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By ticking "Accept" and the "Continue" button at the foot of this page "You" are consenting to be bound by all of these Terms and Conditions.
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This Agreement is between
1. "You", and RentalSystems.com Ltd. t/as Villarenters and RentalSystems from registered office c/o Vantis Limited, 66 Wigmore Street, London hereby known as “Us” or “We”
Commencement Date
1.1 This agreement commences on the date on which You click the "I Accept"; button below. We confirm and agree that following acceptance of these Terms and Conditions You will be given access to and use of the System as specified by Us in return for payment by You of the commission set out in the schedule.
Definitions and Interpretation
2. The following expressions shall have the following meanings unless the context otherwise requires:-
2.1 "Accommodation" means any and all hotels, apartment blocks, apartments, houses or other accommodation building or otherwise occupied by any Customers including the accommodation premises, any swimming pool(s), ancillary building(s), annex(es), all contents, fixtures and fittings, grounds, facilities and services (both inside and outside) available or accessible to any Customers as offered for letting by You.
2.2 “the Websites” means any website owned and controlled by RentalSystems.com Ltd through which you can offer the Accommodation for let.
2.3 "Customer(s)" means any and all person(s) who book the Accommodation and paid the deposit through the System and therefore have agreed to your rental contract as set up through the System.
2.4 “the Client Account” means the designated customer account into which RentalSystems.com shall deposit all payments received from Customers pursuant to this Agreement.
2.5 Any reference to a specific statute includes any statutory extension modification amendment or re-enactment of such statute and any regulations or orders hereunder and any general reference to “statute” or “statutes” includes all Acts of Parliament bye-lays and any regulations statutory instruments or orders made hereunder and (without prejudice to the generality of the foregoing).
2.6 A “Villarenters Affiliate program” booking means any booking that is generated by a member of the affiliate program that is set up and administered by Us. In essence these bookings are treated in exactly the same way as if they were generated directly by Us.
2.7 “The System” means the online software as provided on the RentalSystems.com website. The System provides You with the ability to set up a rental contract, a booking engine and a pricing and discounting system. It also provides You with the ability to create a website for ma single property, a series of properties or a packaged portfolio of properties. Additionally the booking engine has an interface for Your Customers to book and pay for their bookings online by credit and/or debit card and also by Direct Payment. By booking and paying through the system your Customers implicitly agree to the rental contract that you set up through the System.
2.8 “Direct Payment” is the facility provided by The System to allow You to accept payment for bookings directly by conveying Your payment instructions to Customers, for example your wire transfer bank details. Direct payment was discontinued on the 1st November 2006 and is only in these terms because bookings made prior to that date are still affected by the terms.
2.9 “The Client Account” A bank account set up with a reputable UK banking organisation and maintained by Us solely for the purpose of depositing funds collected by Us from Customers who pay for accommodation bookings by credit or debit card. This account is entirely separate from any commercial or business activity by Us.
2.91 “Customer’s funds” are monies collected by Us from customers by credit and/or debit card through the System.
2.92 “ Immediate Early Payment” means funds collected by You from the Client Account anytime prior to the booking completing.
2.93. “4 week Early Payment” means funds collected by You from the Client Account prior to the booking completely and 4 weeks after the payment was collected.
You hereby appoint Us as your non-exclusive agent to do the following:
3.0 Provide a facility through which You can offer accommodation for holiday letting to Customers.
This is achieved via The System which allows you to list your property details including photos and descriptions, pricing, discounting, availability and rental business terms and to create a website for your own personal use. This facility shall also enable You to manage the booking process online, to accept, confirm, amend, and cancel bookings and to receive and confirm payments, notice of cancellations and amendments from customers. Nothing in this agreement however shall impose any obligation on Us to accept or manage the facility on your behalf or become liable in any way whatsoever for any bookings on your behalf except as set out in (ii) below. This facility is branded as RentalSystems.com.
