PARTNER (SUPPLIER) TERMS AND CONDITIONS

Introduction

The Partner Terms and Conditions describe the legal relationship between SKI.COM. BR and the Cooperation Partner (” Partner”). Partner and SKI.COM.BR can be referred to individually as a ” Party ” or collectively as ” Parties “.         

Recitals

(A) SKI.COM. BR provides information (“INFORMATION”) through which customers can view various travel services, including airline tickets, accommodation, skipass , land transport, equipment rental, clothing, ski and snowboard classes and other tourist activities and attractions ( “Activities” ).   

SKI.COM. BR provides information through a post it has on its SKI.COM.BR platform (“Platform”), and through these post, that partners provide their services.

(B) The Partner owns, supervises, manages and operates its services on the “Partner Platform”.

(C) The Partner and SKI.COM. BR wishes to cooperate and make the Services on the SKI.COM.BR Platform available to customers and visitors to the Platform, in accordance with the terms and conditions set out in this Agreement.

AGREED TERMS

1. DEFINITIONS AND INTERPRETATIONS

1.1 The terms below will have the meanings assigned to them.

“Activity” or “Activities” has the meaning defined in the History section.   

“Affiliate (s)” means for SKI.COM. BR and the Partner any company that is an affiliate according to the meaning of Section 15 and following.  

 “Agreement” means these Terms and Conditions. 

“API” means application interface protocol that connects the platform with the partner’s platform, as made available by SKI.COM. BR. 

“Authorized Recipients” has the meaning established in clause 8.1. 

” Reservation system ” means the reservation system used by SKI.COM.BR in connection with the Service.   

“Brand Elements” means the trademarks, service marks, logos and other distinctive brand features of SKI.COM. BR. 

“Reservation Completed” means a reservation request by a Partner client that resulted in the Provider actually providing services, as confirmed to SKI.COM. BR by the Supplier. 

“Confidential information” means the terms of this Agreement and commercial, financial, marketing, technical or other secret or confidential information, know-how, trade secrets and other information related to the Partner or SKI.COM. BR (including the same categories of information related to each Party’s Affiliates) and its customers and connected to the object of this Agreement, in any form or medium, be disclosed orally or in writing before or after the effective date, together with any reproductions of such information in any form or part of that information.

“ Content ” means all (descriptive) information on the Activities available on the SKI.COM.BR website, including, but not limited to, activity information and descriptions, guest comments, metadata, facility details, policies and general terms of activities activities (including any translations) and photos, videos, images, but excluding fees and availability (including any updates, modifications, substitutions, additions or amendments).  

” Fee client” The rate effectively paid for a partner for a completed booking.  

” Data Protection Legislation ” must be defined as set out in clause 8.5.  

” SKI.COM.BR Data” means the Intellectual Property Rights of SKI.COM.BR and the Content as provided to the Partner under this Agreement and other information from time to time owned or used by SKI.COM.BR or incorporated or included on the Platform or made available by SKI.COM.BR to the Partner (for example, fees and availability).  

“ SKI.COM. BR Partner ID ” means an identification code used by SKI.COM.BR to associate customers with SKI.COM.BR partners. 

“Intellectual property rights” means any patent, copyright, inventions, database rights, design right, registered design, trademark, trade name, brand, logos, service mark, know-how, utility model, design not registered or, where relevant, any application by any rights, know-how, trade or business name, domain name (any (country code) top – level domain, for exemplo.com ,. br, .fr) or other similar right or obligation, whether registered or unregistered or other industrial or intellectual property rights that remain in any territory or jurisdiction in the world. 

“Partner Fee ” means the fee paid by the Partner to SKI.COM. BR, as established in clause 6. 

“Partner Customer” means (i) whether the Partner provides the Service through links to the Platform, a customer who has an unexpired cookie that contains the SKI.COM Partner ID . Partner BR and that does not have a more recent cookie from another partner SKI.COM.BR or SKI.COM.BR; or (ii) if the Partner accesses the Service via API, a customer who makes a reservation for an Activity through the Partner Platform through the Booking System; or (iii) if the partner is a travel agency, the customer for whom and on whose behalf the travel agency makes a reservation through the link provided.   

