These Payment Terms are between:
TripPay Corporation, a corporation organised under the laws of the State of Wyoming, USA, with its registered office at 30 N Gould St, Ste 22578, Sheridan, WY 82801, USA, a wholly owned subsidiary of Winkfluence Inc. (“TripPay”, “we”, “us”); and
You, the accommodation provider identified in your registration (“you”, “the Accommodation Provider”).
These Payment Terms are a separate agreement from the Accommodation Provider Agreement between you and Winkfluence Inc. (“Wink”). You must accept both. Defined terms used here have the meanings given in the Accommodation Provider Agreement unless defined below.
Contents
Section titled “Contents”- Appointment as limited payment collection agent
- Collection
- Handling of funds
- Fees
- Payout
- Refunds, chargebacks and errors
- Verification and compliance
- Taxes
- Liability
- Term and termination
- General
1. Appointment as limited payment collection agent
Section titled “1. Appointment as limited payment collection agent”| 1.1 You appoint TripPay as your limited payment collection agent, for the sole and limited purpose of accepting, processing and holding funds from Guests in payment for Bookings of your Supply, and remitting them to you in accordance with these Payment Terms. 1.2 Payment by a Guest to TripPay is treated as payment made directly to you. On the Guest making that payment, the Guest’s payment obligation to you for the amount paid is fully and finally discharged, and you will deliver the Booking as if you had received payment directly from the Guest. 1.3 TripPay is responsible for remitting funds actually received from a Guest to you in accordance with these Payment Terms. If TripPay fails to remit, your recourse is against TripPay and not against the Guest. 1.4 TripPay acts solely as your agent for the purpose set out in clause 1.1. TripPay does not act as agent for the Guest or for any Demand Partner, and does not act for both sides of any transaction. 1.5 TripPay’s obligation to pay you is conditional on successful receipt of the corresponding Guest payment. TripPay guarantees payment to you only of amounts it has actually received. 1.6 TripPay assumes no liability for any act or omission of yours, and has no duties as your agent beyond those expressly stated here. Any further duty implied by law is excluded to the maximum extent permitted. |
|---|
This Section 1 is the appointment. It is a distinct instrument and your acceptance of these Payment Terms constitutes your appointment of TripPay on these terms.
2. Collection
Section titled “2. Collection”2.1 TripPay collects the Booking Value from the Guest at the time and by the method applicable to the rate plan and policy you set. Card processing is performed by Stripe, and by transacting you also agree to Stripe’s applicable terms.
2.2 Your name normally appears on the Guest’s card or bank statement for the Booking.
2.3 TripPay does not store full payment card numbers. Card data is handled by Stripe under PCI-DSS.
2.4 Authorisation, capture and settlement timing may vary by rate plan, policy and payment method.
3. Handling of funds
Section titled “3. Handling of funds”3.1 Funds collected from Guests are held with TripPay’s regulated payment processor until they are due for payout to you under clause 5.
3.2 TripPay does not invest funds collected from Guests and does not retain interest earned on them.
3.3 TripPay receives such funds solely for the purpose of remitting them in accordance with these Payment Terms.
4. Fees
Section titled “4. Fees”4.1 Payment Collection Fee. TripPay charges 4.0% of Booking Value for payment collection and settlement, inclusive of card processing.
4.2 Platform Fee. Wink charges 1.5% of Booking Value under the Accommodation Provider Agreement. TripPay deducts and remits it to Wink on your behalf.
4.3 Partner Commission. Where a Demand Partner generated the Booking, TripPay deducts the Partner Commission calculated under the Accommodation Provider Agreement and settles it to that Demand Partner.
Worked example on a USD 100.00 Booking Value with a 10% Partner Commission:
| Line | Amount |
|---|---|
| Booking Value collected from Guest | USD 100.00 |
| Less Platform Fee (1.5% of Booking Value) | USD 1.50 |
| Less Payment Collection Fee (4.0% of Booking Value) | USD 4.00 |
| Subtotal | USD 94.50 |
| Less Partner Commission (10% of Subtotal) | USD 9.45 |
| Net Rate available to you | USD 85.05 |
Where you generated the Booking yourself, no Partner Commission applies and the Net Rate available to you is USD 94.50 on the same example.
4.4 Currency conversion costs apply where a Booking or payout is in a currency other than the currency of collection. TripPay settles in USD, EUR or GBP as standard.
5. Payout
Section titled “5. Payout”5.1 The Net Rate becomes available for withdrawal within 24 hours of Guest check-in, or of delivery in the case of an Add-On, subject to successful receipt of the Guest payment and to verification under clause 7.
5.2 Amounts shown in your account represent sums owed to you by TripPay under these Payment Terms. They are not a deposit, an account balance held for you, or stored value. No amount may be added to that balance other than by way of Bookings, and the only permitted use is withdrawal to your registered bank account.
5.3 Any amount not withdrawn within 30 days is paid automatically to your registered bank account.
5.4 You must provide and maintain accurate payout details. Only the designated representative named at registration may change bank or payee details, and any change must be requested in writing.
5.5 Where you provide incorrect payout details, any bank charge arising is deducted from your next payout. Where your account is closed, frozen or unable to receive payment for reasons not attributable to TripPay, TripPay’s payment obligation is discharged provided its records show payment was made.
5.6 TripPay may limit the value of a single payout for operational or compliance reasons and make a series of payouts instead.
