BAJ SUPPLIER PLATFORM AGREEMENT
Version: 1.0
Effective Date: 01/03/2026
Issued by: BAJ Technologies Limited
Commencement: This Agreement takes effect for each Supplier upon valid acceptance in accordance with Chapter 23.
CHAPTER 1 – INTRODUCTION
1.1 Purpose of this Agreement
This BAJ Supplier Platform Agreement (“Agreement”) establishes the legally binding terms governing the relationship between BAJ Technologies Limited (“BAJ”, “we”, “our” or “us”) and each Supplier that accesses or uses the BAJ Supplier Platform for the purpose of advertising, marketing, publishing, selling, managing, dispatching or fulfilling products and services through the BAJ marketplace.
The BAJ Platform has been developed as an integrated digital marketplace that enables independent Suppliers to connect with Customers through a unified technology platform offering online distribution, booking management, payment processing, operational tools, dispatch functionality and related marketplace services. This Agreement is intended to create a transparent, commercially balanced and legally compliant framework that supports the long-term operation of the BAJ marketplace while protecting the legitimate interests of Customers, Suppliers and BAJ.
This Agreement governs the Supplier’s access to and use of the BAJ Supplier Platform and applies to every product or service offered through that Platform unless BAJ expressly agrees otherwise in writing.
1.2 About BAJ
BAJ Technologies Limited owns and operates the BAJ Platform, an online marketplace through which independent businesses may promote, sell and manage transport, tourism and other approved services.
The BAJ Platform may facilitate the advertising, booking and management of products including, without limitation, guided tours, sightseeing experiences, airport transfers, private transfers, shuttle services, long-distance transport, tourism packages, attractions, activities, charter transport, event transport and other products or services approved by BAJ from time to time.
BAJ provides the technology infrastructure that enables Suppliers and Customers to interact efficiently through digital booking tools, payment systems, communication services, operational dashboards and marketplace management features. Unless expressly stated otherwise, BAJ does not own, operate or provide the products or services offered by Suppliers and is not the organiser or operator responsible for fulfilling those services.
1.3 Acceptance of this Agreement
By registering a Supplier Account, accessing the BAJ Supplier Platform, publishing a listing, accepting a booking, dispatching a service, receiving a settlement or otherwise using any functionality provided through the Supplier Platform, the Supplier acknowledges that it has carefully read this Agreement, understands its contents and agrees to be legally bound by its terms.
Where an individual accepts this Agreement on behalf of a company, partnership, trust, incorporated society or any other legal entity, that individual represents and warrants that they possess full legal authority to bind that entity to this Agreement. BAJ is entitled to rely upon that representation unless notified otherwise in writing.
A person or entity that does not agree to this Agreement must not access or use the BAJ Supplier Platform.
1.4 Scope of the Agreement
This Agreement applies to every Supplier approved by BAJ to offer products or services through the BAJ Supplier Platform, regardless of whether the Supplier operates as an individual, sole trader, partnership, company or any other legally recognised business structure.
The Agreement governs every stage of the Supplier’s participation in the BAJ marketplace, including account registration, verification, product publication, pricing, inventory management, customer bookings, dispatch operations, payments, settlements, customer communications, cancellations, reviews, dispute resolution and the ongoing management of the Supplier’s business through the Platform.
Where BAJ introduces new products, services or technological functionality, this Agreement shall continue to apply unless BAJ expressly publishes additional terms that supplement or replace specific provisions.
1.5 Relationship with the BAJ Driver Platform Agreement
This Agreement is intended primarily for businesses and other Suppliers using the Supplier Platform to publish, sell, manage or fulfil transport, tourism and other approved marketplace products. An individual Driver who provides passenger transport through the BAJ Driver application is governed by the BAJ Driver Platform Agreement for that Driver activity. Where a transport business or other entity also participates through the Supplier Platform as an operator or marketplace Supplier, this Agreement applies to that separate Supplier or operator capacity. If both agreements apply to the same entity, each agreement governs the activity for which it was designed, and any specific written commercial terms agreed with BAJ apply to the relevant service.
1.6 Independent Commercial Relationship
The Supplier acknowledges that it operates an independent business and retains sole responsibility for the management and operation of that business.
Nothing contained in this Agreement shall be interpreted as creating an employment relationship, partnership, joint venture, franchise, agency, fiduciary relationship or other form of legal association between BAJ and the Supplier. The Supplier remains solely responsible for employing or engaging its personnel, managing its operations, complying with applicable laws and fulfilling all bookings accepted through the BAJ Platform.
The Supplier has no authority to represent, bind or make commitments on behalf of BAJ except where BAJ has expressly authorised such authority in writing.
1.7 BAJ’s Role as a Marketplace
BAJ provides a technology platform through which Suppliers may market and sell their own products and services to Customers. BAJ facilitates online bookings, digital payments, operational management tools, communications and related marketplace services, but does not ordinarily provide, control or supervise the products and services offered by Suppliers.
Except where mandatory law provides otherwise or BAJ expressly agrees in writing, BAJ is not responsible for designing, operating, staffing, supervising or delivering the Supplier’s products or services. Responsibility for fulfilling each booking remains with the Supplier that has accepted the booking.
The Supplier acknowledges that BAJ’s role is primarily that of a marketplace operator and technology provider, and that Customers enter into contractual arrangements for the relevant products or services with the Supplier responsible for delivering those services, subject to the applicable customer terms and any mandatory consumer protections.
1.8 Supplier Responsibilities
The Supplier accepts full responsibility for ensuring that every product or service offered through the BAJ Platform is lawful, accurately described, professionally delivered and suitable for sale to the public.
The Supplier further warrants that it possesses all licences, permits, approvals, qualifications, insurance and other legal authorisations necessary to conduct its business and agrees to maintain those requirements throughout the duration of this Agreement. The Supplier shall ensure that all information published through the BAJ Platform remains complete, accurate and current, and shall promptly correct any information that becomes inaccurate or misleading.
The Supplier acknowledges that Customers rely upon the accuracy of information published through the BAJ Platform when making purchasing decisions, and agrees to exercise reasonable care in preparing and maintaining all listings.
1.9 Development of the BAJ Platform
BAJ continually develops and improves its technology, marketplace services and operational functionality to enhance the experience of Customers and Suppliers.
Accordingly, BAJ may introduce new tools, features, product categories, booking systems, dispatch capabilities, artificial intelligence services, reporting functionality, payment solutions, integrations and other technological developments from time to time. Such developments are intended to improve the operation of the BAJ Platform and shall not, by themselves, alter the fundamental legal relationship established by this Agreement.
Where amendments to this Agreement become reasonably necessary to reflect significant operational or legal developments, BAJ may amend this Agreement in accordance with the amendment provisions contained herein.
1.10 Compliance with Applicable Law
The Supplier shall at all times comply with all laws, regulations, licence conditions, industry standards and governmental requirements applicable to its business, its personnel and the products or services offered through the BAJ Platform.
Nothing contained in this Agreement excludes, restricts or limits any statutory rights or obligations that cannot lawfully be excluded under applicable legislation. Where any provision of this Agreement is inconsistent with mandatory legal requirements, the relevant legislative provision shall prevail to the extent of the inconsistency without affecting the validity of the remaining provisions of this Agreement.
1.11 Contractual Framework and Order of Precedence
This Agreement, together with any service-specific terms, commercial or commission terms expressly accepted by the Supplier, the BAJ Privacy & Cookie Policy, the BAJ Complaints & Resolution Policy, the BAJ Cancellation & Refund Policy and any other document expressly identified by BAJ as forming part of the Supplier’s contractual framework, governs the Supplier’s participation in the Supplier Platform. The BAJ Customer Terms of Service govern the Customer’s use of the Platform and may also affect the administration of bookings that the Supplier accepts.
If there is an inconsistency, mandatory law prevails. Specific written commercial terms prevail only for the commission, fee, settlement or other commercial matter they expressly address. Service-specific booking conditions prevail only for the particular product or booking to which they apply. In all other respects this Agreement prevails over a general operational policy. BAJ will not treat an unpublished internal procedure as creating a new material contractual obligation for a Supplier unless that obligation is communicated and incorporated in accordance with this Agreement.
The Supplier acknowledges that it has entered into this Agreement in reliance upon its own assessment of the commercial opportunity provided by the BAJ Platform and not upon any representation, promise or expectation that is not expressly contained within this Agreement or otherwise confirmed by BAJ in writing.
CHAPTER 2 – SUPPLIER ELIGIBILITY
2.1 Eligibility to Participate
Participation in the BAJ Supplier Platform is limited to individuals and organisations that satisfy BAJ’s eligibility requirements and are approved to operate through the Platform. The Supplier acknowledges that participation in the BAJ marketplace is a privilege granted by BAJ and not an automatic right, and that BAJ may approve, decline or defer an application where it reasonably considers such action necessary to protect the integrity, reputation, safety or lawful operation of the Platform.
Eligibility must be maintained throughout the duration of this Agreement. A Supplier that ceases to satisfy the requirements of this Chapter shall promptly notify BAJ and may be required to suspend operations until compliance has been restored.
2.2 Eligible Suppliers
Subject to BAJ’s approval, applications may be accepted from legally recognised individuals or business entities that are authorised to offer products or services through the BAJ marketplace. Depending upon the nature of the Platform and the services offered, eligible Suppliers may include tourism operators, transport providers, airport transfer companies, shuttle operators, attraction operators, activity providers, accommodation providers where supported by the Platform, destination management companies, event organisers, charter operators, sole traders, partnerships, companies, trusts and other lawful commercial entities.
Nothing in this Agreement obliges BAJ to approve every application received, and BAJ reserves the right to determine whether a proposed Supplier is suitable for participation in the BAJ marketplace.
2.3 Legal Capacity and Authority
Every Supplier warrants that it possesses full legal capacity to enter into this Agreement and to perform the obligations arising from it. Where the Supplier is a company, partnership, trust or other legal entity, the individual accepting this Agreement confirms that they have been duly authorised to act on behalf of that entity and to bind it contractually.
If BAJ reasonably believes that an individual lacks authority to bind the Supplier, BAJ may require satisfactory evidence of that authority before activating or continuing the Supplier Account.
2.4 Business Legitimacy
The Supplier represents and warrants that its business has been established and is operated lawfully within every jurisdiction in which it conducts business. The Supplier further warrants that it holds all registrations, licences, permits, approvals and governmental authorisations necessary to provide the products and services offered through the BAJ Platform and that those approvals shall remain valid throughout the term of this Agreement.
The Supplier shall immediately notify BAJ if any registration, licence or approval expires, is suspended, revoked or becomes subject to investigation by a regulatory authority where such event may reasonably affect the Supplier’s ability to fulfil bookings or comply with this Agreement.
2.5 Financial Standing
The Supplier warrants that it is financially capable of performing bookings accepted through the BAJ Platform and of meeting its contractual obligations to Customers. The Supplier shall not knowingly accept bookings where it lacks the operational or financial capacity to deliver the relevant products or services.
Where BAJ reasonably believes that a Supplier’s financial position presents a material risk to Customers, BAJ may require additional assurances, suspend new bookings or take any other reasonable action necessary to protect the interests of Customers and the integrity of the Platform.
2.6 Operational Capability
The Supplier acknowledges that participation in the BAJ marketplace requires the ability to consistently deliver the products and services advertised through the Platform. Accordingly, the Supplier warrants that it possesses sufficient personnel, equipment, operational systems, facilities and resources to fulfil accepted bookings in a professional, safe and timely manner.
Where the Supplier provides transport services, this obligation extends to maintaining appropriately licensed drivers, compliant vehicles and operational dispatch capabilities. Where the Supplier provides tourism or experience-based services, it includes maintaining suitably qualified guides, instructors, equipment and operational resources appropriate to the nature of the booked experience.
2.7 Insurance and Risk Management
The Supplier shall maintain all insurance required by applicable law together with any additional insurance reasonably necessary for the nature of the products or services offered through the BAJ Platform. The Supplier acknowledges that maintaining appropriate insurance forms an essential part of responsible business operation and agrees to provide evidence of insurance upon reasonable request by BAJ.
The existence or verification of insurance by BAJ shall not be interpreted as limiting the Supplier’s legal responsibility for its own business activities or reducing any liability that may arise under this Agreement or applicable law.
2.8 Ongoing Eligibility
The obligations contained within this Chapter are continuing obligations. Approval as a Supplier does not relieve the Supplier from maintaining ongoing compliance with applicable laws, industry standards, licensing requirements, insurance obligations or BAJ’s reasonable operational requirements.
The Supplier agrees to cooperate with BAJ in demonstrating continued eligibility whenever reasonably requested and acknowledges that BAJ may periodically review Supplier compliance as part of its marketplace governance and quality assurance processes.
2.9 International Suppliers
Where BAJ permits Suppliers established outside New Zealand to participate in the Platform, those Suppliers shall remain responsible for complying with all laws, licensing requirements and regulatory obligations applicable within each jurisdiction in which they operate or deliver products and services.
Participation by an international Supplier does not impose upon BAJ any obligation to verify compliance with foreign legal requirements, and the Supplier remains solely responsible for ensuring that its operations are lawful within every jurisdiction in which it conducts business.
2.10 Right to Refuse, Suspend or Revoke Eligibility
BAJ reserves the right to refuse an application, suspend a Supplier Account or terminate this Agreement where BAJ reasonably believes that the Supplier no longer satisfies the eligibility requirements established by this Agreement, has provided false or misleading information, has failed to maintain required licences or approvals, presents an unacceptable legal, operational or reputational risk, or has otherwise materially breached this Agreement.
Except where immediate action is reasonably necessary to protect Customers, Suppliers, BAJ or comply with legal obligations, BAJ will generally seek to provide the Supplier with notice of the relevant concerns and, where appropriate, a reasonable opportunity to respond before making a final determination.
2.11 No Exclusive Appointment
Acceptance as a Supplier does not grant the Supplier any exclusive territory, exclusive product category or exclusive right to operate through the BAJ marketplace unless BAJ has expressly agreed otherwise in a separate written agreement.
BAJ may approve additional Suppliers offering similar or competing products and services and may continue to develop the marketplace in a manner that promotes customer choice, competition, service quality and the overall growth of the BAJ Platform.
CHAPTER 3 – SUPPLIER ACCOUNT, REGISTRATION AND PLATFORM ACCESS
3.1 Supplier Registration
A person or business wishing to offer products or services through the BAJ Supplier Platform must first complete BAJ’s registration process and obtain approval from BAJ before publishing listings or accepting bookings. Registration does not guarantee approval, and BAJ may request additional information or documentation where reasonably necessary to assess the Supplier’s suitability for participation in the Platform.
The Supplier warrants that all information provided during registration is true, accurate, complete and not misleading. The Supplier further agrees to promptly update its account whenever any information previously provided becomes inaccurate, incomplete or outdated.
3.2 Supplier Account
Upon approval, BAJ shall establish a Supplier Account through which the Supplier may access the Supplier Portal, Supplier Application and other authorised marketplace services.
The Supplier Account serves as the Supplier’s primary interface with the BAJ Platform and enables the Supplier to manage listings, receive bookings, communicate with Customers, dispatch services, monitor operational performance, manage availability, review settlements and access other functionality made available by BAJ from time to time.
The Supplier acknowledges that access to certain features may depend upon the type of products or services offered, the Supplier’s verification status, subscription level, geographic location or other operational requirements determined by BAJ.
3.3 Account Administration
The Supplier shall nominate one or more authorised representatives responsible for administering the Supplier Account. Where the Supplier is a company or other legal entity, those representatives must possess appropriate authority to act on behalf of the Supplier in relation to the operation of the Supplier Account.
The Supplier remains solely responsible for all actions undertaken through its Supplier Account, including actions performed by directors, officers, employees, contractors, branch managers, dispatch personnel, guides, drivers or any other individual authorised by the Supplier to access the Platform.
