TripFabric Partner Terms

1. About these terms

1.1 These terms are the contract between your business ("you") and Trip Fabric Technologies Limited, a company registered in Ireland, Companies Registration Office number 829065, registered office Venture Hub, 136 Capel Street, Dublin, D01 T2C9, Ireland ("we", "us"). We run TripFabric, the app for your business, and TripHere, the booking service on your storefront.

1.2 Your administrator accepts these terms for your business in TripFabric, and confirms that they are authorised to do so. We record the version you accepted. You agree that paragraphs (1) and (2) of Regulation 13 of S.I. No. 68 of 2003 do not apply to our contract.

1.3 We write to you at your account's contact email address. You write to us at support@tripfabric.eu.

1.4 These terms are in English and Spanish. If the two differ, the English version applies.

1.5 We may transfer our contract with you to another company that takes over TripFabric. We tell you by email before we do.

1.6 These terms, with the Partner's booking conditions they refer to, are the whole contract between you and us about TripFabric and TripHere. This does not limit liability for fraudulent misrepresentation.

2. Your account

2.1 Only a business can use TripFabric. We decide whether to approve your business before your storefront goes live, on the grounds in clause 14.

2.2 Keep your business details correct and complete, including your legal name, address, business phone, contact email and the VAT number or tax identification number that clause 11.2 asks for. We show your legal name, address, business phone and email to customers before and after they book.

2.3 You are responsible for everyone you let use your TripFabric account and for what they do in it.

2.4 To sell, you need a Stripe account connected to TripFabric. You are the seller of each booking, and the customer pays into your Stripe account. Your agreement with Stripe governs that account.

3. Your storefront and listings

3.1 Your storefront and listings must be accurate, lawful and yours to publish, and must describe each experience as you will provide it.

3.2 Prices. Your base prices must be prices you actually charge. The storefront shows the lowest as a 'From' price, and shows a base price struck through next to a lower price for a date, season or group size. Where a surcharge applies to a date, the struck-through price is your base price with that surcharge, and it must be a price you charge for that experience on comparable dates.

3.3 Translations. We translate your listing automatically into English, Spanish, German and French. You can adjust any translation in TripFabric. You are responsible for your listing in every language, and you correct any translation that is wrong.

3.4 You keep all your rights in your storefront, listings, names and logos. You give us a free, non-exclusive licence to host, copy, translate, format and show them on TripHere, in TripFabric, through the channels in clause 4 and in our emails and tickets to your customers, for as long as our contract lasts and afterwards for as long as we need them for existing bookings and our legal duties. You confirm that you have the rights needed to give this licence.

4. Where we show your experiences

4.1 We show your published experiences on your TripHere storefront. We also make them available to AI assistants through our TripHere search tool: an assistant can find them and send a customer to your storefront, where the customer books and pays as on the web. If you join the affiliate programme, affiliates may also share links to your storefront (clause 12).

4.2 Your storefront shows your experiences in the order you set, and any you have not placed after them, newest first. Our search tool lists experiences from all Partners newest first, by the date each was created, and uses no other ranking parameter. We use that one parameter because it is objective and applies in the same way to every Partner. AI assistants may present its results in their own order. No business pays for its position.

4.3 We do not sell experiences on TripHere ourselves or through any business we control, and no ancillary goods or services, such as insurance or transfers, are offered to your customers through TripHere.

4.4 You are free to sell your experiences elsewhere, on any terms. Clauses 5 to 10 apply only to bookings made through TripHere.

5. Your customers' booking conditions

5.1 You offer every booking made through TripHere on the Partner's booking conditions set out in Part 2 of the TripHere customer Terms, in the version shown to and accepted by the customer when the booking is made, together with the experience details and the cancellation policy you set, which are shown to the customer before payment. You do not apply other conditions to those bookings. These conditions form part of your contract with each customer, and you honour them. You authorise us to carry them out for you as they describe: to send your notices and requests to customers, to record their answers, to cancel bookings in the cases they state, and to request refunds through your payment account.