6. Refunds, chargebacks and errors
Section titled “6. Refunds, chargebacks and errors”6.1 Refunds due to a Guest under your policy are initiated and remitted by TripPay on your behalf, and processed promptly subject to card scheme rules.
6.2 Chargebacks. Where a Guest successfully disputes a payment, the disputed amount is reversed against you. If it has already been paid out, it is recovered from your next payout, and any shortfall carries forward until cleared. Where the relationship ends with an amount outstanding, TripPay may invoice you for it.
6.3 Fraud carve-out. TripPay absorbs the disputed amount where the dispute arises from confirmed payment fraud that you could not reasonably have prevented, including use of a stolen card or a compromised Guest account. This does not apply to disputes concerning the stay itself, the application of your policies, no-shows, service quality, or the accuracy of your Supply.
6.4 Representment. We will notify you promptly of any dispute. You will provide the folio, registration record and any other supporting evidence within five business days. Where you do not, the disputed amount is reversed against you regardless of clause 6.3.
6.5 Processing errors. TripPay will correct any payment processing error, including by crediting or debiting your account. Where you receive funds in error you will return them immediately, and TripPay may recover them from future payouts.
6.6 You authorise TripPay to recover from you, by deduction from future payouts or by charging the payment method associated with the relevant Booking, any amount you owe under these Payment Terms or the Accommodation Provider Agreement, including refunds, reversed payouts, Taxes and fees.
7. Verification and compliance
Section titled “7. Verification and compliance”7.1 You authorise TripPay, directly or through third parties, to verify your identity, including by screening against third-party databases, requesting government identification, tax identification, beneficial ownership information and proof of address.
7.2 TripPay may suspend, limit or terminate the Payment Services where it cannot obtain or verify that information, where required by law or a competent authority, where you owe overdue amounts, or where it reasonably believes suspension is necessary to prevent fraud or protect Guests, Accommodation Providers or Demand Partners.
7.3 TripPay may place a hold on any payout to prevent unlawful activity or fraud, for risk assessment, or to complete an investigation.
7.4 You warrant that you and your associated parties comply with applicable anti-money-laundering, sanctions and anti-bribery law, including the US Foreign Corrupt Practices Act and the UK Bribery Act 2010.
8. Taxes
Section titled “8. Taxes”8.1 Booking Value is inclusive of all Taxes relating to the stay or Add-On. You are responsible for determining, collecting, reporting and remitting those Taxes.
8.2 Fees charged by TripPay and Wink are exclusive of any taxes on the fees themselves. TripPay may collect tax information from you and withhold where required by law.
9. Liability
Section titled “9. Liability”9.1 Neither party is liable for indirect, incidental, special, consequential or punitive damages.
9.2 TripPay’s total aggregate liability under these Payment Terms in any 12-month period will not exceed the greater of the total Payment Collection Fees you paid in that period, or USD 5,000. This does not limit TripPay’s obligation to remit funds actually received from Guests.
9.3 Nothing limits liability for death or personal injury caused by negligence, for fraud, or for any liability that cannot be limited by law.
9.4 The Payment Services are provided “as is”. TripPay does not warrant uninterrupted or error-free operation.
9.5 You will indemnify TripPay and its affiliates against any claim, liability, loss or expense arising from your breach of these Payment Terms, your Taxes, or your breach of any law or third-party right.
10. Term and termination
Section titled “10. Term and termination”10.1 These Payment Terms take effect when you accept them and continue until terminated.
10.2 You may terminate by closing your Wink account. TripPay may terminate on 30 days’ written notice, or immediately for material breach, provision of inaccurate or fraudulent information, breach of law, or where reasonably necessary to protect Guests, Accommodation Providers, Demand Partners or TripPay.
10.3 Termination of the Accommodation Provider Agreement terminates these Payment Terms, and vice versa.
10.4 On termination, TripPay will remit amounts properly due to you for Bookings already collected, subject to clauses 6 and 7. Sections 1, 6, 8, 9 and 11 survive.
11. General
Section titled “11. General”11.1 Governing law. These Payment Terms are governed by the laws of the State of Wyoming, USA, without regard to conflict of laws rules.
11.2 Disputes. The state and federal courts located in Wyoming have exclusive jurisdiction, and both parties consent to venue there. Before filing, the parties will attempt to resolve the dispute in good faith for 30 days following written notice to [email protected].
11.3 Changes. TripPay may amend these Payment Terms on 30 days’ written notice. Continued use of the Payment Services after the effective date constitutes acceptance. Where a change materially reduces your rights, you may terminate before it takes effect without penalty.
11.4 Entire agreement. These Payment Terms, together with the Accommodation Provider Agreement, are the entire agreement between you and TripPay on this subject and supersede all prior payment terms, including any governed by the laws of Singapore.
11.5 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
11.6 Assignment. You may not assign without our written consent. TripPay may assign to an affiliate or in connection with a merger, financing or sale.
11.7 Severability and waiver. If a provision is unenforceable, the rest remains in effect. Failure to enforce is not a waiver.
11.8 Electronic acceptance. You agree that electronic acceptance of these Payment Terms, including of the appointment in Section 1 and of any amendment, is valid, binding and enforceable.
Hotels control supply. We power everything that sells it.
TripPay Corporation · 30 N Gould St, Ste 22578, Sheridan, WY 82801, USA · [email protected] · wink.travel