PROMOTER TERMS
& CONDITIONS

For the purposes of these terms and conditions, the following definitions are established:

1.1. Platform or tripPromoter: Refers to the website www.trippromoter.com operated by Trip Promoter, Inc.

1.2. Promoter or Promoters: Refers to content creators, influencers, and/or general users who use or intend to access and use the Platform for the purpose of disseminating and monetizing travel itineraries and experiences.

1.3. Parties: Refers to Trip Promoter, Inc. and the Promoter together.

1.4. Terms: Refers to these terms and conditions that regulate the use of the Platform by Promoters.

1.5. Users: Refers to individuals who use the Platform for the purpose of acquiring or booking itineraries, recommendations, experiences, or services related to travel, tourism, or recreational activities disseminated by Promoters.

1.6. Account: Refers to the individual profile of the Promoter on the Platform.

1.7. Providers: Refers to tourism service providers, such as transportation operators, accommodation, activities, or other third parties involved in the execution of travel itineraries and experiences recommended by Promoters.

1.8. Personal Data: Refers to all information linked to an identified or identifiable individual, collected or processed by the Platform, including, among others, name, email, identification data, travel preferences, payment information, and geolocation, in accordance with applicable data protection regulations.

2.1 These Terms regulate the use of tripPromoter, a Platform designed for content creators and influencers (Promoters) to monetize their travel recommendations. Through tripPromoter, Promoters can share their tourism experiences and create personalized travel itineraries. These itineraries are made available to their audience and followers (hereinafter, 'Users'), who can purchase them. This model allows Promoters to generate income from their knowledge, experience, and recommendations about tourism experiences and services while Users gain access to authentic and personalized itineraries created by people they trust.

3.1 Only individuals of legal age with legal capacity to contract may access the Platform and become Promoters.

4.1. Every Promoter who wishes to access the Platform and create an Account must follow these steps: (1) enter the website www.trippromoter.com; (2) initiate the registration request voluntarily; (3) complete all required data truthfully and attach all requested documentation; (4) expressly accept these Terms.

4.2. The Promoter is responsible for the Personal Data provided when registering on the Platform and is obliged to keep it updated.

4.3. The Promoter guarantees and is responsible for the truthfulness, accuracy, integrity, and validity of the data and Personal Data entered on the Platform.

4.4. The Promoter's Account is personal, unique, and non-transferable. In case of detecting unauthorized use of their Account, the Promoter must report it immediately to tripPromoter through info@trippromoter.com.

4.5. tripPromoter reserves the right to review the information and documentation provided by the Promoter and/or request or consult additional information to verify their identity and the truthfulness of the entered data. Additionally, tripPromoter may unilaterally reject a registration request or terminate a registration, without any right to compensation.

5.1. tripPromoter commits to making reasonable technical and operational efforts to ensure the availability of the Platform and its proper performance. However, tripPromoter does not guarantee uninterrupted availability or error-free operation.

5.2. In case of prolonged failures, service interruptions, data loss, or system errors on the Platform, tripPromoter commits to taking necessary measures to restore its operation within a reasonable time, without this implying any obligation of compensation or indemnification on the part of tripPromoter.

5.3. Additionally, tripPromoter will not be responsible for interruptions, technical failures, or any other inconvenience arising from:

(i) Cyber attacks, viruses, or other security breaches that may affect the normal operation of the Platform;

(ii) Interruptions or failures in third-party infrastructure, including but not limited to payment gateways, or any other external service to tripPromoter;

(iii) Force majeure causes or events beyond tripPromoter's control such as natural disasters, power outages, labor conflicts, or government provisions.

5.4. The Promoter acknowledges and accepts that using the Platform implies certain inherent technical risks and that tripPromoter will not be responsible for direct, indirect damages, lost profits, or any other harm arising from system failures, except in cases of willful misconduct or gross negligence duly proven.

6.1. Promoters, as creators and disseminators of travel itineraries and excursions through the Platform, act merely as intermediaries between Users and Providers. Therefore, they assume no responsibility, direct or indirect, for inconveniences, damages, losses, or any type of incident that may arise during the realization of trips or excursions. This includes, but is not limited to, cancellations, delays, modifications, interruptions, accidents, injuries, illnesses, thefts, adverse weather conditions, failures in contracted services, dissatisfaction with offered experiences, or any other circumstance beyond their control. Consequently, Promoters are exempt from any obligation to indemnify, reimburse, or respond to Users or third parties for such events. The respective Providers will be solely responsible for meeting the expectations and commitments acquired directly with Users.

7.1. The Parties acknowledge and accept that there is no and will not be any dependency relationship between them, whether under the terms of the labor legislation in force in the Argentine Republic -in particular, the Labor Contract Law No. 20.744 and complementary regulations- or according to the labor legislation applicable in the Promoter's jurisdiction.

7.2. The Promoter expressly declares that they are autonomous and independent, that they will disseminate and monetize travel itineraries and experiences on their own account, assuming full responsibility for compliance with their tax, social security, and social security obligations, exempting and keeping tripPromoter harmless from any obligation in these aspects.

