Agreement

                                                                                              Your Berthing Contract with MarinaReservation.com SRL
  

CONTRACTING PARTIES:


1.    SC MarinaReservation.com SRL, with the seat in Romania, Bucharest, sector 1, 6-12 Copilului Street, section 2, entrance E, 2nd floor, office no. 5 (batch no. 73), registered with the Bucharest Trade Register under number: J40/7558/25.06.2014 , Tax Identification Number: RO6910749, Registration Number with the National Supervisory Authority for Personal Data Processing: 32711.

AND

2.    You, the Marina

Property Name: auto-fill depending on the Marina

Contact Person:

Company Name (legal entity):

Address (Legal entity):

MUTUALLY AGREED TO CONCLUDE THIS CONTRACT SUBJECT TO THE FOLLOWING CLAUSES:
 
Article 1. Subject of the contract

The subject of this contract is represented by the intermediation in berths rental and in the services offered, between your Marina and your end customer, in exchange for a commission set by the parties.

Article 2.  Agreement

This contract represents the agreement of the contracting parties, agreement expressed in writing by them, by the signing of the contract.

Article 3. Commission

Article 3.1. The contract price is represented by the commission owed by the Marina to MarinaReservation.com for each booking made by a customer via MarinaReservation.com.

Article 3.2.1. The percentage of the commission charged by MarinaReservation shall be of 15%, added to the prices charged by the Marina.

Article 3.2.2. If, following the calculation, the resulting value is a decimal number, the amount of the commission shall be rounded off to the next higher whole amount.

Article 3.3. The commission shall include the 24 % VAT, according to the Romanian legislation, which shall be applied only to the amount of the commission charged.

Article 3.4.  The price displayed on the  MarinaReservation.com platform shall include the commission charged by the payment processor, MobilPay.

Article 4.  Contract date

4.1 This contract shall enter into force and shall begin to take effect on the date of its confirmation by MarinaReservation.com. The confirmation will be made after the receipt of the contract signed by the Marina, after its verification respectively, and the Marina will be informed of it by means of a notification sent by email.

4.2 The Marina has two options for concluding the contract with MarinaReservation.com:

a.    Either by agreeing with the terms and conditions on the extranet, which can be found at http://www.marinareservation.com/midend/marina/step1, specifically by  actually checking the fact that it agrees with them

b.    Or by signing the contract downloaded from the website MarinaReservation and by sending it by e-mail or traditional mail, in which case the contract's confirmation by MarinaReservation shall be done following the receipt of the signed copy.

4.3 Within 2 working days from the date of receipt by electronic or traditional mail of the Marina's agreement with the contractual terms and conditions, MarinaReservation.com shall add the Marina to its platform, under the conditions laid down in Article 22 of Chapter 2 of this contract, so the contract between the parties shall enter into force.

Article 5. Acceptance terms and conditions

The Marina declares that it has read, understood, and that it fully agrees with the terms and conditions of this contract. The signing of the contract represents its unequivocal and unvitiated agreement.


TERMS AND CONDITIONS

These terms and conditions form an integral part of the berthing Contract (together with the Terms and Conditions, ˝the Contract˝) concluded between the Marina and MarinaReservation.com (each of them called "the Party", and collectively called "the Parties").


DEFINITIONS:
”MarinaReservation.com Platform" means the website (the websites), the applications, the platforms and/or other systems of MarinaReservation.com, by which the Service is offered.

"Marina" means a tourist port providing berths to recreational boats, being a provider of berths.

"Customer" means a visitor to the MarinaReservation.com website or a customer of the Marina.

"Extranet" means the on - line system which can be accessed by the Marina (after identifying the user name and the password) through the website http://www.marinareservation.com/midend/user/authenticate, for uploading, modifying, checking, updating and/or amending the information on the Marina (including the pricing, the availability, the rooms) and on the bookings.

 "Exchange rate" means the daily exchange rate set at the BNR value +2%, which cannot be influenced or set by MarinaReservation.com or by the Marina.

"The payment processor, MobilPay" means the on-line payments integrator with which MarinaReservation.com collaborates.
 

1.Objectives of the collaboration

Article 1. This collaboration, through the on - line platform www.MarinaReservation.com, is dedicated to the marinas so that they can promote both the berths to be booked and the services offered for booking, and through which the website's visitors can buy these services.

