Membership terms and conditions

TERMS AND CONDITIONS OF AFFILIATION

THE FOLLOWING TERMS AND CONDITIONS OF MEMBERSHIP SET FORTH IN THIS AGREEMENT SHOULD BE READ CAREFULLY. BY CHECKING THE "I HAVE READ AND AGREE TO THE TERMS AND CONDITIONS" BOX, YOU AGREE TO BE BOUND IN FULL BY THESE TERMS AND CONDITIONS.

FIRST - This contract stipulates the conditions under which the Associate and Globetrotter Excursions will maintain a commercial relationship during the term of this contract.

SECOND - OBJECT OF THE CONTRACT.

The purpose of this Agreement is to establish the terms and conditions that will govern the commercial relationship between Globetrotter Excursions and the Affiliate. Globetrotter Excursions will offer the service of Intermediation for the commercialization of the Products and/or Services by the Affiliate to the End Clients of the latter. Said intermediation shall be carried out through i) the integration of the Globetrotter Excursions Software in the Partner's Website and ii) through the WEB Module whose operation and access is in production, this in accordance with the provisions of this Agreement and the Annexes that are an integral part of the same.

The commercial schemes under which Globetrotter Excursions' commercial relationship with the Associate will operate are described in the Annexes and shall be considered as an integral part of this Agreement.

The affiliate, in addition to the integration of Globetrotter Excursions software and access to the WEB Module, may obtain WEB DEVELOPMENT AND PPC CAMPAIGNS services if so agreed by the parties at the time of signing the contract.

THIRD - DEFINITIONS.

For the purposes of this Agreement, the terms listed below shall have the meanings set forth in this clause. Terms or phrases not specifically defined in this clause shall have the meanings ascribed to them elsewhere in this Agreement or, if not so defined, in accordance with their general usage and context in furtherance of the purpose of this Agreement:

a. Globetrotter Excursions Software. Software owned by Globetrotter Excursions published on the network to ensure real-time access for consultation and marketing of its Products and Services.

b. WEB Module. Software owned by Globetrotter Excursions whose access is available exclusively for smart phones for the purchase of Products and Services of the Affiliate and Globetrotter Excursions.

c. Affiliate. An intermediary company that markets the Products and Services of Globetrotter Excursions through access to the partner program.

d. Globetrotter Excursions site. Site on the World Wide Web identified by its URL address. www.globetrotterexcursions.com and any of its subdirectories.

e. Associate's Web Site. The website on the World Wide Web, owned and operated directly by the Affiliate, and identified by the address, domain or URL: indicated in Declaration I of this Agreement, plus all the portals registered at the Associate's request and denominated within the Associate's group.

f. Associate Assigned Pages. Pages of the site, which are specifically designed under the Affiliate's instructions to be linked to the corporate image of the Affiliate's Web Site.

g. End Customer. Person / customer / consumer or tourist who books Products and/or Services with Globetrotter Excursions through the Pages Assigned to the Affiliate.

h. Force Majeure. Acts of God or force majeure are considered to be hurricanes, earthquakes, floods, winds that cause serious damage, explosions, war, revolutions, riots, fires, epidemics, acts of government of a general nature that prevent or delay any of the parties from fulfilling their obligations and, in general, any act of nature or of man other than those mentioned above, which are beyond the control of the parties and for which no fault or malice can be imputed to them.

i. Self-Service Platform It is defined as the section to which the Affiliate will have access only by means of a User ID and Password, provided by Globetrotter Excursions for the administration of the Pages assigned to the Affiliate.

j. Confidential Information. Refers to this Agreement including its attachments, technical specifications, fee and commission schedules, marketing plans, business strategies, Globetrotter Excursions Site interface, restricted access, structure, XML feeds, programming codes, Affiliate Customer data, all oral, written, graphic, magnetic, electronic or other tangible information relating to Affiliate and any other information identified as confidential by the parties.

k. Affiliate's e-mail address. This refers to the e-mail address indicated in the declaration of this contract.

l. Globetrotter Excursions Email. Refers to the contact email address. help@globetrotterexcursions.com

m. XML. A computer protocol for the exchange of information specific to the interfaces between the parties' systems.

