Seven Seas Travel and Tours, LLC


INDEPENDENT TRAVEL CONSULTANT AGREEMENT

 THIS AGREEMENT (the “Agreement”) is hereby entered into as of _________________ by and between Seven Seas Travel and Tours, LLC, (“the Company”) located at 9825 Marina Blvd, Suite 100, Boca Raton, Fl 33428 and _________________________________________________, an independent contractor (the “Advisor”).

WHEREAS, IN CONSIDERATION of the promises and mutual covenants and agreements contained herein, the parties agree as follows:

  1. Services; Independent Contractor.

1.1 Services. The Company shall provide vendor contacts, resources, training, and support for Advisor to sell airline, tickets, rail tickets, ferry tickets, cruises, tours, vacation packages, and custom tours including ancillary products related thereto, as more particularly described herein.

(a) Advisor shall use the Company’s name, the specific credential required by the vendor as listed on such vendor’s supplier’s information page and Advisor’s name when booking travel for Advisor’s clients. The Advisor shall also use the Company’s Seller of Travel number (and all similar numbers) when required. All payments (Credit and debit cards only. No cash or checks.) must be routed through the respective vendors and submitted to the Company as described herein. Note that the Company reserves the right to approve or disapprove all sales of cruise lines, tour operators, consolidators, etc. within forty-eight (48) hours of the Company’s receipt of the required reservation booking information.

(b) The Advisor shall be responsible for making all Bookings for his/her clients directly with the travel vendors either electronically or telephonically. WHEN DEALING WITH VENDORS, THE ADVISOR MUST IDENTIFY HIS/HERELF AS AN OUTSIDE ADVISOR OF THE COMPANY AND PROVIDE ADVISOR’S FIRST AND LAST NAME, THE NAME OF THE COMPANY (OUTSIDE ADVISORS), AND TELEPHONE NUMBER OF THE COMPANY (561-810-1460) OR OTHER CREDENTIAL AS SUPPLIED ON THE SUPPLIER INFORMATION PAGE FOR THAT VENDOR TO THE VENDOR WHEN MAKING BOOKINGS, PAYMENTS, CHANGES, CANCELLATIONS, ETC.

(c) It is the responsibility of the Advisor to make the reservations for his/her clients and immediately submit a reservation form electronically to the Company within forty-eight (48) hours of the booking. It is also the Advisor’s responsibility to ensure all required information regarding all bookings reaches the Company in a timely manner as described herein. The Company assumes no responsibility for the consequences of booking information submitted incorrectly or outside the timely manner described herein. The Company reserves the right to deduct Twenty-Five Dollars ($25) from the Net Commissions payable to an Advisor on bookings not properly submitted to the Company within forty-eight (48) hours of booking to cover research costs incurred by the Company. In no event shall any bookings submitted after the date of travel or for which commission research is requested more than one (1) year from the travel date be commissionable to the Advisor.

(d) Any changes that occur after the original reservation must be submitted electronically or telephonically to the vendor by the Advisor and submitted to the Company using the electronic method to be advised within forty-eight (48) hours of the change. Advisor must also confirm all such changes with his/her clients. The Advisor is responsible for assuring that the booking form is complete and accurate before a reservation is booked. The Advisor shall keep a copy of each booking in order to check for accuracy. The Advisor is responsible for confirming the client’s correct address for document delivery.

(e) Bookings and Notifications. The advisor shall, within forty-eight (48) hours of applying payment to any booking, submit the booking information to the Company. Following the Company’s receipt of each booking submitted by the Advisor, the Company will make available to Advisor an electronic confirmation indicating pertinent information regarding such booking, i.e., travel date, ship/property, deposit received, balance due and date, document requirements, insurance information, client names, etc. as supplied by the Advisor. Advisor is fully responsible for the accuracy of said confirmations. The Advisor must promptly forward these notifications to his/her clients. In addition, the Advisor must forward the client version of the vendor’s confirmation to their client when such documents are available. It is the Advisor’s sole responsibility to ensure that his/her clients receive these documents. The Advisor should be aware of all travel that requires a United States passport and other documentation required for travel and should advise Advisor’s clients of these requirements, including the estimated time to obtain a passport if the client does not have one.


1.2 Independent Contractor. The Parties hereto acknowledge and agree that Advisor is an independent contractor, and Advisor is solely responsible for his/her actions and inactions. There is no employer / employee relationship between the Company and Advisor. Advisor shall have the right to control and determine the method and means of providing services to his/her clients. The Company shall not have the right to control or determine such method or means. Advisor may perform services for, or be an employee of, several businesses at one time. Except as otherwise set forth herein, Advisor is responsible for obtaining his/her own materials, brochures, training, etc. The Company neither insures nor guarantees the work performed by Advisor and is not liable nor responsible for any other irregularity or any consequences resulting therefrom.

1.3 Compliance with Laws. Advisor is solely and expressly responsible for operating in accordance with all applicable federal, state and local laws, rules and regulations, including laws pertaining to the offering and sale of travel services. Any permits or licenses required for the Advisor to conduct his/her business are the sole responsibility of Advisor as are any expenses related thereto. Any Advisor that engages in business in the State of Florida shall register for an exemption from registration as a travel advisor using the Company’s Seller of Travel number and shall provide evidence of registration with the State of Florida to the Company within twenty (20) days following receipt of proof of filing from the State and on an annual basis thereafter.


