Marketplace Terms & Conditions

This website is operated by iVvy Pty Ltd (iVvy).

These terms and conditions (Terms) are between iVvy (we, us, or our) and You (Your), an event supplier seeking to accept Bookings through the iVvy online booking system (Marketplace) and our partner websites.

We reserve the right to replace, change or otherwise modify the Terms without prior notice by posting the revised version on the website.

1. Definitions and Interpretation

Booking

means a booking for an Event made or taken from an enquiry generated through the iVvy Marketplace, Booking Engine, Events Software or Supplier Software. A request for quote only becomes a Booking once payment has been received.

Booking Value

means the total value of all monies received for a Booking excluding GST, excluding monies that must be refunded due to cancellation.

Content

means all information approved by you to be uploaded to Marketplace including description, availability, price, property specifications, trade marks, branding, video, photographs, and contact details.

Customer

means any person who makes a Booking.

Event

means accommodation, catering, a function, meeting, gathering, convention, show, concert or other similar gathering and any other Services offered by You.

Events Software

means the iVvy web-based software made available to third party event organisers to enable Bookings.

iVvyPayment Gateway

means the payment processing service used to take payments from customers for Bookings made on the Marketplace.

Marketplace

means any forum or facility where we give access to potential Customers to search, book and pay for an Event.

Payment Transaction Fee

means the fees of 3.0% unless otherwise agreed in the Supplier Agreement.

Supplier Agreement

means the agreement between You and iVvy in relation to the use of Marketplace.

Transaction Fee

means 10% of the Booking Value unless otherwise agreed in the Supplier Agreement.

Booking Engine

means the software added to Your websites to allow visitors to see Event availability, pricing, and create a Booking or request for proposal.

2. Term

These Terms will continue for the Term, and then until the agreement is terminated.

Marketplace Removal

We may remove your company from Marketplace if:

• We consider that you are in breach of these Terms or while we investigate a suspected breach.
• You do not place all bookings into the Supplier Software so that we can determine your availability.
• You do not add appropriate images and text to your Content.
• You regularly cancel Bookings.
• You regularly don't respond to requests for proposals within 2 Business Days.

We may temporarily remove your company for technical reasons, systems maintenance or by law.

3. Services

1. Our role is providing a service of publication and dissemination of marketing information online to enable Bookings to be made for Event suppliers.
2. We will provide Services that allow you to list your company on Marketplace and licence you the Supplier Software to maintain your profile and accept online Bookings.
3. We will provide you with a web-based Account through which you maintain your profile on Marketplace.
4. We will provide training in the use of the Software at your cost as set out in the Supplier Agreement.

4. Your Obligations

You must:

1. Record (honestly and accurately) the Booking Value within 7 days after the completion of the Booking.
2. Continually update the Content as to availability and provide accurate information at all times.
3. Not upload any Content which is unlawful.
4. Bear the costs connected with uploading the Content onto Marketplace.
5. Obtain all necessary permissions, consents and approvals required to upload the Content.
6. Not engage in fraudulent behaviour, defame or harass any third party.
7. Ensure that the Content does not defame, harass, or infringe the rights of any third party.
8. Ensure use of the Content will not breach any laws including privacy, discrimination, and terrorism laws.
9. Not upload Content which is misleading or deceptive.
10. Not swap the Content for one supplier for another supplier.
11. Not use, reproduce or publish any trade marks except as expressly permitted.
12. Not incorrectly categorise Supplier Content.

5. Content License

To enable us to provide the service, you grant us a non-exclusive, royalty free, worldwide, irrevocable, perpetual licence (with a right to sub-licence) to use, commercialise, reproduce, modify, adapt, publish, communicate and broadcast the Content.

6. Website Account

You must:

1. Only create one account per organisation.
2. Not create an account for anyone other than yourself.
3. Not provide any false information.
4. Ensure that the information provided is at all times accurate and up to date.
5. Not create a false identity or misrepresent an affiliation.
6. Not provide details (including password) to any other person or do anything that may impact security.

7. Fees

7.1 General

You agree that we shall be entitled to:

• On-charge any Merchant Fees incurred by us in relation to any Bookings through our gateway.
• Collect deposits and other payments for online Bookings.

7.2 Deduction of Fees

1. You must record (honestly and accurately) the Booking Value.
2. Where You collect payments for Bookings, you will provide details to us and remit relevant fees monthly with a reconciliation.
3. If we collect further moneys from a Customer, we will invoice You for Transaction Fees and You must pay within 30 days.

7.3 iVvyPayment Gateway

1. Where we collect payment on your behalf, we will remit the full amount minus any transaction fees and only pay on the 7th or next business day of the month.
2. If a client performs a chargeback, iVvy will deduct that chargeback value from outstanding payments. If none exist, we will deduct the chargeback value plus a $30 administration fee.
3. iVvy will add to the value of payments a fee set out in the Supplier Agreement.
4. If your bookings have more than three chargebacks within a 4-month period, iVvy will retain a minimum of $2,000 to cover potential future chargebacks.
5. If a Booking is cancelled or full payment is not received, Transaction Fees and Merchant Fees remain payable based on the retained Booking Value only. You will be entitled to a refund of one half of the Transaction Fees for that Booking.

8. Your Confidential Information

You acknowledge that information relating to your company, services and availability will be publicly available on Marketplace.

Addendum A – Marketplace Bookings

You agree that unless otherwise agreed by You and the Customer, the terms contained in this Schedule will be added to Bookings made with Customers through the Marketplace.

1. General

You will not make any adjustments to the agreed Bookings without first obtaining written approval from the Customer.

2. Cancellation, Re-sell and Attrition

If the Customer cancels an Event in its entirety, the Customer shall pay a Cancellation Fee as set out below:

Timing of Cancellation	Cancellation Fee
8 weeks to 4 weeks prior	0% retained with 100% rebooked within 6 months
4 weeks to 2 weeks prior	25% retained with 75% rebooked within 6 months
2 weeks to 1 week prior	50% retained with 50% rebooked within 6 months
1 week prior	75% retained with 25% rebooked within 6 months

Any Cancellation Fee is to be credited towards future events held within 6 months. The supplier will make reasonable efforts to re-let cancelled space.

3. Warranties

You warrant that:

• You will employ sufficient suitably qualified and trained staff.
• You will comply with all applicable fire, safety and building codes.
• You will comply with all applicable anti-bribery and anti-corruption laws.
• You shall perform obligations in a timely and workmanlike manner using reasonable skill and care.

4. Termination

The Customer may terminate the Booking if You or Your assets are subject to insolvency proceedings, or for legal or regulatory reasons.

5. Force Majeure

If a Force Majeure event prevents the Event from proceeding, both parties will be excused performance. If cancelled due to Force Majeure, You agree to refund all prepaid deposits less documented expenditure incurred in preparation.

6. Intellectual Property and Advertising

You shall not use or reference the Customer's name, logo, or associated branding in any advertisement without agreement between the parties.

7. Confidentiality

You agree to treat as confidential all proprietary information accessed before or during the Event. You shall not disclose Confidential Information without prior written consent, except as required by law.

8. Insurance

You shall maintain with a reputable insurer sufficient insurance cover to meet liabilities in relation to the Booking, and produce evidence upon request.

9. Liability

You will indemnify the Customer against any loss, damage, injury or death caused by any negligent act or omission or wilful misconduct of You, Your employees, sub-contractors or agents. Neither party excludes liability for death or personal injury arising from negligence.