Article 2. Through the platform www.MarinaReservation.com, the visitors (the potential customers) of the website will benefit from the presentation of the services offered by the Marina, information necessary for taking the decision to book a berth.
Www.MarinaReservation.com provides marketing services to all Marinas with a view to increasing the number of visitors of each Marina and the promotion of your Marina among the competitive positions on the search engines.


2.The collaboration procedure - general principles

Article 1. The first stage of this contract is the registration of the Marina on the webplatform www.MarinaReservation.com.

Article 2. MarinaReservation.com shall provide a user name and a password through which you will have access to the Extranet.

Article 3. With the assigned user name and password, the Marina will have access to the Extranet account at any time and from any location, provided that an Internet connection is ensured. 

Article 4. The Marina assumes the exclusive liability for the method for maintaining the confidentiality of its account data, which it will share only with the persons to whom it has conferred job duties that require access to this data.

Article 5. If the above clause is complied with and the representatives of your marina detect inappropriate matters concerning its account related to MarinaReservation.com, thus suspecting the illegal involvement of third parties, they shall promptly inform Marina Reservation of this matter, by means of a written notification or by using the support web page of the web platform www.MarinaReservation.com.

Article 6. In the shortest possible time, MarinaReservation.com shall make all possible efforts in order to remedy the situation reported.

Article 7. To increase the visibility of your Marina, at the date of the registration you are going to provide MarinaReservation.com with a mandatory minimum information on: the description of the marina, the services it offers, the berths available for booking, their availability period, the availability policies, the final full price and including any kind of fee, the cancellation and no show policies, the early check-in and late check-out policies, as well as the additional tariffs and fees charged.

Article 8. It is possible that some texts related to the description of your marina are already pre-defined by MarinaReservation.com, and, in this case, you, as a representative of the Marina, can check, update, change, or supplement the text with the information that you consider relevant for attracting your customers or you can accept it as such.

Article 9. It is preferable that the Marina provides its description in the English language, and it is going to select from the extranet the related services that it understands to make available to the customers.

Article 10. If the Marina provides the text under the conditions of the preceding sub - paragraph, the Marina hereby certifies that it holds all the intellectual property rights concerning that text.

Article 11. If the Marina is unable to provide the text in the English language, MarinaReservation.com reserves the exclusive right to draft this text.

Article 12.The presentation texts of the Marinas will be translated by MarinaReservation.com in the Italian, French, Spanish languages or in any other language that MarinaReservation.com will consider necessary for promoting and understanding the platform, and Marina Reservation.com shall hold the exclusive intellectual property right on those translations.

Article 13. If the Marina provides an incomplete text or a grammatically or logically incoherent one, MarinaReservation.com reserves the exclusive right to work on the text and to make the necessary corrections, or, as the case may be, to replace it, without notifying in advance the Marina.

Article 14. The Marina undertakes to provide digital photos of the location in question with a view to promoting it on the MarinaReservation.com platform, certifying by this that it holds an exclusive intellectual property right on those images.

Article 15. The Marina undertakes to comply with the following technical details related to the photos submitted: resolution of 1920 x 1080 pixels in order to be displayed in HD version, and the format must be "landscape" in one of the following versions: jpg, png, pdf, tif, AI.

Article 16. MarinaReservation.com reserves the exclusive right to publish any text or image provided by the Marina and may not be held liable for their non - publication or for the modification of the images and texts in order to be better viewed by the customers visiting the MarinaReservation.com. platform.

Article 17. MarinaReservation.com shall manage exclusively the content of the webpage dedicated to the Marina (texts, number of chars, images, number of images, positioning).

Article 18. The Marina undertakes that the information required for completion by the extranet confirms their veracity.

Article 19. Marina Reservation does not guarantee and is not obliged to check if the information provided by the Marina is accurate, complete, correct or up-to-date and cannot be held liable for any errors, interruptions, for inaccurate, false, untrue information or for Marina's failure to supply the information.

Article 20. The translations of the platform in other languages shall be the exclusive property of MarinaReservation.com and give it the right to use them as such.

Article 21. The Marina grants unequivocally and free of charge the license and sublicense right to MarinaReservation.com, using this prerogative to the effect of presenting the elements of the intellectual property rights belonging to the Marina, such as these have been made available by it, on the on-line platform or on third parties' platforms, for the purpose of performing its obligations presented in this contract.

