EXPEDIA TRAVEL AGENT AFFILIATION AGREEMENT Welcome to ...
EXPEDIA TRAVEL AGENT AFFILIATION AGREEMENT Welcome to ...
EXPEDIA TRAVEL AGENT AFFILIATION AGREEMENT Welcome to ...
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een received instantaneously on transmission. Notices and requests shall be addressed <strong>to</strong> Affiliate as per the electronic<br />
mail address details submitted when applying for access <strong>to</strong> the Program and <strong>to</strong> Expedia as follows: expediasg@expedia.com<br />
or <strong>to</strong> such other address as Expedia designates by written notice <strong>to</strong> Affiliate. The parties acknowledge<br />
and agree that Expedia may archive an electronic copy of the fully executed Agreement, and further agree that any<br />
request made <strong>to</strong> Expedia for a copy of this Agreement may be fulfilled in electronic form.<br />
5. Assignment. Neither party may assign, transfer, subcontract, novate or create a trust in respect of this<br />
Agreement, or any portion thereof, <strong>to</strong> any third party unless the other party expressly consents <strong>to</strong> such assignment in<br />
writing; provided, however, that Expedia may assign its rights and/or novate obligations under this Agreement <strong>to</strong> an<br />
Expedia Group Member without obtaining further consent from Affiliate. Any attempted assignment, transfer, etc. in<br />
violation of this Clause K5 shall be null and void. For the purposes of this Agreement, a merger, consolidation, or other<br />
corporate reorganization, or a transfer or sale of a controlling interest in a party‟s s<strong>to</strong>ck, or of all or substantially all of<br />
its assets shall not be deemed <strong>to</strong> be an assignment. However, in the event that Affiliate becomes acquired by or falls<br />
under the control of any person reasonably considered by Expedia <strong>to</strong> be a competi<strong>to</strong>r, then Expedia shall be entitled <strong>to</strong><br />
terminate this Agreement immediately on written notice. Subject <strong>to</strong> the limitations set forth herein, this Agreement will<br />
inure <strong>to</strong> the benefit of and be binding upon the parties, their successors, administra<strong>to</strong>rs, heirs, and permitted assigns.<br />
6. Severability. In the event that any provision of this Agreement is found invalid or unenforceable pursuant <strong>to</strong><br />
judicial decree or decision, the remainder of this Agreement shall remain valid and enforceable according <strong>to</strong> its terms.<br />
The parties intend that the provisions of this Agreement be enforced <strong>to</strong> the fullest extent permitted by applicable law.<br />
Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall enter in<strong>to</strong> good faith<br />
discussions on the modifications which might be necessary <strong>to</strong> make them enforceable.<br />
7. Entire Agreement; Modification; No Offer. The parties agree that this Agreement constitutes the entire<br />
agreement between the parties with respect <strong>to</strong> the subject matter hereof, merges all prior and contemporaneous<br />
communications and supersedes and extinguishes any prior drafts, agreements, undertakings, representations, warranties<br />
and arrangements of any nature, whether in writing (electronic or other medium) or oral, relating <strong>to</strong> such subject matter<br />
save for fraudulent misrepresentations. Save as permitted under Part 2, Clause A3, it shall not be modified except by a<br />
written agreement dated subsequent here<strong>to</strong> signed on behalf of Affiliate and Expedia by their duly authorized<br />
representatives. Neither this Agreement nor any written or oral statements related here<strong>to</strong> constitute an offer, and this<br />
Agreement shall not be legally binding until accepted by Expedia pursuant <strong>to</strong> the Application Review as provided for<br />
under Clause B1. Nothing in this Clause K7 shall limit liability for fraud.<br />
8. Relationship of the Parties; Independent Contrac<strong>to</strong>rs. Each party is an independent contrac<strong>to</strong>r, and nothing<br />
contained in this Agreement shall be construed <strong>to</strong> create or imply a joint venture, mandate, partnership, principal-agent<br />
or employment relationship between the parties. No party shall take any action or permit any action <strong>to</strong> be taken on its<br />
behalf which purports <strong>to</strong> be done in the name of or on behalf of the other and neither shall have any power or authority<br />
<strong>to</strong> bind the other or <strong>to</strong> assume or create any obligation or responsibility express or implied on the other‟s behalf or in its<br />
name, nor shall either represent <strong>to</strong> any one that it has such power or authority.<br />
Standard Expedia Singapore Travel Agent Affiliation Agreement 12-11 Expedia Confidential<br />
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