Voyagin ('us', 'we' or 'our' as the context requires) provides online platforms through our website at https://www.govoyagin.com ('Site') and/or application(s) (collectively, 'Voyagin Platforms') that enable third party operators ('Hosts') to publish description of ('Listings') and offer travel-related products or services ('Host Services') such as tours, tickets, restaurants, special deals and other travel experiences (each is an 'Experience') to the users of Voyagin Platforms ('user' or 'customer'), and the users can book or purchase such Host Services through Voyagin Platforms (such services provided by Voyagin are 'our Services').
Voyagin Platforms and our Services are owned and provided by Rakuten, Inc., a public company incorporated in Japan. Our company’s and contact details are available here.
We reserve the right, at our sole discretion, to change or modify any parts of this Agreement at any time. You should periodically visit this page to review the current terms of this Agreement so that you are aware of any revision to which you are bound. If we do this, we will post the changes to this Agreement on Voyagin Platforms and update the "Last Updated" date at the top of this Agreement. Your continued use of Voyagin Platforms and/or our Services after any such changes constitutes your acceptance of the latest terms of this Agreement. If you do not agree to abide by this Agreement or any future terms of this Agreement, please do not use (or continue to use) Voyagin Platforms and/or our Services.
Certain Hosts may be subject to separate or additional terms and conditions contained in separate documents in writing as agreed upon between Voyagin and the relevant Hosts ("Specific Agreement"). If there is a conflict between this Agreement and the Specific Agreement, the latter terms and conditions will take precedence with respect to the provisions that are inconsistent, unless specified otherwise.
Provisions of our Services
We reserve the right to modify or discontinue, temporarily or permanently, Voyagin Platforms and/or our Services (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of Voyagin Platforms and/or our Services.
You agree that we may unexpectedly suspend our intermediary duties outlined in this Agreement without any compensation in case of accidents at telecommunication firms, natural disasters, maintenance, server/service updates and other technological problems that may cause Voyagin Platforms and/or our Services impossible or difficult to use.
To list an Experience or a Host Service, you must submit your host profile and Listing information to us to be considered for publishing on Voyagin Platforms, and you shall be required to comply with all quality standards as may be imposed by us at all times. We reserve the right to decide, in our sole discretion, if a submitted Host, Experience or Host Service will be published on Voyagin Platforms.
To submit your host profile and Listing information, you must use our designated forms, and ensure that you will (i) provide complete and accurate information about your host profile and Host Services (such as listing description, pictures, location, and calendar availability), (ii) disclose any deficiencies, restrictions (such as house rules) and requirements that apply (such as any minimum age, proficiency or fitness requirements for an Experience), and (iii) provide any other pertinent information requested by us. You are responsible for keeping your Listing information (including calendar availability) up-to-date at all times.
Pictures, animations or videos (collectively, "Images") used in your Listings must accurately reflect the quality and condition of your Host Services. We reserve the right to require that Listings have a minimum number of Images of a certain format, size and resolution.
You represent and warrant that all information, including Images, published on Voyagin Platforms shall not infringe any intellectual property or other proprietary rights of any party.
Any terms and conditions included in your Listing, in particular in relation to cancellations, must not conflict with this Agreement or our Cancellation Policy.
You agree that although all intellectual property rights subsisting in any Listing will be owned by you or your licensors, you hereby grant Voyagin and its group companies a non-exclusive, perpetual, royalty-free, worldwide, transferable and sub-licensable right to use, reproduce both electronically and otherwise, display, distribute, modify, adapt, publish, translate, and create derivative works from any and all such Listing including for the purposes of advertising and marketing Voyagin Platforms and/or our Services.
You shall not provide any third party with the published host profile and Listing information without our prior written consent.
We reserve the right to modify the content of host profile and Listing information to be published on Voyagin Platforms at any time without notice to you. We further reserve the right to suspend or remove your Listing at any time if you breach any terms of this Agreement, any Specific Agreement and/or our Other Terms.
Whenever a customer made a booking of an Experience ("Customer Booking") through Voyagin Platforms, you shall inform us using our designated form known as "Activity Confirmation Form" to provide the following particulars:
Full name of the customer;
Experience to be provided by you;
Exact date and time of the relevant Experience to be provided;
Price of the relevant Experience and the payment (inclusive of any applicable tax) received from the customer;
Host Fee (inclusive of any applicable tax) payable to us;
Other particulars as may be relevant to or required by us.