Article 22. Having regard to the need of confirmation of the Marina by MarinaReservation.com in order for the contract between the parties to enter into force, within the two working days period conferred by the provisions of Article 4 point 4.3 of the General Conditions, MarinaReservation.com shall verify all the information entered in the extranet by the Marina and, when will be the case, shall require new information from the Marina or shall delete the information which it considers inappropriate. Only after carrying out these procedures, MarinaReservation.com will confirm or not the contract with the Marina.

Article 23. The Marina grants free of charge and non - exclusively to MarinaReservation.com the right to represent it in the framework of the on-line relationship with the customers, by promoting it on the Marinareservation.com platform, as well as on the search engines.

Article 24. As far as possible and without constituting an obligation for it, MarinaReservation.com shall report any errors or inconsistencies detected in the information provided by the Marina.

Article 25. MarinaReservation shall notify the Marina in this respect, with a view to remedying them.

Article 26. If the problem identified is not remedied within a period of not more than 2 (two) working days from the notification, MarinaReservation.com shall have the right to edit the information in question.

Article 27. The Marina undertakes to update the information whenever necessary, in the shortest possible time, being solely responsible for the possible irregularities generated in relation with the customers of MarinaReservation.com.

Article 28. The Marina undertakes not to put in place unfair competition policies on the services market to which it adheres to, as well as any other illegal actions. Otherwise, it shall be solely liable for it, MarinaReservation.com being exempted from liability.

Article 29. The Marina confers to MarinaReservation.com the right to promote the Marina through on-line marketing campaigns, knowing and accepting all the implications arising out of this business strategy.

Article 30. The order of appearance on the web platform is determined by various factors that this takes into consideration when listing the Marinas, like the promotion strategy or the customers' preferences, at any given time, for certain geographical areas of interest and for certain marinas.


3. Booking methods

Article 3.1. MarinaReservation.com addresses the needs of the Marinas, thus making available to them two booking procedures they can choose from on the extranet.


Article 3.2. The ”Monitored Booking” booking procedure.

Article 3.2.1 By the Monitored Booking procedure, which is a semi - automated one, it is understood that the Marina undertakes, within two working days from the date on which a Customer requests via MarinaReservation.com the booking of a berth and/or of a set of additional services, to confirm or to refute its availability in this respect either by sms or by the extranet of MarinaReservation.com.

Article 3.2.2 In so far as the Marina shows its availability in respect of all terms of the booking and within the two days period, it shall have the correlative obligation to maintain the confirmed availability for 24 hours from the confirmation, so that the payment operations can be carried out.

Article 3.2.3. If the Marina does not declare itself available or unavailable within the stipulated time limit, MarinaReservation.com shall consider the passivity of the Marina as a lack of availability, and in this case the customer will be directed to another Marina complying with his requirements
.
Article 3.2.4. At the time of the booking by the customer of a berth or of berths in the Marina, the Marina enters into a direct contractual relationship with the Customer making the booking, MarinaReservation.com being only an online booking platform between the Marina and the customer in question, with all legal effects arising from these legal relationships and developed in detail in this contract.


Article 3.3. The ”Direct Booking” booking procedure.

Article 3.3.1.1. By the Direct Booking procedure, which is an automated one, it is understood that the Marina undertakes to update periodically the information necessary for the booking by a customer: the period, the price, the location of the berth in the port, the length, the draught and the beam of the boat, but also for the updating of the prices of the additional services and of their configuration (calculation per hour or per person or per boat). On the basis of this information, permanently updated by the Marina, a customer can book directly through MarinaReservation.com

At the time of the booking by the Customer of a berth or of berths in the Marina, the Marina enters into a direct contractual relationship with the Customer making the booking, MarinaReservation.com being only an online booking platform between the Marina and the customer in question.

Article 3.3.2. The Marina which has opted for the Direct Booking shall receive the confirmation of the bookings via email and on the extranet.


Article 3.4. Booking procedures

Article 3.4.1.  After booking the berths and the additional services, whose availability was previously confirmed by the Marina, the Marina has the obligation to ensure the customer the tourist package ordered, in accordance with the previously confirmed parameters of the berth reserved (period, price, location of the berth in the port, length, draught and beam of the boat) and of the additional services.