1.4 No Exclusivity. The Company will occasionally market specific travel offers through his/her Advisors, i.e., blocked group space cruises, preferred rates or commissions, etc. These offers will be marketed on a non-exclusive basis. More than one Advisor may be appointed in the same marketing area at the discretion of the Company, however, the Company shall use his/her best efforts not to appoint more representatives than any given area can support.


1.5 Operations of Advisor.

(a) Entity. The Company recommends but does not require, that Advisor establish a separate limited liability company, corporation, partnership, or other similar entity to conduct his/her travel business. In the event that Advisor elects to operate Advisor’s business through an entity, Advisor must provide evidence of its existence such as Articles of Organization, Articles of Incorporation, or a Certificate of Partnership. In addition, the principal owner or owners (anyone owning twenty-five percent (25%) or more of the entity) must personally guarantee the obligations of Advisor under this/her Agreement by executing and delivering the Personal Guaranty attached hereto as Exhibit “A”.

(b) Subadvisors. Advisor may hire, supervise and pay for assistants, employees, and other representatives (each a “Subadvisor”) deemed necessary or desirable by the Advisor to conduct his/her business. Advisor is jointly and severally responsible for all acts of his/her Subadvisors. Advisor will also be responsible for paying all expenses attributable to such Subadvisors, including income taxes, unemployment insurance and Social Security taxes, and will maintain workers’ compensation insurance for such individuals as required by the applicable law where Advisor resides or is domiciled.

(c) Performance of Services. Advisor shall conduct his/her business at his/her own office, shop, rental space or home office within the discretion of the Advisor and at his/her expense. The Advisor shall be responsible for all telephones, fax numbers, computers and other office equipment deemed necessary by the Advisor for his/her business. No work, however, may be performed by Advisor at any of the Company’s sites unless a support fee is paid and the arrangement is pre-authorized by the Company in a separate agreement.

1.6 Identification of Consultant and Company. The Advisor may operate under the Advisor’s own name or under a separate company name and logo – but may not, without the express written consent of the Company, use the Company’s name for his/her own business. Any use by the Advisor of the Company name, logo, forms, printed or electronic marketing materials, or other intellectual property of the Company must be approved in advance in writing by the Company. All advertisements and websites shall include a statement that the Advisor is an “Independent Advisor of FST No. ST15578 and CST No. 2090937-50”. If you reside or are domiciled in the state of Florida, you must also file for an exemption in the state and add your T.I. number to the preceding statement to read “T.I. # (your T.I. number), independent advisor for FST No. ST45891 and CST No. 2165848-70.”


1.7 Expenses. The Company is not responsible for any expenses whatsoever incurred by Advisor including, but not limited to, advertising, postage, telephone calls, mileage, and entertainment expenses.


1.8 No Authority to Bind Company. Except as otherwise set forth herein, neither the Advisor nor any of his/her Subadvisors has any authority, under any circumstances, to commit the Company to any binding obligations or contracts with clients or suppliers unless specifically and previously authorized to do so by the Company in writing. The Advisor will make no representation to any client or supplier that he/she has authority to bind the Company.

1.9 Workers’ Compensation. The Company shall not obtain workers’ compensation insurance covering the Advisor or Subadvisors. The Advisor shall comply with the applicable workers’ compensation law concerning the Advisor and Subadvisors.

1.10 Marketing. Advisor shall, at all times, comply with any and all marketing requirements of the Company’s vendors including, but not limited to, use of such vendor’s logos, advertising channels and venues, placement, copy, offers, and promotions. From time to time, vendors may offer co-operative marketing support in the form of collateral materials, and financial support. This/her support will be approved by the vendor based on collaboration with the Company. Under no circumstances shall this/her support be available to the Advisor without the prior endorsement of the Company, such endorsement to be granted on a case-by-case basis. Additionally, under no circumstance shall said support be available after the termination of this/her Agreement with the Advisor whether said termination is written or implied by cause.

1.11 Vendor Relations. The Advisor is free to book and work with any travel agency they choose, including direct competitors of the Company’s Affiliates. However, the Advisor agrees to give the Company thirty (30) days’ prior written notice of their intent to create a direct booking relationship with any vendor with which the Advisor had little or no prior defined relationship prior to the execution of this/her Agreement. Failure to provide such notice may, at the Company’s sole discretion, result in the immediate termination of this/her Agreement upon written notice to Advisor.


1.12 Company Group Space.

(a) Group Space. The Company may, from time to time, have group space or blocks of rooms available with certain Vendors that all Advisors shall be able to book reservations into for such Advisors’ customers.

(b)Add-On Charges. If the Advisor books into the Company group space, the Advisor may choose to add-on an additional charge to their customers. This/her additional charge will be treated as increased gross commission, to be split in the customary manner described below.