6. Booked details

6.1 Booked details. Provide every booking as booked. Change its time, meeting point, duration or language only through TripFabric's change tools and under the Partner's booking conditions. If our email about a change does not reach a customer in time, the booking keeps what was booked: provide it or, only if you cannot, cancel the booking with a full refund. TripFabric asks you to confirm this before you send a change.

6.2 What your listing says is included when a customer books is part of that booking. Editing what your listing says is included changes only bookings made afterwards.

7. Changing a booking

7.1 Updating bookings and telling customers. Use 'Update their bookings and tell them' only for a correction or a small change your customers can reasonably accept, and only as the Partner's booking conditions allow: to change the meeting point or the duration where it is reasonably necessary because of adverse weather, a safety risk, an equipment problem, illness or an emergency, the guide becoming unavailable for a reason you could not foresee or avoid, a change in access to the meeting point, local rules or an event, or to correct a mistake in the directions to the meeting point or its position on the map. Choose the reason that is true. The change must be in proportion to its reason, must not change the nature of the activity or materially reduce what was booked, and must not put a substantial extra burden on customers. Bigger changes include a meeting point in another town or area, a much shorter experience, or a different activity. For those, or for any other reason, ask your customers (clause 7.2). For example, if the council closes your launch area and you move the start about 2 km to the nearest open place, with the same activity at the same time, that is a proper use. This is not a distance limit: each change must meet these limits on its own facts.

7.2 Asking customers to accept a change. Use 'Ask customers to accept' for any other change to the time, meeting point, duration or language of a booking, and only for a change you mean to make. Say that you cannot provide the booked details only when that is true for an objectively justified reason, and give that reason.

7.3 If we ask, you must show that the reason you gave for a change, or your statement that you cannot provide the booked details, was true. Using either tool outside clauses 7.1 and 7.2 breaks these terms and can lead to the measures in clause 14.

8. Cancelling a booking

8.1 Cancelling a booking. Cancel a booking only if you cannot provide it as booked for a reason you could not reasonably avoid, and choose the reason that is true. Never cancel because too few people booked, because you sold more places than you have, to resell the place, to change the price or for your own convenience. Every cancellation gives the customer a full refund. You answer to the customer for any other claim your cancellation gives them, and you indemnify us against it. Cancelling outside these limits is a breach of these terms.

8.2 Clause 8.1 applies to every way of cancelling in TripFabric: a single booking, every booking a change affects, every booking on chosen dates, closing an experience, and a task after a change email that did not arrive in time.

9. Refunds

9.1 Whenever the Partner's booking conditions or clause 8 give a customer a full refund, you refund everything the customer paid for the booking, less anything already refunded. TripFabric makes full refunds only.

9.2 If we ask you to refund a customer under these terms, for example because a refund could not be made through your Stripe account, you do so without delay.

9.3 If the law entitles a customer to a price reduction or another remedy, for example because the experience was not provided as agreed, you provide it. You pay a price reduction to the customer yourself and tell us at support@tripfabric.eu. We decide case by case whether any part of our fee is returned.

9.4 We may give your contact email address to a customer, for example so that they can reach you about their booking or about money you owe them.

9.5 Stripe keeps its processing fee when a payment is refunded. If your Stripe balance does not cover a refund, Stripe may take the difference from your bank account under your agreement with Stripe.

10. Cancellations and refunds we carry out for you

10.1 You authorise us to cancel your bookings, and to request their full refunds through your Stripe account, for you and in your name, in these cases:

(a) where the Partner's booking conditions say so, including at the deadline of a change for which you said you cannot provide the booked details;

(b) where your account or your Stripe account has been closed or disconnected and you cannot provide a booking;

(c) when our contract ends, for every booking dated after the end (clause 16.5);

(d) while your account is suspended or being closed, where a customer whose booking cannot be moved cancels it on their booking page, up to 24 hours before the start.

