GENERAL TERMS AND CONDITIONS FOR SELLING ACCOMMODATIONS THROUGH ROOMRITE

1. RoomRite has sole discretion as to which Hotels, Travel Advisors, or Partners will be deemed participating partners on its Platform and may terminate this Agreement for cause at any time. Otherwise, all participants will remain participants for one year, and the term will automatically renew unless canceled by either party with sixty days notice after the first year.

2. Any dispute arising under this Agreement shall first be submitted to mediation. If the dispute cannot be resolved through mediation, venue for any suit shall be in Lake County, Florida, and Florida law shall apply.

3. The Parties agree to grant each other the right to use each other’s approved logos in advertising, social media, and websites. Each Party reserves the right to request changes in the manner its logo is used. Upon such request, the using Party shall make the requested changes within ten (10) business days. This license terminates automatically upon expiration or termination of this Agreement.

4. Nothing in this Agreement creates a business partnership or joint venture in any way.

5. During the Term, the Participating Hotels will transmit to RoomRite rates, accommodations, and the rest of the Participating Properties’ information, including additional amenities that can be purchased, and RoomRite will transmit Booking Data through an approved Connectivity Solution. ALL RATES MUST BE LOWER THAN ANY OTHER PUBLISHED RATE, AS ROOMRITE IS PRIMARILY FOR B2B AND GROUP TRAVELERS. FAILURE TO PROVIDE THE LOWEST PUBLISHED RATES AFTER THE 15% MARKUP IS GROUNDS FOR IMMEDIATE DISMISSAL FROM THE PLATFORM.

6. Accommodation Partner must complete the registration process and upload initial room inventory within fourteen (14) calendar days of signing this Agreement. Inventory updates may be submitted by:
(a) uploading a completed CSV file through the Partner’s Platform account;
(b) submitting to the Partner’s assigned RoomRite Account Manager; or
(c) automated synchronization through an approved Connectivity Solution.

Partner shall maintain a current designated contact and notify RoomRite of any change within five (5) business days. It is the Accommodation Partner’s sole responsibility to remove or deactivate inventory that is no longer available for sale. If a confirmed Reservation is made against unavailable inventory due to Partner’s failure to remove it, Partner shall arrange alternative accommodations pursuant to the No Walk Policy in Clause 12.

7. Accommodation Partner shall provide Group Rates through one of the following channels:
(a) uploading a completed CSV file through the Partner’s Platform account using the RoomRite Group Rate Template;
(b) submitting directly to the Partner’s assigned RoomRite Account Manager; or
(c) transmitting through the approved Connectivity Solution where group rate fields are supported.

Group Rate responses must be provided within forty eight (48) hours of request.

8. There is no fee to use the RoomRite B2B platform to resell. However, there may be onboarding or package fees for stronger exposure to promote to our B2B buyers. Accommodation Partner must provide a group non published rate lower than public rates to utilize the Platform. No discount is required for additional payments for amenities, meals, or similar items. Accommodation Partner will allow points, if relevant, to be given to buyers at the buyers’ request, in accordance with the Partner’s standard loyalty program rules.

9. RoomRite shall remit payment to Accommodation Partner within thirty (30) calendar days following a guest’s confirmed check out date for each completed Reservation (the “Payment Due Date”). Payment disputes must be raised in writing within thirty (30) days of the Payment Due Date.

10. Payment shall be made through ACH bank transfer to the account designated by Accommodation Partner during onboarding, or through Virtual Credit Card (VCC) where mutually agreed upon in writing. Accommodation Partner shall provide and maintain accurate banking information. RoomRite is not liable for payment delays resulting from inaccurate banking details.

11. All amounts and fees stated or referred to in this Agreement are exclusive of applicable taxes unless explicitly stated otherwise. Where the Platform includes tax calculation or remittance functionality for specific jurisdictions, those terms shall be set forth in a separate Platform Tax Policy addendum incorporated herein by reference.

12. NO WALK POLICY: In the event a Participating Property is unable to accommodate a confirmed Reservation, Accommodation Partner shall:
(a) arrange alternative accommodations of equal or greater quality;
(b) ensure the alternative property is located within a two (2) mile radius of the original property where reasonably possible;
(c) provide complimentary ground transportation between properties;
(d) bear all associated costs with no charge to the guest or RoomRite; and
(e) notify RoomRite’s operations team within two (2) hours of determination at atyourservice@roomrite.io.

Repeated walk situations may be grounds for termination under Clause 1.

13. CANCELLATION POLICY: Guest initiated cancellations shall follow Accommodation Partner’s standard published cancellation policy as listed on the Platform, which Partner must keep current. Qualifying refunds will be processed by RoomRite within ten (10) business days of cancellation confirmation, with any amounts already remitted to Partner credited or deducted from future payments. Partner initiated cancellations must be reported to RoomRite immediately and are subject to the No Walk Policy in Clause 12. Cancellations arising from events beyond a Party’s reasonable control, including force majeure, shall be handled on a case by case basis through mutual agreement.

14. GROUP BOOKING ACCEPTANCE AND DENIAL: Accommodation Partner shall designate at least one named individual responsible for receiving and responding to group booking requests, providing their full legal name, business email address, phone number, and time zone. This contact will also be the individual notified in the event of any issues. This contact information must be provided during onboarding and updated within five (5) business days of any change. Partner must accept or deny all group booking requests within forty eight (48) hours of submission. Failure to respond may result in automatic declination and redirection of the booking to an alternative property. Responses must be submitted through the Partner’s Platform account or to the assigned RoomRite Account Manager, and must state:
(a) acceptance or denial;
(b) the applicable Group Rate confirmed or revised; and
(c) any applicable conditions or restrictions.