(c) Free Berths. The Advisor may choose to retain one earned free berth in any group space for his/her own use or the free berth may be used as a credit to reduce the total charges of his/her customer group. If the Advisor earns free berths, for any group space, that are not passed on to the client, or that the Advisor does not retain for his/her personal use on the sailing for which the free berth was actually earned, the dollar value of the free berth will be treated as additional gross commission received by the Company, to be split in the customary manner as described in Section 3.

(d) Company Reserved Group Space. If the Advisor wishes to book individuals into group space reserved by the Company, they must call or email the Company first to ensure availability still exists.

(e) Groups Organized by Contractor. For groups that the Advisor organizes and sells themselves, it will be Advisor’s responsibility to work with the vendor representative to block group space, arrange for group incentives, and request that contracts be sent to the Company. For all individuals booked into any group space, the Advisor must obtain deposit on or before the option dates and apply them to the appropriate bookings with the vendor telephonically or electronically in such manner as to satisfy the vendor’s requirements.


1.13 Company’s Privacy Policy and Terms of Use. Advisor acknowledges and agrees that Advisor shall, at all times, abide by the Company’s Privacy Policy (located at https://www.sevenseastravelandtours.com ) and Terms of Service (located at the same web site) (the “Terms of Service”) and the Independent Travel Consultant Agreement (located at [URL], the former two of which are hereby incorporated by reference. The Company may amend the Privacy Policy, Independent Travel Consultant Agreement, and Terms of Service from time to time and shall advise the Advisor of the effective date of such amendments. It is the Advisor’s obligation to review the Privacy Policy, Independent Travel Consultant Agreement and Terms of Service from time to time, and all amendments to the Privacy Policy, Independent Travel Consultant Agreement and the Terms of Service are to be deemed automatically incorporated herein. Advisor’s continued use of the Services following the effective date of amendments to the Terms of Service, Independent Travel Consultant Agreement or Privacy Policy shall be deemed as Advisor’s acceptance of all such amendments. Advisor further acknowledges and agrees that Advisor shall cause all Subadvisors that Advisor allows to access the System to abide by the Privacy Policy, Independent Travel Consultant Agreement, and the Terms of Service.


1.14 Website. If Advisor elects to have his/her own website. Our consortium offers websites provided by a third-party supplier, Advisor must (i) ensure that such website complies with the advertising requirements set forth in Section 1.6; (ii) use a separate name from the Company; and (iii) post terms of service and a privacy policy advising Advisor’s customers how such customers’ data will be used. Advisor will pay the fee required for said website.  The Advisor is solely responsible for the content of said website and indemnifies the Company against any complaints regarding content, accuracy, or other elements of said site. A sample terms of service and privacy policy is incorporated herein by reference in section 1.13 of this/her agreement. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY OR COMPLETENESS OF THESE SAMPLE DOCUMENTS AS TO ADVISOR’S OWN WEBSITE. ADVISOR IS ADVISED TO CONSULT HIS/HER OWN ATTORNEY WITH RESPECT TO ADVISOR’S TERMS OF SERVICE AND PRIVACY POLICY.


1.15 Errors & Omissions Insurance. The Company shall extend coverage to Advisor under the Company’s Errors & Omissions insurance policy (“E&O Insurance”) to the extent that Advisor is selling travel services on behalf of the Company. Any actions of Advisor that are not part of such services shall not fall under the E&O Insurance. The Company shall also, at Advisor’s option, extend the E&O Insurance to each Subadvisor; provided, however, that Advisor shall pay a monthly fee for each Subadvisor as set forth in Section 2.5.


1.16 Data Law Compliance. The Company shall make available such tools without warranty, explicit or implied, as are necessary for the Advisor to implement and maintain processes for Data related laws including those related to Personally Identifiable Information, GDPR, CCPA, and others not listed here or herein that may apply to the Advisor or their operations.  The Advisor expressly acknowledges and accepts their full responsibility for compliance to and obligations of such laws.  The Advisor further acknowledges that the Company provides the platform for storage, and the Advisor is responsible for that which is stored therein. As such, the Advisor fully indemnifies the Company from all actions, requests, and other compliance requirements. The Advisor further understands and accepts that the Company will only forward such actions, requests, and other compliance notices and obligations to the Advisor via email without confirmation of delivery.


2        Client Payments.

2.1 Methods of Payment. Except as otherwise set forth herein, Advisor’s clients must make all payments and deposits via such client’s debit or credit card.(No cash or checks.) Payments made by credit card can be called in directly to the vendor by the Advisor. The Advisor shall inform his/her clients that these charges may appear on their credit card or bank statement as Seven Seas Travel and Tours, LLC. or as a specific vendor or merchant.


2.2 Payment Problems. The Advisor agrees that it shall be liable for all costs or damages incurred by the Company arising out of credit card and debit card charges made by or on behalf of a client in the event that such client’s payment via credit or debit card is declined or charged back, for any reason, including the unauthorized or fraudulent use of the credit card. Reimbursement by the Advisor will be made within ten (10) days following Company’s notice to Advisor of such decline or chargeback. In the event that a payment is disputed or revoked by a client of the Advisor for any reason and the Company is held financially responsible by a vendor for the amount of said payment, the Advisor agrees to reimburse the Company within ten (10) days for any monies paid to the vendor by the Company (or offset by the vendor against other monies owed to the Company) as a result of said dispute or revocation.