n. Products and/or Services. Are those air transportation services, lodging services, car rental, excursions, among others, marketed by Globetrotter Excursions in its capacity as intermediary, for being services provided directly by the final suppliers and that are concentrated by Globetrotter Excursions in the Globetrotter Excursions Software and WEB Module that through the Associate's Website are marketed directly to the Final Client.

o. Contact Center. Telephone service center provided by Globetrotter Excursions for support or sale of the Products or Services.

p. Final Supplier. - Individual or legal entity in charge of rendering or providing the Products and/or Services directly to the End Client.

q. Payment Methods. Means the multiple alternatives to which the End Client will have access, in order to cover the payment of the Products and/or Services reserved by the End Client.

r. Online and Offline Reservations. Online" reservations are reservations generated directly through the Member's Assigned Pages. Offline" reservations are all those reservations generated through other means, such as Contact Center, email, among others.

s. Additional Services. Means the express request by the Affiliate to Globetrotter Excursions for the latter to carry out the development and programming of Web sites with the Affiliate's own specifications.

t. Web Site Development. Means the design and programming of pages for the Associate's Web Site.

u. Reservation Box. Programming created and owned by Globetrotter Excursions whose function is to serve as an access tool to the Globetrotter Excursions Software and the WEB Module.

FOURTH - OBLIGATIONS OF THE PARTIES

Globetrotter Excursions and the affiliate are obliged to comply with the obligations set forth in this contract, as well as the provisions of ANNEX A of this contract, which once signed by both parties shall form an integral part of this instrument.

FIFTH. - COMMISSION PLAN.

Globetrotter Excursions and the affiliate agree to the payment of commissions as set forth in APPENDIX B of this contract, which once signed by both parties shall form an integral part of this instrument.

SIXTH - WEB DEVELOPMENT

If the ASSOCIATE wishes to obtain the Web Development service from Globetrotter Excursions the parties will agree upon signing the contract.

SEVENTH - PPC CAMPAIGNS

If the PARTNER wishes to obtain the service of PPC Campaigns from Globetrotter Excursions, the parties will agree upon signing the contract.

EIGHTH - VALIDITY.

The term of this Agreement shall be of 1 (one) year, and shall be automatically renewed successively and for periods of 12 months (subsequent periods), unless either of THE PARTIES notifies the other Party in writing of its desire not to renew the Agreement at least 30 (thirty) calendar days prior to the expiration date of any of the subsequent periods of the Agreement, and the term of the Agreement shall be deemed terminated without the need for any judicial declaration whatsoever.

NINTH - SUBORDINATION.

"THE PARTIES expressly agree that there shall be no labor relationship, either de facto or de jure, between Globetrotter Excursions and/or its personnel on the one hand and on the other hand the affiliate and/or its personnel, in the execution of the activities object of the present Contract, since the only relationship that exists between them is of a mercantile nature.

By virtue of the foregoing, each of THE PARTIES undertakes to indemnify the other party from any contingency, claim, lawsuit and/or judicial or extrajudicial proceeding of a labor or social security nature, arising from the labor relationship with its own personnel, since it is the responsibility of each of them to hire them, as well as the presentation of notices of registration of its employees or workers before the different public agencies that correspond to it in its capacity as employer, obliging itself to cover, if applicable, the damages and prejudices that this may cause to the other party, including the expenses, costs, and payment of attorney's fees that it may incur. THE PARTIES acknowledge and agree that at no time shall Globetrotter Excursions and/or its personnel be subordinate or subordinate to the affiliate and/or its personnel, nor shall they be subject to schedules or orders.

Affiliate and Globetrotter Excursions for purposes of this Agreement shall not be deemed to be joint investors or joint venture partners, partners or agents of each other, and neither has or shall have any power or authority to bind the other or to make any promises or representations on behalf of the other to any third party.

TENTH. - CONFIDENTIALITY.

All information that Globetrotter Excursions transmits or generates in connection with the execution of this Agreement, such as commission scheme, XML, Globetrotter Excursions Software, WEB Module, Associate Management System, as well as Contract information, commercial proposals, technical specifications, commercial specifications, passwords, access controls, as well as any other information exclusively owned by Globetrotter Excursions, whether submitted or not, shall be handled and considered as Confidential Information for exclusive use between Globetrotter Excursions and the Affiliate, as well as any other proprietary information of Globetrotter Excursions, shall be handled and considered as Confidential Information for the exclusive handling between Globetrotter Excursions and the Affiliate, whether such Confidential Information is submitted, obtained or shared between Globetrotter Excursions and the Affiliate in written, verbal, visual, electronic or any other form.