Article 3.4.2. The Marina shall be informed of a booking made by a customer by way of a confirmation of each booking, confirmation that will be found on the Extranet under the section Reservation and shall include the customers' name, the configuration of the booking, including any possible additional requests of the latter.

Article 3.4.3 The Marina understands and agrees with the fact that MarinaReservation.com does not check and is not responsible for the correctness and the veracity of the data transmitted by the customer.

Article 3.4.4 The Marina understands and agrees with the fact that MarinaReservation.com cannot guarantee the customer's solvency and his compliance with the contractual obligations that he assumes to the Marina.

Article 3.4.5 The Marina shall benefit implicitly from the contractual relationship between MarinaReservation and the Customer. Any booking made through the MarinaReservation.com platform, on the basis of the Marina's confirmation of the prior availability of the berth with the related parameters (period, price and location of the berth in the port, length, draught and beam of the boat) and of the availability of the additional services, must be honoured by the Marina at the tariffs charged at the time of the booking.

Article 3.4.6. The Marina may not refuse the customers who have made bookings following the confirmation by the Marina of the availability of the berths and of additional services through the MarinaReservation.com platform and does not have the right to select them on discriminatory criteria, on the grounds of nationality, race, religion, language, age, disabilities, as well as on any other discrimination criteria provided for by the domestic and international law in the field.

Article 3.4.7. By way of exception, the Marina may refuse to turn to account a booking already made in the case of a client who has made at least two bookings through the MarinaReservation.com platform and with respect to whom it holds objective evidence that he would have caused serious damages during a previous booking. In this respect, the Marina shall make available such evidence to MarinaReservation.com and if, following their subsequent verification, MarinaReservation.com considers that the refusal of the Marina is justified, it will inform the customer in this respect, presenting him the reasons for cancelling his booking. MarinaReservation.com shall not incur the liability in this case.


4. Cancellation policy

The Marina may choose between 2 cancellation policies on the extranet module: a restrictive one and a permissive one. Once one of these two policies is chosen, any cancellation made by a Customer shall be consistent with the cancellation policy chosen by the Marina and in force at the very moment when the reservation was made by the client – at that time Marina not being allowed to alter, in one way or another, any cancellation.


Art 4.1 The restrictive policy

In the case of restrictive policy, if a Customer chooses to cancel, he shall not be entitled to a refund and the Marina is going to receive the full price of the berth purchased by that Customer.


Art 4.2 The permissive policy

Articles 4.2.1 In the case of permissive policy, if a Customer opts for the cancellation, he shall be entitled to obtain a refund from MarinaReservation.com, amounting to 25% of the initial value of the package paid, and the Marina to a refund of 50 %, of the value that is entitled for the respective booking only if following two cumulative conditions are met:

- The Customer cancels the booking with at least 15 days before the check-in date

- There are more than 30 calendar days between the date when the booking was made and the  Check -  in date.

Article 4.2.2. Usually, the Marina has the possibility to acquaint itself with the Customers' bookings and the cancellations from the extranet module.


5. Other general responsibilities

Article 5.1. The Marina is required to maintain the price of the booking displayed on the MarinaReservation.com portal and cannot request, in any form whatsoever, from the customer any additional amounts at his berthing or during his stay in the Marina, except for the additional services which have not been paid in advance by the customer to MarinaReservation.com, which he/she chooses directly during his/her stay, or for some local taxes.

Article 5.2. The Marina is solely liable for any possible complaints from the customers and undertakes to handle them with due regard to the principle of the best interests of the customer.

Article 5.3. However and by virtue of same principle of the best interest of the customer, MarinaReservation.com can intervene in the case of a potential misunderstanding or even of a potential conflict between the customer and the Marina, acting as a good mediator and making all the necessary efforts in order to solve the problem, and this aspect can even generate additional costs, which will be subsequently recovered from the Marina at fault.

Article 5.4. So, if, for whatever reason, the Marina does not provide the berths and/or the services booked by the customer, MarinaReservaton.com will be able, at the Marina's expense, to provide the customer with a different berth and/or services at least equal in terms of quality to those already booked.

Article 5.5. If this is not possible, the Marina, at its expense, shall make all possible efforts in order to find and to make available to the client a different berth and/or services at least equal to those already booked, as well as additional services as compensation, namely: transfer services, early check-in services, late check-out services.