2.3 Deposit It is the Advisor’s sole responsibility to process all deposit and subsequent payments and follow up with the client if necessary and to call in those supplementary and final payments made by credit card. It is also the responsibility of the Advisor to obtain and apply supplementary and final payments with the appropriate vendor in a timely manner and notify the Company of said payments within forty-eight (48) hours of application

.

2.4 Collection of Monies. Should any litigation or other collection activity be necessary for collection of any money due to the Company under this/her Section of this/her Agreement, the Company is entitled to recover a reasonable sum for his/her costs and attorney’s fees, including collection costs, whether at trial, on appeal or in any bankruptcy proceeding, including any avoidance action brought under the federal bankruptcy code. In addition, the Advisor shall pay a finance charge of 1.5% per month equal to an annual percentage rate of 18% on all sums or other amounts past due.


2.5 Fees and Charges. Advisor shall select a package of services as set forth on Exhibit “B” attached hereto and be responsible for paying the fee associated with such package every thirty (30) days following the date of this/her Agreement. In addition, in the event that Advisor desires to have his/her Subadvisors covered under the E&O Insurance, Advisor shall pay an additional monthly fee to be advised for each Subadvisor on the same thirty (30) day cycle. The Company may update the fees and charges listed on Exhibit “B” at any time upon thirty (30) days’ prior written notice to Advisor; Advisor’s continued use of the services following such thirty (30) day period shall constitute Advisor’s acceptance of the new fees and charges.

  1. Commissions and Fees.

3.1 Independent Sales. The Company shall pay Advisor an amount equal to seventy-five percent (75%) of the Net Commission on each Booking the Advisor makes without the involvement of the Company to complete the Booking.

(a) Net Commission. For purposes hereof, “Net Commission” shall be seventy-five percent (75%) of the gross commission received by the Company from the Vendor LESS any and all discounts, rebates, ship credits, upgrades or gifts (including but not limited to wine) given to Client by the Advisor in connection with a Booking (the “Gross Commission”).

(b) Minimum Company Commission. Notwithstanding the foregoing, the Company reserves the right to retain a minimum of Twenty-Five Dollars ($25) for each commission received by the Company from the Vendor in connection with a Booking.

(c) Increased Commissions. If the Advisor’s Net Commissions Received total at least Ten Thousand Dollars ($10,000) (but not more than Forty Thousand Dollars ($40,000)) during a twelve (12) month rolling period, the Net Commissions for the month following such twelve (12) month period shall be eighty percent (80%) of the Gross Commissions. If the Advisor’s Net Commissions Received total at least Forty Thousand Dollars ($40,000) during a twelve (12) month rolling period, the Net Commissions for the month following such twelve (12) month period shall be ninety percent (90%) of the Gross Commissions.

(d) Bookings Completed by Company. In the event a booking is completed by the Company due to Advisor not being available to do so and IF NO OTHER WORK IS REQUIRED of the Company by the client at the time of completing the booking (i.e., additional quotes, air deviation requests, pre/post package requests, etc.), Advisor shall receive their full Gross Commission earned by the Company from such booking. In these cases, Advisor will service the client’s booking and handle any future requests, inquiries, etc. from the client concerning the booking and receive the normal commissions as indicated in the first paragraph above.


3.2       Payment of Commissions.

(a) Payment of Commissions. Net Commissions will be paid to the Advisor on within seven(7) days following the Company’s receipt of commission payment from suppliers or client after the client travels (excluding holidays, when Net Commissions shall instead be paid on Mondays.

(b) Adjustments to Commissions. Net Commission will always be based on the Company’s actual commission received, which will include any discounts, rebates, ship credit, upgrades, or gifts given to clients. The Company shall have the right to deduct from commission payments due to the Advisor any amount owed for services, supplies, or commission adjustments provided by or through the Company to the Advisor in the previous months.

(c) Overpayments to Advisor. The Advisor agrees to reimburse the Company for any overpayment on demand. The Company reserves the right to withhold future commission payments due to the Advisor to satisfy any such commission adjustments.


3.3 Personal Bookings. The Advisor shall be paid One Hundred Percent (100%) of the Gross Commission for the Advisor’s own personal travel. The Advisor shall be paid their standard Net Commission for all others traveling with the Advisor, including family, friends, and co-workers. Advisor must achieve and maintain a 3 to 1 ratio of actual client bookings to Advisor’s bookings for Advisor’s own personal travel in order to maintain the Personal Rate; otherwise, Advisor shall receive NO Commission for Advisor’s own personal travel.


3.4 Documentation. It shall be the responsibility of the Advisor to document and collect any commissions not paid to the Company for which the Advisor desires to be paid for any bookings made with preferred or non-preferred vendors.

