Terms

This document sets out the terms and conditions of Veenus Limited's (“Veenus”) contract with you being the Experience Provider.

INTERPRETATIONS AND DEFINITIONS

• “Veenus”, “our”, “we” and “us” refer to Veenus Limited.
• “You”, “your”, “Attraction”, “Experience provider” refer to you as the Attraction provider.
• “Platform”, “Veenus platform”, “Vega” refer to the Veenus Vega Software Website Platform.
• “Clients” and “Travel Partners” refer to Veenus Clients.
• “Guests” refers to the visitors booked through Veenus Ltd. to visit your Attraction.
• “Contract” refers to the contract for the sale and purchase of the Services provided by You.
• Any additional services booked by Veenus Ltd (which are not part of these terms and conditions) maybe subject to separate terms and conditions depending on the type of service performed by Veenus.
• These terms and conditions take precedence over any terms and conditions or other terms presented by you or your agents. In the case of any conflict between the provisions of these terms and conditions and any terms and conditions or other terms presented by you or your agents, the provisions of these terms and conditions shall prevail.

BASIS OF CONTRACT WITH VEENUS

• Veenus shall act as agent for sale of tickets and/or reservations and/or any other service provided in accordance with any written quotation or order supplied by Veenus to you.
• No variation to these terms and conditions shall be binding unless agreed in writing by an authorised representative of both parties.
• The Attraction warrants that it has complied with all statutory implied and express laws, rules and regulations directly or indirectly applicable to the provisions of your services including without limitation those relating to construction, maintenance, insurance, sanitation, hygiene and Health & Safety. You will produce to Veenus on demand all relevant certificates, licences and approvals.
• You and your employees will refrain from any acts or omissions which may endanger the health or safety of Guests.
• You further warrant that you maintain appropriate and adequate insurance in response to your said obligations and liabilities to Veenus, including without limitation, insurance against fire, storm, flood, public liability and the indemnity set out in these terms. All public liability cover must be at least £1m per person/per incident or the equivalent in your local currency.
• These terms and conditions take precedence over any terms and conditions or other terms presented by the Attraction. In the case of any conflict between the provisions of these terms and conditions and any terms and conditions or other terms presented by the Attraction, the provisions of these terms and conditions shall prevail.
• You agree that in case any clause of these terms and conditions become invalid the remaining clauses shall not be affected and will stay in full effect throughout.
• Any typographical, clerical or other error or omission in any quotation, price list, confirmation of offer, invoice or other document or information issued by Veenus directly or via the Veenus website shall be subject to correction without any liability on the part of Veenus.

ORDER AND SPECIFICATION

• The Experience Provider agrees to hold reservations as a specific allocation for Veenus in accordance with Veenus' booking confirmation, final rooming list and any other and/or subsequent agreements.
• The Experience Provider must immediately inform Veenus of any proposed building works, alterations, renovation works and/or closures taking place either at your location or within the vicinity of your location, which may affect the quality of the Guests' visit. Veenus will be entitled at their sole discretion to cancel the reservation without any penalty, if Veenus considers that such works will adversely affect the quality of the Guest's visit.
• The Experience Provider hereby indemnifies Veenus and agrees to keep Veenus indemnified from and against all liabilities, expenses, claims and demands arising from or in relation to (i) any visit cancellations; (ii) any changes to facilities or services under clause above; (iii) any claims by Guests relating to the services provided by the Experience Provider; (iv) any payment of compensation to any Guest or Client made at Veenus' absolute discretion in relation to the provision of services by the Experience Provider; (v) any marketing material produced by or on behalf of the Experience Provider; and (vi) any breach by the Experience Provider of the provisions of this agreement or any other agreement or documentation entered into between the parties ancillary or related to this agreement.

BOOKING PROCEDURE

• All requirements of the booking procedure must be confirmed by you via email. Veenus will confirm the booking either by an initial email for a provisional booking and/or subsequently reconfirmed by further emails.
• You shall be responsible for ensuring the accuracy of the terms of any confirmed booking and for providing us with any necessary information relating to the provision of the Services within such a time as is sufficient for Veenus to make the necessary arrangements for the contract to continue to be performed in accordance with its terms. This necessary information will include but is not limited to parking, pricing for different sections/types of visit, deposits, cancellation terms, administrative charges, food pre-orders, minimum numbers, guides, VIP access, guest numbers, booking processes via your website and booking deadlines.
• If the Experience Provider receives a complaint/reasonable request from Veenus, any Guest, driver, courier or any other person connected to us, you will promptly attempt to find an appropriate solution.