3.01 Provide you with the ability to display your prices and trade in either one of Pound Sterling, US Dollar or Euro. This choice can be changed on a booking by booking basis.
3.1 Market your property(s) on websites owned by us and on others that are part of the Villarenters Affiliate program. This is an obligation on your part and it’s not an option to use the System without allowing Us to market your property on your behalf. Any bookings We generate are subject to commission as set out in the Schedule.
3.2 Accept credit or debit card payments from Customers for the accommodation and remit the same to You as more fully set out in this agreement.
3.21 Provide as part of the System a facility to allow you to choose to be paid directly as an alternative to payment by credit/debit card either globally or on a booking by booking basis.
3.3 Hold all payments made by credit or debit card (Customers Funds) by Customers for the Accommodation in accordance with the terms of this Agreement in the Client Account.
3.4 Deposit all payments received from Customers into the Client Account as soon as reasonably possible after receipt. You hereby acknowledge that all monies held in the Account are to be held on express trust by Us for any and all Customers until the Customer(s) concerned has concluded his/her stay at the Accommodation.
3.5 Inform you immediately any booking request or enquiry is made and provide you with details of the request.
3.6 Inform You immediately any payment is made to Us by a Customer.
3.7Inform You immediately any payment made to Us by a Customer is not met by that Customer's bank or credit card issuer.
3.8 Allow you to display your accommodation prices and trade in the currency of your choice. We allow you to trade in Pound Sterling, Euro or US Dollars. Customers will pay in the currency as displayed. You may change this on a booking by booking basis.
3.9 Provide you with an online account so that you can view your Client Account and request payments of any balance that becomes available for your collection.
3.91 Provide you with an online account to view and manage your bookings, communicate with your customers, see past communication and contact details.
Payment of Customers Funds to You
4.1 Customers funds will be available for payment to You by Us after Customers have completed their stay at the Accommodation for no additional charge.
4.11 Customers funds will be available for payment to You by Us before Customers have completed their stay at the Accommodation subject to additional charges and credit limit as set out in the Schedule.
4.12 You will only be able to have access to your funds immediately (Immediate Early Payment) after you have completed your first booking. Prior to qualifying for Immediate Early Payment you automatically qualify for 4 Week Early Payment
4.13 You will be required to make a payment of £20 to activate early payment. This is to enable us to verify your identity and allow us to charge your card if your account goes into arrears if for example you cancel a booking after having collected the funds from us.
4.2 Customers Funds will be sent to you only when you make a payment request through the System and you have entered the correct banking details/cheque payment information and selected your preferred payment method.
4.3 In the case of payment requests to UK banks RentalSystems.com shall remit all monies owed to You by BACS payment, or cheque to your nominated bank account. In the case of transfers to non-UK banks We shall transfer monies due by EFT priority payment or cheque to your nominated bank account. All transfers and cheques will only be issued in the currency that the booking payment was made in.
4.41 The cost of transfers and issuing cheques as set out in the Schedule will be deducted from the payment request before being transferred to You
4.5 We will not be responsible for the collection from Customers and/or holding in the Account of any surcharge monies which have not been entered as extra prices in the system.
4.6 We agree to pay You in the currency that you have selected to trade in which will be the currency that we collect from the customer.
Your Obligations to Us
Our Commission
You hereby acknowledge that:-
5.1 You shall pay Us commission as more particularly set out below at the rate set out in the schedule or such other rate as is agreed in writing between the parties.
5.2 We shall become entitled to commission on the full value of the booking when a booking commences i.e. when the Customer pays the deposit and has agreed the rental contract.
5.3 We shall be entitled to deduct the commission due to Us arising out of a particular booking from payments received from Customers as soon as there are sufficient funds collected in the Clients Account. In practice this means that when we transfer monies to you from your Client Account we will deduct any commission owing to Us from the amount transferred.
