Travel Services Agreement

TRAVEL SERVICES AGREEMENT

This Travel Services Agreement ("Agreement") is made and entered into on by and between Client Name: with primary address:

and Provider Name: with primary address:

RECITALS

WHEREAS, Client desires to procure travel-related services, including but not limited to itinerary planning, booking of transportation and accommodations, and ancillary travel coordination; and

WHEREAS, Provider is duly qualified and experienced to perform travel arrangement and concierge services and agrees to provide such services to Client under the terms and conditions set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows:

1. SCOPE OF WORK

Provider shall perform the travel services described below. Provider will act as an independent contractor and shall provide professional coordination and procurement of travel components in accordance with industry standards.

2. PAYMENT TERMS

Client shall pay Provider the fees and reimburse reasonable expenses as set forth below.

Amounts not paid when due shall accrue interest at from the due date until paid. Client is also responsible for reasonable collection and legal fees incurred by Provider to collect overdue amounts.

3. TERM AND TERMINATION

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for any reason upon prior written notice to the other party provided at least days before the effective date of termination. Upon termination, Client shall pay Provider for services performed and non‑cancellable commitments made through the effective date of termination.

Either party may terminate immediately for material breach if such breach is not cured within 15 days after written notice specifying the breach. Termination for cause does not limit either party from pursuing other remedies available at law or in equity.

4. CONFIDENTIALITY

"Confidential Information" means any non-public information disclosed by one party to the other in connection with this Agreement, including itineraries, pricing, passenger information, supplier contracts, and travel plans. Recipient shall (a) use Confidential Information solely to perform obligations under this Agreement; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information; and (c) not disclose Confidential Information to any third party except to employees, subcontractors, or suppliers who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Confidential Information does not include information that is or becomes publicly known through no wrongful act, is rightfully received from a third party without restriction, is independently developed without use of Confidential Information, or is required to be disclosed by law or valid court order (provided the disclosing party gives prompt notice so the other party may seek protective relief).

5. INSURANCE; LIABILITY; INDEMNIFICATION

Provider shall maintain reasonable insurance coverage appropriate to the services provided, including general liability and professional liability where applicable. Provider's liability for direct damages under or arising from this Agreement shall be limited to the amount of fees actually paid to Provider under this Agreement in the 12 months preceding the event giving rise to the claim. Neither party shall be liable for consequential, incidental, special or punitive damages.

Client shall indemnify and hold Provider harmless from and against third-party claims arising from Client's failure to disclose required travel documentation, misrepresentations, or actions inconsistent with Provider's instructions, except to the extent such claims arise from Provider's gross negligence or willful misconduct.

6. CANCELLATION, REFUNDS, AND SUPPLIER TERMS

Client acknowledges that third-party suppliers (airlines, hotels, tour operators) impose their own terms, cancellation penalties and change fees. Provider will endeavor to secure favorable terms but is not liable for supplier-imposed penalties. Any supplier cancellation fees are the responsibility of Client and shall be reimbursed to Provider upon demand. Provider's internal cancellation fee, if any, is specified here:

7. FORCE MAJEURE

Neither party shall be liable for delay or failure to perform to the extent caused by events beyond its reasonable control, including acts of God, war, terrorism, labor disputes, governmental actions, epidemics, or natural disasters. The affected party shall notify the other promptly and use commercially reasonable efforts to mitigate the effect of the event.

8. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its choice of law principles. The parties shall first attempt to resolve disputes through good faith negotiation. If unresolved within 30 days, disputes shall be submitted to binding arbitration administered in the chosen jurisdiction in accordance with the rules agreed by the parties; the arbitrator's award may be entered in any court of competent jurisdiction.

9. ENTIRE AGREEMENT; AMENDMENT

This Agreement, including all schedules and attachments executed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior negotiations, proposals, and communications. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

10. MISCELLANEOUS

Relationship of Parties: Provider is an independent contractor, and nothing in this Agreement shall create an employment, partnership or agency relationship except as expressly set forth herein for the purpose of procuring travel services.

Notices: All notices required or permitted under this Agreement shall be in writing and shall be delivered to the addresses set forth below or to such other address as either party may designate by notice in accordance with this Section.

Execution: This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument. Electronic signatures shall be effective to bind the parties.

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