PAYMENT BY VEENUS

• Payment will be made by Veenus to the Experience Provider within 30 days from the date of receiving an accurate VAT invoice after the tour has taken place, unless otherwise specified.
• Prices are not subject to change - except the rate of VAT if this is not known at the time of booking. Rates and terms and conditions must be confidential and under no circumstance be discussed with Clients, Guests, drivers, direct or indirect competitors.

CANCELLATION

• Veenus reserves the right to cancel any particular group without penalty if the Experience Provider is not up to the contracted standard and does not adhere to the terms set out in the agreement. As such, the Experience Provider is required to keep Veenus informed of any change which might adversely affect the Guests' stay, including but not limited to:
  (a) any changes in property, which could remove a benefit or reduce the enjoyment of any Guest.
  (b) changes in service provided including entertainment, meal arrangements and/or other facilities.
  (c) noise, disruption or building work at the Experience Provider or in the vicinity.
• Veenus shall be entitled to cancel any booking made by notifying the Experience Provider without incurring any penalty for doing so, unless otherwise agreed with the Experience Provider.
• The Experience Provider will not cancel the booking unless it is necessary, due to natural disaster, fire, technical problems or other matters regarded as force majeure.

WARRANTIES, DISCLAIMER AND LIMITATION OF LIABILITY

The Experience Provider will be bound by the following provided on the Vega platform:

• (a) Veenus Experience Booking Confirmation
• (b) Veenus Tour Pack
• Subject to the terms of this agreement any warranties implied by statute or law in this agreement on our part (so far as the same have not been validly excluded under the terms of this agreement) shall be subject to the conditions laid out in this agreement.
• Except in respect of death or personal injury directly caused by us, all warranties by Veenus are excluded, and we shall have no liability for the acts or omissions of our Clients or Guests. As such, where the Experience Provider is not up to standard or there is a breach of warranty or an implied or express contractual term, or where there is any other breach or negligence by the Experience Provider then the Experience Provider will be liable in this regard.
• We shall not be liable to you for a delay in performing, or any failure to perform, any of Veenus' obligations in relation to the services, if the delay or failure was due to any cause beyond our reasonable control.
• Each Party represents and warrants to the other Party that for the term of this Agreement:
  (a) it has the full corporate power and authority to enter into and perform its obligations under this Agreement;
  (b) it has taken all corporate action required by it to authorise the execution and performance of this Agreement;
  (c) this Agreement constitutes legal valid and binding obligations of that Party in accordance with its terms, and
• Each party shall indemnify and hold the other harmless for damages and losses of any kind resulting from their breach of applicable laws, rules or regulations.
• Each party shall further indemnify and hold the other harmless against claims from third parties they have an agreement or understanding with.
• In the event of a third party claim, the indemnified Party shall promptly notify the other Party and both Parties shall act in good faith and use their commercially reasonable efforts to consult, cooperate and assist each other in the defence and/or settlement of such claim, whereas the indemnifying Party shall be entitled to take over a claim and assume the defence and settlement (in consultation and agreement with the indemnified Party and with due observance of both Parties' interests), and neither Party shall make any admission, file any papers, consent to the entry of any judgment or enter into any compromise or settlement without the prior written consent of the other Party (which shall not unreasonably be withheld, delayed or conditioned).
• In no event shall any Party be liable to the other Party for consequential damages such as loss of profit, loss of revenue, loss of contract, loss of or damage to goodwill or reputation, loss of claim or any indirect, special, punitive, incidental or consequential damages or losses whether such damages are (alleged as) a result of a breach of contract, tort or otherwise. All such damages and losses are hereby expressly waived and disclaimed.