Nothing in this Agreement limits the Supplier’s responsibility for ensuring that access to its account is appropriately controlled and supervised.
3.4 Multi-User Access
BAJ may permit multiple authorised users to operate under a single Supplier Account in order to facilitate the efficient management of larger businesses or organisations. Where such functionality is available, the Supplier may assign different levels of authority to individual users according to their operational responsibilities.
The Supplier acknowledges that any action performed by an authorised user shall be deemed to have been performed on behalf of the Supplier and shall have the same legal effect as if undertaken directly by the Supplier.
The Supplier shall immediately remove access for any individual who is no longer authorised to act on its behalf and shall ensure that appropriate internal controls are maintained to prevent unauthorised access.
3.5 Business Locations and Branch Operations
Where supported by the BAJ Supplier Platform, a Supplier may operate multiple branches, offices or operational locations under a single Supplier Account.
Each branch may manage its own products, services, personnel, availability, dispatch operations and bookings while remaining part of the Supplier’s overall business account.
The Supplier acknowledges that it remains legally responsible for every listing, booking and transaction conducted through any branch or operational location associated with its Supplier Account.
3.6 Account Security
The Supplier shall exercise reasonable care in protecting the security of its Supplier Account and shall maintain appropriate safeguards to prevent unauthorised access.
The Supplier shall ensure that usernames, passwords, authentication credentials, verification codes and any other security information remain confidential and are disclosed only to authorised personnel.
Where the Supplier becomes aware of any suspected unauthorised access, security breach, loss of credentials or misuse of the Supplier Account, the Supplier shall notify BAJ without unreasonable delay and cooperate fully with any investigation undertaken by BAJ.
Failure to maintain appropriate account security may result in temporary suspension of the Supplier Account where reasonably necessary to protect Customers, other Suppliers or the BAJ Platform.
3.7 Responsibility for Platform Activity
The Supplier accepts full responsibility for all activity conducted through its Supplier Account unless it can demonstrate that such activity resulted solely from unauthorised access despite the Supplier having implemented reasonable security measures.
This responsibility extends to, without limitation, the publication of listings, pricing changes, booking confirmations, dispatch instructions, customer communications, refund requests, financial transactions and any other activity undertaken through the Supplier Platform.
The Supplier further acknowledges that Customers and BAJ are entitled to rely upon instructions issued through the Supplier Account as having been authorised by the Supplier.
3.8 Changes to Business Information
The Supplier shall promptly notify BAJ of any material change affecting its business or its eligibility to participate in the BAJ marketplace.
Such changes include, but are not limited to, changes in legal ownership, trading name, registered address, banking details, taxation status, business registration, licensing, insurance, insolvency events, significant management changes or any other matter that may reasonably affect the Supplier’s ability to comply with this Agreement.
Where a material change occurs, BAJ may require updated verification before permitting continued use of the Supplier Platform.
3.9 Transfer of Supplier Accounts
A Supplier Account is personal to the approved Supplier and may not be sold, assigned, transferred, licensed or otherwise made available to another individual or entity without BAJ’s prior written consent.
Where ownership of a Supplier’s business changes through sale, merger, restructuring or any other transaction, BAJ may require the incoming owner to complete a new application, verification process and acceptance of this Agreement before continued access to the Supplier Platform is permitted.
Nothing in this clause obliges BAJ to approve the transfer of a Supplier Account.
3.10 Suspension of Platform Access
BAJ may temporarily restrict or suspend access to a Supplier Account where such action is reasonably necessary to investigate suspected fraud, security incidents, breaches of this Agreement, regulatory concerns, customer complaints or any other matter that may adversely affect the safety, integrity or lawful operation of the BAJ Platform.
Where reasonably practicable, BAJ shall inform the Supplier of the reasons for the suspension and, where appropriate, the steps required to restore access. However, nothing in this clause prevents BAJ from taking immediate action where necessary to protect Customers, Suppliers, BAJ or to comply with applicable law.
3.11 Electronic Records
The Supplier acknowledges that BAJ may maintain electronic records relating to the Supplier’s participation in the Platform, including account registration, verification, listings, bookings, communications, financial transactions, acceptance of contractual amendments and other operational activities.
Subject to applicable law, such electronic records may be relied upon by BAJ as evidence of the Supplier’s use of the Platform and of transactions conducted through the Supplier Account.
CHAPTER 4 – SUPPLIER VERIFICATION
4.1 Purpose of Verification
BAJ is committed to maintaining a trusted, reliable and legally compliant marketplace for Customers, Suppliers and other users of the Platform. To achieve that objective, every Supplier must successfully complete BAJ’s verification requirements before being permitted to publish listings, accept bookings or access certain marketplace functionality.
The verification process assists BAJ in confirming the identity, legitimacy and operational capability of Suppliers. It also supports customer confidence, reduces the risk of fraud, promotes regulatory compliance and contributes to the overall integrity of the BAJ marketplace. Verification by BAJ, however, shall not be interpreted as a certification, endorsement or guarantee of the Supplier’s business, products or services, nor does it transfer any responsibility for the Supplier’s operations from the Supplier to BAJ.
4.2 Verification Requirements
The Supplier shall provide all information and documentation reasonably requested by BAJ to verify its identity, legal status, business operations and ongoing eligibility to participate in the Platform. The Supplier warrants that every document and every item of information submitted during the verification process is genuine, accurate, complete and current.
BAJ may determine the scope of verification required according to the nature of the Supplier’s business, the products or services offered, applicable legal requirements, operational risk, geographical location or any other factor that BAJ reasonably considers relevant to protecting the Platform and its users.
4.3 Identity Verification
Where the Supplier is an individual or sole trader, BAJ may require evidence of identity sufficient to confirm the Supplier’s legal identity before granting access to the Platform.
Where the Supplier is a company, partnership, trust or other legal entity, BAJ may require verification of the entity itself together with verification of directors, partners, trustees, beneficial owners, authorised representatives or other individuals responsible for managing the Supplier’s participation in the BAJ marketplace.
The Supplier agrees to cooperate fully with any reasonable identity verification process required by BAJ or its authorised verification providers.
4.4 Business Verification
The Supplier shall demonstrate that it is operating a legitimate business lawfully entitled to provide the products or services offered through the BAJ Platform.
BAJ may request evidence of business registration, incorporation, taxation registration, trading status, registered business addresses, contact information or other documentation reasonably necessary to confirm the lawful existence of the Supplier’s business.
Where the Supplier conducts business in multiple jurisdictions, BAJ may require verification appropriate to each jurisdiction in which products or services are offered through the Platform.
4.5 Licensing and Regulatory Compliance
The Supplier warrants that it holds every licence, permit, accreditation, certificate and governmental approval required to lawfully operate its business and deliver each product or service offered through the BAJ Platform.
The Supplier shall provide evidence of such approvals whenever reasonably requested by BAJ and shall immediately notify BAJ if any licence, accreditation or approval expires, is suspended, revoked, restricted or becomes the subject of regulatory investigation where such circumstances may reasonably affect the Supplier’s ability to fulfil bookings or comply with this Agreement.
The Supplier acknowledges that maintaining valid regulatory approvals is a continuing obligation throughout the duration of this Agreement.
4.6 Insurance Verification
Where appropriate to the nature of the Supplier’s business, BAJ may require the Supplier to provide evidence of current insurance coverage before activating or continuing the Supplier Account.
The Supplier warrants that all insurance policies required by law or reasonably necessary for its operations shall remain in force throughout the term of this Agreement and shall be maintained with reputable insurers authorised to provide such cover within the relevant jurisdiction.
Any verification undertaken by BAJ shall not constitute legal advice regarding the adequacy of the Supplier’s insurance arrangements and shall not reduce or limit the Supplier’s responsibility for maintaining appropriate insurance protection.
4.7 Banking and Payment Verification
Before receiving settlements through the BAJ Platform, the Supplier shall provide accurate banking and payment information sufficient to enable BAJ to process payments securely.
The Supplier is solely responsible for ensuring that all banking information remains accurate and current. BAJ shall not be responsible for delays or losses resulting from incorrect or outdated payment details supplied by the Supplier.
Where BAJ reasonably considers it necessary to protect against fraud, money laundering or payment errors, BAJ may require additional verification before processing settlements or changes to banking information.
4.8 Ongoing Verification
Verification is not limited to the initial registration process. BAJ may conduct periodic reviews or request updated documentation at any time during the Supplier’s participation in the Platform where such reviews are reasonably necessary to ensure continued compliance with this Agreement, applicable law or BAJ’s marketplace standards.
The Supplier agrees to provide any updated information or documentation requested within a reasonable period specified by BAJ. Failure to cooperate with ongoing verification may result in restrictions on the Supplier Account, suspension of listings or other reasonable measures until the verification process has been satisfactorily completed.
4.9 Enhanced Verification
Where BAJ reasonably identifies increased operational, financial, regulatory or reputational risk, BAJ may require the Supplier to complete enhanced verification procedures before granting or continuing access to some or all Platform functionality.
Enhanced verification may arise where the Supplier introduces higher-risk products or services, operates in multiple jurisdictions, experiences significant changes in ownership or business structure, receives a substantial increase in booking activity, becomes the subject of regulatory enquiries or where BAJ otherwise considers additional verification appropriate to protect the interests of Customers and the integrity of the Platform.
The Supplier agrees to cooperate with any enhanced verification process implemented under this clause.
4.10 Verification by Third Parties
BAJ may engage independent service providers to assist in verifying identity, business registration, licensing, payment details, sanctions screening, fraud prevention, compliance monitoring or other verification activities reasonably necessary for the operation of the Platform.
The Supplier authorises BAJ to disclose information reasonably required for those verification activities, provided such disclosure is carried out in accordance with applicable privacy and data protection laws and BAJ’s Privacy & Cookie Policy.
4.11 False or Misleading Information
The Supplier shall not provide false, misleading, fraudulent or incomplete information during any verification process.
Where BAJ reasonably determines that a Supplier has intentionally submitted false documentation or misrepresented any material fact, BAJ may immediately suspend or terminate the Supplier Account, cancel pending approvals, withhold settlements where legally permitted, remove listings and take any other action reasonably necessary to protect the BAJ marketplace.
Nothing contained in this clause limits BAJ’s right to report suspected unlawful conduct to the appropriate regulatory or law enforcement authorities where required or permitted by law.
4.12 Effect of Verification
The Supplier acknowledges that successful completion of BAJ’s verification procedures does not create any partnership, agency, employment relationship or certification of the Supplier’s business by BAJ.
Verification merely confirms that, at the time of assessment, the Supplier satisfied BAJ’s applicable onboarding requirements. The Supplier remains solely responsible for the lawful operation of its business, the quality and safety of its products and services, compliance with applicable legislation and the fulfilment of every booking accepted through the BAJ Platform.
CHAPTER 5 – PRODUCTS AND SERVICES
5.1 Marketplace Participation
Following approval and successful verification, the Supplier may use the BAJ Supplier Platform to advertise, market, sell, manage and fulfil products and services that have been approved by BAJ for publication on the Platform. The Supplier acknowledges that participation in the BAJ marketplace is subject to this Agreement and any operational requirements, technical standards or policies published by BAJ from time to time. Nothing in this Agreement guarantees that every product or service submitted by a Supplier will be accepted for publication, nor does it oblige BAJ to continue displaying any particular product or service where BAJ reasonably determines that its removal is necessary for operational, legal or commercial reasons.
5.2 Nature of Products and Services
The BAJ Platform is intended to operate as a multi-service marketplace for transport, tourism and related travel services. Subject to BAJ’s approval and the functionality actually made available, a Supplier may offer guided tours, sightseeing experiences, airport and private transfers, charter or long-distance transport, tourism activities, attractions, packages and other lawful products enabled by BAJ. Additional marketplace categories may be introduced in the future only where BAJ elects to support them and appropriate legal, commercial and operational requirements are in place.
5.3 Supplier Ownership of Products and Services
The Supplier retains full ownership and operational responsibility for every product and service offered through the BAJ Platform. The Supplier determines the nature of its products, operational procedures, staffing, equipment, delivery methods and customer experience, subject to compliance with this Agreement and applicable law. Nothing contained in this Agreement transfers ownership of the Supplier’s business, products or services to BAJ, nor shall BAJ be regarded as the operator or provider of those products and services solely because they are advertised or sold through the Platform.
5.4 Responsibility for Product Quality
The Supplier warrants that every product and service made available through the BAJ Platform shall be provided professionally, safely and in accordance with the description presented to Customers. The Supplier accepts sole responsibility for ensuring that each booking is fulfilled using appropriately qualified personnel, suitable equipment and operational procedures that comply with all applicable legal and industry requirements. The Supplier further warrants that products and services will be delivered with reasonable skill, care and diligence and in a manner that protects the safety, rights and legitimate expectations of Customers.
5.5 Product Availability
The Supplier shall maintain accurate availability for every product and service published through the BAJ Platform and shall ensure that bookings are accepted only where the Supplier has sufficient operational capacity to fulfil them. The Supplier shall promptly update availability whenever operational circumstances change and shall avoid publishing products that are unavailable, oversold or incapable of being delivered within the advertised timeframe. The Supplier acknowledges that inaccurate availability may adversely affect Customers and the reputation of the BAJ marketplace and may result in operational action being taken by BAJ.
5.6 Product Pricing
Except where BAJ operates a pricing model expressly agreed with the Supplier, the Supplier shall determine the retail price of its products and services. The Supplier warrants that every published price is accurate, transparent and complies with all applicable pricing laws and consumer protection legislation. Prices published through the BAJ Platform shall include all mandatory charges unless the Platform expressly permits separate disclosure of additional fees. The Supplier shall not manipulate pricing in a manner that is misleading, deceptive or likely to undermine customer confidence in the Platform.
5.7 Product Modifications
The Supplier may update the operational details of its products and services where reasonably necessary, provided that any modification does not materially prejudice Customers holding existing confirmed bookings unless those Customers are informed and any applicable legal obligations are satisfied. Where a proposed modification substantially changes the nature of a booked product or service, BAJ may require the Supplier to offer an appropriate alternative, refund or other remedy consistent with applicable law and the Platform’s operational policies.
5.8 Compliance of Products and Services
The Supplier warrants that every product and service offered through the BAJ Platform complies with all applicable legislation, licensing requirements, regulatory standards and industry codes relevant to its operation. The Supplier further warrants that the sale, promotion and delivery of each product or service through the Platform does not infringe the rights of any person or violate any contractual, statutory or regulatory obligation. The Supplier accepts sole responsibility for obtaining and maintaining every approval necessary for the lawful operation of its business.
5.9 Restricted or Prohibited Products
BAJ may refuse, suspend or remove any product or service that it reasonably believes is unlawful, unsafe, misleading, fraudulent, unsuitable for the BAJ marketplace or otherwise inconsistent with this Agreement or applicable law. The Supplier shall not attempt to publish or continue offering any product or service after BAJ has directed that it be removed, unless BAJ subsequently provides written approval. The exercise of this right by BAJ shall not limit any other rights or remedies available under this Agreement or at law.
5.10 Marketplace Standards
The Supplier acknowledges that BAJ operates a marketplace in which customer confidence, operational reliability and service quality are fundamental to the success of all participants. The Supplier therefore agrees to conduct its business in a manner that promotes the reputation of the BAJ Platform and supports a consistent standard of professionalism across the marketplace. BAJ may establish reasonable marketplace standards relating to service quality, operational performance, booking fulfilment and customer experience, provided that such standards are applied fairly and consistently to Suppliers operating within the relevant marketplace category.
5.11 Future Marketplace Development
The Supplier acknowledges that BAJ intends to continuously expand and develop the functionality of the Platform. Accordingly, BAJ may introduce new product categories, operational services, booking technologies, artificial intelligence tools, distribution channels, integration services, payment solutions, dispatch systems and other marketplace functionality without requiring the execution of a new agreement, provided that the Supplier’s continued participation remains subject to the terms of this Agreement and any lawful amendments made in accordance with its provisions.