3.5 Taxes. The Company shall not withhold or pay federal, state, or local income tax or payroll tax of any kind on behalf of the Advisor or the employees of the Advisor. The Advisor shall not be treated as an employee with respect to the services performed hereunder for federal, state, or local tax purposes. The Advisor shall deliver to the Company upon execution and delivery of this/her Agreement, an IRS Form W-9 disclosing the Advisor’s tax identification number. The Advisor understands that it is responsible for any and all of Advisor’s income and employment taxes due and owing as a result of the commissions paid by the Company hereunder.


  1. Term and Termination.

4.1. Term. This/her Agreement shall commence on the date this/her Agreement has been accepted and signed by the Company and Advisor and shall continue until terminated in accordance with Section 4.2 or 4.3 (the “Term”).


4.2. Termination Without Cause. The Term may be terminated, for any reason, by either party at any time upon ten (10) days’ prior written notice to the other party.


4.3. Termination by Company. In addition to the Company’s right to terminate this/her Agreement as provided elsewhere in this/her Agreement, the Term may be terminated immediately by the Company upon written notice to the Advisor upon a breach of any material provision of this/her Agreement that is not remedied or cured by the Advisor within ten (10) days after written notice to the Advisor of such breach. This/her Agreement may also be immediately terminated, at the Company’s sole discretion, if: (i) the Advisor makes no sales for six (6) months; (iii) the Advisor or his/her principal fails to respond in a timely manner to attempts to be contacted by the Company; (iv) the Advisor or his/her principal commits any act involving moral turpitude; (v) the Advisor, his/her principal, or any Subadvisor commits fraud, (vi) the Advisor, his/her principal, or any Subadvisor violates the Company’s Terms of Service or Privacy Policy, incorporated herein by reference; or (vii) the Company determines, at his/her sole discretion, that the conduct of the Advisor, his/her principal, or any Subadvisor is harmful to the Company in any way.


4.4       Effect of Termination.

(a) In the event of a termination without cause in accordance with Section 4.2, the Company will continue to pay commissions on all reservations previously booked as defined by the Commissions section of this/her Agreement.

(b) In the event of a termination for cause in accordance with Section 4.3, the Company shall not be required to make any further commission payments to Advisor, regardless of when such commissions are received.

(c) Following termination of the Term for any reason, without the written consent of the Company, Advisor will not and will not attempt to transfer pending or booked reservations to another agency or cancel or attempt to cancel any of said reservations or induce, encourage or solicit any client to rebook a pending or booked reservation at another agency.


5.0 Data Privacy.

(a) In the course of using the Services, Advisor may collect data from his/her customers, including but not limited to Users’ first and last names, mailing addresses (including zip codes), e-mail addresses, telephone and facsimile numbers, other personally identifiable information, Uniform Resource Locators (“URLs”), browser identities, Internet Protocol (“IP”) addresses, and Machine Access Control (“MAC”) addresses. Customer Data is owned by the Advisor and its Advisor shall ultimately be responsible for taking all commercially reasonable steps to ensure the security of the Customer Data including storing the Customer Data in accordance with industry standards.

(b) In the event Advisor is required by a law, court order, subpoena, or other judicial or regulatory order to provide Customer Data to governmental authorities in certain circumstances, Advisor shall provide notice of such to the Company and shall cooperate with the Company in obtaining a protective order if the Company deems it advisable.

(c) Advisor shall provide Customer Data to third-party providers, such as credit card transactions and travel providers, only through the Services. Except as it is necessary to conduct the Services, Advisor shall not sell or transfer any Customer Data to any third party, whether or not such data has been de-identified, without the prior written consent of the Company.

5.8 Compliance with Laws and Policies. Advisor agrees, covenants and warrants to comply will all laws and policies of the States of Florida and California regarding Sellers of Travel Laws and regulations.


  1. Indemnification.

6.1 No Liability for Acts of Advisor. The Company shall not be liable to the Advisor or any third party for any of the Advisor’s acts, promises, commitments, price quotes, rebate quotes, etc. and in the event of any dispute, litigation, or legal expenses stemming from any transaction involving the Advisor, the Advisor shall be liable for all expenses connected with such a dispute and shall indemnify the Company in the manner hereinafter provided. To the extent the Advisor or the Company maintains errors and omissions insurance to ensure against any such claims, the Advisor acknowledges and agrees that it shall be responsible for any of the expenses described above in the event a claim is denied or not covered by insurance (or is subject to a deductible) and the Company shall have no liability for recommending or offering to provide such insurance or for the suitability of such insurance as to the Advisor’s business.


6.2 Indemnification by Advisor. In addition to any other provisions contained herein regarding reimbursement of fees, costs, expenses or damages incurred by the Company hereunder, Advisor shall indemnify and hold harmless Company from and against any Claim that may arise against the Company that results from the Advisor’s (or any Subadvisor’s) negligence, non-compliance with vendor requirements, breaches of warranties or covenants contained in this/her Agreement, violations of law, or other acts or omissions. The obligation of the Advisor to indemnify the Company as set forth above shall survive the expiration or termination of this/her Agreement.

