Mexico Meetings Network Terms of Service
Last Updated: December 15, 2011
The following document describes the terms under which Turismo Internet SAPI de C.V. ("MMN") offers each individual or entity (hereinafter, “you” “User” or “Supplier”) access to its services on the MMN Site website (the “Site”). By accessing the Site or any content found on the Site, you agree to comply with and to be bound by the Terms set out below. If you do not understand or agree with these Terms, please do not use the Site.
1. Cost to use the Site
MMN is an online network for meeting and event planners (hereafter called "Users") to search, select and source meeting and event industry suppliers in Mexico. There is no cost to use the site or register as a user of the site.
2. Responsibilities of the Parties
Users and Suppliers agree (i) to abide by all applicable local, state, national, and international laws and regulations; (ii) not to use the Site for illegal purposes; (iii) not to impersonate any person or entity or engage in any fraudulent business practice; (iv) not to generate automated, fraudulent or otherwise invalid impressions, inquiries, conversions, clicks or other actions; (v) not to display or transmit any unlawful, harmful, hateful, racially, ethnically or objectionable material of any kind; (vi) not to distribute in any way files that contain viruses, corrupted files, or any other similar programs; and (vii) not to interfere or disrupt the network’s functionality.
Users and Suppliers are solely responsible for the actions of their respective employees and agents that use the Site on their behalf, including without limitation to submit, accept or reject requests for proposal and bid responses and for related communications with other members of the Site. Users and Suppliers assume all risk in dealing with other members of the Site and shall be responsible for all communication with each other and if applicable, separately executing contracts with one another. Any dispute regarding any product or service, or failure to
provide agreed products and services must be resolved directly between the registered User and the applicable Supplier(s). MMN is not responsible for any breach by either party of the terms of any transaction or associated transaction-related activities.
3. Supplier Responsibilities
Supplier agrees that it is solely responsible for its actions, its products, its services, and the content of its transmissions on the Site. Supplier represents and warrants that all data, materials and content it provides for use on the Site (the “Supplier Content”) is correct and current, and that provision and/or use of the Supplier Content hereunder does not violate or infringe the intellectual property, privacy or publicity rights of any third party. Supplier agrees that all placements of Supplier Content have been approved for MMN's use. Supplier grants MMN a limited, nonexclusive right to use the Supplier Content (including copyright, trademark, patent, publicity or other rights) for MMN to operate the Site. Supplier shall have exclusive control of the Supplier Content which relates to venue description, including but not limited to the Supplier overview, pictures and list of amenities for the venue. MMN shall cooperate with Supplier to ensure that the Supplier Content is accurate.
4. Supplier Advertisements
Supplier’s premium listing and advertising will be displayed within the Site during the Term specified in the Marketing Package(s) provided MMN has received the necessary Supplier content in an acceptable format five (5) business days prior to the Term start date. If content is received later than that, the Marketing Package will go live on the Supplier Network website two business days following. This will not modify the Term end date. Provided that MMN shall not downgrade Supplier’s listing during the Term of the applicable Marketing Package, MMN reserves the right, at its sole discretion, to change the number and organization of premium listings in each destination, as well as the organization and layout of search pages, regional and destination landing pages and other Site pages which may contain supplier advertisements, at any time without prior notice.
5. Content and Access
All parties recognize that MMN and its Partner websites have no control over the quality, accuracy, safety or legality of the products and/or services advertised. You shall not reverse engineer, disassemble or decompile the Site or cause or permit the reverse engineering, disassembly or decompilation of the Site. All users of The Site and visitors to the MMN websites agree not to use any manual or automated means (of any type) to capture or extract data in bulk from MMN's websites. No competitors or future competitors are permitted access to the Site. You agree that you will not copy, record, publish, extract, scrape, replicate, reproduce, use or resell for any competing commercial purpose any information on the Site. If you do so, then you agree that MMN is suffering irreparable injury and you agree to pay all reasonable attorney's fees and costs incurred in enforcing these provisions. MMN may, at its sole discretion, immediately terminate access to the Site should any registered User's or Supplier's conduct fail to conform to any of these Terms.
MMN may modify the Site website display and terms at any time without liability except regarding intellectual property rights of the Supplier. Your use of the Site after the terms have changed constitutes acceptance of the new terms. MMN reserves the right, at its sole discretion, to determine all matters concerning the Site and may change the format and page placement of all data at any time without prior notice. The Site Network may contain links to third party websites. These linked sites are not under the control of MMN, and MMN is not responsible for the content of any linked site.
