Common use of Partner Warranties Clause in Contracts

Partner Warranties. a. Partner represents and warrants to Xxxxxxx.xxx that it will not and will procure that the other members of the Partner Group will not without the express prior consent of Xxxxxxx.xxx: i. discuss matters connected to this Agreement directly with any Travel Experience supplier; ii. make Reservations on its own behalf, with the purpose of reselling them to or for the benefit of a third party; iii. speak negatively or detrimentally about Xxxxxxx.xxx except as otherwise protected by Applicable Law; iv. knowingly adversely affect Xxxxxxx.xxx’s position in the market, relationship with any supplier of a Travel Experience, brand or goodwill; v. use, exploit or otherwise employ, directly or indirectly, any Third Party Platforms to seek to avoid its obligations or circumvent restrictions under this Agreement; vi. use Xxxxxxx.xxx Materials to offer price comparison; vii. directly or indirectly use or create any pay-per-click advertisement on search (including meta search but excluding general search) or blog websites that directs, redirects or links to the relevant Travel Experience landing page on the Partner Platform or the Xxxxxxx.xxx Platform where the Travel Experience is advertised, promoted and/or included; or viii. require any Guest to use or redeem e-money or crypto currency in order to make a Reservation. b. Partner shall notify and agree in advance with Xxxxxxx.xxx any proposed material change to the way in which Visitors access the Xxxxxxx.xxx Platform or the current presentation of the Partner Platform. If Xxxxxxx.xxx does not agree to a material change, both parties may terminate this Agreement with immediate effect. c. Partner shall promptly notify Xxxxxxx.xxx if it becomes aware of any information about a Visitor, Guest, Reservation or Materialised Transaction which may, or already has, resulted in a Fraudulent Reservation. d. Partner is an independent contractor for all purposes, and will be responsible and liable for its own Taxes, social contributions and all other Tax related matters. e. Partner will notify Xxxxxxx.xxx promptly upon becoming aware of any breach of this Clause 6.2.

Partner Warranties. a. Partner represents and warrants to Xxxxxxx.xxx that it will not and will procure that the other members of the Partner Group will not without the express prior consent of Xxxxxxx.xxx: i. discuss matters connected to this Agreement directly with any Travel Experience supplier; ii. make Reservations on its own behalf, with the purpose of reselling them to or for the benefit of a third party; iii. speak negatively or detrimentally about Xxxxxxx.xxx or its Affiliates except as otherwise protected by Applicable Law; iv. knowingly adversely affect Xxxxxxx.xxx’s or its Affiliates’ position in the market, relationship with any supplier of a Travel Experience, Experience or its brand or goodwill; v. use, exploit or otherwise employ, directly or indirectly, any Third Party Platforms to seek to avoid its obligations or circumvent restrictions under this Agreement; vi. use Xxxxxxx.xxx Materials to offer price comparison; vii. directly or indirectly use or create any pay-per-click paid or unpaid advertisement (including, without limitation, on search (including meta search but excluding search, general search, app store search, chatbots and any innovation from search platforms (e.g. PMAX), or any video, display, organic or social advertising) or blog websites that directs, redirects or links to the relevant Travel Experience landing page on the Partner Platform or the Xxxxxxx.xxx Platform where the Travel Experience is advertised, promoted and/or included(or any CNAME or equivalent); or viii. require any Guest to use or redeem e-money or crypto currency in order to make a Reservation. b. Partner shall notify and agree in advance with Xxxxxxx.xxx any proposed material change to the way in which Visitors access the Xxxxxxx.xxx Platform or the current presentation of the Partner Platform. If Xxxxxxx.xxx does not agree to a material change, both parties such change shall not be implemented and either party may terminate this Agreement with immediate effect. c. Partner shall promptly notify Xxxxxxx.xxx if it becomes aware of any information about a Visitor, Guest, Reservation or Materialised Transaction which may, or already has, resulted in a Fraudulent Reservation. d. Partner is an independent contractor for all purposes, and will be responsible and liable for its own Taxes, social contributions and all other Tax related matters. e. Partner will notify Xxxxxxx.xxx promptly upon becoming aware of any breach of this Clause 6.27.2.