Due to the above, the affiliate and Globetrotter Excursions are obliged to keep, keep secret, not to disclose to third parties, not to use for personal gain and not to reproduce by any means the information received from the other party, whether or not directly related to the purpose of this document.

The Confidential Information may only be used to comply exclusively with the purpose of this contract.

It shall not be considered as Confidential Information:

a) When it is public knowledge or public domain;

b) When it has been developed or obtained prior to the execution of this Agreement;

c) When it is disclosed or must be disclosed by law by a competent authority; and

d) That in which it is expressly stated by the party providing it that it is not of a confidential nature.

The Affiliate may provide the Confidential Information only to its own personnel, and provided that such personnel have a need to know such information in order to carry out the purposes specified in this Agreement, for such reason, each of the parties shall instruct its own personnel regarding the confidentiality they must maintain with respect to the information and the penalties to which they shall be subject in the event of non-compliance.

By virtue of the fact that the Administration System for affiliates, Globetrotter Excursions Software, WEB Module and in general any other software or source code subject of this contract of exclusive property of Globetrotter Excursions and on which the use is provided to the affiliate, the latter agrees not to use such systems at the end of this contract and therefore not to disclose its operation, being Confidential Information exclusive property of Globetrotter Excursions.

The affiliate and the personnel under his charge are aware of the scope of the crime of disclosure of Industrial Secrets provided for in the Industrial Property Law, and are obliged not to disclose the information to which they will have access.

The parties may not improperly retain or keep the Confidential Information that has been provided by the owner of the confidential information or to which it has had access by any means and that is considered as Confidential Information of any of the parties and may not disclose it even after the termination of the term of this Agreement.

ELEVENTH - INDUSTRIAL PROPERTY.

The Affiliate acknowledges that the trademark "Globetrotter Excursions", among others, are registered trademarks and industrial property rights for exclusive use and exploitation of Globetrotter Excursions, so that by way of example but not limited to other trademarks, logos, trade names, appearing in the Globetrotter Excursions Software, WEB Module or on the Site Globetrotter Excursions. com or that Globetrotter Excursions mentions or uses derived from this contract, constitute Industrial Property rights that are registered or in the process of registration, and are therefore the exclusive property of Globetrotter Excursions or its affiliates, or third party licensors contracting directly with Globetrotter Excursions, which were duly provided for the conclusion of this contract, for this reason Globetrotter Excursions has the respective authorizations and / or license for use and therefore the affiliate may not copy, reproduce, upload, publish, modify, transmit or distribute such rights or the content of such material.

Due to the foregoing, nothing contained in this agreement including its rights protected by applicable Industrial Property Law, International Laws and Treaties, may be considered by the Affiliate as a license or right to use any of the Trademarks for any other purpose, or other Industrial Property rights without the prior written consent of Globetrotter Excursions, or as the case may be, of the owners of such rights.

Affiliate agrees not to alter Globetrotter Excursions' Intellectual Property in any way, nor shall it be permitted to act in any way that may impair, denigrate or diminish Globetrotter Excursions' Intellectual Property rights.

The Affiliate agrees not to use Globetrotter Excursions trademarks or trade names as domain names or register them as part of a domain name, or place them as part of Internet Advertising without prior written consent of Globetrotter Excursions.

The Affiliate acknowledges that the use or printing of any logos, trade names, patents, utility models and/or business methods protected by the Industrial Property Law is for the exclusive use of Globetrotter Excursions and shall not grant the Affiliate any right, title or interest in Industrial Property.

Globetrotter Excursions reserves the right to monitor the quality of the use of its Industrial Property, and will notify the affiliate immediately in writing if it becomes aware of the existence of any violation of its Industrial Property. Any inappropriate use of the content and Industrial Property of this contract is subject to violation of Mexican and foreign Industrial Property Laws, International Treaties, as well as rights set forth in the Civil, Penal and Commercial Code.