Article 5.6. If, following the related endeavours made, the Marina is still not able to provide a different berth, then it will immediately reimburse the customer and/or MarinaReservation.com, as the case may be, all the reasonable expenses incurred, caused by overbooking, supported by accounting documents (e.g. the costs of an alternative berth, of transport, of telephone).


6.  Commission - amount, calculation and methods of payment

Article 6.1. The contract price is represented by the commission due by the Marina for each booking made by a customer via MarinaReservation.com.

Article 6.2. The percentage of the commission charged by MarinaReservation shall be of 15%, added to the prices charged by Marina under the terms of Chapter 3, Articles 3.2.1. and 3.2.2. of the contract.

Article 6.3. The commission shall include the 24 % VAT, according to the Romanian legislation, which shall be applied only to the amount of the commission charged.

Article 6.4.  The price displayed on the  MarinaReservation.com platform shall include the commission charged by the payment processor, MobilPay.

Article 6.5.1.The currency used for the settlement of the payments between Marina Reservation and the Marina is EURO for the EU Member States, and EURO or USD for non-EU countries.

Article 6.5.2. If the prices of the berths, of the additional services required by the Customer, of the additional duties imposed by the local authorities respectively, are introduced by the Marina in a currency other than Euro or USD, the Marina declares that it expressly and unequivocally agrees to their on-line automatic conversion to Euro or USD, taking into account the official exchange rate set by the National Bank of Romania (BNR) on that day, to which 2 % shall be added.

Article 6.6. If the payment of the services purchased is made by the customer in a currency, and the contract between MarinaReservation.com and the Marina provides for another the reference currency, the exchange difference shall be borne by MarinaReservation.com. 

Article 6.7. The commission shall always be directly retained by Marina Reservation.com on the date of the actual payment by the customer from the price paid by the customer, and the rest of the amount is going to be transferred to the Marina according to the payment schedules from Chapter 7.


7. The payment schedule

Article 7.1. Bank settlement accounts: in Euro or USD (in Euro in the EU Member States and, optionally, in USD in the non - EU countries).

Article 7.2. The bank settlement time - limit if the customer did not cancel the booking: with 14 days before the Check - in date for that booking, in the case of a Marina which has opted for the permissive policy and the customer is entitled to a refund in the case of cancellation.

Article 7.3. If the customer cancelled the booking, the bank settlement time - limit is of 7 days from the date of that cancellation of the booking, in the case of a cancellation concerning a Marina which has opted for a permissive policy.

Article 7.4. If a Marina has opted for the restrictive policy, the bank settlement time - limit between MarinaReservation.com and the Marina is of 7 days from the moment the customer has paid for that booking.

Art.7.5. The Marina is directly responsible for and fully bears all the taxes and duties that the Marina must report and remit to the authorities, according to the legislation of the state of origin of the Marina.


8. The calculation of the tourist package

Article 8.1. The following elements shall be taking into account when calculating the price of the tourist package:
a) the 15% percentage set and its rounding off to the higher figure, if the amount calculated is a decimal number,
b) the number of nights booked by the customer,
c) the price of the berth per night,
d) the price of other services booked and made available to the customer, calculated according to their measurement unit (per hour / per person, per night / per person, per hour / per boat, per holiday / per boat, per night/ per boat).

Article 8.2. The commission owed shall represent the multiple of the cumulative elements mentioned above.

Article 8.3. The details on all bookings made at the Marina through MarinaReservation.com, as well as the commission related to them shall be specified on the extranet.


9. Customer feedback

Article 9.1. In order to offer the possibility to present recommendations to other users, MarinarReservation.com makes available to the customers a dedicated section through which the customers will make comments on a specific Marina, at the same time granting specific grades and ratings to the Marina in question, after the actual booking. The grades and the comments shall be made only by the customers who turned to account the booking made through MarinaReservation/com and only if they honoured the booking made.

Article 9.2. MarinaReservation.com excludes any commercial nature of these comments.

Article 9.3. MarinaReservation.com shall make all necessary efforts to exclude the obscene comments, as well as those making a direct reference to the name of a person.

Article 9.4. Nonetheless, the Marina understands and accepts that MarinaReservation.com has no obligation to edit these comments.

Article 9.5. MarinaReservation.com shall not have and shall not accept any responsibility for the content, as well as for the effects ( of the publication and of the distribution) of these comments.