10.2 A refund we cannot make through your Stripe account is still owed by you, and clause 9.2 applies.

11. Fees, VAT and invoices

11.1 Our platform fee is 3% of the total the customer pays for each booking, after any discount, with a minimum of EUR 0.30. On a booking made through an affiliate's link, we also charge the affiliate fee of 7% of that total. Stripe deducts both fees from the customer's payment. The fees include any VAT we must charge. If your business is established in the EU VAT area outside Ireland, such as mainland Spain or the Balearic Islands, we charge no VAT on the fees and you account for it under the reverse charge, using the VAT number you gave us. If your business is established in Ireland, the fees include Irish VAT. If your business is established where EU VAT does not apply, such as Iceland, Liechtenstein, Norway, the Canary Islands, Ceuta or Melilla, we charge no VAT and you account for any tax due where you are established. By the 15th of each month we invoice you for the previous month's fees. Fees we return before we issue that invoice are left out of it; fees we return after we have issued it are credited by a credit note that identifies the invoice.

11.2 If your business is established in the EU VAT area outside Ireland, you must give us a VAT number that is valid for cross-border transactions and confirmed in the EU's VIES system. In mainland Spain and the Balearic Islands, this means being registered in the Registro de Operadores Intracomunitarios (ROI); if you are not yet registered, apply to the Spanish Tax Agency (form 036). If you have applied but not yet received your number, send us proof of your application and of your registration as a business or self-employed person; we may approve you on that basis, but your storefront cannot go live until we have confirmed your number in VIES. We may check your VAT number and business details at any time. Tell us at once if your VAT number changes or stops being valid; while it is not valid, we may unpublish your storefront (clause 14.2(c)). If your business is established outside the EU VAT area, for example in Iceland, Liechtenstein, Norway, the Canary Islands, Ceuta or Melilla, give us your tax identification number and evidence that you are a business instead.

11.3 When a booking is cancelled before its start and refunded in full by TripFabric through your Stripe account, we return our fees on it. For any other refund, we decide case by case whether any part of our fees is returned.

11.4 We may set off any amount you owe us against any amount we owe you.

12. The affiliate programme

12.1 If you opt in to our affiliate programme for your storefront, approved affiliates, who are businesses or registered self-employed people established in Spain, may share a referral link to it. Customers who book through a link get the discount you choose, 5% or 10%, off your price, and the discount line shows the affiliate's name. We pay the affiliate 7% of the discounted total, and charge you that affiliate fee as clause 11 sets out. Affiliates promote your experiences; they do not sell or provide them, and your contract with the customer does not change.

12.2 Joining is your choice. You can join in TripFabric once your storefront is published, by choosing the discount and accepting this clause 12. These rules apply while you are in the programme:

(a) Affiliate links are public. Anyone can share or publish them, coupon sites included, and every booking made through one counts.

(b) Every booking through an affiliate link costs you the customer discount plus the 7% affiliate fee, calculated on the discounted total and collected with the platform fee when the customer pays.

(c) The affiliate's commission vests only once the experience has taken place; a booking cancelled or refunded before then earns them nothing.

(d) Your discount choice applies to bookings started after you save it; sessions already in progress keep their terms.

(e) Leaving is handled by support with a 30-day wind-down during which existing links keep working. You can also ask support to block a specific affiliate.

(f) Affiliates never see your customers' details: only booking counts and amounts.

13. How we review content and accounts

13.1 We review your storefront and each experience before they first go live. Changes you make after that go live straight away, without prior review. We may review your storefront, your experiences and your account again at any time, including after a report from a customer or anyone else. We check that they are lawful and meet these terms. A member of our team makes each decision to refuse to approve your business, to ask for changes, to refuse or unpublish content, to remove a feature from your account, or to suspend or close your account; we use no automated system to detect or decide these matters. We act carefully, objectively and in proportion, with due regard to the rights and legitimate interests of everyone involved, including you and your customers, and their fundamental rights. Clause 14 lists the reasons for which we may take each of these measures. When we take one, we email you our reasons no later than when it takes effect, including the facts, the legal or contractual ground we rely on and why it applies, whether we acted on a report or on our own review, what the measure covers and how long it lasts. We leave out only what the law prohibits us from disclosing. You can ask us to look at any decision again, free of charge, by replying to that email or by writing to support@tripfabric.eu; a member of our team considers what you send and answers you in writing. If we reverse a decision, we restore what it took away, with your earlier access to your data, without undue delay; after a closure, we do so as clause 16.7 describes. You can also go to court at any time, as clause 21 provides. We tell you about any significant change to these terms as clause 20 describes.