“Partner Platform” has the meaning defined in the History section. 

” Personal data ” will be defined in accordance with the General Data Protection Regulation, as established in clause 8.5.  

“Platform” has the meaning defined in the History section. 

“Service” has the meaning defined in the History section. 

“ Supplier ” means a supplier who makes Activities available for booking through the Service.  

” Travel agency ” has the meaning defined in the History section.  

1.2 The titles of this Agreement will not affect its interpretation.

2. GET OBLIGATIONS FROM YOUR GUIDE

2.1 SKI.COM. BR will receive from the Partner as set forth in clause 6 and will grant the Partner a license in accordance with clause 4.

2.2 All problems and issues related to customer service in relation to the Service will be addressed by the Partner. The Partner will be responsible for customer service requests ALWAYS. 

3. OBLIGATIONS OF THE PARTNER 

3.1. General developments 

3.1.1 The Partner must display the Content on the Partner Platform in a manner consistent with this agreement and must not programmatically evaluate and extract information (including guest reviews) from any part of the SKI.COM website . BR (e.g. screen capture). The Partner will (i) ensure that the content of the Partner Platform is accurate, (ii) keep the Partner Platform up to date and free of errors, and (iii) immediately correct errors (if any) pointed out by SKI.COM.BR . 

3.1.2. The Partner must not publish anywhere on the Partner Platform any statement that the Partner Platform is part of, endorsed on or an official SKI.COM website . BR. 

3.1.3. The Partner must not offer, directly or indirectly, tours, attractions and other tourist activities through the Partner Platform, except through the Service. 

3.1.4. The Partner agrees to remove or correct the Content or parts of it stored by the Partner at any time upon reasonable request from SKI.COM. BR, at the Partner’s own expense. 

3.1.5. The Partner must not exploit or use the Content for any purpose or form, including through third party platforms, except as expressly permitted in this Agreement. 

3.1. 6. The Partner must in no way register, request, market, sell, offer, request, (sub) license, provide, grant access to, forward, publish or distribute domain names in confusion similar to the Brand Elements. If the Partner breaches this obligation, it must transfer and register the corresponding domain name to SKI.COM.BR upon request SKI.COM.BRs.  

3.1.7. The Partner guarantees that, when presenting price comparisons on its website (s), the prices of SKI.COM’s competitors’ services (direct or indirect) . BR will be displayed without errors, accurately and not misleading. 

3.1.8. The Partner must not engage in any deceptive, illegitimate or fraudulent activities (for example, Partner Platform misleading in the appearance of official websites, filling in cookies, eliminating cookies) within the scope of this Agreement. 

3.1.9. During the term of the Agreement, the Partner agrees and warrants that it shall not (and its Affiliates shall not) conduct, undertake, use, execute or exercise (or authorize any third party to conduct, undertake, use, execute or exercise) (a ) research paid, Search Engine Marketing (” SEM “) or Search Engine Optimization (” SEO “) activities, or (b) any other form of targeted online advertising (whether directly, indirectly or through third party platforms) related to: ( i.) the Service (ii.) the Platform (iii.) the Content (iv.) SKI.COM.BR Data (v.) Brand Elements (vi.) the Supplier’s brands (unless the brand owner Supplier has given the Partner prior written consent to use that specific Supplier brand).     

3.1.10. It is prohibited to direct traffic to the Paid Search Platform and any other advertising on the Partner Platform that is not under the direct control or ownership of the Partner. 