CHAPTER 6 – LISTINGS AND CONTENT
6.1 Publication of Listings
Following approval of its Supplier Account, the Supplier may publish listings for products and services through the BAJ Supplier Platform in accordance with this Agreement and any reasonable technical or operational requirements established by BAJ. Every listing published on the Platform forms part of the public marketplace presented to Customers and therefore contributes to the reputation, reliability and commercial integrity of the BAJ brand. The Supplier acknowledges that publication of a listing is subject to BAJ’s approval processes, quality standards and ongoing compliance requirements and that BAJ may refuse, suspend, amend or remove any listing where reasonably necessary to protect Customers, Suppliers, BAJ or the integrity of the Platform.
6.2 Accuracy of Listings
The Supplier warrants that every listing published through the BAJ Platform is complete, accurate, truthful and capable of being substantiated. All descriptions, pricing, itineraries, inclusions, exclusions, availability, operating hours, meeting locations, pickup arrangements, accessibility information, age requirements, safety information, cancellation conditions and every other representation made within a listing shall accurately reflect the product or service being offered at the time of publication.
The Supplier shall not publish or maintain any listing containing information that is false, misleading, deceptive, exaggerated or likely to create an inaccurate expectation regarding the nature, quality, availability or performance of the relevant product or service.
6.3 Ongoing Maintenance of Listings
The Supplier acknowledges that listings are continuing representations made to Customers and agrees to maintain every listing in an accurate and current condition throughout the period in which it remains available for booking.
Where any material information changes, including pricing, operating schedules, service availability, facilities, inclusions, exclusions, business details or legal requirements, the Supplier shall update the relevant listing without unreasonable delay. The Supplier remains responsible for ensuring that Customers are not misled by outdated or incomplete information.
6.4 Titles, Descriptions and Marketing Content
The Supplier shall prepare listing titles and descriptions using clear, accurate and professional language that fairly represents the relevant product or service. Marketing content must describe the genuine characteristics of the experience being offered and shall not contain misleading comparisons, unsupported performance claims, false statements regarding awards or qualifications, or any other representation likely to mislead a reasonable Customer.
The Supplier shall ensure that promotional language remains consistent with applicable consumer protection legislation and accepted advertising standards within the jurisdictions in which the relevant products or services are offered.
6.5 Images, Videos and Visual Content
The Supplier may upload photographs, videos, graphics and other visual material for use within its listings, provided that such material accurately represents the products or services offered through the BAJ Platform.
The Supplier warrants that all visual content is authentic, of appropriate quality and suitable for publication, and does not materially misrepresent destinations, vehicles, accommodation, attractions, facilities, equipment or any other aspect of the relevant product or service. Visual content that has been digitally enhanced, edited or generated using artificial intelligence must not create a misleading impression of the actual customer experience.
6.6 Artificial Intelligence Generated Content
The Supplier may use artificial intelligence tools to assist in preparing listing descriptions, translations, marketing content, photographs, videos or other promotional material, provided that the Supplier reviews all such content before publication and verifies that it is accurate, lawful and appropriate for the relevant product or service.
The use of artificial intelligence does not reduce or transfer the Supplier’s responsibility for the accuracy, legality or quality of published content. The Supplier remains solely responsible for every representation made through the BAJ Platform regardless of whether that content was prepared manually or with the assistance of automated technologies.
6.7 Intellectual Property Rights
The Supplier represents and warrants that it owns, controls or has obtained all rights, licences, permissions and consents necessary to publish every item of content uploaded to the BAJ Platform.
The Supplier shall not publish any material that infringes the copyright, trade mark, patent, design rights, moral rights, privacy rights or any other intellectual property or proprietary rights belonging to another person. The Supplier shall indemnify BAJ against any claim arising from the Supplier’s unauthorised use of third-party intellectual property in connection with content published through the Platform.
6.8 Licence Granted to BAJ
The Supplier grants BAJ a worldwide, non-exclusive, royalty-free, transferable and sublicensable licence, for the duration of this Agreement and for a reasonable period thereafter where necessary to administer existing bookings or legal obligations, to host, store, reproduce, publish, translate, adapt, modify, distribute, communicate, display and otherwise use the Supplier’s listing content for the purposes of operating, promoting, marketing, improving and administering the BAJ Platform and its related services.
This licence includes the right to display Supplier content across BAJ websites, mobile applications, advertising campaigns, social media channels, search engines, affiliated marketplaces, distribution partners and other promotional or technological channels used by BAJ to market products and services offered through the Platform.
6.9 BAJ Formatting and Optimisation Rights
To improve consistency, customer experience and marketplace performance, BAJ may edit the formatting, layout, categorisation, translations, spelling, grammar, image presentation, technical specifications and visual appearance of listing content, provided that such changes do not materially alter the substance or commercial meaning of the Supplier’s products or services.
BAJ may also optimise listings for search functionality, mobile presentation, accessibility requirements, platform performance and other operational purposes without obtaining further approval from the Supplier.
6.10 Search Ranking and Marketplace Visibility
The Supplier acknowledges that the order in which listings appear within the BAJ Platform is determined by marketplace systems developed by BAJ and may take into account numerous operational, commercial and technical factors including customer preferences, product relevance, service quality, booking performance, pricing, availability, customer reviews, operational reliability, promotional activity and other marketplace considerations.
Nothing contained in this Agreement guarantees that any listing will receive a particular search ranking, level of visibility, booking volume or commercial performance. BAJ may modify its search algorithms, recommendation systems and marketplace presentation from time to time in order to improve customer experience and marketplace efficiency.
6.11 Customer Reviews Associated with Listings
The Supplier acknowledges that customer reviews, ratings and other feedback relating to its products or services may be displayed alongside listings published through the BAJ Platform in accordance with BAJ’s review policies.
Subject to applicable law and BAJ’s moderation procedures, genuine customer reviews may remain visible even where they are unfavourable, provided they do not breach BAJ’s policies or applicable legal requirements. The Supplier shall not attempt to manipulate, fabricate, purchase or improperly influence customer reviews or ratings.
6.12 Removal of Listing Content
BAJ may reject, suspend, restrict, edit or remove any listing or item of content where BAJ reasonably considers that the content breaches this Agreement, infringes applicable law, violates intellectual property rights, creates an unacceptable legal or reputational risk, compromises customer safety or otherwise threatens the integrity of the BAJ marketplace.
Where reasonably practicable, BAJ will ordinarily notify the Supplier of the reasons for the action taken and, where appropriate, provide an opportunity to rectify the relevant issue before permanent removal. Nothing in this clause limits BAJ’s right to take immediate action where necessary to protect Customers, comply with legal obligations or preserve the security and integrity of the Platform.
CHAPTER 7 – BOOKINGS, CONFIRMATIONS AND FULFILMENT
7.1 Receipt of Bookings
The BAJ Platform enables Customers to submit booking requests or make instant bookings for products and services offered by Suppliers. Subject to the configuration of the relevant product or service, bookings may be confirmed automatically through the Platform or may require acceptance by the Supplier before becoming a confirmed reservation.
The Supplier acknowledges that every confirmed booking creates contractual obligations that must be performed in accordance with this Agreement, the applicable booking details and all mandatory legal requirements.
7.2 Acceptance of Bookings
The Supplier shall monitor its Supplier Account and respond to booking requests within the timeframes specified by BAJ or otherwise communicated through the Platform. Where a booking requires manual acceptance, the Supplier shall exercise reasonable care in determining whether it has the operational capacity to fulfil the booking before accepting it.
A Supplier shall not accept bookings where it knows, or ought reasonably to know, that it lacks the personnel, equipment, vehicles, guides, accommodation, operational resources or legal authority necessary to deliver the booked product or service.
7.3 Booking Confirmations
Once a booking has been confirmed through the BAJ Platform, the Supplier shall be responsible for delivering the booked product or service in accordance with the information published within the relevant listing and any additional commitments communicated to the Customer through the Platform.
The Supplier acknowledges that Customers rely upon booking confirmations when making travel arrangements and other commercial decisions. Accordingly, confirmed bookings shall not be cancelled, modified or refused except in accordance with this Agreement, applicable law or circumstances beyond the Supplier’s reasonable control.
7.4 Booking Information
The Supplier shall carefully review every confirmed booking and ensure that all operational details required for successful fulfilment are understood before the scheduled commencement of the service.
Where additional information is reasonably required from the Customer, the Supplier shall request that information promptly through the communication channels approved by BAJ. The Supplier shall not request unnecessary personal information or information unrelated to the delivery of the booked product or service.
7.5 Operational Preparation
Following confirmation of a booking, the Supplier shall take all reasonable steps necessary to prepare for its proper fulfilment. This includes allocating appropriate personnel, reserving equipment, confirming vehicle availability, arranging guides or instructors where applicable, verifying operational schedules and ensuring that all resources necessary for delivery will be available at the agreed time.
The Supplier shall maintain appropriate operational procedures designed to minimise booking failures, avoid unnecessary delays and promote a high standard of customer service throughout the booking process.
7.6 Fulfilment of Services
The Supplier shall deliver every confirmed booking professionally, safely and in accordance with the published listing, the confirmed booking details and all applicable legal requirements.
The Supplier shall use reasonable skill, care and diligence in performing every product or service and shall ensure that its employees, contractors, guides, drivers, operators and other personnel conduct themselves professionally while providing services booked through the BAJ Platform.
Where operational circumstances require minor adjustments during service delivery, those adjustments shall not materially reduce the value or quality of the Customer’s booked experience unless the Customer has agreed or applicable law otherwise permits.
7.7 Customer Communications
The Supplier shall communicate with Customers courteously, professionally and in good faith throughout the booking process.
Communications relating to booking confirmations, meeting instructions, operational updates, delays, cancellations or other matters connected with a booking should, wherever reasonably practicable, be conducted through the communication tools provided by the BAJ Platform. This assists in maintaining accurate records, improving customer support and protecting both the Supplier and BAJ in the event of disputes.
The Supplier shall not use customer contact information obtained through the Platform for marketing unrelated products or services unless expressly permitted by applicable law and the Customer has provided any consent required by law.
7.8 Delays and Operational Disruptions
Where the Supplier becomes aware of any circumstance that is reasonably likely to delay, interrupt or adversely affect the fulfilment of a booking, the Supplier shall notify the affected Customer and BAJ as soon as reasonably practicable after becoming aware of the relevant circumstance.
The Supplier shall use reasonable efforts to minimise the impact of operational disruptions and shall cooperate with BAJ and affected Customers in identifying practical solutions, including revised departure times, alternative arrangements or other appropriate remedies where reasonably available.
7.9 Subcontracting and Third-Party Performance
The Supplier shall not subcontract or delegate the performance of a booked product or service to another business or individual unless such subcontracting is lawful, consistent with the published listing and does not materially reduce the quality, safety or reliability of the booked experience.
Where subcontracting occurs, the Supplier remains fully responsible for the acts, omissions, performance and conduct of every subcontractor, affiliate, contractor or third party engaged to fulfil any part of the booking. The Supplier’s obligations under this Agreement shall continue unaffected regardless of whether services are performed directly or through another party.
7.10 Booking Records
The Supplier shall maintain complete and accurate records relating to bookings accepted through the BAJ Platform for the period required by applicable law or for any longer period reasonably required to resolve disputes, regulatory enquiries, taxation obligations or customer complaints.
Such records shall include booking confirmations, operational communications, service completion records, payment information where applicable and any other documentation reasonably necessary to demonstrate compliance with this Agreement.
7.11 Failure to Fulfil Bookings
The Supplier acknowledges that repeated failures to honour confirmed bookings may significantly damage customer confidence and the reputation of the BAJ marketplace.
Where a Supplier repeatedly fails to fulfil confirmed bookings without reasonable justification, BAJ may investigate the relevant circumstances and may implement proportionate operational measures, including temporary restrictions on listings, performance improvement requirements, suspension of booking privileges or any other action reasonably necessary to protect Customers and maintain the integrity of the Platform.
Nothing contained in this Chapter limits any additional rights or remedies available to BAJ, Customers or the Supplier under this Agreement or applicable law.
CHAPTER 8 – DISPATCH, OPERATIONS AND SERVICE DELIVERY
8.1 Operational Responsibility
The Supplier shall be solely responsible for planning, organising, coordinating and managing the delivery of every product and service accepted through the BAJ Platform. The Supplier acknowledges that BAJ provides the technology infrastructure through which bookings may be received, managed and monitored, but BAJ does not supervise or control the Supplier’s day-to-day business operations or the manner in which products and services are delivered unless expressly agreed in writing.
8.2 Dispatch of Services
Where a product or service requires dispatch, the Supplier shall ensure that appropriate personnel, vehicles, guides, equipment or other operational resources are assigned in sufficient time to enable the booking to be fulfilled professionally and efficiently.
The Supplier shall implement reasonable dispatch procedures designed to minimise delays, avoid operational errors and ensure that Customers receive the service booked through the BAJ Platform in accordance with the confirmed reservation.
8.3 Use of the BAJ Dispatch System
Where BAJ provides dispatch functionality through the Supplier Portal, mobile application or any integrated operational system, the Supplier agrees to use those systems in accordance with this Agreement and any reasonable operational instructions issued by BAJ.
The Supplier acknowledges that the dispatch system is intended to improve operational efficiency, communication and customer experience and agrees not to intentionally misuse, manipulate or interfere with its operation.
Nothing in this Agreement requires a Supplier to use a particular dispatch workflow where BAJ expressly permits alternative operational arrangements, provided that the Supplier continues to satisfy all obligations relating to booking fulfilment and customer service.
8.4 Assignment of Personnel
The Supplier shall ensure that every employee, contractor, guide, driver, operator or other individual engaged to perform services booked through the BAJ Platform possesses the qualifications, licences, experience and competence reasonably necessary to perform the relevant duties safely and professionally.
The Supplier remains solely responsible for recruiting, supervising, training and managing its personnel and shall ensure that all personnel comply with applicable laws, licensing requirements and professional standards relevant to the services being provided.
8.5 Vehicles, Equipment and Operational Resources
Where the Supplier provides transport services or uses vehicles, vessels, equipment or other operational resources in delivering products or services, the Supplier warrants that those resources shall be properly maintained, safe, roadworthy where applicable, suitable for their intended purpose and compliant with all applicable legal and regulatory requirements.
The Supplier shall conduct its operations in a manner that promotes customer safety and shall promptly remove from service any vehicle, equipment or operational resource that is unsafe, defective or otherwise unsuitable for continued use.
8.6 Service Standards
The Supplier shall use reasonable skill, care and diligence to ensure that every service delivered through the BAJ Platform meets a consistently high standard of professionalism.
Customers shall be treated fairly, courteously and respectfully throughout the delivery of every product or service. The Supplier shall use reasonable efforts to ensure that departures occur as scheduled, services are delivered in accordance with published descriptions and any operational issues are managed promptly and professionally.
The Supplier acknowledges that the quality of services delivered through the Platform directly affects the reputation of both the Supplier and BAJ.
8.7 Operational Communications
The Supplier shall maintain effective communication with BAJ and Customers throughout the operational delivery of bookings where such communication is reasonably necessary.
Where delays, disruptions, emergencies, safety concerns or other operational events arise, the Supplier shall provide timely and accurate information to affected Customers and, where appropriate, to BAJ. Communications shall be professional, factual and directed towards resolving operational issues efficiently while minimising inconvenience to Customers.
8.8 Emergency Situations
The Supplier shall establish appropriate procedures for responding to emergencies that may reasonably arise during the delivery of products or services.
Where an emergency affects customer safety, the Supplier shall take immediate action to protect affected persons, comply with all applicable legal obligations and notify emergency services where required. The Supplier shall inform BAJ as soon as reasonably practicable where an emergency materially affects bookings, customer safety, regulatory compliance or the reputation of the BAJ Platform.