Accommodation
6. You agree and confirm the following:-
6.1 The Accommodation will be provided with all due skill, care and diligence and that all persons provided or used by You (whether or not employed by You) in connection with the provision of the Accommodation will be appropriately qualified, experienced and capable of competently performing the work or jobs for which they are provided.
6.2 The Accommodation will at all times remain of a good and clean standard, in full working order and safe for occupation and use.
6.3 The Accommodation complies and will at all times comply in full with all applicable national, local, trade and other laws, regulations and codes of practice (including EU legislation where applicable) relating to hygiene, fire, safety and other standards for those using the Accommodation and that You have and will at all times maintain in force the appropriate current certificates confirming such compliance.
6.4 You hold and will at all times maintain all necessary licenses, consents and permissions required by applicable national and/or local law in relation to the Accommodation.
6.5 You confirm that You own the Accommodation and/or have full and unrestricted power to enter into this Agreement unless otherwise agreed with Us.
System usage, Set up and handling Customers
You agree and confirms the following:
7.1 You are responsible for the initial uploading of the descriptive details, prices and all other information relating to the Accommodation onto the System and at all times thereafter maintaining, checking and amending (if applicable) the same.
7.2 All prices entered onto the System by You relating to the Accommodation will be up to date, accurate and not misleading in any way whatsoever.
7.3 You will upload the correct pricing, extras, discounting and payment terms applicable to all bookings for the Accommodation into the System. You will be responsible for checking that the System settings you have chosen work as you intend. You will check that any booking request presented to you is correctly priced before accepting it. We accept no liability whatsoever for any claims, losses, or damages (direct or indirect) suffered by any customers or You arising out of inaccurate pricing on any bookings where you have accepted the booking request.
7.4 You will upload the correct cancellation charges applicable to bookings of the Accommodation onto the System.
7.5 You are solely responsible for the accuracy, legality, currency and compliance of any and all information (including written and pictorial descriptions) and will be solely liable for false, misleading, inaccurate, infringing or other actionable material contained or referred to therein.
7.6 If you are not using the System exclusively for processing all your bookings You will regularly and promptly update the dates on which the Accommodation is shown as available for let using the System. We accept no liability whatsoever for any claims, losses, or damages (direct or indirect) suffered by any customers or You arising out of inaccurate availability dates except where this is due to a technical failure of the System.
7.7 You shall respond promptly and efficiently to any queries from Customers regarding the Accommodation and/or any booking whether received before or after bookings have been confirmed.
7.71 You shall notify all and any Customers promptly of any alterations or amendments to Accommodation details both before and after bookings have been confirmed.
7.72 You shall notify all Customers affected promptly if You have to cancel a booking.
7.73 You shall promptly and sympathetically deal with any complaints received from Customers whether passed onto You by Us or received directly from Customers and respond to the same directly to the Customer(s) concerned within a reasonable time limit.
7.8 You shall not use or attempt to use the System in any way other than its intended use which is to process bookings for your holiday accommodation.
7.9 You are not permitted to process card payments on behalf of Customers or any other third party. Any breach or attempted breach will result in immediate termination of this agreement.
Amendments and Cancellations
8. You hereby acknowledge the following:-
8.1 For all bookings where the balance has already been paid by credit card or debit card to Us, all requests by Customers or by You for amendments which result in a higher or lower price becoming due for the Accommodation is beyond the scope of the System and will therefore be treated as a cancellation and We shall refund in full all monies already paid to the Customer. The alternative is to make a separate arrangement directly with the Customer.
8.2 We will calculate the applicable cancellation charge as set by You in the system and return all monies paid by the Customer by credit/debit card less the applicable cancellation charges to the customer’s credit card.
8.3 We accept no responsibility whatsoever for the non-payment of any balances by Customers nor for the collection of cancellation charges which exceed the total amount of monies already received from Customers as that is beyond the scope of the System.