3.1.11. The Partner is not permitted to use the Content on sites that do not belong to the Partner and / or sites that contain inappropriate or illegal content of any kind. This includes banner advertising. If the Partner implements the Content on the Partner Platform, it may place links on their personal social media pages (such as Facebook, Instagram and YouTube). The Partner declares and warrants to SKI.COM.BR that, during the period of this Agreement: (i.) The Partner has all necessary rights, title, power and authority to own, operate and use the Partner Platform (including the ( s) relevant domain name (s)) and include the link, microsite or connection (as applicable) on the Partner Platform; (ii.) The Partner Platform must not (a) violate spam regulations, public and moral policies, or (b) contain any inappropriate, inappropriate or illegal content, reference, material, information, links or banners (for example, in pornography or racism), defamatory statements, elements that violate the privacy of others or are abusive, offensive or obscene; (iii.) The Partner holds and has complied with all authorizations, licenses and other governmental authorizations necessary to conduct, carry out and continue its operations and business and will provide, upon request, any documentation that SKI.COM.BR may need to comply with the requirements legal, and    

(iv.) The Partner is an independent contractor for all purposes and will be responsible for its own taxes, social contributions and all other tax related matters. The Partner is required to send complete and accurate information about his identity and contact information and to keep that information up to date. 

3.1.12. The Partner agrees and acknowledges that if it breaches any obligation in this clause 3.1, SKI.COM. BR may, at its sole discretion (i) terminate this Agreement in accordance with Clause 7.3, (ii) withhold any payments due to the Partner under this Agreement, without the accumulation of interest, or (iii) seek any other legal remedy or equitable available. 

3.1.13. Clause 3.1.12 (ii) also applies in case of uncertainty about the identity and contact information about the Partner until the uncertainty is resolved. The Partner is responsible to SKI.COM. BR for any financial losses that SKI.COM.BR may incur as a result of inaccurate or incomplete information sent by the Partner and entitled to withhold payments to the Partner in compensation.  

3.2. Relationship with suppliers 

The Partner agrees not to take or omit any action that may affect or interfere with SKI.COM’s relationship . BR with Suppliers, including (i) actively requesting an agreement of any kind with any Supplier; (ii) performing activities that may cause SKI.COM.BR to be excluded from the booking process or that a Supplier terminates its relationship with SKI.COM.BR or reduces its business with SKI.COM.BR; or (iii) selling to Suppliers any type of advertisement or preferential treatment on the Partner Platform or at the Travel Agency. The Partner may not use the contact information received by SKI.COM.BR to contact or communicate directly with Suppliers for any purpose.   

3.3. Relationship with customers 

The SKI.COM. BR recognizes that all payment transactions in relation to the Service are carried out through CLIENTS and PARTNERS, in its sole discretion. The Partner will forward any data (via the appropriate API, if applicable) related to the reservation (s), including payment information made by the Client to SKI.COM.BR. The Partner may only use this data in accordance with applicable laws and may not use it in any way not permitted by this Agreement. And you must send the SKI.COM commission . BR in 48 hours.

4. PARTNER LICENSES

4.1. Data license 

If the Partner chose and was awarded by SKI.COM. BR to access the Service via API, clause 4.1.1 is applicable. If the Partner has chosen to access the Service through links to the Platform, clause 4.1.1 is not applicable.

4.1.1. Subject to the Partner’s full compliance with its obligations under this Agreement, SKI.COM. BR grants the Partner, upon termination of the Agreement, a non-exclusive, non-transferable and non-sublicensable right to access, store and display the Content on the Partner Platform, as provided by SKI.COM.BR. The Partner is only allowed to download Content after prior written approval from SKI.COM.BR.  

