulations, that they have a valid travel business license within the framework of the applicable legislation, and that they are obliged to issue invoices.
Otherwise, they are solely responsible for any damages that may occur.
e. Nothing in this Agreement may be interpreted as rendering one of the Parties the legal representative, partner or joint business partner of the other Party or implicitly authorizing the other Party to represent, undertake commitments or incur debts in the name and on behalf of the other Party or in a manner that will bind the other Party.
f. As long as the Agreement is in force, natural disasters, war, mobilization, fire, explosion, strike, lockout and terrorism that occur in a way and to a degree that will partially or completely, temporarily or permanently stop the working opportunities of both or one of the Parties shall be deemed force majeure for both Parties. The Parties shall notify each other in writing of the force majeure event and its starting date within 1 (one) business day at the latest from the date on which one or more of the aforementioned force majeure events occur.
Force Majeure
It will be considered as “Confidential Information”. In addition, information that is not disclosed to each other by the Parties but is learned by any of the Parties in any way will be considered as Confidential Information.
13. Duration of the Agreement;
This Agreement will remain in force for 1 (one) year from the date of entry into force. If neither Party gives written notice of termination until 30 days before the end of the Agreement period and as long as there is no change in the contract articles, this Agreement will be extended for one-year periods.
14. Provisions;
This Agreement, consisting of a total of 14 (fourteen) articles, was read and approved by the Agency in electronic environment and entered into force on ........./….…../ 202…...
ELLACAR TURİZM TİC.LTD.ŞTİ. -------- AGENCY