8.4 In the event that You cancel a booking, We shall be entitled (but not obliged) to assist the Customer in finding an alternative property. You also acknowledges that [except as otherwise set out in this Agreement You shall accept full responsibility for all losses, claims and expenses incurred or suffered by a Customer arising out of your cancellation or effective cancellation of the booking and that We shall have no responsibility or liability to the Customer for such cancellation whatsoever. For the avoidance of doubt in the event of a cancellation of a booking by You, the indemnity set out in clause 12 shall apply in full.
The Consequence of Cancellations
9.1 In the event of cancellation by either you or the Customer for whatever reason We shall still be entitled to charge our commission on the full value of the booking.
9.2 If a Customer cancels a confirmed booking We shall deduct the commission from any monies that have been collected by Us from Customers before transferring any monies due to You. We will then refund any monies due (if applicable) less any cancellation charges to the Customer.
9.3 If You cancel a confirmed booking You will remain liable in full for the commission We were due to earn from that booking plus a cancellation charge as set out in the Schedule. The commission amount and the cancellation charge will be noted as sums owing to Us on your account and We will be entitled to deduct these or any other charges from the next payment due to You from Us, or if there are no further payments to be made within a period of 1 months from the date the sums were noted on your account as described in this clause, We shall invoice You for this amount.
9.4 Any payments already received by You in respect of the booking You have cancelled must be promptly returned to Us or to the Customer if the Customer has paid You direct.
Refunds and Chargebacks
10.1 If We are obliged to refund your customers because of a credit card charge back or for any other reason and customers’ monies have already been remitted to You by Us, You shall promptly refund to Us any monies due, or if Customers monies remain in the Account, You shall promptly notify Us of any refunds to be made to Customers. On receipt of such monies/notification We shall refund to the Customer(s) concerned all monies due in full. In all other cases, You shall promptly refund all monies due to Customers for whatever reason direct to the Customers.
10.2 In the event of Us having to refund monies to a Customer of yours due to a credit card chargeback whilst a dispute is ongoing, You agree that We shall be obliged to refund such monies as are charged back using the monies We are holding on your behalf for the booking in question and shall have no further liability to You whatsoever.
10.3 You agree that if You wish to recoup any monies you feel you are entitled to from the Customer to whom We have refunded any monies; You shall pursue the Customer direct for these, and not Us.
Liability
11. You hereby acknowledge and agree to the following:
11.1 All Customers who make a booking for the Accommodation shall have a direct contract with You and You shall accept liability for that contract as the principal.
11.2 We shall not be liable to You or any Customer for any loss or damage whatsoever or howsoever caused arising directly or indirectly in connection with this Agreement and/or the System, its use, application, support or otherwise damage or corruption to other software or data or for loss of profit, business, revenue or goodwill except to the extent to which it is unlawful to exclude such liability.
11.3 We do not exclude liability for death or personal injury to the extent only that the same arises as a result of the negligence of Us our employees, agents or authorized representatives.
Indemnity
12.1 You agree to indemnify Us for the full amount of all claims, liabilities, demands, damages, expenses, losses, refunds, fines, costs (including legal costs) and all other sums of whatever nature which We incur, suffer or becomes responsible for as a result, directly or indirectly, of any breach of this Agreement and/or any other agreement between the parties by You and/or any act(s) and/or default(s) of yours and/or any person(s) provided or used (directly or indirectly) by You (including your employees, agents, suppliers and sub-contractors). This indemnity shall survive and remain in full force and effect after the termination (for any reason) or expiry of this Agreement.
12.2 Without prejudice to the above You also agree to indemnify and keep indemnified Us (including its directors, officers, employees and agents) from and against any and all liability, damages, losses, claims (including reasonable legal fees) resulting in any way from your use of and from any information posted on or through the System (including to any Customers).
Insurance
13.1 You shall at all times maintain (at your own cost) a comprehensive insurance policy or policies to cover:-
13.2 All risks relating to and/or arising out of the performance of this Agreement normally covered by insurance including (by way of example and not by way of limitation) destruction or damage of the Accommodation by any cause and all third party risks including cover for death, personal injury and illness.