8.9 Operational Records
The Supplier shall maintain appropriate operational records relating to the delivery of products and services offered through the BAJ Platform.
Such records shall be sufficiently detailed to demonstrate compliance with applicable law, this Agreement and the Supplier’s operational obligations and shall be retained for the period required by applicable legislation or any longer period reasonably necessary to resolve disputes, regulatory enquiries or customer complaints.
8.10 Independent Business Operations
The Supplier acknowledges that it retains complete control over its own business operations and is solely responsible for determining staffing levels, operational procedures, work schedules, equipment, pricing decisions where permitted under this Agreement and all other matters relating to the management of its business.
Nothing contained in this Agreement shall be interpreted as giving BAJ authority to direct the manner in which the Supplier conducts its day-to-day operations, except to the extent reasonably necessary to administer the BAJ Platform, maintain marketplace standards, ensure compliance with applicable law or enforce the provisions of this Agreement.
8.11 Continuous Improvement
The Supplier acknowledges that maintaining a high-quality marketplace requires ongoing improvement in operational performance, customer service and business practices.
The Supplier agrees to cooperate with reasonable initiatives introduced by BAJ to improve operational efficiency, technological integration, customer satisfaction, safety standards, service quality and overall marketplace performance, provided that such initiatives are implemented consistently with this Agreement and applicable law.
CHAPTER 9 – PRICING, COMMISSIONS, SERVICE CHARGES AND TAXES
9.1 Supplier Pricing Responsibility
Unless BAJ expressly adopts or agrees a different pricing model for a particular marketplace category, the Supplier determines the price of the underlying product or service it offers through the BAJ Platform. The Supplier shall ensure that its price information is accurate, transparent and compliant with applicable pricing, GST and consumer protection laws. A Supplier must not introduce an undisclosed mandatory charge after the Customer has become committed to the booking, except where a lawful charge arises from a Customer-requested change or another circumstance expressly permitted by the booking terms and applicable law.
9.2 Marketplace Commission and Supplier Fees
BAJ is entitled to receive the commission and other Supplier-side fees that the Supplier has agreed in writing, through onboarding, the Supplier Portal or another clear written or electronic commercial arrangement. Those fees may differ between marketplace categories and Suppliers. BAJ may deduct agreed commission, Supplier-side fees and other amounts lawfully due before remitting a settlement where BAJ controls the settlement flow.
BAJ will give reasonable notice before materially changing a continuing commission or mandatory Supplier-side fee, unless an immediate change is required by law. A new optional service, advertising product, premium feature, integration or subscription does not become payable merely because BAJ makes it available; the Supplier must elect to use it or otherwise agree to the relevant commercial terms.
9.3 BAJ Customer Service Charge
BAJ may charge the Customer a separate Service Charge for BAJ’s technology, marketplace access, booking functionality, payment facilitation, customer support, communications, fraud prevention and related Platform services. The BAJ Service Charge is separate from the Supplier’s underlying fare or product price unless BAJ expressly states otherwise for a particular commercial model.
The Supplier acknowledges that the total amount payable by a Customer may therefore be higher than the amount offered, quoted, dispatched or settled to the Supplier. Unless specifically agreed otherwise, a BAJ Customer Service Charge is BAJ revenue and is not included in the Supplier’s commissionable underlying price or settlement entitlement. BAJ may determine the amount of the Service Charge from time to time, but the applicable charge and the total amount payable must be disclosed to the Customer before the Customer becomes committed to pay it, as required by applicable law.
9.4 Promotions and Price Changes
A Supplier may change its prices for future bookings and may voluntarily participate in promotional campaigns offered through BAJ. A price change does not alter a confirmed booking unless the booking terms or applicable law allow the change. Where the Supplier agrees to a promotion, it must honour eligible confirmed bookings made under the published promotional conditions. The allocation of the promotional cost between BAJ and the Supplier is determined by the commercial terms for that promotion.
9.5 Price Accuracy and Pricing Errors
The Supplier shall take reasonable care to maintain accurate prices. Where a genuine technical, data-entry or administrative pricing error occurs, BAJ may temporarily pause the affected listing and work with the Supplier to determine a lawful resolution. Nothing in this Agreement permits BAJ or a Supplier to rely on an error clause in a way that would amount to misleading or deceptive conduct or would remove a mandatory Customer remedy.
9.6 Ordinary Supplier Tax Obligations
Except where a marketplace tax rule makes BAJ responsible for collecting or returning a tax, the Supplier remains responsible for its own income tax, GST or other indirect tax registration, returns, business records and other taxation obligations. This includes ordinary GST treatment for non-listed services and for services that are not supplied through a qualifying electronic marketplace. BAJ does not provide taxation advice.
9.7 New Zealand Marketplace GST for Listed Services
Where a service is a Listed Service supplied in New Zealand through the BAJ electronic marketplace and the New Zealand marketplace GST rules apply, BAJ will account for GST in the manner required by law. Listed Services currently include ride-sharing and ride-hailing, food and beverage delivery, short-stay and visitor accommodation, and certain closely connected services. The marketplace rules do not automatically apply to every tour, attraction, long-distance travel product or other service offered through BAJ; those supplies remain subject to the GST treatment required by their actual legal and commercial circumstances.
A Supplier that provides a Listed Service must give BAJ the Supplier’s correct legal name, IRD number and GST registration status and must promptly notify BAJ if that status changes. BAJ may verify or report that information where required or authorised by law.
Where an eligible Supplier providing a Listed Service is not GST-registered, BAJ will administer the statutory flat-rate credit scheme as required by law. Under the current New Zealand rules, the flat-rate credit is 8.5% of the GST-exclusive value of the qualifying supply. The flat-rate credit is a statutory marketplace tax mechanism and is not a Customer discount, commission rebate or income-tax withholding.
Where a Supplier providing a Listed Service is GST-registered and the marketplace rules apply, the underlying supply to the GST-registered marketplace is generally treated as a zero-rated supply under the current rules, and the Supplier does not receive the non-GST flat-rate credit. The Supplier remains responsible for correctly reporting that supply and its own input-tax claims in its GST return.
9.8 Direct Customer Payments and Marketplace GST
Where BAJ authorises a Customer to pay a Supplier directly by cash, Supplier-operated EFTPOS or open-payment terminal, bank transfer or another approved payment method, the payment route does not by itself turn the booking into an off-Platform transaction. If the booking remains a Listed Service supplied through the BAJ electronic marketplace and the marketplace GST rules otherwise apply, BAJ will continue to account for GST as required by law.
The Supplier authorises BAJ to record and reconcile through future settlements, a Supplier or Driver Wallet where applicable, or another lawful mechanism any GST amount, commission, Supplier-side fee, refund, chargeback or other amount properly payable in connection with that booking. The Supplier must accurately record the direct payment through the Platform and must not conceal or reclassify a BAJ booking for the purpose of avoiding Platform charges, GST treatment, reporting or booking records.
9.9 Taxable Supply Information and Digital Platform Reporting
Where BAJ is legally treated as the supplier of a Listed Service for GST purposes, BAJ will provide the Customer with taxable supply information within the period required by law unless a lawful exception or opt-out makes another person responsible. The Supplier shall provide BAJ with information reasonably necessary for that purpose and must not issue inconsistent tax documentation that could misstate who is responsible for the GST treatment of the transaction.
BAJ may also collect, verify, retain and report Supplier identification, tax-residence, financial-account and transaction information where required by New Zealand digital-platform information reporting rules or another applicable legal reporting regime. The Supplier shall provide accurate information reasonably required for those obligations and shall notify BAJ of material changes.
9.10 Set-Off and Financial Records
To the extent permitted by law, BAJ may set off against amounts otherwise payable to the Supplier any agreed commission, Supplier-side fees, marketplace GST or tax amounts that BAJ is legally required to recover, authorised refunds, chargebacks, payment reversals, overpayments and other amounts properly owing under this Agreement. BAJ will provide reasonable transaction or settlement information explaining material deductions.
Both parties shall maintain the records required by applicable law for transactions administered through the BAJ Platform. BAJ’s electronic transaction records may be relied upon as evidence of Platform transactions subject to correction of demonstrated errors and any mandatory evidential rules.
CHAPTER 10 – PAYMENTS, DIRECT PAYMENTS AND SETTLEMENTS
10.1 Payment Processing
BAJ may facilitate Customer payments through payment processors, financial institutions or other authorised payment methods. Where BAJ receives money in connection with a Supplier booking, the Supplier authorises BAJ to process and settle the transaction in accordance with this Agreement and the commercial terms applicable to that Supplier. Payment processing does not change the identity of the underlying Supplier except where applicable law expressly treats BAJ as the supplier for a particular tax or consumer-law purpose.
10.2 Authorised Direct Payments
For service categories where BAJ permits direct payment, a Customer may pay the Supplier by cash, the Supplier’s own EFTPOS or open-payment terminal, bank transfer or another BAJ-approved method. A direct payment remains connected with the BAJ booking and must be accurately recorded through the Platform. The Supplier shall not require a Customer to cancel or move a BAJ booking off-platform in order to avoid commission, fees, tax administration, safety controls or transaction records.
Where BAJ’s Customer Service Charge is not collected by the Supplier, BAJ may collect that Service Charge separately from the Customer. Where BAJ expressly authorises the Supplier to collect an amount on BAJ’s behalf, the Supplier shall account for that amount in accordance with BAJ’s settlement instructions.
10.3 Settlement of Funds
Where BAJ controls the Customer payment, BAJ shall settle the Supplier’s entitlement after deducting agreed commission, Supplier-side fees, authorised refunds, chargebacks, tax amounts or other lawful deductions. Settlement timing and frequency shall be those communicated in the Supplier’s applicable commercial terms or Supplier Portal. BAJ may update administrative settlement procedures on reasonable notice, but a material change to an agreed commercial entitlement will be handled in accordance with the amendment provisions of this Agreement.
10.4 Payment and Banking Information
The Supplier shall provide accurate and current banking or payment information. BAJ is not responsible for a delay or failed settlement caused by incorrect information supplied by the Supplier, subject to BAJ taking reasonable care when processing the payment instruction. BAJ may require additional verification before acting on a change to settlement details where reasonably necessary to prevent fraud.
10.5 Payment Verification and Temporary Holds
BAJ may temporarily delay or hold an affected settlement where reasonably necessary to verify a transaction, investigate suspected fraud or a chargeback, comply with a court or regulatory requirement, protect Customer funds or resolve a material payment discrepancy. A hold must be proportionate to the issue being investigated and continue only for so long as reasonably necessary. Where legally and operationally practicable, BAJ will provide the Supplier with a general explanation of the hold.
10.6 Refunds and Financial Adjustments
Where a Customer is entitled to a refund or other financial remedy under the booking terms, the BAJ Cancellation & Refund Policy or applicable law, the Supplier authorises BAJ to process or facilitate the remedy and to recover the Supplier-funded portion from future settlements or another agreed or lawful mechanism. Adjustments may also be made for duplicate transactions, processing errors, overpayments or underpayments, and both parties shall cooperate to correct genuine errors.
10.7 Chargebacks and Payment Disputes
If a Customer disputes a payment through a bank or payment provider, BAJ may temporarily hold the disputed amount while the matter is investigated. The Supplier shall provide evidence reasonably required to respond to the dispute. BAJ may recover an amount from the Supplier only to the extent the Supplier is responsible under the booking terms, applicable payment-network rules, this Agreement or applicable law.
10.8 Statements and Transaction Records
BAJ may make settlement statements, booking records, commission summaries, tax information and transaction reports available electronically. The Supplier should review those records and notify BAJ after becoming aware of a material discrepancy. Failure to report a discrepancy immediately does not prevent correction of a genuine error, although delay may affect the availability of evidence.
10.9 Currency and Overseas Payments
Where BAJ enables settlement in a currency other than New Zealand dollars, conversion may be performed by BAJ or an authorised payment provider using the applicable rate and disclosed or provider-imposed conversion charges. BAJ is not responsible for ordinary exchange-rate movements outside its reasonable control.
10.10 Insolvency and Customer Protection
If a Supplier enters an insolvency process or BAJ reasonably believes the Supplier cannot fulfil confirmed bookings, BAJ may restrict new bookings and, to the extent permitted by law, temporarily hold unsettled funds while determining the treatment of existing Customer bookings, refunds and accrued financial obligations. BAJ will exercise this power reasonably and consistently with applicable insolvency and consumer-protection law.
CHAPTER 11 – CUSTOMER SERVICE STANDARDS
11.1 Commitment to Customer Service
The Supplier acknowledges that every interaction with a Customer contributes to the reputation and commercial success of both the Supplier and the BAJ Platform. Accordingly, the Supplier shall deliver all products and services with professionalism, courtesy, honesty and reasonable care, and shall use reasonable efforts to provide a positive customer experience from the time a booking is confirmed until the completion of the relevant product or service.
The Supplier further acknowledges that maintaining consistently high customer service standards is an essential condition of continued participation in the BAJ marketplace.
11.2 Professional Conduct
The Supplier shall ensure that its directors, employees, contractors, agents, guides, drivers, representatives and any other personnel engaged in delivering products or services through the BAJ Platform conduct themselves professionally at all times.
The Supplier shall ensure that personnel treat Customers fairly, respectfully and without discrimination, intimidation, harassment or abusive behaviour. Every Customer shall be provided with services in a manner consistent with applicable laws relating to consumer protection, human rights, workplace conduct and public safety.
11.3 Service Delivery Standards
The Supplier shall use reasonable skill, care and diligence to deliver every product and service substantially in accordance with the published listing, confirmed booking details and any lawful representations made to the Customer before or during the booking process.
Where circumstances require operational adjustments, the Supplier shall take reasonable steps to minimise inconvenience to the Customer and shall communicate those changes promptly and accurately. The Supplier shall not knowingly reduce the quality, duration or scope of a booked product or service without lawful justification or the Customer’s informed agreement where such agreement is required.
11.4 Customer Communication
The Supplier shall communicate with Customers in a timely, courteous and professional manner throughout the booking process. All communications relating to bookings, operational arrangements, delays, cancellations, meeting instructions, service updates or customer enquiries shall be accurate, respectful and directed towards resolving the relevant matter efficiently.
Where communication facilities are provided through the BAJ Platform, the Supplier shall use those facilities whenever reasonably practicable to ensure appropriate record keeping and operational transparency.
11.5 Accessibility and Special Requirements
Where a Customer advises the Supplier of accessibility requirements, mobility needs, dietary requirements, medical considerations or other reasonable requests relevant to the booked product or service, the Supplier shall consider those requests in good faith and use reasonable efforts to accommodate them where it is safe, lawful and operationally practicable to do so.
Nothing in this Agreement requires the Supplier to provide services beyond its lawful capabilities or operational capacity. However, the Supplier shall not unreasonably refuse or disregard reasonable requests where appropriate accommodation can be provided.
11.6 Customer Safety
The Supplier shall take all reasonable precautions necessary to protect the health, safety and wellbeing of Customers while delivering products and services through the BAJ Platform.
The Supplier shall comply with all applicable health and safety legislation, licensing requirements, industry standards and operational procedures relevant to its business and shall ensure that all personnel understand and comply with those obligations. Where a safety risk arises during service delivery, the Supplier shall take immediate and appropriate action to manage that risk and minimise the likelihood of injury or harm.
11.7 Customer Property
Where the Supplier receives, transports or temporarily holds property belonging to a Customer during the delivery of a booked service, the Supplier shall exercise reasonable care to safeguard that property while it remains under the Supplier’s control.
The Supplier shall establish reasonable procedures for handling lost property and shall make reasonable efforts to assist Customers in recovering property left behind during the provision of services. Nothing in this clause makes the Supplier responsible for property lost or damaged due to circumstances beyond the Supplier’s reasonable control.