When you accept a Customer Booking and receive notification from us that the Customer Booking has been approved by us, you are entering into a legally binding agreement directly with the relevant customer, and are required to provide your Host Service(s) to the customer as described in your Listing when the booking is made. The role of Voyagin shall remain as an intermediary, and not a party to the contractual relationship between you and customers.
You shall provide the Experience or Host Service in accordance with the representations and description of such Experience or Host Service on which the customers have relied to make their bookings.
Once a customer has booked an Experience or Host Service offered by you, you may not request the customer to pay a higher price than the published price. You shall be responsible for all costs and expenses required to provide the Experience or Host Service, and any increase in such costs and expenses shall not be charged to the customers or Voyagin.
You further represent and warrant that any Listing you post, and the booking or provision of any Experience or Host Service will (i) not breach any agreements you have entered into with any third parties, and (ii) comply with all applicable laws of the location in which such Experience or Host Service is provided, tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As a Host, you are responsible for your own acts and omissions.
When listing an Experience or Host Service, you must, where applicable, fully educate and inform customers about (i) any risks inherent to the Experience or Host Service, (ii) any requirements for participation, such as the minimum age, related skills, level of fitness or other requirements, and (iii) anything else they may need to know to safely participate in the Experience or Host Service (including dress codes, equipment, special certifications or licenses, etc.).
You must provide an Experience or Host Service in person and may not allow any third party to provide the Experience or Host Service on your behalf, unless authorized by us in advance. Where you outsource the performance of your Host Service in full or partially to a third party (including third parties that we designate), you must notify us of the name and information of the third party, and the reasons for outsourcing your service, and obtain our discretionary approval.
We recommend that you obtain appropriate insurance for your Host Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of customers (and the individuals the customer has booked for, if applicable) while participating in your Experience or using your Host Service.
You shall notify us immediately if you cannot fulfill a Customer Booking. If your failure to fulfill the Customer Booking results in a refund to the relevant customers, you will be responsible for such refund.
You shall promptly notify us of any complaints from a customer about your Host Services.
If the Experience or Host Service provided by you involve any money transaction such as sales of tickets or merchandise, you shall notify us in advance.
Price of Host Services
The price of any Experience or Host Service to be provided by you on Voyagin Platforms shall be agreed upon between Hosts and Voyagin before publication of your Listings. Voyagin shall charge the fees payable to Host as the provider of Voyagin Platforms ("Host Fees").
If you maintain an online presence, whether on your own web sites or other online platforms, for any products or services same as or similar to the Experience or Host Services offered by you on Voyagin Platforms, you agree to provide us with the lowest price for such Experience or Host Services to be offered to Voyagin’s users.
Any additional expenses that the customers may have to incur in order to enjoy certain additional options to the Experience or Host Service must be specified in your Listings or informed to the customers in advance that the price paid by the customers are exclusive of such options.
Customers will pay for the price of your Host Services in accordance with the payment methods specified by us through Voyagin Platforms. Payments collected by us, less the applicable Host Fees (together with any applicable taxes), will be transferred to your designated bank account by the last day of the month following the month in which the relevant Host Services have been duly fulfilled by you provided that no complaint from customers is received by us with regards to the quality or performance of your services.
All payments to Hosts and Host Fees shall be calculated and charged in either United States Dollars or Japanese Yen. Where the price of your Host Services is in a currency other than United States Dollars or Japanese Yen, then payments to you will be in United States Dollars unless otherwise agreed. Exchange rate will be determined based on Adjusted Exchange Rate which means a rate for currency conversion that is calculated by adding a mark-up to the official bank exchange rate of the day the relevant Customer Bookings are made or the day of the payment arranged.
Hosts are responsible for any transaction fees payable for the remittance of fund to their designated bank accounts.
You shall not, or attempt to, circumvent or evade this Agreement with Voyagin by promoting or selling an Experience or your Host Services published on Voyagin Platforms to the users directly instead of through Voyagin Platforms and/or our Services as an intermediary of such Experience or Host Services. If you are found to have breached this provision, you agree that you will compensate Voyagin double the amounts you received from the users as liquidated agreed damages.
You shall not disclose or use any personal data or private information of the customers, their family members or guests ("Customer Information") acquired by you in the course of dealing with the customers and their bookings to any third party or for any purposes other than for the purposes of providing your Host Services to the relevant customers.
Neither party is allowed to disclose or use any confidential or sensitive business information of either party acquired pursuant to this Agreement to any third party or for any purposes other than for the purposes of performing the obligations or exercising the rights under this Agreement.