13.3 The full amount of all sums which may become payable under clauses 12.1 and 12.2.
Termination
15.1 This Agreement shall continue in force indefinitely, but may be terminated:-
15.2 Forthwith by Us giving written notice (including by email) with immediate effect on You breaching this Agreement or any other agreement between the parties and failing to remedy the said breach within 7 days (or such longer period as We may agree in writing) of being required to do so in writing by Us.
15.2.1 On giving You 28 days notice in writing with effect from the expiry of the said notice.
15.2.2 Immediately by Us giving written notice to You on the occurrence of any of the following:-
15.2.3 On an order being made or an effective resolution being passed for the administration or the winding up of your business other than for the purpose(s) of reorganisation, reconstruction or amalgamation only without insolvency or on You entering into a binding legal arrangement to pay its creditors less than the full amount due to them.
15.2.4 On You becoming bankrupt or insolvent or having a receiving order made against you.
15.2.5 On You suspending, ceasing or threatening to suspend or cease to carry on your business other than for the purpose(s) of reorganisation, reconstruction or amalgamation only without insolvency or being unable to pay your debts as they fall due or on the appointment of an administrative or other receiver.
15.2.6 By You by giving written notice (including by email) with immediate effect.
15.3 Save as set out in clause 16 termination of this Agreement shall not prejudice the rights of either party in existence prior to the effective date of termination.
15.4 You understand that it is possible to immediately turn off the System thus making your accommodation un-bookable and equally it can be turned back on again by you at your convenience. We reserve the right however to turn off the System for your accommodation for the following reasons.
(i) We believe the details of your property or the settings of your System are in any way misleading, confusing or will lead to complaint or error in the booking process.
(ii) You attempt to promote another website or enter an email address, phone number or other form of communication in the descriptive area of the system or elsewhere whether intended to deal directly with Customers or done unintentionally.
(iii) You enter any information in the descriptive area that is in breach of copyright or subject to complaint by another party or is any way considered to be fraudulent, offensive, or misleading.
Consequences of Termination
16. In the event of termination by either party in accordance with clause 15.1 the following will apply.
(i) We will cease to advertise your property(s) and/ remove from the System thereby removing the facility to accept payments for any and all Accommodation.
(ii)In such cases where booking contracts are in progress We shall remit all monies received from any Customers for the Accommodation where the Customer has not yet stayed at the Accommodation back to the Customer. You agree that you will then be responsible for obtaining all monies due for the Accommodation direct from the Customer. We shall have no further liability towards you.
Customer details
You acknowledge that we are entitled to use customers’ personal and other details in any of the ways and for any of the purposes set out in our Privacy Statement, (found on our website) or as otherwise permitted by law. You also acknowledge that this shall be the case regardless of whether we obtained the details in question from the customer direct or from you. You also confirm that, in relation to any personal or other details relating to customers and enquirers, (whether potential, present or past), in your possession You shall at all times, including all times after the termination of this Agreement, process such data in compliance with the obligations of a Data Controller under the Data Protection Act 1998 and any amendments thereto. Furthermore, You shall at all times including all times after the termination of this Agreement, not send any marketing or promotional material or communications to individuals whose personal or other contact details You holds except in accordance with all applicable legislation in force at the relevant time (including but not limited to the Privacy and Electronic Communications Regulations 2003 and all amendments thereto).
Copyright, Patents, Trade Marks and Other Intellectual Property Rights
18.1 You acknowledge that any and all of the copyright, trade marks, trade names, patents, domain name and other intellectual property rights created, developed, subsisting or used in or in connection with the System are and shall remain the sole property of RentalSystems.com Ltd. You shall not during or at any time after the completion, expiry or termination of this Agreement in any way question or dispute the ownership by RentalSystems.com Ltd thereof.
