Terms of Service

01

Acceptance and eligibility

By creating an account, clicking "I agree," accessing the Service, or opening a supplier or client link, you accept these Terms and our Privacy Policy. If you do not agree, do not use the Service.

Business use only. The Service is offered solely to businesses and professionals (travel advisors, agencies, tour and production coordinators, team travel managers, and hotel suppliers) for commercial purposes. It is not offered to consumers, and consumer-protection laws that apply only to consumer transactions do not apply to your use.

Authority. If you use the Service on behalf of a company, agency, or team, you represent that you have authority to bind that organization, and "you" means both you and that organization.

Age. You must be at least 18 years old. We do not knowingly permit minors to use the Service.

Supplier and client links. Hotels responding to a bid request, and clients reviewing options or rooming lists through a link we send, are also bound by these Terms to the extent they access the Service, even without an account.

Order forms. If you have a signed order form, subscription agreement, or master agreement with Coral, that document governs where it conflicts with these Terms.

02

What Coral is, and is not

Coral is software. It helps you organize projects and trips, find and contact hotel suppliers, send and collect requests for proposals, compare bids, share options with your clients, record bookings, manage rooming lists, and track and invoice commissions.

Coral is not a travel agency, tour operator, hotel, booking agent, broker, payment processor, escrow agent, or party to any booking, contract, or payment between you, your clients, and any hotel. Specifically:

• We do not make reservations, hold inventory, set rates, guarantee availability, or confirm any booking. Any booking exists only between you (or your client) and the hotel, on the hotel's terms.
• We do not collect, hold, or transmit any funds for hotel stays, deposits, or commissions. Commission is paid by the hotel to you through your own arrangements; Coral has no role in that payment and does not guarantee it.
• We do not verify the identity, licensing, creditworthiness, or performance of any hotel, supplier, client, or user.

Any rate, availability, policy, commission percentage, distance, review score, photo, or description shown in the Service is supplied by third parties, estimated by the Service, or entered by users, and may be inaccurate or out of date. You must confirm all terms directly with the hotel before relying on them.

Invoices, reports, and exports generated by the Service are prepared from data you and others enter. You are responsible for their accuracy and for compliance with any tax, accounting, or regulatory requirement.

03

Accounts, teams, and security

Accurate information. You must provide accurate, current, and complete registration information, including your legal name, employer or agency, and any IATA, CLIA, or similar accreditation you enter, and keep it updated.

Credentials. You are responsible for safeguarding your login credentials and for every action taken under your account, whether or not you authorized it. Notify us immediately at hi@coraltravel.io of any unauthorized use.

Team and organization accounts. An organization administrator may invite, manage, and remove users, set roles and permissions, and access all projects, contacts, templates, messages, and data within the organization's workspace. If your account belongs to an organization, that organization owns the workspace data and may control, export, or delete it, including after you leave.

Shared resources. Contacts, templates, questionnaires, and export settings marked as team or shared are visible to and usable by other members of your organization. Contacts marked private are not shared, but may still be accessed by organization administrators and by Coral as needed to operate and support the Service.

One person per login. Credentials may not be shared. Each user must have their own login.

No reliance on access. We may require re-verification, multi-factor authentication, or additional identity information at any time.

04

Acceptable use and outreach conduct

You are solely responsible for every message, bid request, follow-up, reminder, invoice, and link sent from or through the Service, including automated follow-ups you enable. You may not use the Service to:

• Send unsolicited bulk or commercial email, or otherwise violate the CAN-SPAM Act, Canada's Anti-Spam Legislation, the GDPR, the UK PECR, the Telephone Consumer Protection Act, or any other law governing electronic communications in any jurisdiction where a recipient is located.
• Send any message that is deceptive, misleading, harassing, defamatory, or that misrepresents the sender, the group, the rates, or the booking.
• Scrape, crawl, harvest, bulk-export, resell, license, or redistribute hotel or contact data obtained through the Service, or use it for any purpose other than sourcing and managing group travel for your own clients.
• Contact suppliers or clients who have opted out, or ignore an opt-out or unsubscribe request.
• Upload contacts you do not have a lawful basis to process, or contacts obtained in violation of a third party's terms.
• Submit false bids, rates, reviews, ratings, or bookings; impersonate a hotel, advisor, or client; or interfere with another user's bids or negotiations.
• Share, forward, or publish supplier or client links, bid pricing, or competing offers outside your organization and your client, or use anonymized competing-rate information to collude or fix prices.
• Reverse engineer, decompile, probe, or test the Service for vulnerabilities without written permission; use bots, scripts, or automated means to access the Service except through our documented APIs; or circumvent any rate limit, access control, or security feature.
• Introduce malware, or use the Service to store or transmit infringing, unlawful, or harmful material.
• Use the Service to build a competing product, or to benchmark the Service for publication.
• Violate any applicable law, including sanctions and export laws, or any third party's rights.