14. Grounds for our measures

14.1 We take a measure in clause 14.2 only on one of these grounds:

(a) Content: your storefront, an experience or anything else you publish is unlawful, unsafe or misleading, infringes someone else's rights, or does not meet clause 3.

(b) Business details: details you gave us are false, incomplete or out of date, or the VAT number or tax identification number that clause 11.2 asks for is missing or not valid.

(c) Bookings: you do not provide a booking as clause 6 requires, you cancel outside clause 8, or you do not make a refund that clause 9 or 10 requires.

(d) Changes: you use 'Update their bookings and tell them' outside clause 7.1, or you use 'Ask customers to accept' outside clause 7.2, including a false statement that you cannot provide booked details.

(e) Safety, fraud and misuse: you put customers or others at risk, commit or attempt fraud, or misuse TripFabric, TripHere, a payment account or another person's account.

(f) Law: a law, a court or an authority requires us to act, including an order from an authority about your content or account.

(g) Other breach: you break any other rule in these terms.

(h) Our service: we do not offer TripFabric or TripHere in your country, or we stop offering them there or altogether. This ground allows only refusing to approve your business or ending the contract with notice.

14.2 Depending on the ground and how serious it is, we may:

(a) ask you to change your storefront or an experience, refuse to publish it, or stop showing a published experience: any ground except (h);

(b) give you a written warning: any ground except (h);

(c) unpublish your storefront: any ground except (h), or when you ask us to;

(d) remove 'Update their bookings and tell them' from your account: ground (d);

(e) suspend your account: a serious breach (for example fraud, offering illegal or unsafe experiences, or putting customers at risk), repeated breaches, a breach you have not put right after we asked you to, or ground (f);

(f) end our contract with at least 30 days' notice: a serious or repeated breach, a breach you have not put right after we asked you to, ground (f) or ground (h);

(g) end our contract at once, only as clause 16.4 allows;

(h) refuse to approve your business before your storefront first goes live: any ground.

We choose a measure in proportion to the ground. Before we take one, we consider whether a lighter measure would be enough.

14.3 For a breach on ground (d) we normally act in this order: a written warning; then removing 'Update their bookings and tell them' from your account; then suspension; and closure only for repeated or serious misuse.

15. Unpublishing and suspension

15.1 While your storefront is unpublished, customers cannot see your experiences or make new bookings, and your existing bookings go ahead.

15.2 While your account is suspended, your storefront takes no new bookings, your experiences cannot be found or booked on TripHere, and you cannot change your experiences or your storefront. Your existing bookings stay valid, and you provide them. You can still sign in, see your bookings and cancel single bookings under clause 8. The suspension lasts until we lift it or end our contract with you, and we tell you in writing either way.

16. Ending our contract

16.1 You may give notice to end your contract with us at any time by writing to support@tripfabric.eu. When we receive your notice, we unpublish your storefront, so that no new bookings are made (clause 15.1). Your contract then ends, and we close your account, once your remaining bookings have taken place or been cancelled under clause 8. If you end it after we tell you about a change to these terms and before that change takes effect, clause 20 applies instead, and your contract ends within the period that clause gives, even if bookings remain.

16.2 We may end the contract as clause 14.2(f) allows, by an email giving our reasons and the date it ends, at least 30 days after that email. If the reason is that you have seriously breached these terms, for example by fraud, by offering illegal or unsafe experiences or by putting customers at risk, we may also suspend your account at once in that email; clause 15.2 then applies until the contract ends, unless we lift the suspension first.

16.3 Before ending it, we consider whether restricting particular experiences would be enough.

16.4 We end the contract sooner than clause 16.2 allows only if a law, a court or an authority requires us to, and then no sooner than it requires, or if we can demonstrate that you have breached these terms repeatedly, for example again after a written warning, in which case we may end it at once. The email that ends the contract gives our reasons, as clause 13.1 describes.