10. Confidentiality

Article 10.1. Confidential information means any information or documents sent to the Marina by MarinaReservation.com in writing, orally or in any form whatsoever, before or after the date of this contract, directly or indirectly, subject to the confidentiality obligation described in this contract.

Article 10.2. The confidential information includes, but is not limited to products, operations, procedures, plans, intentions, expertise, market or business opportunities, ideas, concepts, business plans, inventions, discoveries, formulas, processes, models, specifications, drawings, prototypes, samples, improvements, evolutions, applications, security mechanisms, files, network, software, databases, data concerning the engineering, the manufacture and the marketing, name customer, trademarks, commercial names, commercial secrets which are or can be patented, registered or otherwise publicly protected, plus any banking, commercial, financial, technical or strategical information.

Article.10.3. The Parties acknowledge and agree that the information sent in writing to the Marina, by electronic mail or in any other form (including verbally) shall be considered as confidential information under this contract, regardless of the information being clearly marked ”confidential” or of the information being confidential by their nature.

Article 10.4. The Marina shall not disclose the confidential information to any person, shall not exploit or use the the confidential information for other purposes than those limitedly set out under this contract, without the prior written agreement of MarinaReservation.com

Article 10.5. Only if necessary for achieving the goal for which the confidential information was disclosed, the Marina will make available the confidential information to its employees or to the employees 100% members of the group, who shall be adequately informed of the subsequent confidentiality obligation included in this contract.

Article 10.6. In this case, the Marina shall ensure that any employee who becomes aware of any confidential information shall comply with the provisions of this contract, as if that person was a part to it.

Article 10.7. Thus, the Marina acknowledges and agrees that it shall be responsible for any breach of this contract, caused by the action of any of its employees, irrespective of whether he recognised the provisions of this contract, and it undertakes that it shall not use any confidential information otherwise than according to this contract, without disclosing any confidential information to any third party or allowing any third party to act or use any confidential information.

Article 10.8. The Marina shall take all organisational, technical, logistics, physical measures and other measures for maintaining the confidentiality of the confidential information, including when the encryption of the confidential information on an used support is necessary.

Article 10.9. The Marina shall not make copies of the tangible confidential information and shall return all confidential information to MarinaReservation.com at the end of this contract or shall destroy the confidential information, if MarinaReservation so requires, and shall certify in writing, at Marina's request, that all documents were properly destroyed or returned.

Article 10.10. All confidential information remains the property of MarinaReservation.com and the receiving party shall not acquire any right or title, licence to use or the intellectual property rights on any confidential information.

Article 10.11. The parties recognize that the unauthorised disclosure or the use of the confidential information could cause an irreparable harm and a significant damage to the party disclosing the confidential information.

Article 10.12. In the case of unauthorised disclosure, MarinaReservation.com has the right to require and obtain promptly and without the intervention of the court the compensation for the damage caused following the disclosure of the confidential information by the Marina, damage which shall be quantified at the moment of its occurrence and which shall include the loss of earnings.

Article 10.13. The obligations described in this chapter do not apply to information in relation to which the Marina can provide documentary evidence that: 
 a. the information was known by it before such information was disclosed by MarinaReservation.com;
b. the information is or becomes subsequently (otherwise than by breaching the confidentiality under this agreement) accesible to the public;
c. the information is received by the Marina from a third party without restrictions regarding the disclosure;
d. the information must be disclosed according to the laws in force.

Article 10. 14. The parties shall make reasonable efforts from a comercial point of view in order to safely maintain the confidentiality and the intimacy of the data on the customers and to protect it from the unauthorised use or release.


11. Legal liability

Article 11.1. Each of the parties to this contract assumes the correlative obligation to pay damages or compensation to the other party to which it causes any harm as a result of the breach of the obligations assumed.

Article 11.2. Each of the parties to this contract assumes the correlative obligation to pay damages or compensation to the other party if it violates the intellectual property right of that party, except for the limitations to these violations provided for in this contract.

Article 11.3. The Marina assumes the obligation to compensate MarinaReservation.com if the latter is harmed as a result of the erroneous or inaccurate information made available by the Marina and brought to the attention of the customers through the platform.

Article 11.4. The Marina undertakes to compensate the customers in the case of overbookings and cancellations, under the conditions laid down in Chapter 5 - Other general responsibilities.