If the Affiliate engages in any improper use of the content and Industrial Property Rights in this Agreement, Globetrotter Excursions shall have the right to require you (a) to cease using the content that Globetrotter Excursions believes infringes its Industrial Property Rights (b) to cease copying in whole or in part, reproducing, republishing, uploading, posting, transmitting, distributing or modifying the use of the content and Industrial Property Rights derived from this Agreement (c) may require you to establish appropriate use of your Industrial Property Rights or upload, publish, transmit, distribute or modify the use of the content and the Industrial Property Rights derived from this contract (c) may require you to establish a proper use of your Industrial Property Rights or (d) may initiate the necessary legal proceedings to defend your Industrial Property Rights.

Globetrotter Excursions acknowledges that the affiliate is the owner of various trademark registrations and commercial advertisements that may be part of the inclusion in the page developed by Globetrotter Excursions and, therefore, undertakes not to initiate or promote a third party to initiate actions against the affiliate, in relation to the validity or ownership of these.

Globetrotter Excursions agrees not to use the Intellectual Property for its own benefit or for the benefit of any third party, including use in sales, marketing or advertising publications, without the prior written consent of the Affiliate. Furthermore, Globetrotter Excursions agrees not to perform any act that would affect the Intellectual Property. In the event of any controversy, litigation, claim and/or dispute regarding the aforementioned rights, Globetrotter Excursions shall notify the Affiliate of the existence of such controversy, litigation, claim and/or dispute as far as the Affiliate is concerned.

By virtue of the foregoing, the Affiliate previously and in writing grants to Globetrotter Excursions a universal, revocable, free license to use the Affiliate's trademarks and industrial property for the sole purpose of allowing Globetrotter Excursions to comply with the object of this agreement and in due course to develop the programming of the Associate's Assigned Pages, Globetrotter Excursions and the Affiliate, without such authorization of use being considered by Globetrotter Excursions as a license or right to use any of the Affiliate's Marks for any other purpose, or other Industrial Property rights without the prior written consent of the Affiliate, or as the case may be of the owners of such rights.

TWELFTH - COPYRIGHT.

PARTNER acknowledges, without limitation, that all text, paragraphs, sentences, specific combination of words, letters or phonetic elements, graphics, button icons, graphic design works, photographs, specific combination of colors and shapes, editorial material, printed formats, all types of programming, including any original expression of any form, language or code that results in the creation, programming of pages and/or Associate Assigned Pages, web site programming and any other source code, software, computer programs, digital downloads, advertisements, appearing on the Globetrotter Excursions Software, WEB Module, Site www.globetrotterexcursions.com and the Associate Management System, constitute copyrights that are registered or in the process of registration and are the exclusive property of Globetrotter Excursions, with ownership of economic rights, or for which Globetrotter Excursions has the respective License of Use or Authorization and were provided for the conclusion of this contract, therefore the ASSOCIATE may not copy, reproduce, republish, upload, post, transmit, modify or distribute such rights or content, without prior written authorization from Globetrotter Excursions, where the affiliate may only and exclusively use it to fulfill the purpose of this contract.

Only to fully comply with the obligations set forth in this contract and its object, Globetrotter Excursions provides the affiliate exclusively for the term of this contract, a license to use and controlled access, limited and revocable at any time to the Globetrotter Excursions Software, WEB Module and the Administration System for Associates, which contains said protected industrial and intellectual property material, obliging the affiliate not to allow the use and entry to unauthorized third parties and obliging to maintain its use protected and controlled at all times, taking the necessary precautions for access control and passwords that allow entry.

Because of the foregoing, nothing contained in this Agreement, including the rights protected by applicable Federal Copyright Law and International Laws and Treaties, shall be deemed by Affiliate to be a license or right to use any of these Copyrights for any other purpose without the prior written consent of Globetrotter Excursions. And you are prohibited from using them in any application not permitted by Globetrotter Excursions or any other commercial use that is outside the scope of this Agreement.

Affiliate agrees not to alter the Globetrotter Excursions Copyrights in any way, nor will Affiliate be permitted to act in any way that may impair, denigrate or diminish the Globetrotter Excursions Copyrights. Affiliate agrees not to place all or any part of the Globetrotter Excursions Copyright as advertising on the Internet without the prior written consent of Globetrotter Excursions. Affiliate acknowledges that the use or printing for its own use of the Globetrotter Excursions Copyrights shall not give Affiliate any right, title or interest in or to the Copyrights. Globetrotter Excursions reserves the right to monitor the quality of use of its Copyrights and will notify Affiliate promptly in writing if it becomes aware of any infringement of its Copyrights.

