GENERAL TERMS OF SERVICE AGREEMENT
General terms for DAYROOMSTAY.com
DAYROOMSTAY.com is a DBA of EZHOSPITALITY Management LLC registered in Florida Located 2440 west state road 84 Fort Lauderdale Florida 33312.
(hereinafter referred to as «DAYROOMSTAY») is the provider of a system of online reservations for online hotels
thanks to which the hotels participating authorized to propose online their available rooms and the
«clients» to make reservations for said rooms with said hotels (hereinafter referred to as «the Service»)
DAYROOMSTAY exploits its internet website, which is its property.
www.DAYROOMSTAY.com’s particularity is to offer definite daily accommodation services for several
DAYROOMSTAY is allowed to disclose on its Internet website information relative to the participating hotels in
order to allow visitors of said website to make a reservation online for the hotel.
The visitor defines, depending on one or several criteria, a list of one or several available hotels. Depending on the «availability» or the «non availability» (see paragraph n°6) of each hotel, the visitor will select a hotel corresponding to its search. Once the visitor has filled the information, DAYROOMSTAY sends a confirmation of reservation email to the hotel, as well as a text message of confirmation to the client, to which he has to answer in a limited time. The client thus has a room booked in his chosen hotel at the date and for the time defined in exchange of the payment of the corresponding amount due to the hotel owner including the DAYROOMSTAY commission (see paragraph 7).
Information on the hotel:
The hotel has to provide DAYROOMSTAY with any information that has to appear on the Internet website, including, but not exclusively: - The number of rooms available each day for sale on www.DAYROOMSTAY.com - The hours for the rooms available for sale each day on www.DAYROOMSTAY.com - The rate for each room available for sale each day on www.DAYROOMSTAY.com The hotel commits itself to feature, to the extent it decides, the promotion of additional services, such as the restaurant menu, the room service menu, the Spa services, in order for www.DAYROOMSTAY.com to indicate to the client the precision and rates. The information on the Hotel must be given to DAYROOMSTAY according to the standards and formats fixed by www.DAYROOMSTAY.com. The hotel commits itself to offer the most competitive rate that is the same or lower than any other Similar website accessible by the public.
Claims and liabilities:
The Hotel must compensate DAYROOMSTAY for any claim imputed to DAYROOMSTAY or any other claim linked to the
Services provided by the Hotel, and for any claim resulting from any (rumored) counterfeiting of the rights of intellectual property (including, for example, the photographic elements provided by the Hotel). The Hotel must handle the claims made by the Clients, without DAYROOMSTAY’s mediation. DAYROOMSTAY declines any responsibility for any (temporary) failure in the activity of its Internet website.
Direct references, translations, and use of the Hotel information:
The Hotel is not authorized to feature on the www.DAYROOMSTAY.com website its phone numbers or other references allowing a direct contact with the Hotel or its Internet websites. Likewise, no Internet website can be indicated, nor any reference to hyperlinks towards any of the Hotel’s Internet websites or towards a third party. Hereby, the Hotel gives proxy to DAYROOMSTAY to translate its Information on the Hotel into other languages, and condense or standardize said information on behalf of the Hotel. Once the translation of the Information on the Hotel is done by DAYROOMSTAY, said translation, regardless of the language, remains DAYROOMSTAY’s intellectual property, and can, by no means and in no way be used by the Hotel without DAYROOMSTAY’s written authorization. DAYROOMSTAY reserves the right to remove or adapt all or parts of said information that could be proved erroneous, misleading, offensive, libelous or contrary to morality.