11.8 Complaints Handling
Complaints concerning BAJ bookings shall be handled consistently with this Agreement, the BAJ Complaints & Resolution Policy and applicable law. The Supplier shall maintain a practical process for receiving and responding to complaints about the Supplier’s own products and services and shall cooperate reasonably with BAJ where BAJ is administering or coordinating a complaint through the Platform.
The Supplier shall provide accurate booking, operational, payment, communication and safety information reasonably required for an investigation and shall preserve relevant evidence where a complaint, regulatory inquiry or legal claim is reasonably foreseeable. A Supplier remains responsible for any complaint-record obligations imposed directly on that Supplier by transport, tourism or other applicable regulation.
11.9 Performance Monitoring
The Supplier acknowledges that BAJ may monitor operational performance, booking fulfilment, cancellation rates, response times, customer feedback, complaint history, service quality and other objective performance indicators for the purpose of maintaining marketplace standards and improving customer experience.
Where BAJ reasonably identifies recurring performance issues, BAJ may require the Supplier to participate in performance improvement measures, operational reviews, additional training or other reasonable corrective initiatives designed to restore acceptable marketplace standards.
11.10 Continuous Quality Improvement
The Supplier acknowledges that the BAJ marketplace is intended to promote high-quality products and services through continuous improvement and professional business practices.
The Supplier agrees to cooperate with reasonable quality assurance initiatives introduced by BAJ, including updates to operational standards, technological improvements, customer service programmes, safety initiatives and marketplace development measures, provided such initiatives are implemented consistently with this Agreement and applicable law. Participation in such initiatives supports the long-term reputation, competitiveness and commercial success of both the Supplier and the BAJ Platform.
CHAPTER 12 – CANCELLATIONS, REFUNDS AND BOOKING CHANGES
12.1 Applicable Framework
Cancellations, refunds, no-shows, booking amendments and rescheduling shall be administered in accordance with this Agreement, the BAJ Cancellation & Refund Policy, the booking-specific conditions disclosed to the Customer, the BAJ Customer Terms of Service and applicable law. The Supplier may publish product-specific cancellation conditions where BAJ permits them, but those conditions must be clear before booking and cannot remove a mandatory Customer right.
12.2 Supplier Cancellations
A Supplier shall use reasonable efforts to honour confirmed bookings. Where cancellation becomes reasonably necessary because of genuine operational necessity, safety, law, severe weather, force majeure or another legitimate reason, the Supplier shall notify BAJ and the Customer as soon as reasonably practicable and provide accurate information about the reason. Where a suitable alternative cannot reasonably be provided, the Supplier shall cooperate with BAJ in processing any refund, credit, rescheduling or other remedy required by the booking conditions or applicable law.
12.3 Customer Cancellations and No-Shows
A Customer cancellation or no-show shall be handled under the conditions applicable to the relevant booking. The Supplier shall not impose a cancellation or no-show charge that was not properly disclosed or is prohibited by law. Where a no-show is disputed, the Supplier shall cooperate with a reasonable review of booking records, timestamps, communications, location records or other relevant evidence.
12.4 Booking Changes and Rescheduling
A requested change is subject to operational availability and is not binding until accepted through the authorised booking process. Where a change affects price, duration, participant numbers, pickup arrangements, inclusions or another material booking term, the revised terms shall be communicated before the change is confirmed where reasonably practicable.
12.5 Full and Partial Refunds
A full refund may be appropriate where a Supplier cancels and no substantially equivalent alternative is accepted, where the service cannot lawfully or safely be supplied, where the service is not supplied, or where applicable law requires a full refund. A partial refund or other remedy may be appropriate where only part of the service is supplied or the Customer receives materially less than the confirmed booking. Any decision shall take into account the value actually received, the reason for the problem, the booking conditions and mandatory legal rights.
12.6 BAJ Service Charge and Refunds
The Supplier acknowledges that BAJ’s Customer Service Charge is separate from the Supplier’s underlying product price. Whether BAJ refunds or adjusts its Service Charge is determined under the BAJ Cancellation & Refund Policy, the stage and circumstances of the booking and applicable law. A Supplier must not promise a Customer that BAJ’s Service Charge will or will not be refunded unless BAJ has authorised that representation.
12.7 Direct-Payment Refunds
Where the Customer paid the Supplier directly by cash, Supplier-operated EFTPOS, bank transfer or another authorised direct-payment method, the Supplier shall cooperate with BAJ to ensure that any approved Customer remedy is actually completed. BAJ may record the refund or adjustment through the Platform and may reconcile associated commission, GST or other settlement entries where required.
12.8 Force Majeure and Exceptional Travel Disruption
Weather, natural disasters, transport disruption, public emergencies, government restrictions and similar events may require rescheduling, alternative arrangements, credits or refunds depending on the circumstances. No force majeure clause removes a mandatory Customer remedy. The parties shall use reasonable efforts to reduce avoidable loss and inconvenience and to communicate material changes promptly.
12.9 Records and Abuse
The Supplier shall retain records reasonably necessary to explain cancellations, refunds, credits and disputed no-shows for the period required by law or reasonably necessary for an unresolved dispute. The Supplier shall not manipulate cancellation classifications, delay lawful refunds, create artificial administrative barriers or move a booking off-platform to avoid financial or legal obligations.
CHAPTER 13 – CUSTOMER REVIEWS, RATINGS AND FEEDBACK
13.1 Purpose of the Review System
The Supplier acknowledges that customer reviews, ratings and feedback form an important part of the BAJ marketplace by assisting Customers in making informed purchasing decisions and encouraging Suppliers to maintain consistently high standards of service. The review system is intended to promote transparency, accountability and continuous improvement across the Platform and shall operate in accordance with this Agreement, BAJ’s applicable policies and all relevant laws.
13.2 Publication of Reviews
Customers may submit reviews, ratings, comments and other feedback relating to products and services purchased through the BAJ Platform following the completion of a booking or at any other time permitted by BAJ.
Subject to this Agreement and applicable law, BAJ may publish, display, moderate, organise or remove reviews in a manner that supports the integrity, reliability and proper operation of the marketplace.
13.3 Fairness and Authenticity
The Supplier acknowledges that only genuine customer experiences should form the basis of reviews published through the BAJ Platform. Reviews should accurately reflect the Customer’s own experience and must not knowingly contain false statements, defamatory material, unlawful content or misleading representations.
BAJ may implement reasonable measures to verify the authenticity of reviews and may investigate any review where there are reasonable grounds to believe that it is fraudulent, manipulated or otherwise inconsistent with the integrity of the review system.
13.4 Supplier Responses
The Supplier may respond to customer reviews through functionality provided by the BAJ Platform.
Any response submitted by the Supplier shall remain professional, respectful and relevant to the issues raised by the Customer. The Supplier shall not publish responses that are abusive, threatening, defamatory, discriminatory, misleading or otherwise unlawful, nor shall the Supplier disclose confidential information or personal information relating to the Customer except where permitted by applicable law.
Constructive responses that acknowledge customer concerns and explain any remedial action taken are encouraged as part of maintaining a professional marketplace.
13.5 Review Moderation
BAJ may review, moderate, edit for formatting purposes, decline to publish or remove reviews and responses where BAJ reasonably considers that the content breaches this Agreement, infringes applicable law, contains offensive or inappropriate material, violates intellectual property rights, discloses confidential information, promotes unlawful activity or otherwise compromises the integrity of the BAJ Platform.
Moderation decisions shall be made reasonably and consistently, taking into account the legitimate interests of Customers, Suppliers and the overall operation of the marketplace.
13.6 Prohibited Conduct
The Supplier shall not manipulate or attempt to manipulate the review system in any manner.
Without limitation, the Supplier shall not purchase, fabricate, solicit false reviews, offer incentives in exchange for positive reviews, discourage genuine negative feedback, create multiple accounts for the purpose of influencing ratings or engage any third party to artificially improve review scores.
The Supplier shall also ensure that its employees, contractors, agents and representatives do not engage in any conduct that undermines the fairness or credibility of the BAJ review system.
13.7 Effect of Reviews
The Supplier acknowledges that customer reviews and ratings may influence marketplace visibility, customer purchasing decisions, promotional opportunities, quality assurance programmes and other operational features of the BAJ Platform.
The publication of reviews does not constitute an endorsement by BAJ of the opinions expressed by Customers, and BAJ does not guarantee the accuracy, completeness or reliability of every review submitted through the Platform.
13.8 Performance Assessment
BAJ may consider customer reviews, ratings, complaint history, booking fulfilment, cancellation rates, response times and other objectively measurable performance indicators when assessing a Supplier’s ongoing participation in the BAJ marketplace.
Where BAJ reasonably identifies persistent operational deficiencies affecting customer experience, BAJ may require the Supplier to participate in performance improvement initiatives, quality assurance reviews or other reasonable corrective measures designed to restore acceptable marketplace standards.
13.9 Feedback for Marketplace Improvement
The Supplier acknowledges that customer feedback provides valuable information regarding service quality, operational efficiency and marketplace performance.
BAJ may analyse reviews, ratings and customer feedback for the purposes of improving Platform functionality, enhancing customer experience, developing new marketplace features, identifying operational trends and strengthening quality assurance processes, provided that such analysis is conducted in accordance with applicable privacy and data protection laws.
13.10 No Ownership of Customer Reviews
Customer reviews, ratings and feedback submitted through the BAJ Platform form part of the marketplace content maintained by BAJ.
The Supplier shall have no ownership rights in customer reviews solely because those reviews relate to the Supplier’s products or services, although nothing in this clause limits any legal rights the Supplier may have where published content is demonstrably unlawful or infringes applicable legal rights.
The Supplier acknowledges that, subject to applicable law, customer reviews may remain associated with completed bookings and historical marketplace records even after a product is withdrawn or this Agreement is terminated where retention is reasonably necessary to preserve the integrity and transparency of the BAJ marketplace.
CHAPTER 14 – INTELLECTUAL PROPERTY, BRANDING AND MARKETING
14.1 Ownership of Intellectual Property
Each party shall retain ownership of its respective intellectual property existing before the commencement of this Agreement or developed independently of it.
Nothing contained in this Agreement transfers ownership of any copyright, trade mark, patent, design right, trade secret, domain name, business name, software, database, know-how or other intellectual property belonging to either party except to the extent expressly provided under this Agreement.
The Supplier acknowledges that all rights, title and interest in the BAJ Platform, the BAJ name, logos, branding, software, mobile applications, technology, databases, marketplace systems, website content and all associated intellectual property are and shall remain the exclusive property of BAJ or its licensors.
14.2 Supplier Intellectual Property
The Supplier retains ownership of its business name, trade marks, logos, photographs, videos, product descriptions, promotional material and other intellectual property uploaded to the BAJ Platform.
By publishing content through the Platform, the Supplier confirms that it has the legal right to use that content and that its publication does not infringe the intellectual property rights of any other person.
Nothing contained in this Agreement prevents the Supplier from continuing to use its own intellectual property in connection with its business outside the BAJ Platform.
14.3 Licence Granted to BAJ
For the duration of this Agreement, and for a reasonable period thereafter where necessary to administer existing bookings, resolve disputes, comply with legal obligations or complete ongoing marketing campaigns already commenced, the Supplier grants BAJ a worldwide, non-exclusive, royalty-free, transferable and sublicensable licence to use the Supplier’s business name, trading name, trade marks, logos, photographs, videos, promotional content, product descriptions and other intellectual property solely for purposes connected with the operation, administration, promotion, marketing and improvement of the BAJ Platform.
This licence authorises BAJ to reproduce, publish, communicate, display, distribute, translate, adapt, resize, reformat and otherwise use the Supplier’s content across BAJ websites, mobile applications, search engines, social media platforms, digital advertising, printed promotional material, partner distribution channels and any other medium reasonably connected with promoting the BAJ marketplace.
14.4 BAJ Branding
The Supplier shall not use the BAJ name, logo, trade marks, branding, marketing material or other proprietary identifiers except as expressly authorised by BAJ.
Where BAJ permits the Supplier to use BAJ branding for promotional purposes, such use shall be limited to the approved purpose and shall comply with any branding guidelines, marketing standards or usage requirements issued by BAJ from time to time.
The Supplier shall immediately cease using BAJ branding upon termination of this Agreement or upon written notice from BAJ requiring such use to cease.
14.5 Marketing by BAJ
The Supplier acknowledges that BAJ actively promotes the marketplace through advertising campaigns, search engine optimisation, digital marketing, social media, email marketing, affiliate programmes, strategic partnerships, artificial intelligence services and other promotional activities.
The Supplier authorises BAJ to include the Supplier’s approved listings, business name, product descriptions, images, videos and other promotional content within those marketing activities where reasonably connected with promoting the BAJ marketplace or increasing bookings for products and services available through the Platform.
Nothing contained in this Agreement obliges BAJ to market any particular Supplier, product or service or to achieve any minimum level of exposure, enquiries or bookings.
14.6 Marketing by the Supplier
The Supplier may independently promote its own products and services provided that such marketing does not falsely suggest sponsorship, endorsement, partnership or any legal relationship with BAJ beyond that created by this Agreement.
The Supplier shall not publish advertising or promotional material that misrepresents the BAJ Platform, damages the reputation of BAJ, creates confusion regarding the relationship between the parties or otherwise misleads Customers or the public.
14.7 Marketplace Reputation
The Supplier acknowledges that the reputation of the BAJ marketplace depends upon maintaining public confidence in the quality, professionalism and integrity of the Platform.
Accordingly, the Supplier agrees not to engage in any conduct that is likely to materially damage the reputation, goodwill or commercial standing of BAJ or the BAJ marketplace. This clause does not prevent the Supplier from making truthful statements, complying with legal obligations or exercising any rights protected by applicable law.
14.8 Intellectual Property Infringement
If either party becomes aware that content published through the BAJ Platform may infringe the intellectual property rights of another person, that party shall promptly notify the other and provide any reasonably available information relating to the suspected infringement.
BAJ may temporarily suspend, restrict or remove the relevant content while investigating the matter and may require the Supplier to provide evidence demonstrating its right to use the disputed material.
Where infringement is established or reasonably suspected, BAJ may remove the relevant content without liability and may take any further action reasonably necessary to protect the Platform and comply with applicable law.
14.9 Public Announcements
Neither party shall issue any public announcement, press release or marketing communication stating or implying a strategic partnership, exclusive commercial relationship or endorsement by the other party without prior written consent, except where disclosure is required by law or relates solely to the Supplier’s participation as an approved Supplier on the BAJ Platform.
14.10 Survival of Intellectual Property Rights
Termination or expiry of this Agreement shall not affect the ownership of intellectual property belonging to either party.
Any licence granted under this Chapter shall automatically terminate upon the termination of this Agreement except to the extent that continued use is reasonably necessary to complete existing bookings, maintain historical marketplace records, comply with legal obligations, resolve disputes or conclude marketing activities lawfully commenced before termination.
CHAPTER 15 – PRIVACY, CONFIDENTIALITY AND DATA PROTECTION
15.1 General Principles
The Supplier acknowledges that the operation of the BAJ Platform involves the collection, use, storage and processing of personal information and commercially sensitive information relating to Customers, Suppliers and BAJ. The Supplier agrees to handle all such information responsibly, lawfully and only for legitimate business purposes directly connected with the performance of this Agreement.
Each party shall comply with all applicable privacy, data protection and information security laws governing the collection, storage, disclosure, transfer and processing of personal information within the jurisdictions in which they operate.
15.2 Customer Information
The Supplier shall use Customer information obtained through the BAJ Platform solely for the purpose of fulfilling bookings, communicating with Customers regarding those bookings, providing customer support, complying with legal obligations and performing other activities expressly authorised under this Agreement.
The Supplier shall not use Customer information for unrelated marketing activities, sell or disclose Customer information to third parties, create independent customer databases for unauthorised commercial purposes or otherwise use Customer information in a manner inconsistent with applicable privacy legislation or this Agreement.