Article 11.5. The Marina undertakes to bear the legal consequences in the case of violation of the Articles of the Chapters 4,5,6 of this contract, as well as to compensate MarinaReservation.com if, following the violation by the Marina of the obligations contained in the above mentioned clauses, Marina Reservation.com bears any financial or other consequence.


12. Legal liability - disclaimers and limitations

Article 12.1. MarinaReservation.com shall not be responsible neither for the competences and the abilities of the Marina to access or to use the Extranet, nor for the failures generated by the problems that can arise in relation to the use of the extranet.

Article 12.2. MarinaReservation shall offer the necessary online support, so that the problems reported by the Marina are remedied, whenever possible.

Article 12.3. Even though it is a secured platform, MarinaReservation.com, does not assume any responsibility for the malfunctions caused by viruses or other defects which may occur in its security system. However, Marina Reservation shall make all necessary efforts to remedy these malfunctions and to replace in normal service the platform in the shortest possible time,

Article 12.4. All of the content, the products, the services, the information, the texts and the related graphics on the extranet or available through it are made available as such.

Article 12.5. MarinaReservation.com does not claim and does not guarantee in any way, explicitly or implicitly, the operation of the extranet or of the information, the content or the materials included on it, and, to the greatest extent in accordance with the applicable law, MarinaReservation.com denies any declaration, condition or guarantee of this kind, whether express or implied, including, but not limited to the implied conditions or warranties regarding the merchantability or the effectiveness, the informational content, the property or the non - violation of the rights by third persons.

Article 12.6 MarinaReservation.com does not guarantee and does not claim that the platforms, the service or the extranet will operate without error or uninterruptedly, that the defects will be corrected or that the website and/or its servers do not contain viruses and/or other dangerous components.

Article 12.7. MarinaReservation.com is not responsible for any defect resulting from errors of the server, transmissions incorrectly performed or redirected, interrupted internet connections, interruptions of the transmission of the booking confirmations, for any computer virus or other technical or human defect.

Article 12.8. In so far as it is permitted by law, Marinareservation.com shall be in no way liable to any person or entity for any kind of damage, direct or indirect, of any nature, or for any damage or loss, including, but not limited to (those caused by, where relevant): (i) the loss of production, loss of profit, loss of income, loss of contracts, loss of or damage to the goodwill or to the reputation, loss of some claims, business interruption, loss of information or other intangible losses; (ii) the incapacity of the Marina to use, the unauthorized use, the delay in the operation or the failure to operate of the platforms, of the service and/or of the extranet; (iii) the unauthorized access or the counterfeiting of the personal information or of the transmissions; (iv) the provision or the incapacity to provide a service, including the services received or the products offered by the marina, the (partial) cancellations or the overbookings; (v) the errors or the inaccuracies on the website or any other information, including, but not limited to the information (descriptive) - including the pricing, the availability and the tariffs - that the marina makes available on the site, the software, the products, the services and the related graphics obtained through the website; (vi) any transaction carried out through the platforms, the service or the extranet; (vii) any damage to the property, including the damage to the Marina' computer or system, as a result of some viruses or of other dangerous components, in the course of or as a result of the access to or of the use of the platforms, of the service or of the extranet or of any website for which we make available hyperlinks; or (viii) the damages resulting from the use of the platforms, of the service or of the extranet, from any use, delay or incapacity to use the platforms, the service or the extranet or any information, product or service obtained on them; or (ix) any (personal) damage, death, property damage or other damages resulting from the fault of the marina (of the employees, managers, officers, agents, representatives or affiliated companies) (x) any damage caused by a force majeure event.

Article 12.9. By force majeure we understand any of the following events affecting more customers and more Marinas: unforeseeable circumstances, volcanic eruptions, disasters, fires, wars, hostilities or any other local or national state of emergency, invasions, the compliance with any orders or requests from any national, provincial, port authorities or other public authorities, government rules or interventions, military actions, civil war or terrorism, explosions (biological, chemical or nuclear), rebellions, riots, insurrections, civil disorder, the reduction or the interruption of the means of transport, the closing of the airports or any other exceptional or catastrophic event, circumstance or emergency as a result of which the stay of the customer at the berth becomes impossible or illegal.