Online Hotel reservations, Authorization by the Hotel:
Hotel Information featured on the Internet website, DAYROOMSTAY offers its website’s visitors (“the clients”) the possibility to make a reservation for a room, for a defined time and, if necessary, for other Services offered by the Hotel (through which the Internet website’s visitor becomes the “Client”). The reservation made through the Internet website generates a direct Agreement between the Hotel and the client (“the Accommodation Agreement”). To a necessary extent, the Hotel explicitly authorizes DAYROOMSTAY to settle in its name Accommodation Agreements resulting from online Hotel reservations for the Hotel made by clients through the Internet website. The Hotel must accept a client as a contracting party, and to handle the online reservation in respect of the Hotel Information as it is featured on the Internet website at the time when said reservation was made, including any additional information or wish explicitly expressed by the client. The Hotel is not authorized to cancel an online reservation, except for the situation described in the paragraph 9 below. The Hotel receives a confirmation email and or Text for each reservation made through www.DAYROOMSTAY.com. DAYROOMSTAY is not responsible for the accuracy of the Information, or for the payment obligations of the client's relative to their online reservation. 6. Availability and Unavailability: The Hotel commits itself to make a minimum number of rooms available, as indicated in detail in the Hotel Agreement, which can be booked by clients on the Internet website. The Hotel is featured every day of the year on the Internet website www.DAYROOMSTAY.com. It naturally appears as “available”, but can also become “unavailable” depending on the following criterions: - Date or day of the week on which the Hotel does not wish to put rooms on sale on the Internet website www.DAYROOMSTAY.com. - Number of rooms put for sale by the Hotel on www.DAYROOMSTAY.com already booked.
Rate parity guarantee:
The Hotel guarantees DAYROOMSTAY that the rate announced on the Internet website corresponds to the best available rate for an equivalent stay, and that best rates cannot be obtained through a Client’s direct reservation with the Hotel or a third party, or another medium.
The Hotel pays DAYROOMSTAY a “commission”, based on a percentage of the sales for the rooms actually sold, as well as “other elements”, such as mentioned by the Hotel on the Internet websites, except in the case of a cancellation coming from a client. The commission percentage is agreed on in a distinct agreement between DAYROOMSTAY and the Hotel, referred to as the “Hotel Agreement”. To be granted a higher position in the classification, the Hotel can unilaterally increase the commission percentage and the rooms’ availability, which results in an Agreement amendment.
Online reservations statement,
The Extranet indicates the details of all the Hotel reservations made by the Internet website DAYROOMSTAY and the corresponding commission. In the first 5 days of each month, an “Online reservations statement” is sent to the Hotel. It sums up the reservations of all the clients whose checkout date was made during the previous month. The commission is due monthly. The Hotel consults said Reservations statement sent by DAYROOMSTAY, and confirms its accuracy, or updates it if necessary, depending on eventual modifications or cancellations of reservations, or any no show (collectively referred to as “Modification” or “Modifications”). Such confirmation and all modifications must be made during the 7 days following the 1th day of the month (“the Expiration date”). The Online Reservations statements that are not confirmed before the Expiration date are reputed tacitly accepted by and for both parties. DAYROOMSTAY reserves the right to refuse the modifications and to charge the Hotel for the adjustments resulting from invoices already sent, as explained in paragraph 10 below.
Invoices and payments:
The Invoices are established according to the Online reservations statement including the eventual modifications made before the Expiration date. The Invoices are treated on a monthly basis and sent to the Hotel through the mail or an email. The Hotel must pay the invoice amount within 10 days based on the invoice dates. Payment must be made in accordance with the instructions featured on the invoice. On principle, considering that the Hotel has already confirmed the commission amount due to DAYROOMSTAY during the validation of the Online Reservations statement, the payment of the said invoice is always made by check or a credit card or wire to the bank statements mentioned on the invoice. In case of a payment delay, DAYROOMSTAY has the right to claim interests, to suspend the services in virtue of the Agreement, and to require from the Hotel the providing of a bank caution or any other kind of financial security. DAYROOMSTAY also has the right to terminate the Agreement effective immediately in case of systematic delay in the payment of the invoices.
DAYROOMSTAY, to ensure its accuracy, controls the modifications made to the Online Reservations Statement by the Hotel. To that purpose, DAYROOMSTAY has the right to use comments coming from the clients. If the control reveals frequent erroneous declarations resulting in damages for DAYROOMSTAY, or a systematically high number of modifications made by the Hotel. DAYROOMSTAY keeps the right to refuse any modification that seems unjustified and to unilaterally terminate the Agreement, effective immediately.
The order in which the Hotels are listed on the Internet website (referred to as “Classification”) is determined unilaterally by DAYROOMSTAY. This classification is automated and based on a number of criteria including, non-exhaustively, the actual commission percentage to pay by the Hotel, the minimum availability indicated by the Hotel, the Hotel “conversion” rate (that is to say the number of reservations compared to the number of visits on the Hotel page on the Internet website) the sales made by the Hotel, the number of cancellations and the collection of the payments due by the Hotel. The Hotel has the possibility to affect its own classification favorably by increasing the commission percentage and/or the number of available rooms, which will result in an Agreement amendment.