15.3 Confidential Information
For the purposes of this Agreement, Confidential Information includes all non-public commercial, financial, operational, technical and business information disclosed by one party to the other, whether in written, electronic, verbal or any other form, including pricing arrangements, commission structures, software, source code, business plans, operational procedures, customer information, supplier information, financial records, trade secrets, marketplace strategies and any other information that would reasonably be regarded as confidential.
Confidential Information does not include information that is publicly available through no breach of this Agreement, lawfully obtained from an independent third party without an obligation of confidentiality, already lawfully known to the receiving party before disclosure or independently developed without reference to the disclosed information.
15.4 Confidentiality Obligations
Each party shall protect the Confidential Information of the other party using at least the same degree of care that it applies to its own confidential information of a similar nature, and in any event no less than a reasonable standard of care.
Neither party shall disclose, copy, reproduce or use Confidential Information except where reasonably necessary for the performance of this Agreement, required by applicable law, authorised in writing by the disclosing party or otherwise permitted under this Agreement.
The obligations contained in this Chapter continue notwithstanding the suspension, expiry or termination of this Agreement.
15.5 Data Security
The Supplier shall implement and maintain reasonable administrative, technical and organisational measures designed to protect personal information and Confidential Information against unauthorised access, disclosure, alteration, loss, destruction or misuse.
The Supplier shall ensure that its employees, contractors and authorised representatives who have access to such information understand their confidentiality obligations and are provided access only to the extent reasonably necessary to perform their duties.
15.6 Privacy Breaches
Where the Supplier becomes aware of any actual or suspected unauthorised access, disclosure, loss, alteration or misuse of personal information or Confidential Information relating to the BAJ Platform, the Supplier shall notify BAJ without unreasonable delay after becoming aware of the incident.
The Supplier shall cooperate fully with BAJ in investigating the incident, mitigating its effects, complying with applicable legal reporting obligations and implementing reasonable corrective measures designed to prevent recurrence.
15.7 Disclosure Required by Law
Nothing contained in this Agreement prevents either party from disclosing Confidential Information where disclosure is required by law, regulation, court order or a lawful request made by a governmental, regulatory or law enforcement authority.
Where legally permitted, the receiving party shall use reasonable efforts to notify the other party before making such disclosure to enable the disclosing party to seek any available protective order or other appropriate legal remedy.
15.8 Retention and Deletion of Information
The Supplier shall retain personal information and Confidential Information only for so long as reasonably necessary to fulfil its legal, contractual and operational obligations or for any minimum retention period required by applicable law.
Upon termination of this Agreement or upon BAJ’s reasonable request, the Supplier shall securely return, delete or destroy Confidential Information and personal information obtained through the BAJ Platform unless continued retention is required by law, necessary to resolve existing disputes or reasonably required for ongoing legal proceedings.
15.9 Cross-Border Processing
Where personal information is transferred, accessed or processed outside the jurisdiction in which it was originally collected, the Supplier shall ensure that such transfers comply with all applicable privacy and data protection laws.
The Supplier remains responsible for ensuring that any third-party service provider engaged to process personal information on its behalf maintains appropriate privacy, confidentiality and security standards consistent with this Agreement and applicable legislation.
15.10 BAJ Privacy & Cookie Policy
The Supplier acknowledges that BAJ maintains a BAJ Privacy & Cookie Policy governing BAJ’s collection, use, disclosure, retention and protection of personal information and the use of cookies and related technologies through the Platform.
Nothing in this Agreement replaces the BAJ Privacy & Cookie Policy in relation to information processed by BAJ. The Supplier shall comply with the privacy obligations that apply to its own handling of Customer and Platform information. BAJ may update its privacy notice to reflect changes in law or processing practices, including obligations relating to indirect collection, overseas processing and biometric or automated verification, in accordance with applicable law.
15.11 Survival
The obligations relating to privacy, confidentiality, data protection and information security contained in this Chapter shall survive the suspension, expiration or termination of this Agreement for so long as the relevant information remains confidential or for any longer period required by applicable law.
CHAPTER 16 – COMPLIANCE WITH LAWS, LICENSING AND REGULATORY OBLIGATIONS
16.1 General Compliance
The Supplier shall at all times conduct its business in full compliance with all applicable laws, regulations, bylaws, industry standards, licence conditions, governmental requirements and legally enforceable codes of practice applicable to the products and services offered through the BAJ Platform.
The Supplier acknowledges that compliance with applicable law is a fundamental condition of participation in the BAJ marketplace and that any failure to comply may adversely affect Customers, BAJ and other Suppliers.
16.2 Responsibility for Legal Compliance
The Supplier remains solely responsible for ensuring that its business operations, personnel, products and services comply with all legal obligations applicable within every jurisdiction in which it operates.
Nothing contained in this Agreement shall be interpreted as legal, taxation, regulatory or licensing advice provided by BAJ, and the Supplier shall obtain its own independent professional advice where necessary to ensure ongoing compliance with applicable legal requirements.
16.3 Licences, Permits and Approvals
The Supplier warrants that it holds, and shall continue to maintain throughout the duration of this Agreement, every licence, permit, accreditation, registration, consent, certificate and governmental approval required to lawfully conduct its business and provide each product or service offered through the BAJ Platform.
Where any licence, permit or approval expires, is suspended, cancelled, restricted or becomes subject to regulatory investigation, the Supplier shall notify BAJ without unreasonable delay and shall immediately cease offering any affected product or service where continued operation would be unlawful.
16.4 Employment and Personnel
The Supplier is solely responsible for complying with all employment, workplace, immigration, taxation, health and safety and related legal obligations applicable to its employees, contractors and other personnel.
Nothing contained in this Agreement creates any employment relationship between BAJ and the Supplier’s personnel, nor shall BAJ be regarded as directing or controlling the day-to-day activities of those personnel solely because bookings are facilitated through the BAJ Platform.
16.5 Health and Safety
The Supplier shall establish and maintain appropriate health and safety systems designed to identify, assess and manage risks associated with the products and services offered through the BAJ Platform.
The Supplier shall ensure that its operations are conducted in a manner that protects Customers, employees, contractors, members of the public and any other persons who may reasonably be affected by its activities.
Where an incident occurs that materially affects customer safety or may reasonably impact the reputation or lawful operation of the BAJ Platform, the Supplier shall notify BAJ as soon as reasonably practicable after becoming aware of the incident.
16.6 Consumer Protection
The Supplier shall comply with all applicable consumer protection legislation governing advertising, pricing, service delivery, customer rights, refunds, warranties, unfair commercial practices and any other legal obligations applicable to the products and services offered through the BAJ Platform.
The Supplier shall not engage in any misleading, deceptive, unfair or unlawful commercial practice and shall promptly correct any representation made through the BAJ Platform that becomes inaccurate or misleading.
16.7 Anti-Bribery and Ethical Conduct
The Supplier shall conduct its business honestly, ethically and with integrity and shall not directly or indirectly engage in bribery, corruption, fraud, money laundering, facilitation payments or any other unlawful or unethical business practice.
The Supplier shall establish appropriate internal procedures designed to prevent unlawful conduct by its directors, employees, contractors and representatives and shall promptly notify BAJ if it becomes aware of any conduct that may materially affect the integrity or lawful operation of the BAJ marketplace.
16.8 Sanctions and Restricted Activities
The Supplier warrants that neither it nor, to the best of its knowledge, any person acting on its behalf is subject to any legal restriction that would make participation in the BAJ Platform unlawful.
The Supplier shall not use the BAJ Platform for any unlawful purpose or for the promotion, sale or facilitation of products or services prohibited by applicable law, regulatory authorities or this Agreement.
16.9 Regulatory Investigations
The Supplier shall promptly notify BAJ where any regulatory authority, licensing body or governmental agency commences an investigation, enforcement action or other proceeding that may reasonably affect the Supplier’s ability to perform its obligations under this Agreement or may materially affect the reputation or lawful operation of the BAJ Platform.
BAJ may request reasonable information concerning the relevant matter to assess any operational or legal risk associated with the continued publication of the Supplier’s products or services.
16.10 Audit and Compliance Review
Where BAJ reasonably believes that a review is necessary to verify compliance with this Agreement or applicable law, BAJ may request information, documentation or other evidence reasonably necessary to confirm the Supplier’s ongoing compliance.
The Supplier agrees to cooperate in good faith with any reasonable compliance review conducted by BAJ, provided that BAJ exercises its rights under this clause in a proportionate manner and with due regard to the Supplier’s legitimate commercial confidentiality.
16.11 Continuing Obligation
The obligations contained within this Chapter are continuing obligations that apply throughout the duration of this Agreement.
Compliance with applicable law at the time of registration does not relieve the Supplier from maintaining ongoing compliance as laws, regulations, licensing requirements or industry standards change over time. The Supplier shall take reasonable steps to remain informed of those changes and to ensure that its business continues to operate lawfully while participating in the BAJ Platform.
CHAPTER 17 – INSURANCE, LIABILITY AND INDEMNITY
17.1 Supplier Responsibility
The Supplier accepts full responsibility for the lawful operation of its business and for the products and services offered through the BAJ Platform.
The Supplier acknowledges that BAJ operates solely as a technology-enabled marketplace facilitating bookings and commercial transactions between Customers and independent Suppliers and does not assume operational responsibility for the Supplier’s business, personnel, vehicles, equipment, accommodation, tours, activities or any other services provided by the Supplier.
17.2 Insurance Requirements
The Supplier shall maintain, at its own expense and throughout the duration of this Agreement, all insurance policies reasonably necessary for the nature, size and risk profile of its business.
Depending upon the products or services offered, such insurance may include public liability insurance, professional indemnity insurance, employer’s liability insurance, statutory accident compensation where applicable, motor vehicle insurance, commercial property insurance, marine insurance, aviation insurance, travel operator insurance, cyber liability insurance or any other insurance reasonably appropriate for the Supplier’s operations.
All insurance shall be maintained with reputable insurers authorised to provide insurance within the relevant jurisdiction and shall remain valid throughout the Supplier’s participation in the BAJ Platform.
17.3 Evidence of Insurance
BAJ may request reasonable evidence demonstrating that the Supplier maintains the insurance required under this Agreement.
Upon reasonable request, the Supplier shall provide certificates of currency, confirmation of insurance coverage or other documentation reasonably sufficient to verify ongoing compliance with this Chapter.
Failure to maintain appropriate insurance may result in the suspension or removal of affected products or services until satisfactory evidence is provided.
17.4 Supplier Liability
The Supplier remains solely responsible for all acts, omissions, negligence, representations and contractual obligations arising from the products and services supplied through the BAJ Platform.
Without limiting the generality of this clause, the Supplier accepts responsibility for the conduct of its directors, employees, contractors, subcontractors, agents, representatives and any other persons engaged by or acting on behalf of the Supplier.
The Supplier further accepts responsibility for ensuring that all products and services supplied through the BAJ Platform are delivered with reasonable care, skill, professionalism and in accordance with applicable law.
17.5 BAJ Liability
To the maximum extent permitted by applicable law, BAJ shall not be responsible for the operational performance, quality, safety, legality, suitability or availability of products or services supplied by independent Suppliers through the BAJ Platform.
BAJ does not guarantee uninterrupted marketplace availability, continuous booking volumes, customer demand, commercial profitability, search ranking, revenue generation or the future commercial success of any Supplier participating in the Platform.
Nothing contained in this Agreement excludes or limits any liability that cannot lawfully be excluded or restricted under applicable law.
17.6 Limitation of Liability
To the fullest extent permitted by applicable law, neither party shall be liable to the other for any indirect, consequential, incidental, exemplary or special loss or damage, including loss of anticipated profits, business opportunities, goodwill, future revenue, reputation or commercial advantage arising out of or in connection with this Agreement, except where such limitation is prohibited by law or results from fraud, wilful misconduct or any liability that cannot lawfully be limited.
Where liability cannot be excluded, each party’s liability shall be limited only to the extent permitted under applicable law.
17.7 Customer Claims
Where a Customer asserts any claim relating to the Supplier’s products or services, the Supplier shall remain primarily responsible for responding to, investigating and resolving that claim.
The Supplier shall cooperate with BAJ by providing information reasonably required to investigate the matter, communicate with affected Customers and comply with any legal or regulatory obligations applicable to the BAJ Platform.
Nothing in this clause requires BAJ to assume responsibility for claims arising solely from the Supplier’s operations.
17.8 Supplier Indemnity
The Supplier indemnifies BAJ and its directors, officers and personnel against reasonable losses, third-party claims, penalties and properly incurred legal costs to the extent they arise directly from the Supplier’s material breach of this Agreement, negligence, fraud, wilful misconduct, unlawful operation, infringement of third-party intellectual property rights, or injury or property damage caused by the Supplier’s products, services or personnel. The indemnity does not apply to the extent the loss was caused or materially contributed to by BAJ’s own breach of this Agreement, negligence, fraud or wilful misconduct, and it does not give BAJ a right to recover the same loss twice. BAJ shall take reasonable steps to mitigate an indemnified loss and, where practicable, allow the Supplier a reasonable opportunity to participate in the defence of a third-party claim that is primarily the Supplier’s responsibility.
17.9 Mitigation of Loss
Each party shall take reasonable steps to mitigate any loss or damage arising under this Agreement where such mitigation is reasonably practicable.
Nothing contained in this clause requires either party to incur unreasonable expense or accept commercially unreasonable risks in attempting to mitigate loss.
17.10 Survival
The obligations relating to liability, indemnities, insurance and unresolved claims shall survive the expiry or termination of this Agreement to the extent necessary to resolve claims, legal proceedings, regulatory investigations or liabilities arising from events occurring before the termination of this Agreement.
CHAPTER 18 – SUSPENSION, RESTRICTION AND ENFORCEMENT
18.1 Purpose
The Supplier acknowledges that BAJ is responsible for maintaining a safe, reliable, lawful and trustworthy marketplace for Customers, Suppliers and other users of the BAJ Platform.
To protect the integrity of the Platform and its users, BAJ may exercise the rights contained in this Chapter where it reasonably considers such action necessary and proportionate in the circumstances.
18.2 Grounds for Suspension
BAJ may suspend, restrict or temporarily limit a Supplier’s access to all or part of the BAJ Platform where BAJ reasonably believes that:
the Supplier has breached this Agreement; the Supplier has failed to comply with applicable law or regulatory requirements; the Supplier no longer satisfies the eligibility requirements of the Platform; the Supplier has provided false, misleading or incomplete information; the Supplier’s conduct creates an unacceptable risk to Customers, BAJ or other marketplace participants; repeated customer complaints indicate significant operational deficiencies; fraudulent, deceptive or suspicious activity is suspected; continued operation may expose BAJ or Customers to legal, financial, operational or reputational risk; or; and suspension is otherwise reasonably necessary to protect the security, integrity or lawful operation of the BAJ Platform.
18.3 Interim Protective Measures
Where BAJ reasonably believes that immediate action is necessary to protect Customers or the Platform, BAJ may, without prior notice where reasonably justified:
temporarily suspend the Supplier’s account; remove or hide one or more listings; suspend future bookings; pause settlement of funds where authorised under this Agreement or applicable law; require additional verification or documentation; restrict access to selected Platform features; or; and implement any other reasonable temporary measure necessary to reduce immediate operational or legal risk.
Such interim measures shall remain only for so long as reasonably necessary while the relevant matter is investigated or resolved.
18.4 Investigation
Where BAJ commences an investigation concerning a Supplier’s conduct, BAJ may request information, documentation, records or explanations reasonably relevant to the matter under investigation.
The Supplier agrees to cooperate in good faith by providing reasonably requested information within an appropriate timeframe and by assisting BAJ in establishing the relevant facts.
Failure to cooperate without reasonable justification may itself be considered when determining whether continued participation in the BAJ Platform remains appropriate.
18.5 Corrective Action
Where BAJ reasonably determines that deficiencies exist but considers that they may be remedied, BAJ may require the Supplier to undertake corrective action before restoring unrestricted access to the Platform.