18.2 In the event that new inventions, designs or processes evolve in performance of or as a result of this Agreement, You acknowledge that the same shall be the property of RentalSystems.com Ltd unless otherwise agreed in writing by RentalSystems.com Ltd.
Notices
19. Any notice(s) given pursuant to this Agreement must be so given in writing (including by email) and/or sent by facsimile or pre paid first class Recorded Delivery post or delivered by hand to the other party's registered or principal office. If sent by facsimile or hand delivered the notice(s) shall be deemed served at the moment of delivery. If sent by post it shall be deemed served 48 hours from the time of posting.
Severability
20. If any provision of this Agreement is held to be invalid or void for any purpose, it shall for that purpose be deemed to be omitted from this Agreement. Such omission shall not affect or prejudice the validity, effectiveness or enforceability of the rest of the provisions of this Agreement.
Headings
21. The headings in this Agreement are for reference purposes only and do not form part of the Agreement. They shall not affect the interpretation of this Agreement and are not deemed to be an indication of the meaning of the clause to which they relate.
Waiver
22. In the event of any breach of this Agreement, the rights of the party not in default shall not be prejudiced or restricted by any indulgence or forbearance extended to the party in default and no waiver of any breach operates as a waiver of any subsequent breach.
Proper Law and Jurisdiction
23. This Agreement and all matters arising out of it shall be construed and governed by English Law and shall be subject to the exclusive jurisdiction of the Courts of England and Wales in relation to any dispute.
Disputes
24. In the event of a dispute between a Customer and You being notified to Us by either party, We shall be entitled in our discretion to withhold all and/or any monies due to You whether relating to that particular booking or otherwise until such times as the dispute has been settled and both You and the Customer have acknowledged settlement in writing to Us.
Modification:
25. We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on this site. Modifications may include, for example, changes in the scope, rules or charges. IF ANY MODIFICATION IS UNACCEPTABLE TO Y0U, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED USAGE OF THE SYSTEM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
The Schedule
Commission on all bookings generated by You and processed through the booking system and paid by credit or debit card will be at 2% of total booking value.
Marketing Commission on all bookings that are generated either directly by Us or by the Villarenter’s Affiliate Program and where the booking is paid by credit or debit card will be at 10% of total booking value unless otherwise agreed.
Immediate Early Payment surcharge: 1.5% of the amount of funds requested, credit limit: £10,000 or $10,000 or 10,000 Euros.
4 Week Early Payment surcharge: 1% of the amount of funds requested, credit limit:: unlimited.
Cancellation (by You) charge £150 or currency equivalent if you trade solely in US Dollars and/or Euros.
We reserve the right to charge your customers a credit card processing fee.
Transfer costs
A transfer occurs when a You make a payment request and is not the same as a Customer payment or a payment for a booking as its any balance in your Client Account you choose for us to transfer to you so it can be several batches of booking payments to reduce costs.
Payment can only be made by bank transfer.
Payment by BACS transfer to UK bank in sterling and Euro payments to banks in the Euro zone are free.
All other payments incur a £3, $6 or 5 Euros fee depending on the currency being transferred.
For the avoidance of doubt you will never be asked to pay a set up, joining fee or any maintenance charges during the life of this agreement as payment only becomes due when we either generate a booking or process a credit/debit card payment. Also any and all bank charges arising as a result of payment received by Us from the Customer by credit or debit card shall be borne exclusively by Us.
The following relates to bookings using Direct Payment. Note that Direct payments bookings was discontinued on 1st November 2006
Marketing Commission on all bookings that are generated either directly by Us or by the Villarenter’s Affiliate Program and where the booking is paid by Direct Payment is at 7.5% of total booking value unless otherwise agreed. This means that the total commission for a booking generated by Us and where the payment is made by Direct Payment is 7.5% in total.
There is no Marketing Commission charged to You for bookings that are processed by Direct Payment that are not generated by Us or by the Villarenters Affiliate Program.
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