Length and Termination:
At the reception by DAYROOMSTAY of the Hotel’s registration form and of a copy duly signed of the Hotel Agreement, DAYROOMSTAY proceeds to the examination of the Hotel’s registration form in preparation for its participation to the Service. Once DAYROOMSTAY validates the Hotel’s participation to the Service, the present Agreement starts, based on the date of issue of the acceptation email sent to the Hotel by DAYROOMSTAY. Said Agreement is closed for a 24 months length, or until termination by one or the other parties, in accordance with the arrangements here below. The Hotel and DAYROOMSTAY can terminate the present Agreement at any moment and without motive, under the condition of the respect of a notice period of at least 1 month, which should be sent in writing. DAYROOMSTAY is authorized to terminate the Agreement or to cancel the Hotel’s use of the Service effective immediately and without notice, in case of a substantial violation by the Hotel of all or part of one or several clauses of said Agreement (for example, payment delay, insolvency, failure to respect the rate guarantee, providing of erroneous information or reception by DAYROOMSTAY of an important number of claims from clients). Once the termination of the Agreement is confirmed, the Hotel keeps on honoring all the reservations completed on the Internet website www.DAYROOMSTAY.com and due before the termination date, whether the Client’s check-out date is made before or after the termination date, and must pay DAYROOMSTAY any commission due increased if necessary, with interests and fees said reasonably.
This document constitutes the version of the General Service Terms DAYROOMSTAY can from time to time alter said Terms. In this precise case, DAYROOMSTAY sends the Hotel an amendment to the Agreement stipulating the condition(s) altered, removed or added, which must be actually accepted and duly signed by the Hotel. The modifications are effective the latest one completed month after the date they were sent, as attested by date on postmark form the issuing country (referred to as “the Deadline”). Without reaction from the Hotel before said set Deadline, DAYROOMSTAY considers the amendment as tacitly accepted in accordance with the use of the Service by the Hotel. If the hotel does not want to be required to respect the reputed altered Conditions, the Hotel can terminate the Agreement in accordance with paragraph 12 above.
By no means should one or the other party be held responsible for direct, indirect, special, accidental or consecutive damages or other economic losses whether such damages or losses are supposedly caused by the criminal conduct or the termination of the Agreement or else, even if the other party has been informed of the possibility of such damages. The maximal responsibility of one or the other party towards the other, overall, for all the claims made against this other party in violation of the Agreement will not exceed fifty percent of the Commission due by the Hotel to DAYROOMSTAY (if necessary), in virtue of the present Agreement in the period of one year preceding any claim.
This Agreement shall be governed by and shall be construed in accordance with the laws of the State of Florida. Broward County
CAPTIONS AND SECTION NUMBERS.
The captions, section numbers and paragraph numbers appearing in this Agreement are inserted only as a matter of convenience and in no way shall be construed as defining or limiting the scope or intent of the provisions of this Agreement nor in any way affect this Agreement.
If any term, covenant or condition of this Agreement or the application thereof to any party or circumstance shall, to any extent, be found invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to parties or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and enforced to the fullest extent permitted by law.
Any notice, request, demand or other communication required or permitted hereunder shall be deemed to have been properly given when deposited as Certified Mail with the United States Postal Service, Return Receipt Requested.
WAIVER OF TRIAL BY JURY. HOTEL AND OPERATOR HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY AND ALL RIGHTS WHICH EITHER MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER ON ANY MATTERS WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, OR ANY COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN OR ACTIONS OF AND/OR HOTEL). ANY DISPUTES ARISING OUT OF THIS AGREEMENT SHALL BE RESOLVED BY BINDING ARBITRATION IN THE INTEREST OF EXPEDIENCY.
There are no understandings between the parties that are not contained in this Agreement. This Agreement supersedes and cancels all previous contracts, arrangements or understandings that exist or may have existed between the parties, but does not affect any rights that may have accrued or may accrue to either party hereunder