We may monitor usage, remove content, throttle sending, and suspend or terminate accounts that we believe, in our sole discretion, violate this Section, without notice and without liability. We may also notify affected suppliers, clients, email providers, or authorities.

05

Your data, contacts, and content

Ownership. You retain ownership of the projects, trips, contacts, messages, documents, rooming lists, notes, and other material you or your team submit to the Service ("Customer Data").

License to Coral. You grant Coral a worldwide, non-exclusive, royalty-free license to host, store, copy, transmit, display, process, analyze, and create derivative works of Customer Data as needed to provide, secure, support, and improve the Service, to send communications on your behalf, to generate exports, reports, and AI outputs, and as otherwise permitted by our Privacy Policy. This license survives termination only as needed for backups, legal retention, and the uses in paragraph 5 below.

Your representations. You represent and warrant that you own or have all rights, consents, and lawful bases needed to submit Customer Data (including every contact's business contact details and every guest name on a rooming list), that doing so does not violate any law, contract, or third-party right, and that you have given any notices required by applicable privacy law.

Supplier and client submissions. Bids, rates, questionnaire answers, ratings, notes, and rooming-list changes submitted by hotels and clients through our links become part of your workspace. Coral does not verify them and is not responsible for their content.

Coral contact database and aggregate data. Coral maintains its own supplier and contact database, which remains Coral's property. Contact records that you add may be used by Coral, in de-identified or business-contact form, to maintain, verify, deduplicate, and improve that database and to provide it to other customers. Coral may also use de-identified and aggregated data derived from Customer Data and usage (for example, rate benchmarks by market and season, response times, and supplier performance statistics) for any lawful purpose, during and after your subscription, provided it does not identify you or your clients.

Backups and loss. The Service is not an archival system. You are responsible for keeping your own copies of important data. Except as stated in Section 16, Coral has no obligation to retain or return Customer Data.

Removal. We may remove or disable Customer Data that we believe violates these Terms, infringes a third party's rights, or exposes Coral to liability.

06

Connected accounts and third-party services

Send-as email. When you connect a Microsoft 365, Google Workspace, or other email account, you authorize Coral to send messages from that account, read replies to messages the Service sent, and sync related threads, contacts, and calendar data as described in our Privacy Policy. You are responsible for complying with your email provider's terms, and we may stop sending from a connected account at any time if the provider flags abuse or the connection fails.

Third-party data. Hotel listings, photos, ratings, reviews, distances, maps, and rate estimates may be provided by Google, GIATA, Vervotech, or other data providers under their own terms, which you agree to where applicable. We do not control or warrant that data.

Back-office and payment integrations. Integrations with back-office systems (such as AdvisorOS), payment processors (such as Stripe), and other tools are provided as a convenience. Those providers' terms govern your use of their services, and Coral is not liable for their acts, omissions, outages, or data handling.

No endorsement. Links to or listings of third-party hotels, suppliers, or services are not endorsements. Your dealings with them are solely between you and them.

Changes. We may add, change, or remove any integration or data source at any time.

07

AI features

The Service includes features powered by artificial intelligence ("Coral AI"), including drafted emails and replies, bid summaries and comparisons, estimates, and answers to questions about your projects.

AI outputs are generated automatically, may be inaccurate, incomplete, outdated, or inappropriate, and may differ for similar inputs. You must review every AI output before relying on it or sending it. You are solely responsible for any message, estimate, or decision based on an AI output.

