Zen eServices Pte Ltd through Zen Hospitality Solutions (“ZHS”) , a company incorporated under the laws of Singapore having its registered place of business at 6 Shenton Way, OUE Downtown 2 #22-08, Singapore (068809), is engaged in management consultancy services for hotels and similar accommodation properties, and provides its technical services and solutions (“Services”), to its Partners and Client Hotels (“Users”) largely through online/cloud technology.
These Terms and Conditions shall govern the terms and conditions of ZEN Hospitality Solutions’ Referral Program, which may be updated from time to time.
- The Referral Program. ZHS is in the business of providing consultancy services to hotels, inns and accommodation providers by offering its Services, specifically technological solutions and products such as property management softwares, direct channel agreements, eManager services and other similar services. As such, ZHS seeks to gain additional clients/customers;
- The Affiliate, ZHS’ partner under this referral program, is in a position to refer potential clients to ZHS.
- The Affiliate will be given a unique link (“Affiliate Link”) from which ZHS’ potential clients may be able to avail of a 20% discount on specified Services.
- However, if the Affiliate is a hotel chain, its own hotels will not be covered under the Referral Program.
- Commission. For each successful referral, wherein the referred potential client availed of ZHS’ Services Products, the Affiliate will be entitled to Fifty US Dollars (USD50.00). Provided that the referred client is successfully onboarded (“lived”) under ZHS’ services.
The commission from the successfully-lived client shall be paid on the 10th of the succeeding month, which shall be paid to the Affiliate’s listed bank account provided upon the Affiliate’s registration.
- Termination. This program partnership with the Affiliate may be terminated by written notice given by ZHS to the affiliate within 30 days before the effectiveness of the termination. The program partnership may also be terminated immediately for breach of any of the provisions of this Terms and Conditions. The Affiliate shall be entitled to the compensation earned until the termination of the program.
- Confidentiality. Affiliate agrees to keep confidential any information or material that has or could have proprietary or commercial value, including trade secrets, industry knowledge and other confidential information. The Affiliate shall not share such confidential information nor use the same for the Affiliate’s personal benefit at any time. This confidentiality clause shall remain in full force and effect even after the termination of the Agreement.
- Representation and Warranties. Both Parties ensure that each possesses the authority and legal capacity to enter into this Program and that the Parties’ respective representatives have the authority to sign on behalf of the Company. Further, the Parties represent and warrant and each Party will not violate or infringe upon the rights of any third party or violate any agreement between the Parties.
- Indemnity. The Parties each agree to indemnify and hold harmless the other Party, its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from the negligence of or breach of this Terms and Conditions by the indemnifying Party, or its respective successors and assigns that occurs in connection with this Agreement. This section remains in full force and effect even after termination of the Agreement by its natural termination or the early termination by either Party.
- Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM ANY PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY, WHICH ARE NOT RELATED TO OR THE DIRECT RESULT OF A PARTY’S NEGLIGENCE OR BREACH.
- Independent Third Party. This Terms and Conditions does not create a joint venture, partnership or agency between the parties. Each party agrees and acknowledges that it is not, and will not hold itself out as, the representative or agent of the other party for any purpose.
- Severability. In the event any provision of this Agreement is deemed invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of the Agreement and all other provisions should continue in full force and effect as valid and enforceable.
- Waiver. The failure by either Party to exercise any right, power, or privilege under the terms of this Agreement will not be construed as a waiver of any subsequent or future exercise of that right, power, or privilege or the exercise of any other right, power, or privilege.
- Governing Law and Jurisdiction. Both Parties agree that this Agreement shall be governed by the laws of Singapore.
- Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both Parties.