This agreement (“Agreement”) binds you or the entity you represent (“you”) if are a provider of tours, tickets, activities, entertainment transportation and/or other goods and/or services and you use the Pixo Booking Software. This Agreement contains the terms and conditions that govern your access to and use of the Pixo Booking Software and Services and is made between Visda Pty Ltd trading as Pixo Booking and you. This Agreement commences on the Commencement Date or the Account Opening Date using the sign-up foam in pixobooking.com. You represent that you are legally entitled and able to enter into this Agreement and, where you are signing up on behalf of another legal entity, that you have the legal authority to bind that entity.
Pixo Booking provides online booking software for tour and activity bookings. The software has web based front end for online booking and web-based backend for booking and software management, inventory management, customer booking management, sales and agent software, its website, help resources, user interfaces, user manuals and documentation, Intellectual Property rights, in object code form and any related technology as updated from time to time (“Pixo Booking Software”) to its customers.
Pixo Booking has developed the online booking system that can be accessed through the web and its mobile app, which it makes available to subscribers via the internet on a subscription basis.
The Customer wishes to use the Pixo Booking - Service in its internal & external business operations.
Pixo Booking has agreed to provide and the Customer has agreed to subscribe to and pay for Pixo Bookings service subject to the terms and conditions of this Agreement.
Upon entering into this Agreement, we grant you a limited, revocable, non-transferable and non-exclusive licence to access and use the Pixo Booking Software only in accordance with this Agreement and for the purpose of:
(a) managing your bookings, data or inventory;
(b) managing your customer and Agent database; and
(c) processing electronic bookings by your Online users / Customers / Agents , subject to the terms and conditions of this Agreement.
Customer/ Entity acknowledges and agrees that Pixo Booking and/or its licensors own all Intellectual Property Rights in the Software, Services and Pixo Booking Data. Except as expressly stated herein, this Agreement does not grant Customer any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Software, Maintenance Releases, Services or Pixo Booking data.
Other than the use of the Pixo Booking Software, you must not use any application, program, software, Intellectual Property or any other service that has a function materially similar to the Pixo Booking Software (whether in whole or in part) during the term of this Agreement.
Your rights in the Pixo Booking Software are limited to those expressly granted in this Agreement. We reserves all rights and licences in and in relation to the Pixo Booking Software not expressly granted hereunder. As between us and you, the Application (and all copies thereof) and all Intellectual Property rights therein or relating thereto, must remain the exclusive property of Pixo Booking or its licensors.
If you use the Agent account services provided by Pixo Booking, the terms of the Agent Agreement apply to you in respect of the Agent account services and govern that arrangement.
To access the Pixo Booking Software you must register with us by creating an account on our website (apps.pixoboking.com). You will then be required to activate Your Account by providing us with your credit card details and any other details required by us.
If you are entitled to a 14 days free trial, you do not need to activate Your Account at the time of registration but must activate Your Account prior to the end of the trial. If you do not activate Your Account before the trial ends, we have the right to terminate your access to Your Account and the Services and Pixo Booking will not be liable for any loss of data because of inactivation.
Once you have registered, we will provide you with a username and password. You are responsible for the security of your password and all activity on Your Account (whether or not undertaken by you) and must ensure that there is no unauthorised access to Your Account.
Pixo Booking will use firewalls and other technology generally used in the trade to prevent unauthorised third-party access to its computer systems storing Your Account data as well as available encryption technology generally used in the trade to prevent unauthorised third-party access. Notwithstanding the foregoing, Pixo Booking is not be liable to you in the event that its use of firewalls and other technology generally used in the trade fails to prevent unauthorised third-party access to Your Account data or its website generally or its use of encryption technology generally used in the trade fails to prevent unauthorised third-party access.
You must ensure that all data uploaded by you using Your Account is true, correct, accurate and up to date at all times.
Pixo Booking shall provide the Services during the Subscription Term in accordance with the terms set out in this Agreement.
Subject to the Customer purchasing the User Subscription(s), the restrictions set out in this clause 2 and the terms and conditions of this Agreement, Pixo Booking hereby grants to the Customer a non-exclusive, non-transferable right to permit the Authorised Users to use the Services during the Subscription Term.
In relation to the Authorised Users, Customer undertakes that:
You agree not to allow access to or use of the Pixo Booking software by anyone other than you and your representatives;
facilitates illegal activity; or
in a manner that is otherwise illegal or causes damage or injury to any person or property; and Pixo Booking reserves the right, without liability or prejudice to its other rights to Customer, to disable Customer's access to any material that
breaches the provisions of this clause.
Customer shall not:
You are responsible for:
Pixo Booking may from time to time and in our sole discretion, release modifications or upgrades to the Pixo Booking Software but are under no obligation to do so. You consent to us modifying or upgrading the Pixo Booking Software without your knowledge.