Any inappropriate use of the content and Copyrights in this contract is subject to violation of Federal, Mexican and Foreign Copyright Laws, International Treaties, as well as rights set forth in the Civil, Penal and Commercial Code. If the Affiliate incurs in any inappropriate use of the content and Copyrights in this Agreement, Globetrotter Excursions shall have the right to require the Affiliate (a) to stop using the content and Copyrights, (b) to stop copying in whole or in part, reproduce, republish, upload, post, transmit, distribute or modify the use of the content and Copyrights in this Agreement, (c) may require the Affiliate to establish an appropriate use of the Copyrights or (d) may initiate legal proceedings necessary to defend its Copyrights.

THIRTEENTH - PRIVACY AND OWNERSHIP OF PERSONAL INFORMATION.

a) Privacy Statement. THE PARTIES shall be solely and exclusively responsible for those personal data of End Clients that each collects and processes as a result of the marketing of the Products and Services through the Affiliate. Both Globetrotter Excursions and the affiliate, in compliance with current legislation, are obliged to inform End Clients, among other things, about the use that will be made of the personal data and the rights that protect them, as well as to include a privacy policy or notice depending on the activities that each one performs in order to comply with the obligations under this Agreement, notice or policy that must comply with all the provisions of the legal and regulatory standards relating to the right to privacy and the protection of personal data and must include access to its Notice or Privacy Policy and the Terms and Conditions governing the provision of its service, in order that End Clients can access such information.

b) End Clients' Information. Globetrotter Excursions, under no circumstances, will be responsible for those personal data of End Clients that the affiliate treats or collects outside the purpose and obligations of this contract, as well as those legal actions that are generated against him, arising from negligence, misuse, improper transfer or dissemination of personal data of End Clients by the affiliate, improper transfer or dissemination of the End Clients' personal data by the affiliate, since it is its obligation to implement the standard security measures in the sector aimed at guaranteeing the privacy and confidentiality of the data and information it collects directly from the End Clients.

c) Restricted Uses. The Affiliate may not under any circumstances during or after the term of this Agreement, sell, assign, transmit, disclose or in any way transfer any End Client Information that has been acquired by virtue of the fulfillment of the object and obligations of this Agreement. The Affiliate shall not use the End Client Information in violation of any law, regulation or rule in force within the territory of the Mexican Republic, or in contravention of Globetrotter Excursions' Privacy Policy.

d) Both parties agree that in the fulfillment or non-fulfillment of any obligation at their charge and/or with respect to any performance, omission, or act for which third parties may hold the defaulting party liable for any type of liability by virtue of this contract and for the services that each one provides, the defaulting party shall be obligated to pay the other party the damages that its failure or omission in the fulfillment of this Contract, the law and other applicable regulatory provisions, its subsidiaries and/or affiliates may cause to the other party.

FOURTEENTH. INDEMNIFICATION.

Each Party agrees to indemnify, save and hold harmless the other party, its subsidiaries, its affiliates, agents under its direction, directors, partners, employees and companies directly related to its operation, and will defend at its own expense including and not limited to reasonable attorney's fees with respect to any claim, complaint and/or controversy, suit, complaint, and in general any type of legal action that may arise and upon which the other party will be involved as a result of: a) claim, complaint and/or controversy, lawsuit, complaint in general any type of legal action derived from the industrial and intellectual property material of each of the parties was provided to comply with the object of the contract and that such material infringes third party rights, results defamatory or creates direct or indirect damage to the other party or third parties b) claim, complaint and/or controversy, lawsuit, complaint in general any type of legal action derived from or that is directly related to the breach of any of the obligations assumed in the present contract.

c) any claim before the Procuraduría Federal del Consumidor or any authority of similar nature, deriving from the Services, each party assuming its responsibility in the proportion that corresponds to it with respect to the services that each one provides.

FIFTEENTH. BANKING DISPUTES AND FRAUD DETECTION.

Since the affiliation (bank terminal) is in the name of Globetrotter Excursions, Globetrotter Excursions is obliged to carry out the defense of the charges that in its case and as a result of banking disputes brought by the credit card holders, for which Globetrotter Excursions will timely notify the affiliate about the dispute presented, so that THE affiliate provides all the necessary documents that in its case and for what makes the portion of its service, in the case of services offered jointly, are required for the timely defense before the corresponding Banking Institution, in which case and notwithstanding the defense made, the banking dispute is contrary to the interests of the parties, THE Affiliate shall absorb the banking disputes or against charges directly related to the provision of the services of the ASSOCIATE.

