EXPEDIA EC LODGING CONTRACT
This Expedia EC Lodging contract ("EC Contract") is entered into by Expedia and You and contains the terms and conditions on
which Expedia may make Rate Plans provided hereunder available for booking by guests through the Expedia System.
Term. After Expedia processes this Contract, we will notify you of the effective date ("Effective Date"). The Contract will
remain in effect, unless terminated by either You or Expedia by giving at least fourteen (14) days prior written notice to the other
or as otherwise as provided in this Contract.
EC Terms and Conditions.
By signing this EC Contract, You acknowledge that You have received, or been provided access to, and read a copy of the
EC Terms and Conditions. You may also access a copy of the EC Terms and Conditions at:
https://join.expediapartnercentral.com/onboarding/TermsAndConditions/ShowTermsAndConditions?
type=ec®ion=APAC&lang=TW&ver=031414.
This EC Contract and the EC Terms and Conditions are referred to collectively as the Contract.
Standalone Compensation. The Standalone Compensation Percentage shall be 15%.
Packages. The Package Percentage shall be 10%. The Package Percentage is a discount You provide for Package
Bookings beyond the amount You would otherwise receive for Standalone Bookings.
Base Rooms. The Property will set aside at least 20 base rooms (the "Base Rooms") per stay date that will be available for
display and booking through Expedia's system.
Contract 116 Online APAC EC T&Cs (031414)
EC Terms and Conditions.
A. STANDALONE BOOKINGS
1. Compensation. For each Standalone Booking, Expedia will be entitled to compensation (the "Standalone Compensation")
equal to the Standalone Compensation Percentage of the Room Price and Hotel Fees.
2. Standalone Bookings. For each Standalone Booking, Expedia will act as a facilitator of such booking. In this capacity,
Expedia will collect advance payments from guests at the time of such booking. For each room night covered by a Standalone
Booking, Expedia will be entitled to retain its Standalone Compensation. For each Standalone Booking, You will be entitled to
an amount equal to the Room Price minus the Standalone Compensation (the "EC Remittance"). For each Standalone
Booking, Expedia shall remit to You the EC Remittance and Taxes paid by the guest (except to the extent Expedia is required to
pay such Taxes directly to the applicable Tax authorities).
3. Payments for Standalone Bookings. You may collect amounts due with respect to Standalone Bookings via an electronic
invoicing process implemented by Expedia and made available to You. In the event Expedia makes available to You, and You
elect to use, a single-use credit card system, then upon processing a Standalone Booking, Expedia will notify You and provide
You with a single-use credit card. Following the guest’s checkout or, subject to Section C.2.b, after the guest's cancellation or noshow,
You will promptly charge such credit card for the EC Remittance and Taxes (except to the extent Expedia is required to
pay Taxes to the Tax authorities). In the event Expedia makes available to You, and You elect to use, an alternate electronic
invoicing process, then for each Standalone Booking, You will provide Expedia an electronic invoice within twelve (12) months
after the date of check-out, cancellation or no-show. All invoices will be submitted electronically via Expedia’s then-current
invoicing system, or as otherwise directed by Expedia. If You are unable to implement an electronic payment system, You may
use a paper payment system with Expedia’s prior consent, and Expedia may implement a fee in respect of any such use of a
paper payment system. Each invoice, whether or not submitted in electronic form, will specify, for each booking, the guest’s
name, the Expedia booking ID, the check-in and check-out dates and/or the dates of any cancellation or no-show, the applicable
Rate(s), Hotel Fees and Taxes. Expedia will remit all undisputed amounts within seven (7) days of receipt of an invoice
submitted electronically. If Expedia has approved Your use of a paper invoice system, Expedia will remit all undisputed amounts
within sixty (60) days of receipt of a paper invoice. If You do not charge the relevant single-use credit card or invoice Expedia in
accordance with this Section A.3 for any amounts with respect to a Standalone Booking within twelve (12) months of the date
after check-out, cancellation or no-show of such Standalone Booking, then neither Expedia nor the relevant guest will have any
further obligation with respect to such Standalone Booking. You will apply each remittance received to the specific issued
invoice and You may not apply any remittance received to any other invoiced amount or amount otherwise due. Expedia
reserves the right to make changes or updates to its invoicing system, payment methods and/or invoicing requirements at any
time.
