Triporama offers access to and use of our web site at triporama.com (the "Site") to the individual or entity that executes this Agreement ("User" or "you") subject to your acceptance of these terms and conditions (the "Agreement"). By accessing, using or obtaining any content, date, materials, information, products or services through the Site ("use"), you agree to comply with the Agreement. If you do not intend to comply with and be bound to the Agreement, then please leave the Site now. This Web site is offered to you, the customer, conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of the Site constitutes your agreement to all such terms, conditions, and notices.
Triporama may amend the Agreement at any time by posting the amended terms on the Site. Except as stated below, all amended terms shall automatically be effective thirty (30) days after they are initially posted on the Site. Your continued use of the Site will constitute acceptance of the new terms.
2.1 To the extent the User is an entity other than an individual, the User makes the following representations and warranties:
2.1.1 Corporate Authority
User represents and warrants that it has all requisite authority, under its by-laws, charter, resolution, or other governing document to enter into this Agreement.
2.1.2 Compliance with Laws and Regulations
User is, as of the date of execution of the Agreement, and shall, at all times during the term of the Agreement, continue to be in compliance with all federal and state laws, rules, and regulations applicable to it, including all state, local, national and international licensing requirements governing sellers of travel.
2.1.3 No Other Agreement
By entering into this Agreement, User is not in breach of any other agreement with any third party.
2.2 Regardless of form, User makes the following representations and warranties:
You represent and warrant that you can form legally binding contracts under applicable law. Without limiting the foregoing, you represent that you are over the age of 18 and that you are not temporarily or indefinitely suspended by Triporama from use of the Site.
2.2.2 Passwords and Data Security
You represent and warrant that you will maintain the secrecy of your passwords, login and any other information regarding your use of the Site in a manner that will prevent the unauthorized use of the same.
2.2.3 Use of Site
The Site is intended to facilitate your ability to travel. You may not use the Site: to make any false, fraudulent statement; to purchase reservations for anticipated, and not actual purchasers; to use the Site for any resale or commercial use; to post or transmit any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law; or for any other purpose that is unlawful or prohibited by the Agreement.
2.2.5 Disabling Codes
You will not insert or allow to be inserted into any software provided or used in connection with the Agreement, any code or other device that is designed to disable, damage, erase, delay or otherwise shut down all or any portion of the Site or the hardware, software or data used in maintaining the Site.
3.1 Triporama Is Not An Auctioneer
Triporama makes no representation or warranty with respect to the ability of any travel provider in its Travel Provider Network or otherwise (a "provider") to deliver any services or products. Triporama cannot ensure that a provider will actually complete a transaction or deliver any of the services or products that it agrees to deliver. Triporama does not transfer legal ownership of tickets, reservations, vouchers, coupons or other products or services from Provider to User, and nothing in the Agreement shall modify applicable law governing sale of goods, or services, including travel services.
3.2 Purchasing Travel Services
By purchasing travel services or products you agree to be bound by the conditions of sale included in the provider's offer for services or products. Unless you and the provider agree otherwise, the provider will deliver the agreed-upon services and products and you will become the lawful owner thereof, in accordance with applicable law.
3.3 Carrier Requirements
A supplier of travel that is an air carrier may be required to make available to the public the terms of its contract of carriage pursuant to Title 14, Part 253 of the Code of Federal Regulations. The circumvention of a carrier's rules, including practices such as back-to-back ticketing (purchasing two or more tickets with overlapping travel dates in order to circumvent minimum stay requirements) and hidden-city ticketing (purchasing tickets including segments which the purchaser does not intent to use in order to circumvent an air carrier's pricing structure) is prohibited by many air carriers. The use of prohibited ticket practices may result in the carrier canceling the ticket, denied boarding, revocation of frequent flier miles and other benefits, additional charges to the purchaser's credit card, additional charges collected at the airport, or future invoicing. You are responsible for ensuring that your purchases abide by the terms or conditions of purchase imposed by any supplier with whom you elect to deal, including terms or conditions of purchase set forth in an air carrier's fare rules or contract of carriage.
4.1 Disputes Between User and Third Party
Because Triporama is only a venue, in the event that User has a dispute with any third party, including without limitation any common carrier, supplier or provider, User agrees to release Triporama, and its officers, directors, agents, subsidiaries, joint ventures, employees and affiliates ("Triporama Released Parties") from any and all suits, claims, complaints, demands and actions of any kind and in any forum, whether seeking injunctive relief or damages of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. Provider agrees to waive any rights it has under any state statute, including California Civil Code section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
User agrees to indemnify Triporama for any losses, damages, costs, expenses and legal fees (including those incurred in enforcing this indemnification) resulting from or related to any and all suits, claims, complaints, demands and actions of any kind and in any forum brought against Triporama by any third party, including any common carrier, supplier, provider or User, which arises out of any act or omission of User or its agents, affiliates, subsidiaries, representatives, or employees.
USER UNDERSTANDS AND AGREES THAT: 1) THE SITE AND THE INFORMATION, SERVICES, PRODUCTS AND MATERIALS AVAILABLE THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS; AND 2) USE OF THE SITE IS AT USER'S SOLE RISK; AND 3) USER IS SOLELY RESPONSIBLE FOR ANY DAMAGE TO ITS PROPERTY, ITS BUSINESS OR SYSTEMS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, DATA OR SOFTWARE FROM THE SITE.