4.1.2. The Partner must use the Content only in accordance with this Agreement and must not use the Content in any way or for any purpose that is not expressly permitted by this Agreement. In particular, the Partner must not, and the Partner must not allow its customers, visitors or any other third party in any way: i. incorporate Content as the main content of the Partner Platform; ii. copy, store, cache, distribute, republish or create a Content database, in whole or in part, directly or indirectly, except as required for the Partner to fulfill its obligations under the Agreement; iii. transfer, sell, lease, loan or otherwise grant or attempt to grant rights or access to the Content to third parties; iv. edit, modify, filter, change the order, delete or replace any part of the Content, including merging data from sources other than SKI.COM. BR, except as otherwise agreed by the Parties in writing; v. remove any copyright, trademark or other proprietary notices contained in the Content; saw. display Content to third parties other than your customers and visitors; vii. use any Content (including user reviews) to advertise its own services or those of third parties without SKI.COM.BR’s prior written consent; viii. take any action related to the Content on behalf of any of its customers and visitors, including making or having SKI.COM.BR make reservations or bookings, without the customer’s permission; ix. restrict or interfere with the use of the Service by other SKI.COM.BR partners; x. use the Content or Service for the purpose of monitoring the availability, performance or functionality of any of SKI.COM.BR’s products and services, or for any other benchmarking purpose; XI. where the Content is accessed through an account with SKI.COM.BR, create (a) serial accounts for disturbing or abusive purposes or (b) accounts with third party names ; xii. use robots, spiders, crawlers or any other device to retrieve or index any Content for any unauthorized purpose; or xiii. transmit viruses, worms, harmful code or any other item of a destructive nature.  

4.1.3. Unless otherwise agreed in writing by SKI.COM. BR, the Partner may not (i) sublicense the rights granted herein, (ii) allow third parties to access the Service, either by link or API. The Partner must not sell, disclose or distribute the Content to third parties for the purpose of price / availability or otherwise or any search engine or similar.  

4.2. Brand Elements 

4.2.1. SKI.COM. BR grants the Partner by the end of the Contract a non-exclusive, non-transferable and non-sublicensable right to display the Brand Elements exclusively on the Partner Platform and provided that the Partner does not: i. display the Brand Elements in any way that (a) implies a relationship or affiliation with, sponsorship or endorsement by SKI.COM.BR that is not in accordance with this Agreement; (b) can be reasonably interpreted to suggest that the editorial content was authored or represents the views or opinions of SKI.COM.BR; or (c) depreciates SKI.COM.BR, any of its products or services, suppliers or customers; ii. have a branding element such as the largest or most prominent logo anywhere on the partner platform; iii. display a Brand Element in a misleading, defamatory or infringing manner; or iv. remove, distort or alter any element of a brand element. 

4.2.2. In the event of a breach of clause 4.2.1, the Partner must promptly meet its own costs with any request from SKI.COM. BR to make changes or changes to any aspect or element of the Partner Platform. 

4.3 Under no circumstances will SKI.COM. BR will be responsible for any acts or omissions in
relation to the Content that its Suppliers have uploaded to the Platform. This applies in particular to any possible infringement of the suppliers ‘ intellectual property rights . 

5. BRANDING AND PROMOTIONAL ACTIVITIES

5.1. The Parties agree to cooperate with each other in a timely manner in order to maximize the success of the business relationship. 

5.2 The Partner must not do anything that could discredit SKI.COM. BR or its Affiliates or may damage, defame or have a detrimental effect on SKI.COM.BR or its Affiliates. The Partner must ensure that the appearance of the Partner Platform, including the color scheme, composition, fonts, design, layout, logos, features and elements, is and remains sufficiently and substantially distinct from the appearance of the Platform.  

5.3. The Partner must promptly comply, at its expense, with any reasonable request from SKI.COM. BR to make changes or alterations to any aspect or element of the Partner Platform that is or may be considered confusing or significant as any element of the Platform. 

5.4 The Parties agree to carry out promotion and marketing activities with the following restrictions: 

5.4.1 Without double service or camouflage. The Partner Platform must not be (directly or indirectly) linked to the Platform due to the double service or any similar technique or method. The Partner must not (directly or indirectly) make the Partner Platform, Content or Service available to third party platforms with the intention or purpose of deceiving or misleading human publishers, search engine spiders, web crawlers or meta search engines ( including tools or similar mechanisms) from third party platforms in order to give the Partner Platform a higher rating or display position within the third party platform that it would have otherwise achieved without such a technique or method.  