SIXTEENTH - ASSIGNMENT.

THE PARTIES agree that the rights and obligations arising from this Agreement may not be assigned in whole or in part to third parties under any title, whether onerous or gratuitous, unless there is written agreement between THE PARTIES.

SEVENTEENTH - EFFECTS OF TERMINATION AND/OR RESCISSION.

The breach of any of the provisions contained in this Agreement and its Annexes by any of THE PARTIES shall give rise to the termination of this Agreement or to the forced performance at the option of the non-breaching party, if within a period of 30 calendar days following the notice given to the party that breached any of its obligations, it has not satisfactorily resolved the causes of the breach. The termination will operate as of right and without the need for a judicial declaration when any of the following causes are present:

a) By order issued by the administrative or judicial authority declaring the nullity, non-existence or termination of this Contract.

b) Due to suspension of payments, bankruptcy, insolvency, bankruptcy or liquidation.

c) For ceasing to have the technical, financial, human and material capacity and elements necessary for the execution of this Contract.

d) For the closing of operations of any of the parties.

e) If there is a direct impact on the intellectual and industrial property rights of any of the Parties.

f) If it is convenient to its interests, provided that the other party is notified in writing 30 working days in advance.

Upon termination and/or rescission of this Agreement, whatever the cause, THE PARTIES shall immediately terminate any of the licenses for the use of industrial property or copyrights that THE PARTIES have granted each other for the performance of the obligations under this Agreement.

Notwithstanding the provisions of this clause, the obligations pending performance at the time of termination or rescission of this Agreement shall continue after such termination or rescission, taking effect as agreed, until they are fully performed and to the complete satisfaction of THE PARTIES, either by way of example but not limitation: paying any amount or consideration remaining and unpaid between THE PARTIES at the time of the recission, comply with the payment of commissions, require the End Providers of the service to comply with the obligations contracted with the End Clients in the terms in which they were reserved.

EIGHTEENTH - CONTRIBUTIONS.

THE PARTIES agree that the taxes or duties of any nature caused as a consequence of the execution of this Agreement shall be paid by the party designated by law as taxpayer.

NINETEENTH - MANIFESTATION OF WILL.

THE PARTIES agree that for the execution of this Agreement there is no fraud, violence, eviction or vice whatsoever, declaring under oath that they agree in each and every one of the parts of this Agreement.

TWENTY SEVENTH. - INDEPENDENCE OF CLAUSES.

Where possible, the provisions of this Agreement shall be construed in accordance with applicable law. However, if any provision of this Agreement is held to be prohibited or invalid under applicable law, such provision shall be deemed invalid without affecting or invalidating the remaining provisions contained in this Agreement.

TWENTY-FIRST - FORTUITOUS EVENT OR FORCE MAJEURE.

In the event that any of THE PARTIES is unable to comply with its obligations under this Contract, its Annexes, and other documents and notices arising therefrom, due to circumstances of fortuitous event or force majeure, including but not limited to wars, insurrections, strikes, acts of authority, derailments, fires, floods, hurricanes, earthquakes, acts of terrorism or any other situation beyond its control, it shall be relieved from the performance of the obligations in question. For such purpose, the defaulting party shall notify the other party of the facts that originated the fortuitous event or force majeure within a term of 3 (three) business days as of the event in question, accompanying the notification with the justification of the fact. The foregoing provided that the party in default has not given reason for the event of fortuitous event or force majeure. In case the event of an act of God or force majeure lasts more than 30 (thirty) calendar days, the affected party may terminate this Agreement without any liability whatsoever.

TWENTY-THIRD - TITLES OF THE CLAUSES.

The titles of the clauses of this Agreement are only for ease of reading and handling, and shall not be construed as defining or limiting the obligations of THE PARTIES.

TWENTY-FOURTH - MODIFICATION OF THE CONTRACT AND SINGLE AGREEMENT.

THE PARTIES agree that any modification to this Agreement or its Annexes shall be made in writing and signed by THE PARTIES, without this meaning the novation of this Agreement, which shall retain its value and legal force in everything that is not the object of the modifications.