4. Standalone Compensation. The Parties acknowledge and agree that the Standalone Compensation agreed for any
Standalone Booking made under this Contract adequately covers any marketing, IT and any other costs and expenses incurred
by Expedia in the ordinary course of its business in relation to its facilitation of such Standalone Bookings in accordance with
the provisions of this Contract. The Parties further acknowledge that Expedia will not incur any exceptional and/or additional
expenditure relating to procuring any Standalone Bookings for Your rooms without Your prior agreement to reimburse Expedia
fully for any such exceptional and/or additional expenditure, e.g. in relation to any third party marketing costs to be incurred by
Expedia specifically in connection with the promotion of Your rooms. The Parties agree that the Standalone Compensation may
be increased at Your discretion.
B. PACKAGE BOOKINGS
1. Package Bookings. You agree that for each Rate Plan for Standalone Bookings You provide, Expedia will create for You (or
You will create) a Rate Plan for Package Bookings. Subject to the last sentence of this Section B.1., Expedia may offer any of
Your rooms (as made available by You under this Contract) for reservation as a Package Booking, and any of your rooms that
are made available as Package Bookings may be offered to guests for reservation as an Opaque Booking. When doing so,
Expedia will collect advance payments from guests at the time of such booking. For each room night covered by a Package
Booking or Opaque Booking, Expedia will remit to You the Package Remittance and Taxes paid by the guest (except to the
extent Expedia is required to pay Taxes to the applicable Tax authorities) in the manner described in Section B.2. The Parties
agree that the Package Percentage may be increased at Your discretion. Notwithstanding the foregoing, You will maintain
discretion to enforce black-out dates or other availability restrictions on Rate Plans for Package Bookings based on Your
revenue management strategy through Expedia Partner Central, so long as these availability restrictions are properly
communicated to Expedia in advance and also apply to relevant package rate plans available through Your own or any thirdparty
booking or distribution channels. You may discontinue participation in Opaque Bookings by providing ten (10) days written
notice to Expedia.
2. Payments for Package Bookings. You may collect amounts due with respect to Package Bookings via an electronic
invoicing process implemented by Expedia and made available to You. In the event Expedia makes available to You, and You
elect to use, a single-use credit card system, then upon processing a Package Booking, Expedia will notify You and provide You
with a single-use credit card. Following the guest’s checkout or, subject to Section C.2.b, after the guest’s cancellation or noshow,
You will promptly charge such credit card for the Package Remittance and Taxes paid by the guest (except to the extent
Expedia is required to pay Taxes to the applicable Tax authorities). In the event Expedia makes available to You, and You elect
to use, an alternate electronic invoicing process, then for each Package Booking, You agree to provide Expedia an electronic
invoice within twelve (12) months after the date of check-out, cancellation or no-show. All invoices will be submitted electronically
via Expedia’s then-current invoicing system, or as otherwise directed by Expedia. If You are unable to implement an electronic
payment system, You may use a paper payment system with Expedia’s prior consent. Each invoice, whether or not submitted in
electronic form, will specify, for each booking, the guest’s name, the Expedia booking ID, the check-in and check-out dates
and/or the dates of any cancellation or no-show, the applicable Rate(s), Hotel Fees and Taxes. Expedia will pay all undisputed
amounts within seven (7) days of receipt of an invoice submitted electronically. If Expedia has approved Your use of a paper
invoice system, Expedia will pay all undisputed amounts within sixty (60) days of receipt of a paper invoice. If You do not charge
the relevant single-use credit card or invoice Expedia in accordance with this Section B.2 for any amounts with respect to a
Package Booking within twelve (12) months of the date after check-out, cancellation or no-show of such Package Booking, then
neither Expedia nor the relevant guest will have any further obligation with respect to such Package Booking. You will apply each
payment received to the specific invoice being paid and You may not apply any payment received to any other invoiced amount
or amount otherwise due. Expedia reserves the right to make changes or updates to its invoicing system, payment methods
and/or invoicing requirements at any time.
C. GENERAL TERMS
1. Rooms, Rates and Availability
a. Rooms. You agree that You will allocate and reserve at least the Base Rooms for display on and booking through the
Expedia System for each stay date capable of being booked during the T