5.4.2 The Partner agrees not to specifically target the SKI.COM brand . BR directly by purchasing keywords that use SKI.COM.BR’s intellectual property rights. Unless otherwise agreed in writing with SKI.COM.BR, the Partner is not authorized (directly or indirectly) to purchase, acquire, use, employ or integrate terms or keywords (including variations and misspellings) that are identical or very similar to those used by SKI.COM.BR or related Internet -domain names (e.g. SKI.COM.BR.com (independent of (country code) top-level domain)) in association with advertising tactics by means of entries paid search or other forms of online advertising on third-party platforms. 

5.4.3 The Partner agrees to advertise or promote the Service only in accordance with the terms and conditions set out in this agreement. All advertisements or promotions not explicitly permitted by the terms and conditions set out in the Agreement require prior written consent from SKI.COM. BRs. The Partner is not entitled to use any physical advertising material (including leaflets, posters, magazine postings and similar material) without SKI.COM.BR’s prior written consent.  

6. COMMITTEE OF PARTNERS

6.1. For each Completed Reservation made between the Client and the Partner, SKI.COM. BR will receive a commission from the Partner ( “Partner Commission” ), if agreed. The commercial terms of the Partner Commission must be agreed in writing in a separate agreement.    

6.2 If a Customer submits a refund claim to the Partner, any Partner Commission related to the affected Completed Reservation will not be refunded to the Partner. 

6.3. SKI.COM. BR creates a self-billing invoice on behalf of the Partner on the 5th of each month, taking into account all Completed Reservations that were completed during the previous month between the Customer and the Partner.  

6.4 Payments will be transferred to the SKI.COM account . BR, and the Partner will be notified by email to the address indicated for accounting purposes in the SKI.COM.BR account information. 

6.5. The Partner invoice to the customer is the basis for any payment.  

6.6. SKI.COM systems, books and records . BR (including faxes and e-mails) will be considered conclusive evidence regarding the value of the Partner Fee due to SKI.COM.BR under this Agreement. 

6.7. SKI.COM. BR reserves the right to cancel the contract in case of irregularity. 

6.8. If applicable, the reverse charge mechanism will be used and the Partner will be responsible for paying the applicable taxes. 

7. TERM AND TERMINATION

7.1. This Agreement is effective after execution and will remain in effect until terminated in accordance with its terms. 

7.2. Either Party may terminate this Agreement at any time and for any reason, by giving thirty (30) days written notice to the other Party. 

7.3. This Agreement will be terminated immediately and automatically in the event of: 

7.3.1. The appointment of a judicial or fiduciary administrator for the benefit of the creditors of either Party, or if either Party is declared bankrupt or insolvent or is subject to any proceedings under the laws relating to bankruptcy, insolvency or debtor relief. 

7.3.2. The loss by either Party of any government licenses, authorizations or approvals necessary to enable the Parties to fulfill their obligations under this Agreement. 

7.3.3. Breach by either Party of any substantive term of this Agreement as follows: (i) if the breach is unable to be corrected, upon notification by the non-breaching Party of such breach, or ( ii ) if the breach is capable of being remedied. repaired, ten (10) days after notification by the non-offending Party, if the offending Party fails to remedy such violation during this ten (10) day period. 

7.3.4. SKI.COM. BR believes that the Partner violates clause 3.1.9, upon notification by SKI.COM.BR, if the Partner does not dispel the suspicion within two days. The decision on whether the suspicion has been dispelled is at the sole discretion of SKI.COM.BR.  

7.4 If the Partner violates directly or indirectly any contract, commitment, restriction, obligation or guarantee in clause 3 , SKI.COM.BR may, in addition to other solutions established in this Agreement or available under the law: (a) suspend its obligations to payment under this Agreement with immediate effect; or (b) retain all Partner Commissions that would be due to the Partner during the period in which the Partner violated clause 3 or did not correct its violation as set forth in clause 7.3.3 in full.  

7.5. Upon termination, the Partner will pay SKI.COM. BR any Partner Commission pending under the terms of this Agreement. 

7.6. Upon any termination of this Agreement, the Partner must immediately, as indicated by SKI.COM. BR, (i) return or deliver to SKI.COM.BR all documentation and other materials, including all copies, held by the Partner or under its control that contain SKI.COM.BR Confidential Information, or (ii) destroy all documentation and other materials and confirm in writing to SKI.COM.BR that the destruction occurred. 