Corrective action may include updating listings, obtaining additional licences or insurance, completing verification requirements, improving operational procedures, implementing customer service improvements, providing staff training or taking any other reasonable steps designed to address the identified issues.
18.6 Supplier Representations
Before making a final enforcement decision, BAJ may, where reasonably practicable and appropriate in the circumstances, provide the Supplier with an opportunity to respond to the issues identified and to submit information or explanations relevant to the investigation.
Nothing in this clause prevents BAJ from taking immediate protective action where delay may reasonably increase risks to Customers, the Platform or compliance with applicable law.
18.7 Restoration of Access
Where the reasons giving rise to suspension or restriction have been satisfactorily addressed, BAJ may restore the Supplier’s access to the Platform in whole or in part.
Restoration of access shall not constitute a waiver of any previous breach of this Agreement nor prevent BAJ from taking further action if similar issues subsequently arise.
18.8 Repeated Non-Compliance
Where BAJ reasonably determines that a Supplier has engaged in repeated, serious or persistent breaches of this Agreement, demonstrated an unwillingness to comply with applicable law or consistently failed to meet marketplace standards, BAJ may impose progressively stronger enforcement measures, including longer suspensions, additional monitoring, permanent removal of specific listings or termination of this Agreement in accordance with Chapter 19.
18.9 Effect of Suspension
During any period of suspension or restriction:
the Supplier shall comply with all reasonable directions issued by BAJ relating to affected bookings; BAJ may communicate with Customers regarding affected bookings where reasonably necessary; existing contractual obligations relating to completed or ongoing bookings shall continue unless otherwise agreed or required by law; payment processing and settlements may continue or be temporarily withheld where permitted under this Agreement or applicable law; and; and the Supplier shall remain bound by all provisions of this Agreement that continue to operate during suspension.
18.10 No Waiver of Rights
The exercise or failure to exercise any enforcement right under this Chapter does not constitute a waiver of any other rights available to BAJ under this Agreement, at law or in equity.
BAJ may take different enforcement actions in different circumstances, provided such decisions are made reasonably, proportionately and having regard to the particular facts of each case.
18.11 Continuing Cooperation
Following any suspension, restriction or enforcement action, the Supplier shall continue to cooperate with BAJ in resolving outstanding customer matters, regulatory enquiries, financial reconciliations, legal proceedings and any other obligations arising from activities conducted through the BAJ Platform before or during the enforcement process.
CHAPTER 19 – TERMINATION OF THE AGREEMENT
19.1 Right to Terminate
This Agreement shall continue until terminated in accordance with its terms.
Either party may terminate this Agreement in accordance with the provisions of this Chapter without affecting any rights, obligations or liabilities that have accrued prior to the effective date of termination.
19.2 Termination by the Supplier
The Supplier may terminate this Agreement at any time by providing written notice to BAJ through the methods approved by BAJ.
Following receipt of the notice, BAJ may continue to process any confirmed bookings that are scheduled to occur before the effective termination date unless otherwise agreed by the parties or where cancellation is required by law or necessary to protect Customers.
The Supplier shall continue to perform all confirmed bookings accepted before termination unless otherwise authorised by BAJ or prevented by circumstances beyond the Supplier’s reasonable control.
19.3 Termination by BAJ
BAJ may terminate this Agreement by providing reasonable written notice where BAJ decides to discontinue the commercial relationship with the Supplier or where continued participation in the Platform is no longer considered commercially appropriate.
Where reasonably practicable, BAJ shall specify the effective date of termination and any operational arrangements relating to existing bookings.
19.4 Immediate Termination
BAJ may terminate this Agreement immediately, with or without prior notice where permitted by applicable law, if BAJ reasonably determines that:
the Supplier has committed a material breach of this Agreement; the Supplier has engaged in fraud, dishonesty, corruption or other unlawful conduct; the Supplier has intentionally provided false or misleading information; the Supplier no longer holds licences, permits, approvals or insurance necessary to lawfully provide its products or services; the Supplier’s continued participation creates a material risk to Customers, BAJ or the integrity of the Platform; the Supplier repeatedly fails to meet marketplace quality standards despite reasonable opportunities to remedy those failures; the Supplier becomes insolvent, enters liquidation, administration, receivership or any comparable insolvency process, or is otherwise unable to pay its debts as they fall due; continued operation would expose BAJ to unacceptable legal, regulatory, operational or reputational risk; or; and immediate termination is otherwise reasonably necessary to comply with applicable law or a lawful direction issued by a competent authority.
19.5 Outstanding Bookings
Upon termination, BAJ may determine the most appropriate treatment of bookings that remain incomplete at the effective termination date.
Depending upon the circumstances, BAJ may permit the Supplier to complete existing bookings, cancel future bookings, transfer bookings to another suitable Supplier where lawful and operationally feasible, facilitate customer refunds or implement any other reasonable arrangements designed to minimise disruption to Customers.
The Supplier agrees to cooperate fully with BAJ in managing all affected bookings following termination.
19.6 Outstanding Payments
Termination of this Agreement does not automatically affect the parties’ rights regarding commissions, marketplace fees, refunds, chargebacks, payment adjustments or other financial obligations arising before the effective termination date.
BAJ may retain or withhold settlement amounts where reasonably necessary to resolve customer claims, pending refunds, chargebacks, regulatory requirements, legal proceedings or other outstanding liabilities authorised under this Agreement or applicable law.
Following completion of all necessary financial reconciliations, BAJ shall pay any remaining undisputed amounts due to the Supplier in accordance with the applicable settlement procedures.
19.7 Return of Platform Access
Upon termination, the Supplier’s right to access and use the BAJ Platform shall cease except to the limited extent reasonably necessary to complete post-termination obligations authorised by BAJ.
BAJ may deactivate user accounts, remove administrative access, disable application programming interfaces, revoke authentication credentials and take any other reasonable technical measures necessary to protect the Platform following termination.
19.8 Removal of Listings
Following termination, BAJ may remove, archive or deactivate the Supplier’s listings from public view.
Historical booking records, customer reviews, financial records and other marketplace information may continue to be retained where reasonably necessary for legal compliance, dispute resolution, accounting purposes, fraud prevention, audit requirements or maintaining the integrity of the BAJ marketplace.
19.9 Continuing Obligations
Termination of this Agreement does not release either party from obligations that expressly or by their nature survive termination.
Without limitation, obligations relating to confidentiality, privacy, intellectual property, payment obligations, indemnities, limitation of liability, record retention, dispute resolution, governing law and any accrued rights or liabilities shall continue after termination for so long as reasonably necessary or as required by applicable law.
19.10 No Compensation
Except where otherwise required by applicable law or expressly agreed in writing, neither party shall be entitled to compensation, damages, reimbursement or payment solely because this Agreement has been terminated in accordance with its terms.
The Supplier acknowledges that termination of participation in the BAJ Platform does not create any entitlement to future bookings, anticipated profits, goodwill, business opportunities or any similar expectation of continuing commercial benefit.
19.11 Preservation of Rights
Termination of this Agreement shall not prejudice any legal or equitable rights, remedies or causes of action that accrued before the effective date of termination.
Each party retains the right to pursue any remedy available under this Agreement, at law or in equity in respect of events occurring prior to termination.
CHAPTER 20 – DISPUTE RESOLUTION
20.1 Purpose and Guiding Principles
The parties acknowledge that maintaining a cooperative, professional and commercially sustainable relationship is fundamental to the successful operation of the BAJ Platform. The objective of this Chapter is to establish a structured, fair and efficient process for resolving disagreements while minimising disruption to Customers, Suppliers and the ongoing operation of the marketplace.
The parties agree that disputes should, wherever reasonably possible, be resolved promptly, in good faith and through constructive communication before formal legal proceedings are commenced. Both parties acknowledge that unnecessary disputes can adversely affect marketplace confidence, customer satisfaction and business continuity and therefore agree to make genuine efforts to resolve issues at the earliest practical opportunity.
20.2 Scope of Disputes
This Chapter applies to any dispute, disagreement, controversy, claim or difference arising out of or in connection with this Agreement, including but not limited to matters relating to:
the interpretation of this Agreement; the performance or alleged non-performance of contractual obligations; marketplace commissions, settlements or payment adjustments; cancellations, refunds or booking disputes; supplier performance or quality standards; intellectual property matters; confidentiality or privacy obligations; suspension or enforcement decisions; termination of this Agreement; or; and any other commercial matter connected with the Supplier’s participation on the BAJ Platform.
Nothing in this Chapter prevents either party from exercising rights expressly provided elsewhere in this Agreement where immediate action is reasonably necessary to protect Customers, preserve evidence, comply with applicable law or prevent imminent harm.
20.3 Initial Good Faith Discussions
Where a dispute arises, either party may notify the other in writing, setting out reasonable details of the dispute, the relevant facts, supporting information and the outcome sought.
Within a reasonable period following receipt of the notice, authorised representatives of both parties shall communicate in good faith with the objective of identifying the issues in dispute, exchanging relevant information and exploring commercially reasonable solutions.
The parties shall use reasonable endeavours to resolve misunderstandings through open dialogue before escalating the matter to more formal procedures.
20.4 Exchange of Information
To facilitate efficient dispute resolution, each party shall provide information, documents and explanations reasonably necessary for the proper consideration of the dispute, provided that such disclosure does not require the disclosure of legally privileged material, confidential information belonging to third parties or information prohibited from disclosure by law.
The parties shall act honestly during the exchange of information and shall not knowingly withhold material information where doing so would materially impede the fair resolution of the dispute.
20.5 Senior Management Review
Where operational representatives are unable to resolve the dispute within a reasonable period, either party may request that the matter be referred to appropriately authorised senior management representatives.
Those representatives shall review the dispute objectively, consider the commercial interests of both parties and attempt to negotiate a mutually acceptable resolution before further escalation.
The parties acknowledge that many commercial disputes may be resolved more efficiently through senior management discussions than through formal legal proceedings.
20.6 Mediation
If the dispute cannot be resolved through direct negotiations, either party may propose that the dispute be referred to mediation before an independent mediator mutually agreed by the parties.
Unless otherwise agreed, the mediation shall be conducted in New Zealand in accordance with procedures agreed by the parties or, failing agreement, procedures determined by the appointed mediator.
Each party shall participate in the mediation in good faith and shall use reasonable efforts to resolve the dispute through negotiated settlement.
Unless otherwise agreed or determined by the mediator, each party shall bear its own legal and professional costs associated with the mediation, while the mediator’s fees and administrative expenses shall be shared equally.
20.7 Urgent Relief
Nothing contained in this Agreement prevents either party from applying to a court of competent jurisdiction for urgent interlocutory, injunctive or other interim relief where such relief is reasonably necessary to:
protect confidential information; preserve intellectual property rights; prevent unlawful conduct; prevent immediate financial or commercial harm; preserve evidence; protect customer safety; or; and comply with any legal or regulatory obligation.
Seeking urgent relief shall not prevent the parties from continuing to resolve the remaining issues through the dispute resolution procedures established under this Chapter.
20.8 Customer-Related Disputes
Where a dispute involves a Customer booking or service delivered through the BAJ Platform, BAJ may facilitate communication between the Supplier and the Customer for the purpose of promoting a fair and timely resolution.
The Supplier acknowledges that BAJ may request information relating to the booking, including booking records, communications, operational records, photographs, supporting documentation or any other information reasonably required to investigate the matter.
The Supplier agrees to respond promptly to reasonable requests made by BAJ during customer dispute investigations and to cooperate in implementing any mutually agreed resolution.
Nothing contained in this clause transfers legal responsibility for the Supplier’s products or services from the Supplier to BAJ.
20.9 Preservation of Business Continuity
Unless the nature of the dispute makes continued performance impossible or unlawful, each party shall continue to perform its respective obligations under this Agreement during the dispute resolution process.
The Supplier shall continue to honour confirmed bookings, maintain professional customer service standards and cooperate with BAJ regarding operational matters unless otherwise directed by BAJ or prohibited by applicable law.
Similarly, BAJ shall continue administering the Platform in accordance with this Agreement, subject to any lawful suspension, restriction or enforcement action that may be reasonably necessary.
20.10 Costs and Expenses
Except where otherwise expressly provided in this Agreement, each party shall bear its own legal, accounting, consultancy and professional costs incurred in connection with resolving any dispute.
Nothing contained in this clause limits the power of any court, arbitral tribunal or other competent authority to award legal costs where authorised by applicable law.
20.11 Good Faith Obligation
Throughout the dispute resolution process, both parties shall act honestly, reasonably and in good faith.
Neither party shall deliberately delay the resolution of a dispute, misuse dispute procedures to gain an improper commercial advantage or engage in conduct intended to unnecessarily increase the costs or complexity of resolving the dispute.
The parties recognise that maintaining a cooperative commercial relationship is generally in the best interests of both parties and of the Customers who rely upon the BAJ Platform.
20.12 Records and Evidence
Each party shall retain all documents, communications, booking records, payment records, electronic data and other evidence reasonably relevant to any dispute until the dispute has been finally resolved or until any applicable legal retention period has expired.
The parties acknowledge that electronic records maintained through the BAJ Platform may be relied upon as evidence to the extent permitted by applicable law and may assist in establishing the facts relating to bookings, communications, payments and operational activities.
20.13 Continuing Rights
Nothing contained in this Chapter limits or restricts any legal right, remedy or cause of action available to either party under this Agreement or applicable law.
The dispute resolution procedures established by this Chapter are intended to encourage efficient commercial resolution wherever reasonably practicable while preserving the parties’ respective legal rights where formal proceedings ultimately become necessary.
CHAPTER 21 – GOVERNING LAW, JURISDICTION AND GENERAL LEGAL PROVISIONS
21.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of New Zealand, without regard to any conflict of law principles that would require the application of the laws of another jurisdiction.
The parties acknowledge that the BAJ Platform is operated by BAJ Technologies Limited, a New Zealand company, and that New Zealand law shall govern the contractual relationship between BAJ and the Supplier except where mandatory laws of another jurisdiction apply and cannot lawfully be excluded.
Nothing contained in this Agreement limits the operation of any mandatory consumer protection, employment, privacy or other legislation that is applicable by law to a particular transaction or jurisdiction.
21.2 Jurisdiction
Subject to the dispute resolution procedures contained in Chapter 20, the parties irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand in respect of any dispute arising out of or in connection with this Agreement.
Where proceedings are commenced in New Zealand, each party agrees not to object to those proceedings on the basis that another forum may be more appropriate, except where such objection is required by mandatory law.
Nothing contained in this clause prevents BAJ from commencing proceedings in any other jurisdiction where reasonably necessary to enforce its intellectual property rights, recover debts, protect confidential information, enforce judgments or comply with applicable legal requirements.
21.3 Electronic Agreement
The Supplier acknowledges that this Agreement may be accepted electronically through the BAJ Platform.
Acceptance by electronic signature, electronic confirmation, clicking an “Accept”, “Agree”, “Continue”, “Register” or similar button, creating a Supplier account, publishing listings or continuing to use the BAJ Platform after being notified of this Agreement shall constitute legally binding acceptance of all its terms.
Electronic records maintained by BAJ relating to account creation, acceptance of this Agreement, amendments, communications and Platform activity shall constitute prima facie evidence of those matters to the extent permitted by applicable law.
21.4 Entire Agreement
This Agreement, together with any specific commercial or commission terms accepted by the Supplier, applicable service-specific booking terms, the BAJ Privacy & Cookie Policy, the BAJ Complaints & Resolution Policy, the BAJ Cancellation & Refund Policy and any other document expressly identified and accepted as forming part of the Supplier relationship, constitutes the entire agreement between BAJ and the Supplier concerning participation in the Supplier Platform.
This Agreement supersedes all previous negotiations, representations, understandings, proposals, correspondence and agreements, whether oral or written, relating to its subject matter.
