ONDA Pay Service Agreement (ONDA Pay)

ONDA Inc.  (the "Company") and ______________ (hereinafter referred to as 'partners' La, and collectively, the Company and its partners, "Parties" and individually as "the Parties") Accommodation Deals to target the accommodation partner is operating ( the coming of the company as defined in Article 2) manipulation payments service (using ONDA pay, first with regard to the use of non-face-to-face payment services through defined in Section 2), comes the following handwritten payment services (ONDA pay) agreement ( Hereafter, “ this agreement ”) is concluded .

1. ( Purpose )
   

   This Agreement, (i) the company, the company comes to handwriting payment services (ONDA Pay) for accommodation booking management system and to our partners in the (PMS, first defined in Section 2) Supply-facing payment services (non), (ii through the ) partners, in the use of the targeting reservations Book online accommodation management system (PMS) using comes handwriting payment services (ONDA pay) of the company (non) facing payment services and establish the matters required between the parties there are those aimed at.
   
   

2. ( Definition of terms )
   

   The terms contracts Unless otherwise defined in the contract, and then has the same meaning as each call.
   1. "Sung accommodation" means a Accommodation is [*] that the operating partner.
   2. In order to be able to manage the sales and reservation-related information in the "Reservation Management System (PMS)" refers to the individual accommodation means a program developed by the company.
   3. "Come handwritten payment services (ONDA Pay, pay less come)" is a service that provides the key-In Payment non-face-to-face payment function can proceed credit card payment using a check card information from the customer the company has developed.
   4. "Handwritten payment (Key-In Payment)" refers to the non-face-to-face payment card information input means to provide long-distance card payments.
   5. "Sung Reservations" What comes to partner with a written payment services (OndaPay) make payments or means Reservations going to proceed
      
      

3. ( Roles and duties )

   1. Roles and responsibilities of the company in accordance with this Agreement following clause.
      • Companies come and pay a stable to be able to drive a sustained maintenance ∙ comes so inconvenient it comes to your partner using the booking page to make a payment this matter suggests shall manage the page.
      • The company comes from the fact that the risk of payment default on the functional principle of pay shall notify partners.
      • The company PCI DSS (Payment Card Industry Data Security Standard) shall make every effort to protect personal information of the customer comes to compliance with American Express, Discover Financial Services) through the page.
        
   2. Roles and responsibilities of the partners in accordance with this Agreement following clause.
      • Partners should come to the notice by the Company immediately about the changes when you change the information provided on the company to use the page.
      • Partners must use the OndaPay provided by the Company in a legal and correct manner and in the correct format .
      • Partners should agree Aah understand the risk of payment default by the company responsible for the payment notice and does not ask the company to bankruptcy.
      • Partners must do their best to protect customers' personal information through OndaPay in compliance with PCI DSS (Payment Card Industry Data Security Standard and American Express, Discover Financial Services) regulations .
        
        

4. ( Contract period )

   1. The contract term for this contract shall be [1] years from the date of contract signing .
   2. In the case 1 even there, and a separate written agreement between before [30], one party from the end of the contract period though this agreement, wherein it is assumed that in the same conditions (1) automatically extending nyeonssik
      

5. (It comes with handwriting payment services (ONDA Pay) deposits set)

   1. The company has set a certain amount of cash to settle the deposit by the partners and agreed upon.
   2. Established a deposit can be aimed at preventing the loss of the company at risk of a payment default notice to the No. 2 Article 3 (1).
   3. Depending on the company and its partners agreed to view jeumgeum Company may adjust the sales charge under Article 6.
      

6. ( Sales fees and settlement )

   1. If it comes to using pay when we receive a payment, sales commissions attributable to the Company will be calculated in accordance with the criteria set out in the table below (amounts including VAT). However, for the Accommodation Deals parties have otherwise agreed in writing in advance by applying the standards and other sales commission specified in the table below (including event merchandise planning products, such as one, SHALL NOT limited to) be as agreed between the parties .
      

      standard	fees
      Actual approval

   2. The Company shall settle to the [Monthly [*] Day / Every week [*] days] partners Deals payouts for each (the "Settlement Date"). Clarify if the company is sold via the sales channels for the period (the "Settlement Period") of up to one every settlement (if the settlement day is a public holiday, the next zero yeopil), from [*] [*] Accommodation Deals ( - only if you actually admitted to the accommodation during the settlement period, customers are subject to the appropriate Deals facilities / ([the settlement period a customer only if a departure from the accommodation to be subject to the appropriate Deals / its settlement for customers during the period, only if you complete the payment for the stay goods]), the amount of money the commission capitalization of the company calculated in accordance with claim 1 in a payout cap on, way to transfer money to the account partner specified It shall be settled.
   3. The Company shall issue an invoice for the commission attributable to the company pursuant to paragraph 1 once a month. If clarification, the Company shall issue an invoice for sales commissions earned in accordance with paragraph 1 until the last day from the 1st of January to the 10th of the month immediately prior to the partner.
   4. The company has the only responsible for the company's invoice issued in accordance with paragraph 3, it does not have the obligation to report tax partner.
   5. In accordance with Article 5, the Company may withhold settlement until spite of paragraph 2 of this article exceeds the initial settlement price since the contract, the [*] circle.
   6. To the adjustment value by this Article of claim 4 wherein the [*] comes the price of the circle is set to be longer than the pay service, and deposits may be carried out after the adjustment with respect to the amount excluding service deposit.
   7. The company pursuant to Article 5   The settlement with the partner when it comes to deposit services Deposit Pays changes as agreed to commission another.
   8. Company may by, and thus charge the fee cost for the case of a damage caused directly or indirectly to the default payment and the company failure to clearly fulfill the obligation according to claim 3, paragraph 2.
   9. If the company can charge a fee expenses by this Article claim 11, must inform partners about their contents, and must provide proof of damages, if one partner is disputed.
      