7.7. Upon termination of the Agreement for any reason, all rights granted herein expire, and the Partner must immediately remove from the Partner Platform and delete all Content, Brand Elements, software, documentation and other materials received from SKI.COM. BR. 

7.8. The provisions of this Agreement that, by their meaning and context, are intended to survive performance by one or both Parties and the rights derived from such provisions will survive the conclusion, expiration, termination or cancellation of this Agreement. 

8. CONFIDENTIALITY AND DATA PROTECTION

8.1 Each party: i. it must keep all Confidential Information disclosed to it secret and confidential; and ii. You must not disclose Confidential Information (except to your Affiliates, employees, consultants, subcontractors, agents, professional advisors or insurers and your employees, consultants, subcontractors, agents, professional advisors or insurers and any of your funders or potential financing Affiliates (the ” Authorized Recipients”) based on the “need to know”), except with the prior written consent of the Party whose Confidential Information is being disclosed. Disclosure to any Authorized Recipient will be subject to the Authorized Recipient being bound by obligations equivalent to those set out in this clause 8 . The person who discloses Confidential Information to an Authorized Recipient must ensure that that Authorized Recipient fulfills those obligations. 

8.2. The confidentiality obligations in this clause will not apply to any information that either Party may display: ( a) is in the public domain or has become part of it, except as a result of a breach of the confidentiality obligations under this Agreement; or (b) was in its own written records prior to the release of the Confidential Information; or (c) was independently disclosed to him by a third party with the right to disclose it. 

8.3. The confidentiality obligations in this clause will not prevent the Partner or SKI.COM. BR disclose such Confidential Information when it is necessary to do so under any applicable law or the rules of any recognized stock exchange or by order of a court or governmental body with competent authority or a mandatory requirement of any regulatory authority. 

8.4. Each Party shall establish and maintain such security measures and procedures that are reasonably practicable to provide secure custody of any Confidential Information in its possession and to prevent unauthorized access to or use of such Confidential Information. Neither Party may use the Confidential Information or reproduce that Confidential Information in whole or in part in any way, except as required by this Agreement.  

8.5. Personal Data will be defined in accordance with the General Data Protection Regulation or any similar law in any country that has jurisdiction over the subject matter of this Agreement or any data to be processed under this Agreement ( ” Data Protection Legislation”). In accordance with this Agreement, Personal Data may be transferred by the Partner to SKI.COM. BR, or the Partner can assist in the transfer of Personal Data by a Partner Client to SKI.COM.BR, in particular when a reservation is made through the API or if the Partner is a travel agency that makes a reservation for and on behalf of of a partner client. In the case of a reservation via a link, anonymous or pseudonymous information, such as cookie IDs or SKI.COM partner IDs . BR, can be provided to SKI.COM.BR. The parties agree that, with respect to such Personal Data (including pseudonym data) and such transfer, both Parties are independent data controllers and are not data processors or joint controllers within the meaning of the regulatory body. In the event that either Party processes any Personal Data contained in the Confidential Information of, or is otherwise provided by, the other Party or its Affiliates, that Party agrees to process such Personal Data at all times in accordance with the Law of Data Protection and comply with all applicable requirements for the processing of Personal Data, including, but not limited to: (a) processing Personal Data only for the purpose of providing services under this Agreement; (b) process Personal Data only in accordance with Data Protection Legislation; and (c) take appropriate operational and technical measures to protect Personal Data from any unauthorized access, loss, destruction, theft, use or disclosure.  

9. INTELLECTUAL PROPERTY

All intellectual property rights on the platform and on brand elements are the property of SKI.COM. BR or SKI.COM.BR affiliates. After the conclusion of this agreement, SKI.COM.BR and SKI.COM.BR Affiliates do not abandon, but explicitly reserve their intellectual property right, against the Partner or a third party, guaranteed by law, contract or otherwise ( now or in the future). 

