Commercial Agreement
Between Tour Operator and Bluesky Strategies LLC DBA Tourcracker LLC
This Agreement is entered into between Bluesky Strategies LLC DBA Tour Cracker LLC (Tax ID 99-1314464), represented by its authorized representatives (hereinafter referred to as "Tour Cracker"), and the Tour Operator (hereinafter referred to as the "Tour Operator"), who accepts this Agreement by accessing or utilizing the Tour Cracker platform.
1. Purpose of the Agreement:
1.1. The purpose of this Agreement is to establish the terms and conditions under which the Tour Operator will promote and distribute its activities through the platform provided by Tour Cracker.
1.2. Tour Cracker agrees to facilitate access to its global platform, allowing the Tour Operator to list, promote, and manage reservations for activities, tours, transfers, excursions, and other services worldwide.
1.3. The Tour Operator will provide Tour Cracker with a detailed file for each activity, including:
Activity Name.
Short and long descriptions.
Inclusions and exclusions.
Pricing details for adults, children, and seniors.
A minimum 20% markup for commissions.
1.4. Descriptions must be provided in English, Spanish, and Portuguese. If translations are unavailable, Tour Cracker will provide translation services at no additional cost, provided this need is communicated when submitting the information.
1.5. The Tour Operator shall supply all necessary promotional materials, such as photos, videos, and other content, to facilitate marketing efforts.
2. Obligations of the Tour Operator:
2.1. The Tour Operator agrees to:
Ensure all information submitted to Tour Cracker is accurate and updated.
Deliver high-quality service to customers as described in the activity listing. In cases where the confirmed service cannot be provided, the Tour Operator must offer an equal or superior alternative.
Operate on a "freesale" basis with evergreen rates. Evergreen rates mean the rates published remain valid for future bookings unless updated rates are provided in writing.
Designate a dedicated support phone number and email address to receive and manage reservations from Tour Cracker.
2.2. The Tour Operator shall issue a detailed monthly invoice at the start of each month for the services provided in the preceding month. The invoice must include:
A breakdown of completed bookings.
The total amount payable.
2.3. Payments for services will be processed by Tour Cracker within 15 to 20 business days from the receipt of the invoice. Payments will be made to the bank account specified via email communication for security reasons.
3. Obligations of Tour Cracker:
3.1. Tour Cracker agrees to:
Promote the Tour Operator activities to all their associates, business partners, and third-party platforms.
Offer support with translations for activity descriptions when necessary.
Ensure the platform’s functionality and communicate any updates or changes affecting bookings.
Facilitate marketing by using the promotional materials provided by the Tour Operator.
3.2. Tour Cracker will ensure that all bookings are confirmed only upon full payment by the client or the Tour Operator, as applicable.
4. Commission and Payment Terms:
4.1. The Tour Operator agrees to apply a minimum 20% markup on the listed prices to allow for commission payments to Tour Cracker.
4.2. Tour Cracker will retain the agreed commission from each confirmed booking before remitting the balance to the Tour Operator.
4.3. Payments for completed bookings will be processed monthly as outlined in Section 2.3.
5. Independent Contractor Relationship:
5.1. This Agreement does not establish any employment relationship, joint venture, or partnership between the parties. Each party remains an independent contractor responsible for its own obligations and operations.
6. Force Majeure:
6.1. Neither party shall be held liable for failure to fulfill its obligations under this Agreement due to unforeseen events beyond their reasonable control, such as acts of God, government actions, or natural disasters.
7. Term and Termination:
7.1. This Agreement is valid for one (1) year from the date of acceptance and will automatically renew for subsequent one-year terms unless either party provides written notice of termination at least 30 days before the end of the current term.
7.2. Upon termination, any outstanding commissions or payments will be settled within 30 business days, and the Tour Operator’s access to the platform will be restricted to managing pending bookings.
8. Governing Law and Jurisdiction:
8.1. This Agreement is governed by the laws of the State of Florida, USA, with Miami as the designated place of jurisdiction.
9. Confidentiality:
9.1. Both parties agree to maintain the confidentiality of all information shared under this Agreement, except where disclosure is required by law.
10. Communication and Security:
10.1. Upon acceptance of this Agreement, Tour Cracker will contact the Tour Operator via the email address provided during registration to confirm login credentials and share payment and bank details. For confidentiality and security reasons, this information will not be included in this Agreement or shared publicly.
Acceptance of Terms:
By accessing or utilizing the Tour Cracker platform, the Tour Operator acknowledges and agrees to the terms outlined in this Agreement. Tour Cracker reserves the right to update or modify these terms at any time, with notification provided via email or platform announcement.