Article 12.10. The limitation of liability shall apply regardless of the form of the court action, whether this is based on contractual liability, tort liability, negligence, strict liability or otherwise, and even if a covered party has been informed on the possible occurrence of certain damages.


13. Benefits offered to the employees

Article 13.1. The Marina undertakes to take all necessary and reasonable measures to prevent the acts of corruption.

Article 13.2. Consequently, the Marina shall not offer, promise or allow, nor have a third party promise, offer or allow, through its employees, executive management or third parties, benefits or other advantages (such as money, gifts, etc. ) to the employees or to the executive management of MarinaReservation.com or to their representatives, including the relatives or other persons closely related to them.


14. Cessation of contract

Article 14.1. This Agreement is concluded for an indefinite period.

Article 14.2. Either Party may unilaterally terminate this contract, with a prior notice period of 14 (fourteen) working days. The working days shall be those applicable on the territory of Romania, as determined by the Government in this respect.

Article 14.3. Such notice must take the form of a written notice, to be communicated to the other party.

Article 14.4. The 14 (fourteen) working days period starts from the date of the receipt of the written notification by the party to whom such notice is addressed.

Article 14.5. Either party has the right to terminate immediately the contract and without carrying out any prior formalities if the other party manifestly breaches the obligations assumed under this contract.

Article 14.6. After the date of expiry of the contract, all outstanding liabilities shall become immediately due and payable.


15. Notifications

Article 15.1. The Parties undertake to notify each other of any change concerning the seat, the sole registration code, the registration number with the Trade Register, the bank account, the phone numbers, the fax, the email addresses, the contact persons, the legal representatives or any other essential elements related to their identification.

Article 15.2. All notifications, announcements, communications between the parties shall be made in writing, by fax, e-mail, or any other means of communication agreed by the parties as being convenient and efficient in the relations between them.

Article 15.3. Such notifications shall be regarded as having been transmitted:
a.    If they are delivered by hand, on the date of the delivery;
b.    If they are transmitted by fax, on the date mentioned on the proof of transmission;
c.    If they are transmitted via e-mail, on the date of the transmission.

Article 15.4. Verbal notifications shall not be valid unless they are confirmed by both parties.


16. Whole agreement

Article 16.1. This contract constitutes the entire agreement of the parties on its subject and supersedes all previous communications between the parties, written and oral, including the proposals, the previous negotiations, the conventions, the engagements, the declarations, the guarantees and the certifications, express or implied, but not being limited to these ones.

17.  Partial nullity

Article 17.1. If any of the provisions of the contract is or will become illegal, invalid or inapplicable, or to the extent that its illegality, the nullity or the inapplicability will not affect or prejudice the legality, the validity or the applicability of any other provision of this contract, any other contractual provisions shall continue to produce effects.

Article 17.2. To the extent that it is legal and allowed, and on the basis of the agreement of the parties, any illegal, null or inapplicable provision shall be replaced by a valid provision, which will implement the commercial purpose of the illegal, null or inapplicable provision.


18.  Remedies and non - waiver of rights

Article 18. 1. No tolerance granted by one party to the other shall be interpreted as a waiver of any remedy that is available to that party and the waiver of the remedies related to the infringement shall not be interpreted as a waiver of any rights or remedies in respect of any future infringement.

Article 18.2. Late exercise of a right under this contract shall not be considered as a waiver of this right.

Article 18. 3. The remedies provided for in this contract shall be cumulative and shall not exclude other remedies laid down by the legislation in force.


19. Assignment

Article 19.1. Without the prior written consent of MarinaReservation.com, the Marina may not assign or transfer this contract or any of its rights or obligations arising out this contract to any other entity or person.


20. Legislation, jurisdiction and litigation

Article 20.1. These terms and conditions shall be governed by Romanian law.

Article 20.2. The Parties shall seek to solve amicably any dispute arising out of or in connection with this contract, on the basis of the mutual understanding.

Article 20.3. Any such dispute, controversy or claim, including, but not being limited to, concerning the conclusion, the validity, the effects in respect of third parties, the interpretation, the performance, the breach or the termination thereof, as well as any other non-contractual claims, which cannot settled on the basis of mutual understanding, shall be brought before the competent Romanian courts in Bucharest, of the seat of MarinaReservation.com .


MarinaReservation.com,                                                                                            Marina,
By legal representative,                                                                                              By legal representative,


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