AI outputs are not legal, financial, tax, travel, or professional advice.

You may not use Coral AI to generate content that violates Section 4, to extract or reconstruct our models or prompts, or to develop competing AI products.

Your inputs and outputs may be processed by third-party AI providers under confidentiality terms. We do not use your Customer Data to train generally available AI models without your consent.

Coral AI may be modified, limited, or withdrawn at any time, and usage-based limits or credits may apply.

08

Bids, bookings, rates, and commissions

Bids are offers from hotels, not from Coral. A hotel's bid, rate hold, cancellation, attrition, or other term is the hotel's proposal. Accepting a bid in the Service records your decision; it does not form a contract with the hotel until you and the hotel do so directly.

You confirm everything. Before any booking, you must confirm rates, taxes, fees, dates, room counts, policies, and commission terms directly with the hotel. Coral is not responsible for discrepancies between what appears in the Service and what the hotel honors.

Commissions. Any commission is owed, if at all, by the hotel to you under your own agreement with the hotel. Coral does not guarantee that any commission will be paid, in any amount or on any timeline, and is not a party to that payment. Commission figures, capture rates, and "commission due" amounts in the Service are informational estimates derived from data you and the hotel enter.

Invoices. Invoices you generate are issued by you, in your name, to the hotel. You are responsible for their accuracy, for any tax, and for collection.

Client payments. The Service does not process payments between your clients and hotels. Any payment arrangement is solely between those parties.

Licensing. You are responsible for holding any license, accreditation, bond, seller-of-travel registration, or insurance required for your business in any jurisdiction where you operate or your clients are located.

No fiduciary duty. Nothing in the Service creates an agency, partnership, joint venture, or fiduciary relationship between you and Coral.

09

Supplier and client links

The Service lets you send hotels a bid request form and send clients a review link or live rooming list, each accessible without an account and, where enabled, protected by a passcode.

You control who receives a link. You are responsible for sharing links only with intended recipients and for the accuracy of what they contain, including guest names and personal details on rooming lists.

Anyone who accesses a link may see everything it exposes. Coral is not liable for disclosure resulting from a forwarded, guessed, or shared link or passcode.

Hotels and clients who use a link agree to use it only for the trip it concerns, to submit accurate information, and not to copy, scrape, or redistribute what they see. Hotels submitting a bid agree that the bid may be shown to the requesting advisor and that advisor's client, and may be shown to other bidding hotels in anonymized form.

We may disable any link at any time, and links expire according to the settings in effect.

10

Fees and billing

Fees. You agree to pay all fees for your plan as shown at purchase, in an order form, or in the Service, including any subscription fees, per-booking or per-block fees, AI usage credits, and overage charges. Fees are stated in U.S. dollars unless stated otherwise.

Payment method. You authorize Coral and its payment processor to charge your payment method on file for all fees when due, including automatically at the booking event for any per-booking fee. You must keep a valid payment method on file while any fee may become due.

Subscriptions renew automatically at the then-current rate until cancelled. Cancel before the renewal date to avoid the next charge. Cancellation takes effect at the end of the current billing period.

No refunds. All fees are non-refundable and non-cancellable except where required by law or expressly stated in writing by Coral. Partial periods, unused credits, and downgrades are not refunded or prorated.

Taxes. Fees exclude all taxes, duties, and withholdings. You are responsible for all taxes other than taxes on Coral's net income.

Late payment. Overdue amounts accrue interest at 1.5% per month or the maximum rate allowed by law, whichever is less, plus collection costs. We may suspend the Service for non-payment.

Price changes. We may change fees or introduce new fees on 30 days' notice (by email or in the Service). Continued use after the effective date is acceptance.

Disputes. You must dispute any charge within 30 days of the invoice date or it is deemed accepted.

Free tiers, trials, and beta features may be modified, limited, or discontinued at any time, are provided "as is," and may carry additional terms.

11

Intellectual property

Coral's property. The Service, including all software, models, prompts, designs, templates, questionnaire designs, the Coral supplier and contact database, documentation, trademarks, and all improvements, is owned by Coral and its licensors and is protected by intellectual-property laws. Except for the limited right to use the Service under these Terms, no rights are granted to you, by implication or otherwise.