6.3 Indemnification by Company. To the extent that any of the Materials infringe (or allegedly infringe) upon any patent, copyright, trade secret or other proprietary right of a third party, the Company, at his/her sole option and expense and as Advisor’s sole remedy, shall either (i) exercise commercially reasonable efforts to cure the infringement or (ii) shall modify, replace or procure for Advisor the right to use the infringing Materials, (iii) shall defend Advisor through final judgment or settlement of any Claim asserted against Advisor by any third party alleging such infringement, and (iv) will indemnify Advisor in the amount of any final judgment or settlement of such Claim. The Company, however, will have no obligation to cure the infringement, to modify, replace or procure the right to use the infringing Materials, or to defend or indemnify Advisor if such third party Claim arises out of or relates to: (i) misuse of the Materials; (ii) combination of the Materials with equipment, products or services not approved by the Company; (iii) modification of the Materials by anyone other than the Company; (iv) any use of the Materials that is inconsistent with the License; or (v) the combination of the Materials with any Content uploaded or created by Advisor, any User, or any of Advisor’s customers. To the extent that a third party Claim arising out of one or more conditions stated in clauses (i) through (v) foregoing is asserted against the Company, then Advisor, at his/her sole cost and expense, shall defend the Company and indemnify the Company in the amount of any final judgment or settlement thereof (together with all costs, including reasonable attorneys’ fees, incurred by the Company as a result of such Claim). As a condition to the foregoing defense and indemnification obligations, each Party agrees to give the other prompt written notice of any written threat, warning, or notice of any such Claim and to provide copies of applicable documentation served upon or received by it.


7.  Other Terms and Conditions.

7.1 Updates. Any use of any portion of the Company’s Website www.sevenseastravelandtours.com by the Advisor constitutes agreement to the terms and conditions of the most current form of this/her Agreement. found on the Seven Seas Travel and Tours, LLC website.


7.2 Definitions. Capitalized terms used herein shall have the following definitions:

“Booking” shall mean any travel reservation that Advisor makes for a customer, whether such reservation is made in person, by telephone, by e-mail, or online.

“Claim” shall mean any suit, claim, demand, cause of action, administrative, regulatory or judicial action, proceeding (including condemnation or appropriation proceedings), hearing, written notice, arbitration, investigation, request for information, litigation, charge or complaint.

“Content” means information made available, displayed or transmitted over, by, a third-party Web posting or similar means) and including all trademarks, trade names service marks and domain names contained therein and all updates, upgrades, modifications and other versions of any of the foregoing.

“Export Laws” mean all domestic and foreign United States laws governing the import or export of technology, including the U.S. Export Administration Act and the regulations implemented thereunder by the U.S. Department of Commerce, the U.S. Foreign Corrupt Practices Act (“FCPA”), and all foreign laws similar to the FCPA)

“Privacy Law(s)” mean(s) all domestic and foreign privacy laws applicable to Privacy Act, the Stored Communications Act, the Federal Trade Commission Act, the U.S. Patriot Act, state privacy laws (including,

“Regulatory Authority” means any competent federal, state, local, municipal, foreign, international governmental, administrative or judicial authority, including the Federal Communications Commission, the Federal Trade Commission, the United States Congress, state public service commissions, state and local governments, state attorneys general, cities, municipalities, townships, departments of transportation, and all other governmental entities having jurisdiction over the Parties.


7.3Notices. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been received by the person to whom it is addressed when delivered if delivered in person, via email with or without confirmation of receipt from recipient, via email without bounce notification by the recipient’s email provider, or automated confirmation as provided by return receipt from major email clients, or three (3) days after it is deposited in the United States mail, if mailed by certified or registered mail, postage prepaid and addressed to the appropriate party at the address set forth on page 1 of this/her Agreement or at such other address as hereinafter provided by a party in accordance with the notice provisions as described herein.


7.4Severability. Should any part or provision of this/her Agreement, for any reason, be declared invalid or illegal, such invalidity or illegality shall not affect the validity of any remaining portion, which remaining portion shall remain in force and effect as if this/her Agreement had been executed with the invalid or illegal portions thereof eliminated.


7.5Binding Effect; Assignment. All the provisions herein contained shall be binding upon and inure to the benefit of the respective heirs, personal representatives, successors and assigns of the parties hereto, provided, however, that the Advisor may not assign this/her Agreement in whole or in part to any other person or entity, by operation of law or otherwise, without the prior written consent of the Company. Any attempted assignment by the Advisor without the Company’s prior written consent shall be null and void.


7.6Entire Agreement. This/her Agreement and any other agreements incorporated herein by reference constitute the entire agreement between the parties hereto pertaining to the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, letters of intent, negotiations and discussions, whether written or oral, of the parties with respect to the subject matter hereof. No supplement, modification or waiver of this/her Agreement shall be binding unless executed in writing by the parties to be bound thereby.


7.7Governing Law; Venue. This/her Agreement shall be construed and enforced in accordance with the laws of the State of Florida. In the event of any legal action or proceeding arising from this/her Agreement, the parties agree that the state court forum for said litigation shall be in Palm Beach County, Florida, in the court of appropriate jurisdiction, and that the federal court jurisdiction shall be in the Southern District of Florida in Palm Beach County, Florida. The parties hereto submit to the exclusive jurisdiction of such courts and hereby waive any objection or defense to such jurisdiction or venue, including any defense based upon inconvenient forum.