TERMS OF PAYMENT

• Veenus shall be entitled to invoice you for the price of the services at least 21 days (100 days for river cruises, train bookings and certain experience bookings) prior to the arrival date unless otherwise stipulated for example earlier payment requirements or deposits, and to be paid as per the invoice due date.
• All bookings that include a VIP experience/river cruise/train booking will require a minimum 10% nonrefundable deposit payment no later than 60 days (at time of booking for river cruises and 270 days for train bookings and certain experience bookings including but not restricted to theatre visits, Edinburgh Tattoo and special events) prior to the date of arrival, to secure the Hotel/Experience/Cruise/Train and/or other Service booked, unless otherwise stipulated.
• Veenus will be entitled to invoice you for non-refundable administrative booking charges as required by the Hotel/Experience/Cruise/Train and/or other Service provider, which are to be paid as per the invoice due date.
• The balance payment is required a minimum of 21 days (100 days for Cruises and 90 days for Train bookings and/or other Services) prior to the date of arrival unless otherwise stipulated.
• If you fail to make payment on the date agreed (the amount of such a payment and the payment date being agreed either by means of further terms agreed in writing, or by default) then, without prejudice to any other right or remedy available to us, we shall be entitled to:
  (a) Suspend performance of our contractual obligations until payment has been received.
  (b) Charge you interest on a daily basis on the amount unpaid, from the date of the invoice to the date the required payment is received at the rate of 5% above the base rate from time to time of HSBC.
  (c) In the event of invoices being outstanding for longer than 30 days, Veenus shall be entitled to cancel any future bookings and all outstanding invoices will become immediately due and payable in full. Payment must be made in sterling by bank transfer payable to Veenus Limited.
  (d) Not include certain Experiences or inclusions in your tour package, if these were subject to booking by a certain day/time on the Experience online platform. You will remain liable for the remainder of the tour inclusions including Hotel/Experiences/Cruise/Train and/or other Services.
• You are responsible for any additional costs incurred by you during the booking over and above those specified in the ETC and you must settle these directly with the Hotel/attraction/experience/river Cruise, train operator and/or other Service providers on their demand.

WARRANTIES, DISCLAIMER AND LIMITATION OF LIABILITY

• Veenus does not give any warranty or undertaking in respect of the standard of any of our Hotel/Experience/Cruise/Train and/or other Service providers. All warranties implied by statute or law in relation to the provision of the Services are excluded by Veenus to the maximum extent permitted by law.
• We will endeavour to update you with regard to any changes in the standard, quality and operation of our Hotel/Experience/Cruise/Train and/or other Service providers from the time of the booking to the date of departure provided that Veenus has been notified of the same by the Hotel/Experience/Cruise/Train and/or other Service providers including but not limited to type of ships, type of train, change of locomotive and train carriages, operation of the Experience/Cruise/Train or other Service, change to/from diesel or steam trains, instruction and terms by Network Rail, steam bans, travel times, routes and/or means of transport which become necessary due to the special conditions affecting travel by ship, due to security reasons or weather conditions, and/or other governmental, environmental or health restrictions, hotel rooms, meal arrangements, attraction type and inclusions. In the event of any such changes of the Hotel/Experience/Cruise/Train and/or other Service we will endeavour to provide suitable alternatives which may be of a different type but of the same quality, and the rest of the booking will remain in place as per the ETC. Any change in provision of Hotel/Experience/Cruise/Train and/or other Service will not negate the booking and you will continue to be liable for all charges as set out in the booking confirmation.
• As such where any Hotel/Experience/Cruise/Train and/or other Service providers is not up to standard or there is a breach of warranty or an implied or express contractual term, or where there is any other breach or negligence by the Hotel/Experience/Cruise/Train and/or other Service providers you shall seek an indemnity from the Hotel/Experience/Cruise/Train and/or other Service providers and not from Veenus. If required by you, Veenus shall add its name to any action against such a Hotel/Experience/Cruise/Train and/or other Service providers provided that you keep Veenus fully and effectively indemnified (in advance) of all costs, expenses, and losses in relation to the same including (without limit) to damages resulting from a judgment or other decision.
• All complaints, that arise during your stay (or visit to) at the Hotel/Experience/Cruise/Train and/or other Service, must be communicated within 24 hours and while your group is on tour, and Veenus will endeavour in assisting with a reasonable resolution. Any comments made post tour will be treated as feedback and not a complaint, so no response will be provided.
• You are required by the terms and conditions of this agreement to agree and undertake not to deal with the hotel/attraction/experience/river cruise/train operator and/or other Service providers directly. Any dispute which may arise between you and the Hotel/Experience/Cruise/Train and/or other Service provider (whether in relation to service, bookings or otherwise) shall in the first instance be dealt with by Veenus. Thereafter, if you are not satisfied with our recommended reasonable alternative offering, Veenus shall be absolved of any liability, and you shall take the matter up directly with the Hotel/Experience/Cruise/Train and/ or other Service provider. Any proceedings shall be issued against the Hotel/Attraction/Experience/River Cruise/Train operator and/or other Service providers and not Veenus. Veenus shall not be liable for any arrangements made between you and the Hotel/Experience/Cruise/Train and/or other Service providers directly and Veenus reserves the right to discharge the contract or suspend any bookings under the contract without liability to you.
• Except in respect of death or personal injury caused directly by us, Veenus shall not be liable for any defects in the Services, any failure to provide Services and any resulting consequences, any delay in performing, or any failure to perform, any of Veenus’ obligations in relation to the services, if the delay or failure was due to any cause beyond our reasonable control. The Tour Operator shall be responsible to the Service Provider for any damage caused to the Hotel and/or Service including but not restricted to the rooms, cabin furnishings, utensils and equipment therein generally by any act, default or neglect of the Tour Operator, employee, client or guest of the Tour Operator.
• In no event shall Veenus be liable to the Travel partner for consequential damages such as loss of production, loss of profit, loss of revenue, loss of contract, loss of or damage to goodwill or reputation, loss of claim or any indirect, special, punitive, incidental or consequential damages or losses whether such damages are (alleged as) a result of a breach of contract, tort or otherwise. All such damages and losses are hereby expressly waived and disclaimed.
• Each Party represents and warrants to the other Party that for the term of this Agreement it has the full corporate power and authority to enter into and perform its obligations under this Agreement.