TRIPORAMA DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES FOR TITLE, OR IMPLIED WARRANTIES OF MERCHANTIBILITY FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN INFORMATION PROVIDED BY TRIPORAMA OR ANY TRIPORAMA INDEMNITEE SHALL CREATE A WARRANTY; NOR SHALL USER RELY ON ANY SUCH INFORMATION OR ADVICE
TRIPORAMA MAKES NO WARRANTY THAT THE SITE OR ITS CONTENT WILL MEET USER'S REQUIREMENTS OR THAT THE SITE OR CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PUBLISHED ON THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. TRIPORAMA DOES NOT GUARANTEE THE ACCURACY OF, AND DISCLAIMS LIABILITY FOR INACCURACIES RELATING TO THE INFORMATION AND DESCRIPTION OF TRAVEL SERVICES AND PRODUCTS DISPLAYED ON THIS SITE (INCLUDING ALL PHOTOGRAPHS, AMENITIES AND DESCRIPTIONS).
UNDER NO CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION, NEGLIGENCE, SHALL TRIPORAMA OR THE TRIPORAMA INDEMNITIEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING THOSE ARISING FROM OR IN CONNECTION WITH THE USE OR INABILITY TO USE TRIPORAMA OR ANY CONTENT PROVIDED BY OR THROUGH THIS SITE, OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF USER'S TRANSMISSIONS OR DATA OR OTHER INFORMATION THAT IS SENT OR RECEIVED, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF TRIPORAMA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TRIPORAMA MAKES NO CLAIM OR REPRESENTATION REGARDING, AND ACCEPTS NO RESPONSIBILITY FOR THE QUALITY, CONTENT NATURE, ACCURACY OR RELIABILITY OF INFORMATION PROVIDED BY THIRD PARTIES THROUGH THE SITE, INCLUDING ANY PROVIDER AND INCLUDING SITES ACCESSIBLE BY HYPERLINK FROM THE SITE, OR SITES LINKING TO THE SITE. THOSE THIRD PARTIES AND LINKED SITES ARE NOT UNDER THE CONTROL OF TRIPORAMA AND TRIPORAMA IS NOT RESPONSIBLE FOR THE CONTENT OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE. INCLUSION OF ANY THIRD PARTY INFORMATION OR LINK, INCLUDING THAT OF ANY PROVIDER DOES NOT IMPLY AFFILIATION, ENDORESEMENT OR ADOPTION BY TRIPORAMA THEREOF.
TRIPORAMA AND THE TRIPORAMA INDEMNITEES ARE NOT LIABLE FOR THE ACTS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUPPLIER, HOTEL OR OTHER CARRIER, OR FOR ANY PERSONAL INJURY, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGE OR EXPENSE RESULTING THEREFROM. TRIPORAMA AND THE TRIPORAMA INDEMNITIEES SHALL HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE OR OTHER CAUSES BEYOND THEIR DIRECT CONTROL, AND THEY HAVE NO RESPONSIBILITY FOR ANY ADDITIONAL EXPENSE, OMISSIONS, DELAYS, RE-ROUTING OR ACTS OF ANY GOVERNMENT OR AUTHORITY.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, TRIPORAMA AND THE TRIPORAMA INDEMNITIEES SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES WHICH ARE NOT FINALLY DETERMINED BY A COURT OF COMPETENT JURISDICTION TO HAVE BEEN CAUSED SOLELY AND DIRECTLY BY ITS OWN WILLFUL MISCONDUCT OR GROSS NEGLIGENCE. USER ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT SIGNIFICANTLY LIMITS THE LIABILITY OF TRIPORAMA AND THE TRIPORAMA INDEMNITEES AND THAT SUCH LIMITATION IS FAIR AND REASONABLE IN LIGHT OF THE LIMITED RESPONSIBILITIES OF TRIPORAMA, AND THE AMOUNTS PAYABLE TO TRIPORAMA FOR ITS SERVICES UNDER THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
All materials on the Site, including without limitation the Triporama logo, design, text, graphics, other files, and the selection and arrangement thereof ("Copyrighted Material") are ©2004-5, Triporama, Inc. and all rights are reserved. Except as stated herein, none of the Copyrighted Material may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means, including without limitation electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of Triporama.
Triporama and its logo, trademarks, service marks, content, and software ("Triporama Trademarks") are property of Triporama, Inc. and may not be copied or used in whole or in part without the prior written permission of Triporama.
7.3 Licenses and Site Access
Triporama grants you a limited, nonexclusive right and license to use the Site to make personal use only of the Site. This grant of license is conditioned on your compliance with the terms of this Agreement, and your refraining from portrayal of Triporama or any of its products or services in a false, misleading, derogatory or defamatory manner.
This grant of license does not include any other rights, whether by implication, estoppel or otherwise, including without limitation: a) resale or commercial use; b) collection and use of product listings or descriptions; c) derivative uses; d) data mining, robots or similar data gathering and extracting methods; e) framing or enclosing any Triporama Trademarks or Copyrighted Material. Furthermore, you may not use any meta tags or any other "hidden text" using a Triporama Trademark without written consent of Triporama.
Any software that is made available to you, whether via download from the Site or otherwise, ("Software") is the copyrighted work of Triporama, Inc. Your use of the Software will be governed by the terms of a user license agreement which accompanies or is included with the Software ("License Agreement"). You may not install or use any Software unless you first agree to the License Agreement terms. Any Software, including without limitation all HTML code and Active X controls contained on the Site is owned by Triporama, Inc. and is protected by copyright laws and international treaty provisions. Any copying, reproduction or redistribution of the Software, whether to any other server or location or otherwise is prohibited by this Agreement and by law, and may result in severe civil and criminal penalties.
These terms and conditions shall be governed by and construed in accordance with the laws of the State of California, without resort to its conflict of law provisions. Any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in the Superior Court of San Francisco County, California, or the United States District Court for the Northern District of California, and the parties hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions.
In any provision of these terms and conditions shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.