Limited license. Subject to these Terms, Coral grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Service for your internal business purposes during your subscription.

Restrictions. You may not copy, modify, distribute, sell, lease, sublicense, frame, mirror, or create derivative works of the Service or any Coral database; remove any proprietary notice; or use Coral's name, logo, or trademarks without written permission.

Feedback. Any suggestion, idea, or feedback you provide is Coral's to use without restriction or compensation, and you assign to Coral all rights in it.

Templates. Email templates, questionnaire designs, and forms Coral provides may be used only within the Service. Your edits to them are Customer Data, but the underlying templates remain Coral's.

Infringement claims. If you believe content in the Service infringes your copyright, send a notice meeting the requirements of 17 U.S.C. § 512(c)(3) to hi@coraltravel.io.

12

Confidentiality

Non-public information about the Service, including pricing, roadmap, beta features, security practices, and the structure of Coral's databases, is Coral's confidential information. You will not disclose it to any third party or use it for any purpose other than using the Service. Bid pricing and competing offers you see through the Service are confidential to the trip they concern and may be shared only with your client and your organization. Coral will treat Customer Data as confidential as described in the Privacy Policy. These obligations survive termination for three years, and indefinitely for trade secrets.

13

Disclaimer of warranties

THE SERVICE, ALL CONTENT, ALL DATA (INCLUDING HOTEL, RATE, CONTACT, AND COMMISSION DATA), ALL AI OUTPUTS, AND ALL INTEGRATIONS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, CORAL AND ITS AFFILIATES, LICENSORS, DATA PROVIDERS, AND DEVELOPMENT PARTNERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, CORAL DOES NOT WARRANT THAT: (A) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) ANY EMAIL WILL BE DELIVERED, OPENED, OR ANSWERED; (C) ANY HOTEL WILL BID, HONOR A BID, OR PAY A COMMISSION; (D) ANY RATE, DISTANCE, ESTIMATE, SAVINGS FIGURE, OR COMMISSION AMOUNT IS ACCURATE; (E) DATA WILL NOT BE LOST; OR (F) THE SERVICE WILL MEET YOUR REQUIREMENTS. YOU USE THE SERVICE AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

14

Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL CORAL OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, DATA PROVIDERS, OR DEVELOPMENT PARTNERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, COMMISSIONS, BOOKINGS, BUSINESS, GOODWILL, DATA, OR USE, OR FOR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CORAL'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU ACTUALLY PAID TO CORAL IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

Without limiting the above, Coral has no liability for: any hotel's, supplier's, client's, or other user's acts or omissions; any booking, cancellation, attrition, no-show, or dispute with a hotel; any unpaid, delayed, or miscalculated commission; any message sent from your connected email account; any third-party data or integration; or any unauthorized access resulting from your credentials or a shared link. The limitations in this Section apply together, are an essential basis of the bargain, and apply even if a remedy fails its essential purpose. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you; in that case Coral's liability is limited to the smallest amount permitted by law.

15

Indemnification

You will defend, indemnify, and hold harmless Coral and its affiliates, officers, directors, employees, contractors, agents, licensors, and development partners from and against all claims, demands, suits, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) Customer Data, including any claim that it infringes or misappropriates a third party's rights or violates privacy or anti-spam law; (c) any message, bid request, follow-up, invoice, or link sent by you or on your behalf; (d) any booking, cancellation, attrition, commission, invoice, or payment dispute with a hotel, client, or other party; (e) your violation of these Terms or any law; or (f) any dispute between you and your client, employer, organization, or another user. Coral may assume the exclusive defense and control of any matter subject to indemnification, at your expense, and you will cooperate. You may not settle any claim that imposes an obligation on Coral without our written consent.

16

Term, suspension, and termination

Term. These Terms apply from your first use of the Service until terminated.

By you. You may stop using the Service and cancel your subscription at any time through the Service or by emailing hi@coraltravel.io. Fees already paid or accrued remain due.

By Coral. We may suspend or terminate your access, or any feature, immediately and without notice if we believe you have violated these Terms, created risk or legal exposure for Coral, failed to pay, or if we discontinue the Service. We may also terminate for convenience on 30 days' notice.