CONFIDENTIALITY

• Each party understands that by working together they may be exposed to confidential information of the other (such as but not limited to these terms and conditions, design and composition of Veenus' experience tours, Clients' booking patterns). You and us mutually agree to respect, protect and strictly treat as private any such confidential information.
• Each Party agrees that:
  a) all Confidential Information shall remain the exclusive property and ownership of the disclosing party, and the receiving party shall not use it for any purpose, except in furtherance of this Agreement,
  b) it shall use prudent methods to ensure its employees, officers, agents and service providers (the 'Permitted Persons') maintain the security of the Confidential Information,
  c) it shall ensure that Permitted Persons do not (i) copy, publish, or divulge the
• The parties agree to keep confidential the contents of the bookings made on the Veenus platform.
• Each party warrants that it will duly observe all its obligations under any relevant data protection and privacy legislation which arise in connection with this Agreement.

INSOLVENCY

• This clause shall apply if:
  a) You make any voluntary arrangement with your creditors or become subject to an administration order or (being an individual firm) you become bankrupt or being (a company) go into liquidation (otherwise than for the purposes of amalgamation or reconstruction), or
  b) An encumbrancer takes possession, or a receiver is appointed, of any of your property, or assets, or Veenus Ltd reasonably apprehends that any of the events mentioned above is about to occur in relation to you
  If any part of this clause applies then, without prejudice to any other right or remedy available to Veenus, Veenus Ltd shall be entitled to discharge the Contract or suspend any bookings under the contract. If the Services have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.

FORCE MAJEURE

• Neither party shall be liable for failure to perform its obligations under this Agreement if such failure results from acts, events, omissions or happenings beyond its reasonable control including, without limitation, any Act of God, natural disaster, fire, insurrection, war or other hostilities, riots, civil commotion, pandemic/epidemic, embargoes, the requirements or regulations of any civil or military authority, explosion, accident, industrial dispute, transportation or communication problems or any incident which is similar in nature or effect to any of the foregoing (a "Force Majeure Event").

GOVERNING LAWS

• This Contract shall be governed by the Laws of England and Veenus agrees to submit any matter in relation to the interpretation and performance of this agreement to the Courts of England. Disputes arising from these terms and conditions shall be exclusive to the jurisdiction of the English Courts.

Information updated Apr 2024