7.3. In case of any claim by the Promoter or third parties alleging the existence of an employment relationship, the Promoter will keep tripPromoter harmless by assuming full responsibility for any contingency arising from their independent performance (including without limitation defense costs, conciliation, and attorney fees).

8.1. The Promoter must refrain from:

(i) Publishing, uploading, sharing, or distributing on the Platform any type of content that is considered, by way of example but not limitation, obscene, pornographic, explicit, indecent, vulgar, offensive, defamatory, slanderous, discriminatory, racist, sexist, homophobic, transphobic, xenophobic, intolerant, violent, threatening, intimidating, harassing, injurious, degrading, humiliating, illegal, fraudulent, misleading, false, or that promotes hatred, violence, terrorism, extremism, exploitation, abuse, harm to minors, violation of human rights, or any activity contrary to applicable laws, regulations, or rules, whether local, national, or international. Additionally, the publication of content that infringes intellectual property rights, privacy, or that incites dangerous, immoral, or unethical conduct is strictly prohibited.

(ii) Carrying out any type of conduct that may harm the image or good name of the Platform;

(iii) Engaging in abusive or discriminatory conduct: The Promoter is obliged to maintain respectful treatment towards Platform Users, refraining from any act of discrimination, violence, or abuse and keeping tripPromoter harmless therefrom.

8.2 The Promoter's breach of the obligations listed in this clause authorizes tripPromoter to adopt the measures it deems appropriate, including the suspension or termination of the relationship generated between the Parties by the Acceptance of the Terms, without prejudice to any legal actions that may correspond.

9.1. Travel itineraries and excursions published by the Promoter on the Platform will have a previously determined base price, which corresponds to the costs associated with the tourism services included in such itineraries. On this base price, the Promoter may establish an additional reward at their discretion, which will be added to the final price that Users will pay for the itinerary.

9.2. tripPromoter reserves the right to review and supervise the rewards established by the Promoter to ensure they are reasonable and do not result in excessive or disproportionate harm to Users or the integrity of the Platform. If tripPromoter considers that a reward is unjustifiably high, it may require the Promoter to adjust it to an appropriate level, with prior notice and justifying its request based on market criteria and fairness.

9.3. The Promoter agrees to collaborate in good faith with tripPromoter in the aforementioned review process to maintain a balance between their economic benefit and the competitiveness of the offered itineraries.

9.4. In case the Promoter does not collaborate in good faith or refuses to adjust a reward considered excessive, tripPromoter reserves the right to temporarily suspend the Promoter from the Platform or, eventually, terminate the Promoter's Account. Such termination will be considered based on the sales made by the Promoter, as tripPromoter deems appropriate according to these terms and conditions.

10.1. The Promoter grants tripPromoter a license over the image rights of photographs, personal portraits, and/or any image or visual or audiovisual content that the Promoter publishes on the Platform or in publications (posts) linked to the Platform on social networks.

10.2. The license that the Promoter grants to tripPromoter is temporary (can be revoked when desired), free, non-exclusive, revocable, and worldwide in scope. Additionally, the Promoter allows tripPromoter to use these images to share them on its website and social networks.

10.3. The Promoter ensures that they have the necessary rights over the images, photographs, and audiovisual content shared on the Platform, either because they are the owner or because they are authorized to use them. They also confirm that they are authorized to give this permission to tripPromoter and are fully responsible for any claim arising from violating third-party rights. Additionally, the Promoter commits to indemnify and keep tripPromoter, its affiliates, directors, employees, and agents harmless from any claim, demand, loss, damage, cost, or expense (including attorney fees) that arises or is related to the breach of this statement or with any violation of third-party rights derived from the use of such content.

10.4. tripPromoter reserves the possibility to remove from the Platform the publication of images and photographs that do not comply with these Terms, at its sole discretion, without this generating any right to claim by the Promoter.

11.1. The Promoter acknowledges and accepts that all intellectual and industrial property rights over any element belonging to the Platform (including, but not limited to, trademarks, patents, logos, trade names, contents, texts, images, graphics, designs, sounds, audio and video, databases, software, programs, codes and flowcharts, hardware, networks, technology, domains, and files) belong to tripPromoter.

11.2. The Promoter must refrain from performing any act that could cause damage, loss of reputation, or decrease in the value of tripPromoter's intellectual and industrial property rights.

11.3. The Promoter retains ownership of the rights over any content they generate and upload to the platform, including, but not limited to, service descriptions, publications, images, and any visual or audiovisual material without prejudice to the license granted to tripPromoter in the eleventh clause.

11.4. The Promoter commits not to copy, reproduce, modify, alter, adapt, disassemble, decompile, perform reverse engineering, or create derivative works of the Platform, including, without limitation, its software, source code, design, interface, structure, functionalities, databases, contents, underlying technology, or any other element that forms part of it, whether in whole or in part. Additionally, the Promoter will refrain from attempting to access, extract, analyze, or replicate any technical or intellectual component of the Platform through unauthorized means, as well as from using it in a way that violates the intellectual property, industrial, or any other rights of tripPromoter or third parties associated with the Platform, in accordance with applicable laws, whether local, national, or international.