You acknowledge that from time to time we may be required to undertake scheduled or unscheduled maintenance and this may cause interruptions to the Services. You may not be able to process bookings using the Pixo Booking Software during this time or otherwise access our website. Where practicable we will provide you with at least 2 days’ notice in respect of any scheduled maintenance period or upgrade. Any general maintenance periods will be specified on our website.
Pixo Booking does not warrant or guarantee:
You have to activate your account after the free trial period with the selected plan of your choice
If you have elected to pay monthly, payment of all fixed monthly Service Charges are payable in advance on the Due Date. All Usage Charges are payable monthly in arrears. We will issue you with a tax invoice you for the charges on a monthly basis.
If you have elected to pay annually in advance, an amount equal to the Service Charges for a 12 month period is payable upon entry into this Agreement. All Usage Charges are payable monthly in arrears. We will invoice you for the initial 12 month payment and will issue further invoices as necessary in respect of any Usage Charges.
You authorise us to debit all amount payable under this Agreement from your bank account using the credit card details associated with your Pixo Booking software account.
All fees and charges quoted are exclusive of GST, VAT, withholding tax and any other applicable taxes or duties. You are liable for any applicable taxes, rate, levy, impost, duty, interest, penalty, fine or other expense in relation to the Services and the amounts paid to you in respect of the Services.
All charges paid to Pixo Booking by you are non-refundable in all circumstances, including but not limited to any Service Charges paid in advance.
We may suspend your access to the Services and/or Your Account if we determine, acting reasonably:
Notwithstanding any other clause of this Agreement, Pixo Booking may terminate this Agreement (and your access to the Pixo Booking Software) by notice to you with immediate effect if:
This Agreement shall commence on the Effective Date and shall continue for the Initial Subscription Term. Thereafter, unless stated to the contrary in a separate contract, this Agreement automatically renews for successive periods, unless either party terminates with thirty (30) days written notice prior to the end of the Initial Subscription Term or relevant Renewal Period or otherwise terminates in accordance with the provisions of this Agreement. The Initial Subscription Term together with any subsequent Renewal Periods shall constitute the " Subscription Term". Without a Renewal Period in place, Customer's access and use of the Service shall automatically terminate.
Without prejudice to any other rights or remedies to which the parties may be entitled, either upon written notice if the other party:
is in material breach of any of its obligations under this Agreement and, in the case of a breach which is capable of remedy, fails to remedy such breach within thirty (30) days following notice of the breach; or
voluntarily files a petition under bankruptcy or insolvency law; shall have a receiver or administrative receiver appointed over it or any of its assets; or if the other party shall become subject to an administration order or shall enter into any voluntary arrangement with its creditors or shall cease or threaten to cease to carry on business; or is subject to any analogous event or proceeding in any applicable jurisdiction.
On termination of this Agreement for any reason:
Notwithstanding any other provision of the Agreement, you are liable to us, our affiliates and licensors (including each of their directors, employees, agents, and representatives) for and indemnify us against any loss, damage, claim, proceeding and cost (including all legal costs on an indemnity basis), including as a result of any third-party claim against Pixo Booking , arising out of or directly or indirectly connected with:
(a) the use or attempted use of the Pixo Booking Software or Services;
(b) Your Content, including any claim involving alleged infringement or misappropriation of third-party rights in Your Content or the use, development, advertising or marketing of Your Content; and
(c) any breach of this Agreement.
Notwithstanding any other clause of this Agreement, neither party will be liable to the other party for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond that party’s reasonable control, including acts of God, systemic electrical, telecommunications or other utility failures, earthquakes, storms or other elements of nature, embargos, riots, acts or orders of government, acts of terrorism or war (Force Majeure Event).
Each party’s obligations to the other party will be suspended to the extent of the Force Majeure Event, other than your payment obligations contained in clause 8. If a Force Majeure Event prevents a party from discharging its obligations under this Agreement for a period exceeding 60 days, the other party may terminate this Agreement by providing 30 days written notice.
In this Agreement, unless the context otherwise requires:
“Commencement Date” means the earlier of the date that you accept the terms and conditions of this Agreement or the date that you start using the Services.
“Due Date” means each monthly anniversary of the Commencement Date, unless your Commencement Date falls on the 28th to the 31st of a calendar month, in which case your anniversary will be the last day of each subsequent month.
“GST” means any applicable goods and services tax or any similar tax.
“Intellectual Property” means any invention, designs, copyrights, data, know-how, concepts, ideas, process, patents, patent rights, copyrights, trade secrets, trademarks, trade names, service marks and other intellectual property embodied therein and all applications and rights to apply for registration or protection rights pertaining thereto.
“Pixo Booking ” (“we”, “us” or “our”) means Pixo Booking ABN 99 160 340 045 and includes Pixo Booking employees or contractors.
“Services” means the Services provided by Pixo Booking to you, which may include but is not limited to access to the Pixobooking Software .
“Your Account” means the online Pixo Booking account you create to access the Pixo Booking Software.
“Your Content” means any software, data, text, audio, video, images or other materials uploaded onto the Pixo Booking software using Your Account, or otherwise processed, used or stored in connection with Your Account.