THE PARTIES acknowledge that the present contract constitutes the only agreement with the object and obligations established in the present contract between them, so that any previous agreement, whether verbal or written, is without effect as of the date of signature of this contract.

TWENTY-FIFTH. - ADDRESSES FOR NOTICES AND NOTIFICATIONS.

THE PARTIES agree that all notices, notifications and communications between them shall be made in writing addressed to the other party and shall be sent by letter by certified mail or by specialized courier services with acknowledgment of receipt, to the addresses indicated in Clause One of this Agreement, as well as by fax and/or e-mail to the addresses indicated by THE PARTIES for such purposes. In the event of a change of address, they shall inform the other party 15 (fifteen) calendar days prior to the change, otherwise, the notification or notice given by the other party shall be deemed to have been legally given at the address indicated in this instrument with the person who is at the same.

For the due interpretation and fulfillment of this Agreement, the Parties expressly agree to submit to the jurisdiction and competence agreed upon in the Commercial Collaboration Agreement signed by both contracting parties.

ANNEX A: OBLIGATIONS OF THE PARTIES.

1.- Definitions.

Payment Details. - All commissions paid by Globetrotter Excursions to the Affiliate shall be deposited in the bank accounts provided by the Affiliate to Globetrotter Excursions for this purpose.

Commissions. Consideration received by the Affiliate as a result of marketing the products and services of Globetrotter Excursions through the Associate Site.

Additional Services. - Development and programming of the Associate's web site o Development and programming of the Associate's Assigned Pages.

2.- Obligations of Globetrotter Excursions with the affiliate.

I. Technical Support. As requested by the Affiliate, Globetrotter Excursions will provide ongoing technical support to modify the Pages Assigned to the ASSOCIATE, at no extra cost and when such modifications are within Globetrotter Excursions' reach, where it does not result in a significant cost to Globetrotter Excursions.

II. Provision of Affiliate Assigned Pages. Globetrotter Excursions will devote at its own expense all necessary and reasonable resources to keep the Affiliate Assigned Pages available online during the term of this Agreement.

III. Affiliate's Customer Care and Service. Globetrotter Excursions will assign sufficient staff to assist the Affiliate's Clients with travel assistance, complaints and claims, as well as provide other travel services, such as transfers, car rental, traveler's insurance, tours and activities.

IV. Globetrotter Excursions agrees with the Partner, to maintain an adequate level of performance of the XML, and in case these present problems, to help the Partner to implement the booking engine via HTML, being at all times in the decision of the Partner the use of XML even with certain areas of opportunity, where the impact on sales will not be at any time a consequence of the use of XML, or the cause of Globetrotter Excursions.

V. For such activity Globetrotter Excursions will provide the affiliate with a 998 number with service in Mexico, a 1-800 number with service in the United States and Canada and a number for international calls, which will be answered by 100% bilingual personnel. This number will have a personalized telephone tag according to the phraseology designated by the affiliate.

VI. Self-Service Platform Access. Globetrotter Excursions will provide Affiliate with a username and password to enable Affiliate to access the Self-Service Platform. The Self-Service Platform will make available to the Affiliate technical instructions, sales reports, booking statistics, visits to the booking engine and detailed data of the passengers who book on the Affiliate's portal, as well as details of the additional services they purchase, such as ground transportation, car rentals, tours, etc.

VII. Globetrotter Excursions Email. Globetrotter Excursions is obligated to keep the Globetrotter Excursions Email active and functioning and in the event that it is modified, will notify the Affiliate 10 (ten) business days in advance, in writing and by email, of the modification of said electronic account.

VIII. Affiliate Client Data. It shall be understood as Personal Data of the End Clients, all information that Globetrotter Excursions has been able to obtain due to the provision of the services covered by this contract or that come from customers who have offered them through the pages assigned by Globetrotter Excursions to the Affiliate. For this reason, Globetrotter Excursions will make this database available to the affiliate, at any time the affiliate requires it and without reservation, through the "Administration System for Associates".

IX. Updating Content. Maintain updated content and accuracy of information, as well as photos of the services offered by Globetrotter Excursions through the pages assigned to the ASSOCIATE.

3.- Obligations of the affiliate with Globetrotter Excursions.

I. Implementation Website. Affiliate agrees to implement the Globetrotter Excursions Software only on the websites set forth in this Agreement and the WEB Module.