6. Partner Promotions and Special Offers
MMN and its Partner websites are not responsible or liable for the availability or content of services and promotions listed by Suppliers on the MMN website. However, MMN wants to ensure the quality and integrity of the Site, and appreciates any reports of inaccuracies found on the Site.
THE SITE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, AND MMN AND ITS WEBSITE PARTNERS DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, CORRESPONDENCE TO DESCRIPTION, FITNESS FOR A PARTICULAR PURPOSE. SUPPLIER ACKNOWLEDGES THAT MMN CANNOT COMMIT TO THE VOLUME OR QUALITY OF RFPs THAT ARE SUBMITTED THROUGH THE SITE.
8. Limitation of Liability
MMN’s and its Partner websites’ liability to you, affiliates, registered agents, assignees, registrants or any third party claims for any recoverable losses or damages arising with respect to the Site, these Terms or any Marketing Package shall be limited to the amount of your actual direct damages, not to exceed (in the aggregate for all claims) the total annual amount paid under the applicable agreement during its then-current contract year. If no fee is paid to MMN, MMN does not retain any liability. These limitations of liability will survive and apply notwithstanding the failure of any limited or exclusive remedy for breach of warranty set forth in these Terms or any Marketing Package.
IN NO EVENT WILL MMN OR ITS PARTNER WEBSITES BE LIABLE FOR: (i) ANY DAMAGES CAUSED BY YOUR FAILURE TO PERFORM YOUR RESPONSIBILITIES; (ii) ANY CLAIMS OR DEMANDS OF THIRD PARTIES OR (iii) ANY LOST PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF DATA, LOST SAVINGS OR OTHER CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES.
9. Laws and Disputes
All matters with respect to the Site, these Terms and any Marketing Package will be governed by the laws of the Federal District of the United Mexican States, without regard to any conflict of law principles, and the parties agree to the sole and exclusive venue of federal courts encompassing for all matters arising with respect to same. The parties waive their right to a jury trial.
Any notice hereunder shall be in writing and shall be deemed to have been duly given: (i) five (5) business days after the date of mailing if delivered personally or sent by international express courier service; (ii) when transmitted if sent by a confirmed facsimile; or (iii) when transmitted via email, provided that the receiving party acknowledges receipt by return email.
12. Intellectual Property and Protection of Content for MMN Site and MMN Website
You acknowledge that, except for the Supplier Content, MMN or its licensors retain all copyright, trademark, trade secret, patent and other proprietary and intellectual property rights to the Site. Subject to these Terms, you may access and use the Site solely for conducting your own business operations or your clients’ business operations outsourced to you, and not in any resale capacity.
MMN acknowledges that you retain all copyright, trademark, trade secret, patent and other proprietary and intellectual property rights to the information you provide to the Site. You shall retain control over all of their servicemarks and trademarks. Nothing in these Terms will directly or indirectly be construed to assign or grant MMN any right of ownership, title or interest in the information owned by you, or any intellectual property rights relating thereto, except as to display such information within the Site.
If you become dissatisfied with the Site because of substantial non-performance, you shall give MMN detailed written notice of such dissatisfaction. MMN shall have thirty (30) days to cure the substantial non-performance after receipt of such notice. If MMN fails to cure such substantial non-performance, you may terminate the applicable Marketing Package and MMN will refund the fees for same on a monthly pro-rata basis starting as of the end of the thirty (30) day cure period. You acknowledge and agree that due to the nature of advertising and the Site, MMN cannot and will not commit to the volume or quality of RFPs submitted through the Site and that any deficiency in RFP volume or quality is not a basis to determine non-performance.
Either party may terminate a Marketing Package if (i) the other party breaches any material term or condition and fails to cure within thirty (30) days written notice, or (ii) the other party becomes the subject of a petition in bankruptcy or any proceeding relating to insolvency, liquidation or receivership. In the event of your non-payment under any Marketing Package or other Site agreement: (i) MMN may accelerate and declare all sums due, and to become due under such agreement, immediately payable without notice or demand. All accelerated future payments due under such agreement shall be discounted to their net present value at a discount rate of 5% per annum from the day of default. (ii) You shall also be liable for all fees due during the term of the agreement and any additional expenses (including but not limited to reasonable attorneys' fees and accrued interest) MMN incurs in collecting such delinquent fees. (iii) In the event of your non-payment of undisputed amounts payable to MMN, MMN reserves the right to restrict access to the Site and downgrade you to a basic listing. Following payment, and subject to availability, the upgraded listing will be reinstated. You agree that such restrictions do not modify the amounts due under your agreement.