The aforesaid duty of confidentiality does not apply where (i) such confidential information is used or disclosed with the prior written consent of the other party, (ii) such confidential information has been acquired before this Agreement, (iii) such confidential information has become public knowledge other than as a result of unauthorized disclosure arising from a breach of this provision or otherwise, or (iv) such confidential information is required to be disclosed by law or pursuant to an order of court of competent jurisdiction.
The aforesaid duty of confidentiality shall survive the termination of this Agreement.
Indemnity and Release
You agree to release, indemnify and hold Voyagin (together with our officers, directors, employees, representatives and affiliates) harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of Voyagin Platforms and/or our Services, your Listings, your Host Services and performance thereof, your violation of this Agreement or our Other Terms, or your violation of any rights of another.
We may, if necessary, participate in the defense of any claim or action and any negotiations for settlement. You will not make any settlement that may adversely affect the rights or obligations of Voyagin without our prior written approval. We reserve the right, at our expense and upon notice to you, to assume exclusive defense and control of any claim or action.
Exclusion of Liabilities
You agree and understand that we will not in any way responsible for any loss or damage whatsoever incurred by customers in the course of the performance of your Host Services, and that you will be fully responsible for such loss or damage incurred by customers except where such loss or damage is caused by our negligence or default under this Agreement.
If we receive complaints or claims of loss or damage from customers or third parties relating to your Host Services, you will be fully responsible to resolve such complaints or claims, and all expenses in relation thereto.
Either party may terminate this Agreement at any time and for any reason by serving a one (1) month's prior written notice on the other party.
The termination of this Agreement by either party shall take effect on the last day of the calendar month following the month in which the other party has received the notice of termination ("Termination Effective Date"). Accordingly, the relevant Hosts shall fulfil all Customer Bookings and their obligations herein up to the Termination Effective Date.
Notwithstanding clause 12.1 above, Voyagin may terminate this Agreement with the relevant Host(s) with immediate effect without prior notice in one of the following situations where:
any representation, warranty or statement by a Host in connection with this Agreement is not complied with or is or proven to have been incorrect in any material respect when made;
a Host has breached any term of this Agreement and such breach is (i) not capable of being rectified, or (ii) capable of being rectified but is not rectified within 30 days of written notice being given by Voyagin to the Host;
a bankruptcy petition is presented against a Host or a winding-up order is made against the Host other than for the purpose of reconstruction or amalgamation or if a receiver and/or manager is appointed of the undertaking or part thereof of such party;
a Host is found to have done any inappropriate, immoral or unlawful act or behavior to a customer;
a Host is found to have acted in a way that damage Voyagin's credibility or intrude on the operations of Voyagin Platforms and/or our Services; or
a Host is found guilty of a criminal act or under criminal proceedings or procedure.
If the Agreement is terminated pursuant to clause 12.3 above, we reserve the right to cancel any unused Customer Bookings made prior to said termination, without payment or liability to you.
All provisions of this Agreement which, by their nature, should survive termination, shall survive termination.
Please refer to our Terms of Service regarding our rights to intellectual property owned by Voyagin and reservations thereof.
The invalidity or unenforceability of any provision (in whole or part) of this Agreement shall not affect the validity or enforceability of the remaining provisions (in whole or part). The whole or part of any provision which is held by a court of competent jurisdiction to be invalid or unenforceable shall be deemed deleted from this Agreement.
A party shall not be liable for any delay or failure to perform its obligations under this Agreement caused by circumstances beyond the control and without the fault or negligence of that party include war (declared or undeclared), natural disaster, riot, civil commotion, acts of God, fire, blockades, labour disturbances, strikes, insurrections, earthquakes and matters beyond a Party's reasonable control ("Force Majeure"). A party shall inform the other party if an event of Force Majeure will delay their performance and will use their best effects and endeavours to minimise the duration impact and effect of an event of Force Majeure.
Any failure by us to enforce any of the terms of this Agreement shall not be considered to be a waiver of them or the right to subsequently enforce any of the terms of this Agreement.
This Agreement is personal to you. A person who is not a party to this Agreement shall have no right to enforce any provision of this Agreement.
This Agreement is not assignable, transferable or sub-licensable by you except with our prior written consent. We may transfer, assign or delegate this Agreement and our rights and obligations herein without prior notice to you.
Irrespective of the country from which you use Voyagin Platforms and/or our Services, or provide the Host Services, to the extent permitted by law this Agreement shall be governed in accordance with the laws of Japan and you are deemed to have submitted to the non-exclusive jurisdiction of the courts of Japan and to resolve any disputes which may arise hereunder.
If you have any question regarding the interpretation of the provisions of this Agreement, kindly send your questions to [firstname.lastname@example.org].