      

7. ( Use of trade names , trademarks, etc. )

   1. A party must obtain the other party's trade names, trademarks, service marks, brand names, logos, and other similar signs, if you want to use (hereinafter referred to as "cross-like"), a separate written consent from the other party in advance with respect to the specific requirements The.
   2. When this agreement is terminated, the parties that are using a cross-like according to claim 1 shall immediately stop their use.
      
      

8. ( Compensation for damages, etc.)
   

   If you are one of the parties to this Agreement in violation of this Agreement, the damages caused to the other party, that party will indemnify the other party and from it shall ensure that the compensation and restitution damages.
   

9. ( Prohibition of transfer, etc. )
   

   Parties to this Agreement as they do not provide the status and transfer of part or all of the rights ∙ obligations arising in connection with this Agreement to any third party without the prior written consent of the other, before or purpose of the collateral in accordance with this Agreement.
   
   

10. ( Change and adjustment of contract )
    

    This Agreement may be changed only by written agreement of the parties . If for the implementation of this Agreement requires additional agreement on the details of the parties, the parties to conclude a separate sub-contracts.
    
    

11. ( Termination of contract )
    

    If the following occurs Reason for each call, the parties may immediately terminate this Agreement, as set out in the following subparagraphs.
    1. If the parties have agreed to terminate the contract in writing
    2. If you have more than 3, paragraph 1, the second arc payment default occurs and continuous that the complaint and the settlement default number of customers adding a result of him for more than three months [*] cases due to reasons attributable to the partners, the company in writing of If one of the parties by notification (the "placebo parties") for the reason that the following subparagraphs occurs, the other party may immediately terminate this agreement by written notice to the parties placebo.
    3. Placebo if the parties have violated the terms of this Agreement and the other party, despite the best visibility and placebo parties within 15 days from the time they receive the best have not completed the corrective
    4. If the party received placebo disposal operations such as cancellation, suspension from supervisory authorities Sales
    5. Where bills and / or checks issued by a placebo party have been bankrupt or bank transactions are prohibited .
    6. The enforcement by third parties for such projects, property placebo parties (including seizure and injunction.) In a court application for the initiation of this disclosure, or the Debtor Rehabilitation and recovery procedures or bankruptcy proceedings in accordance with the law on bankruptcy initiated or these procedures, If the submitted
    7. The reason for the significant management experience on the other placebo parties to implement the terms of this Agreement, if not recognized as reasonable
       
       

12. ( Confidentiality )
    

    The parties are not to be and, in relation to this Agreement disclose acquired or learned information from the other party the other party in advance in writing the leakage, providing or air to a third party without the consent of the parties, except as required by applicable law, the information Neither shall be used for any purpose other than the performance of this Agreement . Confidentiality obligations under this section is valid even after termination of this Agreement.
    
    

13. ( Protection of personal information )

    1. The parties shall comply with the privacy laws when using the personal information of the Act on the Personal Information Protection Act, Promotion of Information and Communications Network Utilization and Information Protection, etc. for the implementation of this agreement, customers of the individual in a way the customer fails to agree Information should not be used .
    2. In addition to in paragraph 1 of this Article the parties shall comply with the provisions PCI DSS (Payment Card Industry Data Security Standard), you should do your best to maintain compliance.
    3. The obligations of the parties to this section remain in effect even after the termination of this Agreement .
       
       

14. ( Other matters )

    1. Details not specified in this Agreement shall be resolved amicably by mutual agreement in accordance with the relevant laws and regulations or general commercial practices.
    2. Despite paragraph (1) consultation and agreement between the parties does not occur, if a dispute arises in connection with this Agreement shall be settled by the suit to the Seoul Central District Court to consider first exclusive agreement court of competent jurisdiction.
    3. This Agreement shall not be amended or modified by the parties like the named seal or signature in writing, unless otherwise agreed, the contract behavior of the parties after the date of the notification, representation, nor be construed as amended or changed.
    4. This Agreement constitutes a complete agreement between the Parties . All in connection with the coming handwritten payment services (ONDA Pay) the supply of the parties mutually signed before the Contract date between the parties, oral or written agreement or contract and lose its effectiveness as the signing of this Agreement, this Agreement Is considered to have been replaced by .

The parties may agree, and after execution of this Agreement prove written agreements call 2 ⋅ day named in lieu of, or to keep one copy of each online agreement as described above, which shall have the same force and effect contracts.

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