11.5. In case that, as a result of the Promoter's interaction with the Platform, improvements, updates, modifications, or new functionalities are developed, the Promoter acknowledges that all intellectual property rights over such creations will belong exclusively to tripPromoter, who will have the right to exploit them without the need for authorization or additional payment to the Promoter.

11.6. The Promoter guarantees that any content they generate, upload, or share on the Platform does not infringe third-party intellectual property rights. In case of claims or legal actions by third parties, the Promoter commits to keep tripPromoter harmless from any damage, harm, cost, or expense derived therefrom.

12.1. The Personal Data that the Promoter provides and uploads to the Platform will be integrated into a personal database for which tripPromoter is responsible.

12.2. The Promoter may exercise their rights to access, rectify, delete, and update their Personal Data, as well as to object to their processing, all in accordance with the provisions of the applicable regulations (Law 25.326 – Personal Data Protection Law).

12.3. tripPromoter commits to ensure compliance with Law 25.326 and Decree 1558/2001 regarding the protection of Promoters', Users', and/or any third party's Personal Data, as well as to guarantee the rights conferred in the mentioned regulations.

13.1. In case tripPromoter shares with the Promoter confidential information related to the Platform, such as details about new functionalities or features about to be launched, the Promoter is obliged to keep it secret and protect it appropriately to ensure its security and prevent third parties from accessing it.

14.1. Neither Party will be responsible for the total or partial breach of the obligations arising from these Terms when such breach is due to a force majeure event, understood as those unforeseeable, inevitable events beyond the will of the parties, such as, among others: natural disasters, acts of government authorities, armed conflicts, pandemics, disturbances, strikes, failures in telecommunications systems, or any other event that prevents or hinders the normal fulfillment of contractual obligations. The affected Party must notify the other, as soon as possible and in documented form, of the occurrence and estimated duration of the force majeure event. During the validity of the event, the affected obligations will be suspended without this generating any responsibility. If the force majeure event extends substantially, the parties may negotiate in good faith the revision or, where appropriate, the resolution of this agreement, without this generating any right to compensation or penalty.

15.1. Termination without Cause. In case either Party decides to terminate the relationship arising from, and linked to, these Terms without cause or justification, they must communicate such decision to the other Party in a verifiable manner with at least 15 calendar days' notice before the effective termination date, without this giving rise to any right to claim by the other Party, whether contractual, legal, or extracontractual, waiving -from now on- to initiate any action or claim, including but not limited to those claims based on damages and losses, loss of chance, moral damage, indirect, mediate, and consequential damages.

15.2. Termination with Cause. Either Party may terminate the relationship arising from, and linked to, these Terms in case of serious and unjustified breach by the other. For this purpose, the complying Party must require the other to fulfill its obligation within a period not exceeding 10 calendar days. In case the breach refers to an obligation to give sums of money, the period of requirement must be at least 10 calendar days.

15.3. Without prejudice to the termination of the relationship between the Parties, the indemnities in the cases referred to in clauses 8, 9, 11, and 12 in favor of tripPromoter will remain in force indefinitely.

16.1. The Promoter may not assign -either totally or partially- the obligations arising from these Terms without the prior and express authorization of tripPromoter.

17.1. If one or more provisions of these Terms are considered invalid or inapplicable by a competent court, such circumstance will not affect the validity, legality, or applicability of the other stipulations of these Terms.

18.1. These Terms constitute the entire agreement between the Parties and replace any previous agreement and representations made between the Parties.

18.2. In case there is any conflict between these Terms and any other agreement signed by the Parties, these Terms will prevail.

18.3. In case any provision of these Terms is declared inapplicable, invalid, or unenforceable by a court or other competent authority, such circumstance will not affect the validity or applicability of the remaining provisions. In effect, the other provisions will continue in full force and effect, maintaining their binding force as if the inapplicable provision had never formed part of the document, provided that this does not substantially alter the original purpose of these Terms.

19.1. The fact that tripPromoter does not insist on strict compliance or does not exercise any of the provisions established in these Terms will not be interpreted, under any circumstances, as an implicit or explicit waiver of the provisions or of the rights that assist it by virtue of them. Additionally, such omission will not imply a modification of the Terms or affect tripPromoter's ability to require compliance with any provision in the future, fully preserving all rights and prerogatives established herein.

20.1. tripPromoter may unilaterally modify, at any time and without prior notice, the presentation, configuration, and/or functionalities of the Platform, as well as these Terms and/or the particular conditions required to use the Platform.

20.2. The new version of the Terms will be presumed known and accepted by the Promoter once the updated version is published on the Platform, and the Promoter continues to use it.

21.1. tripPromoter may send notifications to the Promoter through general messages on the Platform, notifications, and/or communications via email.

21.2. In case of having a claim as a consequence of these Terms and/or the Platform, the User must contact tripPromoter through the following email address: info@trippromoter.com

22.1. These Terms will be governed by and interpreted in accordance with the laws of the Argentine Republic. Any judicial dispute that the interpretation and/or compliance and/or application and/or execution of these Terms may give rise to will be submitted to the National Ordinary Courts of the City of Buenos Aires, with the Parties expressly waiving any other jurisdiction that may correspond to them.