II. Implementation Cost. The implementation of the Globetrotter Excursions Software on the Affiliate's Website and WEB Module is the responsibility of the Affiliate and any costs resulting from the implementation or modification of the software shall be borne by the Affiliate.

III. Implementation Time. Affiliate agrees to use reasonable efforts to implement the Globetrotter Excursions Software and WEB Module within 25 business days.

IV. Updated Information. Affiliate agrees to keep the information posted on the Affiliate Web Site updated periodically and as Affiliate deems necessary.

V. Cloning of Content. The Affiliate agrees not to reproduce content such as text, photos, or graphic elements that are published on the Associate's Assigned Pages on the Associate's Web Site.

VI. Third Party Rights. Affiliate warrants to Globetrotter Excursions that the content of the Affiliate Web Site does not violate or infringe any third party rights, including but not limited to intellectual property rights.

VII. Member's Email Address. The Affiliate assures to be aware of and maintain the Affiliate's Email address and in case it is modified, will notify Globetrotter Excursions.

VIII. Affiliate's Customer Data. At the time Globetrotter Excursions makes the personal data of the End Clients available to the Affiliate. The Affiliate undertakes to:

a. Treat this data as Confidential Information.

b. Use such data only for purposes consistent with the content and services of the Affiliate Website.

c. To give them the treatment agreed in the Tenth Clause.

IX. XML Feeds. Affiliate agrees that Globetrotter Excursions offers the XML Feeds without providing technical support for how they will be implemented on Affiliate's Web Site, or to generate modifications to them that may directly impact Globetrotter Excursions. You also agree to treat the existence and structure of the XML Feeds as Confidential Information.

X. Additional Services. In case the affiliate requires additional services, they will be subject to the terms, conditions and costs that the development of these entails, which will be previously informed by Globetrotter Excursions.

XI. Immediate Information. The Affiliate shall immediately inform Globetrotter Excursions, regarding any mail, complaint, suggestion, etc. from the End Client in relation to the products and services of Globetrotter Excursions.

ANNEX B. COMMISSION PLAN.

I. Settlement Notification. Globetrotter Excursions agrees to send to the ASSOCIATE the corresponding settlement reports during the first 5 working days of the month to the Associate's e-mail address, as stipulated in the general contract. In the event that there are no commissions for not having reservations with effective departures in the corresponding period, the associate will not receive any notice.

II. Payment of Commissions. Globetrotter Excursions agrees to pay to the ASSOCIATE commissions in relation to the services of "Hotel", "Transfers", "Car Rental" and "Tours" booked by the End Clients according to the percentages detailed in this APPENDIX and after having received the corresponding invoicing of the services at Check out. For international transfer payments the corresponding payment will be made starting from USD 200 (two hundred US dollars), if the commission is less the payment will be withheld until accumulated.

III. The affiliate is obliged to send Globetrotter Excursions the invoicing corresponding to the collection of its commissions. In the event that the sending of the billing by the affiliate is later than 9 months from the Check out of the services, Globetrotter Excursions will charge the affiliate a fee corresponding to 50% of the total amount of the billing for administration costs. In the event that the sending of such billing is later than 12 months, disputes or discrepancies regarding the payment of such fees by the affiliate will not be admissible.

IV. Final Profit. All commissions are calculated on the final profit of the reservation. It is understood as profit the difference of subtracting the public rate minus the net rate, the credit card commission and taxes.

Final profit = Sales amount - Taxes - Net fee - Credit card commission - infrastructure cost.

In the case of ticket issuance, the total amount paid for this concept is considered, minus tax, minus the final card collection commission, so that for this concept the reduction of a net cost will not apply. The result of this exercise will give us the final profit, which will be divided according to the commission scheme, which is expressed in clause V, of this annex.

V. Reservation Modifications. Those reservations that have been modified after having been previously paid to the Member will be recalculated and the difference will be reflected in the settlement report.

VI. Commission Percentage. The percentage of commission for reservations of the "Online" type over the final profit will be determined by the parties at the signing of the contract. The percentage of commission for reservations of the "Offline" type over the final profit, will be determined by the parties at the signing of the contract.

For more information you can contact us by the following means:

Address: Av. Insurgentes Sur 730, Piso 1, Colonia Del Valle Centro, Benito Juárez, C.P. 03100, Mexico City.

E-mail: help@globetrotterexcursions.com