Effect. On termination, your right to use the Service ends, and we may delete Customer Data. For 30 days after termination of a paid account, and on written request, we will make Customer Data available for export in a standard format, unless termination was for your breach or we are prohibited by law. After that period, we have no obligation to retain Customer Data, except that we may keep it in backups and as required by law, and may retain de-identified and aggregate data under Section 5.

Survival. Sections 2, 5 (paragraphs 2–7), 8, 10 (amounts owed), 11, 12, 13, 14, 15, 16, 17, and 18 survive termination.

17

Governing law and dispute resolution

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

Governing law. These Terms and any dispute arising out of or related to them or the Service are governed by the laws of the State of Delaware and applicable U.S. federal law, without regard to conflict-of-laws rules. The U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply.

Informal resolution first. Before starting any formal proceeding, you must send a written notice of dispute to hi@coraltravel.io describing the claim and relief sought, and the parties will try in good faith to resolve it for 60 days.

Binding arbitration. Any dispute not resolved informally will be resolved exclusively by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, in Wilmington, Delaware, in English. The Federal Arbitration Act governs this Section. The arbitrator, not a court, decides all questions of arbitrability, except that a court decides disputes about the class-action waiver below. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive or equitable relief in court to protect intellectual property, confidential information, or the integrity of the Service, and either party may bring an individual claim in small-claims court.

Class action and jury waiver. ALL CLAIMS MUST BE BROUGHT IN A PARTY'S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF MORE THAN ONE PARTY. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL. If the class-action waiver is found unenforceable as to a particular claim, that claim must be litigated in the courts named in paragraph 6, and the rest of this Section still applies.

Opt-out. You may opt out of arbitration by sending written notice to 205 Race Street, Philadelphia, PA 19106 or hi@coraltravel.io within 30 days after first accepting these Terms, stating your name, organization, account email, and that you opt out. Opting out does not affect any other provision.

Venue. For any matter not subject to arbitration, the state and federal courts located in Wilmington, Delaware have exclusive jurisdiction, and you consent to personal jurisdiction there.

Time limit. Any claim against Coral must be brought within one year after it accrues or it is permanently barred.

Fees. The prevailing party in any arbitration or litigation is entitled to recover its reasonable attorneys' fees and costs.

18

General

Changes to these Terms. We may revise these Terms at any time by posting the revised version with a new effective date and, for material changes, notifying you by email or in the Service at least 14 days in advance. Continued use after the effective date is acceptance. If you do not agree, stop using the Service before that date.

Changes to the Service. We may modify, suspend, or discontinue any part of the Service at any time, including during a replatform or migration, without liability. We will use reasonable efforts to notify you of material discontinuations.

Assignment. You may not assign or transfer these Terms without our written consent. Coral may assign them freely, including to an affiliate, successor, or acquirer.

Force majeure. Coral is not liable for any delay or failure caused by events beyond its reasonable control, including outages of hosting, email, data, or AI providers.

Export and sanctions. You will comply with U.S. export-control and sanctions laws and will not use the Service in, or for the benefit of anyone in, an embargoed jurisdiction or on a restricted-party list.

U.S. government users. The Service is "commercial computer software" and is licensed to government users with only the rights granted to all other users.

Notices. We may give you notice by email to your account address or in the Service. Notices to Coral must be in writing to 205 Race Street, Philadelphia, PA 19106, with a copy to hi@coraltravel.io.

Electronic contracting. You consent to do business electronically, and these Terms, and any records of acceptance, satisfy any requirement that an agreement be in writing.

Entire agreement; severability; waiver. These Terms, the Privacy Policy, and any order form are the entire agreement between you and Coral about the Service and supersede all prior agreements. If any provision is unenforceable, it will be modified to the minimum extent necessary and the rest remains in effect. No waiver is effective unless in writing, and no failure to enforce is a waiver.

Independent contractors; no third-party beneficiaries. The parties are independent contractors. Except for the indemnified parties in Section 15, no third party has rights under these Terms.

Interpretation. Headings are for convenience. "Including" means "including without limitation."

19

Contact

Coral Travel Incorporated

205 Race Street, Philadelphia, PA 19106

Email: hi@coraltravel.io