16.5 When our contract ends, your storefront goes offline and, on your behalf, we cancel every booking dated after the end and request its full refund through your Stripe account, as clause 10 describes.

16.6 After our contract ends, you keep read-only access to your TripFabric account for 30 days to see your bookings and export your data, unless we ended it for fraud or misuse (clause 14.1(e)); then you can ask support for an export of your own data instead. Clause 17 says what we keep after that.

16.7 You can reply to our email to challenge our decision. If we reverse it, we restore your account, your storefront, your experiences and your access to your data as they were before the closure, without undue delay. Where the closure concerned an experience's content, that experience may come back as a draft only if a separate restriction on that content remains justified under clause 14, with reasons given under clause 13.1. You can then submit it for review again, and we review it without undue delay.

16.8 Clauses 9 to 11, 17, 18 and 21 continue to apply after our contract ends.

17. Your data

17.1 While our contract lasts, you can see in TripFabric the details of your storefront, your experiences and your bookings, including each customer's name, email address and booking details, and your sales, refunds and fees. We hold the same data and the technical records we need to run and secure TripFabric and TripHere. We do not give your non-public data or your customers' data to other Partners. You have no access to non-public data about other Partners or their customers, alone or in aggregated form. Affiliates see only booking counts and amounts for bookings made through their links, so that we can track referrals and pay commissions; you can stop this by leaving the programme (clause 12.2(e)). We share data with the service providers that help us run TripFabric and TripHere, such as Stripe for payments, only as our privacy notice describes.

17.2 You receive your customers' details as a separate controller. Use them only to provide and manage their bookings and as the law allows. You are responsible for your own use of them.

17.3 After our contract ends, we keep your account data for 90 days for disputes and legal claims, and then delete or anonymise it. We keep longer only what the law requires or allows us to keep, such as booking and accounting records (normally six years), including your legal name on each booking.

18. Responsibility and liability

18.1 You provide each experience and are responsible for it, including its safety, the licences, permits and insurance it needs, the information you give customers and the taxes on your sales. You issue any invoice or receipt a customer needs for a booking. Our review of your storefront and experiences does not make us responsible for them.

18.2 You indemnify us against claims, losses and reasonable costs that arise from your experiences, your listings, or your breach of these terms or of the law.

18.3 We are not liable for loss of profit, revenue, business or goodwill, or for indirect loss. Our total liability to you for all events in any period of 12 months is limited to the fees you paid us in the 12 months immediately before the first of those events. Nothing in these terms limits or excludes our liability for fraud or for anything else for which the law does not allow us to limit or exclude liability.

19. Service and support

19.1 We do not promise that TripFabric and TripHere will always be available or free of errors, or any time within which we answer support requests or review your storefront or experiences.

20. Changes to these terms

20.1 We may change these terms. Before a change takes effect, we email you what is changing, with the full text of the new terms, in a form you can keep, at least 15 days in advance. We give longer notice where the change requires you to make technical or commercial changes to your experiences or your business. You may end your contract with us before the change takes effect by writing to support@tripfabric.eu. Your contract then ends on the date you choose. That date can be the day we receive your email, and is no later than 15 days after you received ours, or the day we receive yours if you write later than that. The change never applies to you, and clause 16 says what happens to your remaining bookings. After you receive our email, you may also give up the rest of the notice period by telling us in writing or by a clear action. If you submit a new experience for review during the notice period, you give it up and the change applies to you from then on, unless our notice period is longer than 15 days because the change requires you to make significant technical changes to your experiences. A change never applies to the time before it takes effect, unless a law requires it or it only benefits you. We give shorter notice, or none, only where a law or a regulator requires us to change these terms in a way that does not allow the full notice, or where we exceptionally must change them at once to protect TripFabric, customers or partners from an unforeseen and imminent danger of fraud, malware, spam, data breaches or other cybersecurity risks. We still email you the change. Corrections that change neither the content nor the meaning of these terms, such as spelling or formatting, are not changes under this clause.

21. Law and courts

21.1 These terms, and any dispute about them or about our contract, including a non-contractual dispute, are governed by Irish law. The courts of Ireland have exclusive jurisdiction over any such dispute.