10. RESPONSIBILITY AND DISCLAIMERS

10.1. SKI.COM. BR will have unrestricted liability for losses caused intentionally or with gross negligence by SKI.COM.BR, its legal representatives or senior executives, and for losses caused intentionally by other performance assistants. Regarding the serious negligence of other performance assistants, SKI.COM.BR’s liability will be as set out in the simple negligence provisions in (10.2) below.  

10.2. The SKI.COM. BR will have unrestricted liability for death, personal injury or damage to health caused by SKI.COM.BR’s intent or negligence. SKI.COM.BR will also have unrestricted responsibility in accordance with the provisions of the Product Responsibility Law.  

10.3. SKI.COM. BR will be responsible for losses caused by the breach of its primary obligations by SKI.COM.BR, its legal representatives or assistants in execution. The main obligations are the basic duties that constitute the essence of the Agreement, which were decisive for the conclusion of the Agreement and on the execution that the Partner can count on. If SKI.COM.BR breaches its primary obligations through simple negligence, its resulting liability will be limited to the amount that was predicted by SKI.COM.BR at the time the respective service was performed.   

10.4. The System and Content are provided “as is” and “as available”. SKI.COM. BR will be responsible for data loss only up to the amount of typical recovery costs that would have arisen if adequate and regular data backup measures had been taken.  

10.5. SKI.COM. BR does not offer any express or implied warranty or representations of any kind with respect to the Service, the Booking System, the Platform, the Content or other items offered by SKI.COM.BR. 

11. NON REQUEST

During the term of the Agreement and for a period of one year from termination, the Partner must abstain, and arrange for Partner Affiliates to refrain from:
( a) influencing Suppliers or third parties who maintain a contractual or other relationship commercial relationship with SKI.COM.BR or any of its Affiliates terminates or discontinues such relationship or reduces the volume of goods or services provided; or (b) request or attempt to request service or employment from any current or future employee of SKI.COM.BR or its Affiliates. 

12. EXCLUSIVITY

Cooperation based on this Agreement is not exclusive to SKI.COM. BR. Nothing in the Agreement will prevent SKI.COM.BR from working, participating or offering any partnership to third parties. 

13. FINAL PROVISIONS

13.1. Amendments or additions to this Agreement must be made in writing or in text form. 

13.2. If any provision of this Agreement is or becomes void or invalid, it will not affect the validity of the remaining provisions. The Parties shall, in such a case, cooperate in the creation of terms that achieve the legally valid result that most closely approximates that of the invalid provision. The above applies in accordance with the closing of any gaps in the Agreement.   

13.3. The Partner may not assign or subcontract its rights or duties under this Agreement, in whole or in part, whether by law or otherwise, without SKI.COM’s prior written consent. BR. 

13.4. SKI.COM. BR may assign and transfer its rights and obligations in relation to this Agreement to SKI.COM.BR Affiliates. 

13.5. SKI.COM. BR may change the Service or the general terms and conditions of this Agreement. In the event of changes to the general terms and conditions, SKI.COM.BR will notify the Partner of changes to the general terms and conditions in text format (for example, by e-mail). The changes will take effect in relation to the Partner and the contractual relationship must continue under the changed conditions if the Partner does not object to these changes within six (6) weeks after receiving the notification of change by written notification to SKI.COM .BR. The timely submission of the objection to SKI.COM.BR will be sufficient to meet this deadline. In case of objection, both parties have the right to terminate the contract without prior notice. SKI.COM.BR will specifically design the partner.      

13.6. This Agreement, as well as any claim to or in connection with this Agreement, will be governed and interpreted in accordance with the provisions of the Law, to the exclusion of its conflict-of-law rules. The exclusive legal forum for any disputes arising out of or in connection with this Agreement will be the courts of SKI.COM headquarters . BR. SKI.COM.BR can also sue the Partner in the competent courts of Brazil.   

DOUBTS

If you have any questions regarding this document, the USER may contact ski@ski.com.br, using the phrase “Partner Terms and Conditions” in the message title.