Each party acknowledges that it has not entered into this Agreement in reliance upon any representation, warranty or statement that is not expressly contained in this Agreement, except where such reliance cannot lawfully be excluded.
21.5 Amendments
BAJ may amend this Agreement where reasonably necessary to comply with law, address genuine security or fraud risks, introduce or change Platform functionality, reflect material operational changes or protect the lawful operation of the marketplace. BAJ will not use this clause simply to impose an unrelated material commercial burden without reasonable notice.
Where an amendment materially affects the Supplier’s rights or obligations, BAJ shall provide reasonable advance notice through the Platform, email or another appropriate channel unless immediate implementation is required by law or an urgent security or safety issue. A material change to an agreed commission or mandatory Supplier-side fee will also be communicated through the applicable commercial terms. Continued use after the notified effective date constitutes acceptance where that method is legally effective; where law or BAJ’s implementation requires express acceptance, the Supplier must complete that acceptance before continuing the affected service.
21.6 Assignment
The Supplier shall not assign, transfer, novate, subcontract or otherwise dispose of this Agreement or any rights or obligations arising under it without BAJ’s prior written consent, which shall not be unreasonably withheld where appropriate.
BAJ may assign, transfer, novate or otherwise deal with this Agreement in connection with a corporate restructuring, merger, acquisition, sale of business, financing transaction or other legitimate commercial arrangement, provided that such transfer does not materially reduce the Supplier’s contractual protections under this Agreement.
21.7 Relationship of the Parties
Nothing contained in this Agreement creates or shall be interpreted as creating a partnership, joint venture, employment relationship, agency, fiduciary relationship or franchise between BAJ and the Supplier.
The Supplier participates in the BAJ Platform as an independent business operating entirely at its own commercial risk and remains solely responsible for its own business decisions, personnel, taxation, regulatory obligations and operational activities.
Neither party has authority to bind the other or to incur obligations on behalf of the other except where expressly authorised in writing.
21.8 Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under this Agreement where such failure or delay results directly from events beyond that party’s reasonable control.
Such events may include natural disasters, earthquakes, floods, fires, pandemics, epidemics, acts of terrorism, war, cyberattacks, widespread internet outages, governmental restrictions, civil unrest, industrial disputes, failures of telecommunications infrastructure or any other extraordinary event that could not reasonably have been prevented.
The affected party shall notify the other party as soon as reasonably practicable after becoming aware of the event, shall use reasonable efforts to minimise its effects and shall resume normal performance as soon as reasonably possible.
Where a force majeure event continues for an extended period and materially prevents the continued performance of this Agreement, either party may terminate this Agreement upon reasonable written notice.
21.9 Notices
Any notice required or permitted under this Agreement shall be given in writing and may be delivered through the BAJ Platform, by electronic mail, by recognised courier, by registered post or by any other communication method approved by BAJ.
A notice shall be deemed received:
immediately upon successful delivery through the BAJ Platform; when electronic transmission is successfully completed, unless an automated delivery failure notification is received; upon confirmed delivery by courier; or; and within the ordinary course of postal delivery where sent by registered post.
Each party shall ensure that its contact information remains accurate and up to date throughout the duration of this Agreement.
21.10 Severability
If any provision of this Agreement is determined by a court or other competent authority to be unlawful, invalid or unenforceable, that provision shall be severed only to the extent necessary to make it enforceable.
The remaining provisions of this Agreement shall continue in full force and effect and shall not be affected by the invalidity or unenforceability of any individual provision.
The parties shall, where reasonably practicable, replace any invalid provision with a lawful provision that most closely reflects the original commercial intention.
21.11 Waiver
No failure, delay or omission by either party in exercising any right, power or remedy under this Agreement shall constitute a waiver of that right or any other right.
Any waiver shall be effective only if made expressly in writing and signed by the party granting the waiver.
A waiver of one breach shall not constitute a waiver of any subsequent or continuing breach.
21.12 Cumulative Rights
The rights, remedies and powers available under this Agreement are cumulative and are in addition to any rights or remedies available under applicable law.
The exercise of one right or remedy does not prevent either party from exercising any other right or remedy available under this Agreement or otherwise at law.
21.13 Survival
Any provision of this Agreement that by its nature is intended to survive termination, expiry or suspension shall continue in force for so long as reasonably necessary to give effect to its purpose.
Without limitation, provisions relating to confidentiality, privacy, intellectual property, payment obligations, indemnities, limitation of liability, dispute resolution, governing law, record retention, audit rights, tax obligations, customer claims and accrued rights shall survive termination of this Agreement.
CHAPTER 22 – DEFINITIONS AND INTERPRETATION
22.1 Purpose
The definitions contained in this Chapter apply throughout this Agreement unless the context clearly requires otherwise. These definitions are intended to promote consistency, certainty and uniform interpretation of the contractual relationship between BAJ and the Supplier.
References to defined terms include their grammatical variations, plural and singular forms where the context permits.
22.2 Definitions
For the purposes of this Agreement, the following expressions have the meanings set out below.
“Account”
Means the Supplier’s registered account on the BAJ Platform, including all associated user profiles, administrative access, security credentials, authentication methods, permissions, operational settings, booking history, financial information and related electronic records maintained by BAJ.
“Agreement”
Means this BAJ Supplier Platform Agreement together with specific commercial terms, service-specific terms and the BAJ policies expressly incorporated in accordance with Chapter 1 and Chapter 21, as amended in accordance with this Agreement.
“Applicable Law”
Means all laws, statutes, regulations, rules, codes, bylaws, government directives, regulatory requirements, industry standards, judicial decisions and legally enforceable obligations applicable to the Supplier, BAJ or the operation of the BAJ Platform within the relevant jurisdiction.
“BAJ”
Means BAJ Technologies Limited, together with its successors, assigns, subsidiaries, affiliates and authorised representatives where the context requires.
“BAJ Platform”
Means the complete digital marketplace owned, operated or controlled by BAJ, including websites, mobile applications, supplier portals, operator dashboards, driver systems, APIs, payment systems, booking engines, dispatch technology, communication tools, administrative systems, software, databases and any future technological services developed by BAJ.
“Booking”
Means any reservation, purchase, request, confirmation, quotation, order or commercial transaction initiated through the BAJ Platform for products or services offered by a Supplier.
A Booking includes confirmed, pending, amended, rescheduled and cancelled reservations where applicable.
“Business Day”
Means any day other than a Saturday, Sunday or public holiday observed in New Zealand, unless otherwise specified.
“Commission”
Means the amount, percentage or other fee payable to BAJ for facilitating bookings or providing marketplace services through the BAJ Platform.
“Commercial Terms”
Means the commission, Supplier-side fees, settlement timing and other commercial arrangements expressly agreed between BAJ and the Supplier through onboarding, the Supplier Portal or another written or electronic record.
“Flat-Rate Credit”
Means the statutory credit payable under the New Zealand marketplace GST rules to an eligible non-GST-registered seller of a Listed Service, currently calculated at 8.5% of the GST-exclusive value of the qualifying supply.
“Listed Service”
Means a service treated as a listed service for the purposes of the New Zealand marketplace GST rules, including the categories identified by Inland Revenue from time to time.
“Marketplace GST Rules”
Means the New Zealand GST rules that may treat a qualifying online marketplace as the supplier of a Listed Service for GST purposes and impose related collection, return, flat-rate-credit, information and record obligations.
“Service Charge”
Means a Customer-side charge payable to BAJ for Platform services and separate from the Supplier’s underlying product price unless BAJ expressly states otherwise.
“Confidential Information”
Means information described in Chapter 15 and includes any non-public commercial, operational, technical, strategic, financial or business information disclosed by one party to the other, regardless of the medium in which it is communicated.
“Content”
Means all information, text, graphics, photographs, videos, audio recordings, maps, itineraries, product descriptions, pricing information, logos, trademarks, software, promotional material, reviews, ratings and other material uploaded, submitted, displayed or made available through the BAJ Platform.
“Customer”
Means any individual, organisation or legal entity that accesses, browses, purchases, reserves or otherwise uses products or services offered through the BAJ Platform.
Where appropriate, Customer includes the individual making the booking as well as all travellers, participants or persons included within that booking.
“Force Majeure Event”
Means any event beyond the reasonable control of the affected party including natural disasters, severe weather events, earthquakes, floods, fires, pandemics, epidemics, cyberattacks, war, terrorism, civil unrest, government restrictions, widespread technology failures, telecommunications failures, industrial action or any comparable event that materially prevents performance of contractual obligations.
“Intellectual Property Rights”
Means all present and future intellectual property rights recognised anywhere in the world, including copyrights, patents, trademarks, service marks, designs, trade names, domain names, database rights, software rights, trade secrets, confidential know-how, moral rights and all similar proprietary rights whether registered or unregistered.
“Marketplace”
Means the online commercial environment operated through the BAJ Platform where Suppliers may advertise, promote, sell and manage products and services to Customers.
“Personal Information”
Means any information relating to an identified or reasonably identifiable natural person as defined under applicable privacy legislation.
“Platform Services”
Means all marketplace services provided by BAJ, including listing management, booking facilitation, payment processing, technology infrastructure, communication tools, promotional services, supplier management, reporting systems and any other related services made available through the BAJ Platform.
“Product”
Means any tour, activity, attraction, transportation service, accommodation, rental service, package, event, experience or other commercial offering published by a Supplier through the BAJ Platform.
“Refund”
Means the repayment, reversal, adjustment or reimbursement of all or part of a payment made in connection with a Booking.
“Service”
Means any service performed, delivered or arranged by a Supplier through the BAJ Platform.
“Supplier”
Means the individual, partnership, company, trust, incorporated society, government agency or other legal entity that registers with BAJ for the purpose of advertising, selling, dispatching, operating or managing products or services through the BAJ Platform.
The term Supplier includes the Supplier’s directors, officers, employees, contractors, subcontractors, authorised users and representatives where the context requires.
“Taxes”
Means all taxes, levies, duties, tariffs, GST, withholding taxes and other governmental charges imposed by any competent taxation authority.
“User”
Means any individual or organisation accessing or using any part of the BAJ Platform, including Customers, Suppliers, drivers, operators, administrators and other authorised users.
22.3 Interpretation Principles
Unless the context requires otherwise:
references to one gender include every other gender; words importing the singular include the plural and vice versa; references to legislation include amendments, consolidations, replacements and subordinate legislation made under that legislation; references to clauses and chapters are references to provisions within this Agreement unless otherwise stated; references to persons include individuals, companies, partnerships, trusts, incorporated societies, governmental authorities and every other recognised legal entity; the words “including”, “includes”, “such as” and similar expressions are illustrative only and shall be interpreted as meaning “including without limitation”; references to electronic communications include communications transmitted through the BAJ Platform, mobile applications, email, application programming interfaces or any other electronic communication system approved by BAJ; references to written notice include electronic notice where permitted under this Agreement or applicable law; any obligation not to do an act includes an obligation not to permit or authorise that act to be done by another person acting on behalf of the relevant party; headings and numbering are included solely for convenience and do not affect interpretation; and; and where an example is provided, it is intended to illustrate the operation of the relevant provision only and does not limit the broader application of that provision.
22.4 Interpretation in Favour of Commercial Effectiveness
The parties agree that this Agreement shall be interpreted in a manner that gives effect to its commercial purpose of establishing a lawful, transparent and efficient marketplace for the promotion, sale and management of products and services through the BAJ Platform.
Where two provisions are reasonably capable of operating together, they shall be interpreted so that both provisions are given effect wherever possible. Any ambiguity shall be interpreted consistently with the overall objectives of maintaining marketplace integrity, protecting Customers, supporting legitimate Suppliers and ensuring the sustainable operation of the BAJ Platform in accordance with applicable law.
CHAPTER 23 – EXECUTION, ACCEPTANCE AND FINAL PROVISIONS
23.1 Acceptance of this Agreement
By registering as a Supplier, creating a Supplier Account, publishing products or services, accepting bookings, dispatching services, accessing any Supplier Portal or continuing to use the BAJ Platform after being notified of this Agreement, the Supplier acknowledges that it has carefully read, understood and agreed to be legally bound by every provision contained in this Agreement.
Where the Supplier is a company, partnership, trust, incorporated society, government entity or any other organisation, the individual accepting this Agreement represents and warrants that they possess the necessary authority to legally bind that organisation.
If the individual accepting this Agreement does not possess such authority, that individual shall not register, access or use the BAJ Platform on behalf of the relevant organisation.
23.2 Authority and Capacity
The Supplier represents on a continuing basis that it has full legal capacity and authority to enter into this Agreement, that performing the Agreement does not knowingly breach another binding obligation applicable to it, and that information supplied to BAJ is accurate, complete and not misleading in any material respect. The individual accepting on behalf of an organisation confirms that all necessary authority has been obtained. The Supplier confirms that it has independently assessed the commercial suitability of participating in the BAJ Platform and enters into the Agreement voluntarily. The Supplier shall promptly notify BAJ if any material representation made under this clause becomes inaccurate.
23.3 Independent Commercial Decision
The Supplier acknowledges that participation in the BAJ Platform is an independent commercial decision made by the Supplier after considering its own legal, financial, taxation and operational circumstances.
The Supplier confirms that it has had a reasonable opportunity to obtain independent legal, accounting, taxation or other professional advice before accepting this Agreement.
Failure by the Supplier to obtain independent advice shall not affect the validity or enforceability of this Agreement.
23.4 No Exclusivity
Unless expressly agreed in writing, nothing in this Agreement requires the Supplier to provide products or services exclusively through the BAJ Platform.
Similarly, BAJ remains free to engage with other suppliers, operators, distributors, marketplaces, tourism providers, transportation businesses and commercial partners at its sole discretion.
Participation in the BAJ Platform does not create any exclusive territory, guaranteed customer base, minimum booking commitment or preferential commercial status.
23.5 Language and Prevailing Version
This Agreement is executed in the English language.
Where BAJ provides translated versions of this Agreement for convenience, the English version shall prevail to the extent of any inconsistency unless mandatory law requires otherwise.
The Supplier is responsible for ensuring that it understands the legal effect of this Agreement before accepting it.
23.6 Electronic Records
This Agreement may be accepted and stored electronically without requiring physical signatures.
Electronic acceptance, digital records, electronic timestamps, system logs, authentication records and other electronic evidence maintained by BAJ may be relied upon to demonstrate the existence, acceptance and continued operation of this Agreement to the fullest extent permitted by applicable law.
23.7 Final Acknowledgement
The Supplier acknowledges that this Agreement establishes the complete legal framework governing its participation in the BAJ Platform.
By accepting this Agreement, the Supplier confirms that it understands its contractual rights and responsibilities, agrees to comply with all applicable marketplace standards and legal obligations, and accepts that continued access to the BAJ Platform is conditional upon ongoing compliance with this Agreement.
The Supplier further acknowledges that BAJ’s objective is to provide a secure, transparent, technology-driven marketplace that benefits Customers, Suppliers and the wider tourism, transportation and services industries, and agrees to participate in that marketplace with professionalism, integrity and respect for applicable law.
23.8 Commencement and Acceptance Record
BAJ Technologies Limited
This Agreement takes effect for a Supplier when that Supplier electronically accepts it, creates or activates a Supplier Account under terms that incorporate it, publishes or accepts a booking after being presented with it, or otherwise uses the Supplier Platform in circumstances that legally constitute acceptance. Because BAJ’s public marketplace services have not commenced merely by publication of this document, publication alone does not represent that any particular BAJ service or geographic market is operational.
The agreement version accepted by the Supplier may be recorded electronically by BAJ together with the date and time of acceptance and other reasonable audit information. BAJ may maintain internal version-control records without displaying an outdated pre-launch effective date in the public document.
This Agreement constitutes the contractual relationship between BAJ Technologies Limited and the Supplier concerning participation in the BAJ Supplier Platform and supersedes any earlier supplier platform agreement dealing with the same subject matter once this Agreement has been validly accepted.