THE UNDERSIGNED ADVISOR UNDERSTANDS AND AGREES WITH THE CONDITIONS AND LIMITATIONS OF THIS/HER AGREEMENT AND AGREES TO BECOME AN INDEPENDENT TRAVEL CONSULTANT IN ACCORDANCE WITH THE TERMS AND CONDITIONS SET FORTH IN THIS/HER AGREEMENT. THIS/HER AGREEMENT SHALL NOT BECOME EFFECTIVE UNTIL ACCEPTED BY THE COMPANY BY EXECUTION OF THIS/HER AGREEMENT AND DELIVERY OF AN EXECUTED COPY TO THE INDEPENDENT TRAVEL CONSULTANT.

IN WITNESS WHEREOF, the undersigned have entered into this/her Agreement as of the date first set forth above.

Advisor Address:

_________________________________________

_________________________________________

_________________________________________

Advisor E-mail:

_________________________________________

Advisor Signature: _________________________________________

By (Print Name):

_________________________________________
“Advisor”

 

 Company Address:

Seven Seas Travel and Tours, LLC

ATTN: Robert Teck, CEO
9825 Marina Blvd, Ste100
Boca Raton, Florida 33428
Company E-mail: traveladvisors@sevenseasbookings.com

Company Signature:
 
By:Robert Teck, CEO

Seven Seas Travel and Tours, LLC “Company”

 Fax 561-883-2661 OR

Scan and email to 

Exhibit “A”
Personal Guaranty

 

In consideration of, and as an inducement to, the execution of that certain Independent Travel Consultant Agreement (“Agreement”) dated as of ________, by and between Seven Seas Travel and Tours, LLC, a Florida Limited Liability Company (“Company”), and ______________________________________________________ (“Advisor”) (the “Agreement”), each of the undersigned persons (the “Guarantors”) hereby agree as follows:

  1. Obligations of Guarantors. Guarantors absolutely, unconditionally, jointly, and severally guarantee to the Company the full payment and performance of the covenants, representations, warranties, and agreements, of Advisor contained and set forth in the Agreement, together with any extensions, renewals, or modifications thereof (collectively, the “Obligations”).
  2. Unconditional Guaranty. No action that the Company may take or omit to take in connection with the Obligations, and no conduct, custom, practice or course of dealing of the Company with the Guarantors or any other person or entity, shall release or diminish the Guarantors’ obligations, liabilities, agreements or duties hereunder, affect this/her Guaranty in any way, or afford the Guarantors any recourse against the Company, regardless of whether any such action or inaction may increase any risks to, or liabilities of, the Guarantors. No action or inaction of the Guarantors or any other person or entity, and no change of law or circumstances shall release or diminish the Guarantors’ obligations, liabilities, agreements or duties hereunder, affect this/her Guaranty in any way, or afford the Guarantors any recourse against the Advisor.
  3. Term of Guaranty. The liability of Guarantors hereunder shall continue so long as Advisor’s obligations continue under the Agreement, including any obligations of Advisor that survive the termination of the Agreement.
  4. Waivers by Guarantors. The Guarantors hereby waive notice of all of the following: (i) the Company’s action or inaction with respect to any of the Obligations; the Company’s acceptance of this/her Guaranty; (iii) the present existence or future incurring of any of the Obligations or any terms or amounts thereof or any change therein; (iv) any default by the Advisor or any Guarantor; (v) the obtaining or release of any guaranty or surety agreement (in addition to this/her Guaranty), pledge, assignment, or other security for any of the Obligations; and (vi) the presentment, demand, notice of demand, presentment for payment, protest, notice of nonpayment or dishonor, notice of protest and any other demands and notices required by law in connection with this/her Guaranty or any instrument evidencing any Obligations, except as such waiver may be expressly prohibited by law.
  5. Consent to Company’s Acts; Agreements of Guarantor. The Guarantors consent, without affecting the Guarantors’ liability to the Company hereunder, that the Company may, without notice to or consent of the Guarantors, upon such terms as it may deem advisable: (a) extend, in whole or in part, by renewal or otherwise, the time of payment of any installment or other payment due under the Agreement; and (b) settle against any other person, firm or corporation whose obligation is held by the Company. The Guarantors hereby ratify and affirm any such extension, renewal, release, surrender, exchange, modification, impairment, settlement or compromise; and all such actions shall be binding upon the Guarantors, who hereby waive all defenses, counterclaims or offsets which the Guarantors might have by reason thereof. The Guarantors agree to make all payments hereunder in lawful money of the United States of America in immediately available funds.
  6. No Subrogation. Nothing herein contained is intended or shall be construed to give to Guarantors any right of subrogation in or under any agreement, security document, or any other loan document evidencing in any way or relating to any Obligation of Advisor to the Company, any right to participate in any way therein, or in the right, title, and interest of the Company in and to any collateral covered by any loan or security documents relating to any such obligation notwithstanding any payments made by Guarantors under this/her Guaranty, all such rights of subrogation and participation being hereby expressly waived and released.
  7. Representations by Guarantors. Guarantors, jointly and severally, represent that, at the time of the execution and delivery of this/her Guaranty, nothing exists to impair the effectiveness of the liability of Guarantors to Advisor hereunder, or the immediate taking effect of this/her Guaranty as the sole agreement between Guarantors and Advisor with respect to guaranteeing Advisor’s obligation to the Company as described herein.
  8. Remedies of Company. The Company shall have the right to proceed against any Guarantor without first proceeding against the Advisor or any other guarantor or endorser of the Obligations. The Company may proceed against one Guarantor or against any or all Guarantors, jointly and severally. Nothing in this/her paragraph shall impair any other rights that the Company may have by operation of law or under any other document, all of which rights are cumulative.
  9. Return of Payments of Guarantors. Notwithstanding the cancellation or termination of the Agreement, or any other note or other agreement evidencing the Obligations, the Guarantors agree that, if at any time all or any part of any payment previously applied by the Company to any of the Obligations must be returned by the Company for any reason, whether by court order, administrative order, or settlement, the Guarantors shall be liable for the full amount returned as if such amount had never been received by the Company.
  10. Representations by Guarantors. The Guarantors represent that, at the time of the execution and delivery of this/her Guaranty, nothing exists to impair the effectiveness of the liability of the Guarantors to the Company hereunder or the immediate taking effect of this/her Guaranty as the sole agreement between the Guarantors and the Company with respect to guaranteeing the Agreement.
  11. Notices. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been received by the person to whom it is addressed when delivered if delivered in person, via email with or without confirmation of receipt from the recipient, via email without bounce notification by the recipient’s email provider, or automated confirmation as provided by return receipt from major email clients, or three (3) days after it is deposited in the United States mail, if mailed by certified or registered mail, postage prepaid and addressed to the appropriate party at the addresses set forth on the signature pages to this/her Guaranty or at such other address as hereinafter provided by a party in accordance with the notice provisions as described herein.
  12. Severability. Should any part or provision of this/her Guaranty, for any reason, be declared invalid or illegal, such invalidity or illegality shall not affect the validity of any remaining portion, which remaining portion shall remain in force and effect as if this/her Guaranty had been executed with the invalid or illegal portions thereof eliminated.
  13. Binding Effect; Assignment. All the provisions herein contained shall be binding upon and inure to the benefit of the respective heirs, personal representatives, successors and assigns of the parties hereto, provided, however, that the Advisor may not assign this/her Guaranty in whole or in part to any other person or entity, by operation of law or otherwise, without the prior written consent of the Company. Any attempted assignment by the Advisor without the Company’s prior written consent shall be null and void.
  14. Entire Agreement. This/her Guaranty and any other agreements incorporated herein by reference constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, letters of intent, negotiations and discussions, whether written or oral, of the parties with respect to the subject matter hereof. No supplement, modification or waiver of this/her Guaranty shall be binding unless executed in writing by the parties to be bound thereby.
  15. Governing Law; Venue. This/her Guaranty shall be construed and enforced in accordance with the laws of the State of Florida. In the event of any legal action or proceeding arising from this/her Guaranty, the parties agree that the state court forum for said litigation shall be in Palm Beach County, Florida, in the court of appropriate jurisdiction, and that the federal court jurisdiction shall be in the Southern District of Florida in Palm Beach County, Florida. The parties hereto submit to the exclusive jurisdiction of such courts and hereby waive any objection or defense to such jurisdiction or venue, including any defense based upon inconvenient forum.


IN WITNESS WHEREOF, each of the undersigned has executed this/her Guaranty under seal effective as of the date of the Agreement

Advisor Signature:_________________________________________

By (Print Name):


By: Robert Teck, CEO

Seven Seas Travel and Tours, LLC


561-810-1460 Email Us: traveladvisors@sevenseabookings.,com

© 2025 Seven Seas Travel and Tours,


Exhibit “B”

Optional Services

As part of the Independent Travel Consultant Agreement (“Agreement”) between Seven Seas Travel and Tours, LLC, a Florida Limited Liability Company (“Company”), Advisors can select from the following options.

1.     Advisors are covered under the Errors & Omissions (“E&O”) Policy of the Company. However, if the Advisor chooses to either incorporate or form and Limited Liability Company (“LLC”) or elects to have Sub-Advisors of their own, then the Advisor must get, and their own E&O policy naming the Company as an additional insured and must provide the Company proof of said policy before any relationship with the Company commences. 


The exception is if Advisor starts with the Company prior to incorporating or creating and LLC or hiring Sub-Advisors of their own they continue to be covered under the Company’s E&O policy. If, as some later time, the Advisor chooses to either incorporate or form and LLC or hire their own Sub-Advisors, they need to inform the Company in writing. They will then have 30 days to get their own E&O policy with the Company named as an additional insured and provide the company proof of said coverage.


2.     The Company through its consortium offers Advisors the opportunity to have a professionally designed website of their own for a fee. Should Advisors elect to take advantage of this option, Advisor will pay the fees directly to the consortium. Advisors must use their own name and logo. Advisors cannot use Company’s name or logo.