Guide Terms and Conditions
Please read the Terms and Conditions of Use carefully. You must take note of and accept them before you can use the platform.
1. The platform
Guide Base Ltd CB8 9RG ("Guidebase") runs the website at www.guidebase.com (the "website") and related mobile apps ("apps") for various platforms (the website and apps being jointly referred to hereinafter as the "platform"). The platform enables its users to book certified operators and other professional alpinists (hereinafter referred to generally as "guide(s)"). In addition, the platform provides thematically related services, such as weather information, access to webcams, etc. However, the focus is on helping to find and arrange operators for outdoor pursuits (hereinafter referred to as "trips").
The operators who can be booked using the platform are not employed by Guide Base, but professioanls who act independently and on their own account.
Guide Base itself does not offer any guide services. Guide Base acts solely as an intermediary between users of the platform and operators. Consequently, any agreement relating to a trip is formed only between the user of the platform and the guide. That means only the guide, and not Guide Base in any way, shape or form, is responsible for preparing and holding the trip properly. Guide Base merely enables conclusion of an agreement between the user of the platform and the guide, as described hereinafter (Section 4.4).
Operators who have registered on the platform can use it to offer trips that they have designed themselves and that their certification authorizes them to hold. They can also offer their services for trips tailored to the wishes of platform users provided their certification authorizes them to hold the requested trip.
2. Scope of application of these Terms and Conditions of Use
These Terms and Conditions of Use shall apply exclusively to the business relationship between Guide Base and the guide. Differing general standard terms and conditions of the guide shall not be acknowledged. This shall also apply if Guide Base does not explicitly object to their inclusion.
3. Conclusion of a Usage Agreement
3.1 The guide's contractual partner is Guide Base.
3.2 The agreement shall be concluded in English
3.3 The guide must conclude an agreement with Guide Base on use of the platform ("Usage Agreement") on the basis of these Terms and Conditions of Use in order to be able to use the platform. The Usage Agreement shall be formed by an offer being made and accepted. Operators shall submit an offer as follows:
- Operators then send their offer to conclude a Usage Agreement over the platform by clicking on the button in question in the registration form. Operators shall be bound by their offer until they receive the e-mail from Guide Base in accordance with Section 3.5 below, but for no longer than two weeks.
3.4 The operators shall send their certification documents together with their other registration information in accordance with Section 3.3. All state certificates that the operators have obtained and that are required for them to pursue the activities as part of their planned of-fer on the platform must be submitted, as requested by Guide Base. Guide Base shall be authorized to demand that the documents be sent by post so that they can be checked; in this case, the operators shall be bound by their offer for two weeks as of when the documents are sent by post to Guide Base.
3.5 After checking the documents, Guide Base shall send the operators - without prejudice to the provision in the last sentence of Section 3.3 – an e-mail stating whether they have been admitted to the platform or not. If Guide Base states that it has admitted the guide in question, this shall constitute acceptance of the guide's offer to conclude the Usage Agreement, i.e. the Usage Agreement between the guide and Guide Base is formed when the mail stating that the guide has been admitted is received.
3.6 Operators must enter truthful and complete registration data.
3.7 Operators must be 18 and above when they submit an offer in accordance with Section 3.3.
4. Use of the platform
4.1 The operators shall keep their profile data up-to-date at all times.
4.2 The operators shall keep their access data for the platform, in par-ticular their password, secret under all circumstances. They shall be obliged to notify Guide Base immediately if they have grounds to believe that their access data is being misused.
4.3 After being admitted to the platform, operators can upload a profile and trips they have designed themselves on the platform for its users to view. The profile data and other details must be truthful. Operators may only upload trips they have designed themselves if their certification authorizes them to hold such trips.
4.4 The agreement to hold a trip (the "Guide Agreement") shall be formed solely between the guide and the user of the platform. Guide Base shall not be involved in this agreement, but shall only mediate conclusion of it. This shall be done as follows:
- The users of the platform can send requests for trips to operators using the platform.
- The guide who receives the request shall check it and send the user requesting the trip an offer via the platform, subject to Section 5.2 below.
- The user of the platform can accept this offer, reject it or request the guide over the platform to submit an amended offer, which the user of the platform can in turn either accept or reject. If the user of the platform accepts the offer, the Guide Agreement is formed.
The contents of the Guide Agreement, in particular relating to remuneration, shall be defined solely between the user of the platform and the mountain guide. The responsibility for preparing and holding the trip shall lie solely with the guide, not with Guide Base.
Operators shall be obliged to provide users of the platform who request a trip with all the information required to conclude the agreement and in the necessary manner and, in particular, to inform said users properly about any right of withdrawal.
4.5 The guide is aware that an Internet platform such as this one is a dynamic offering and Guide Base must be able to adapt the services offered over the platform at any time. Guide Base shall therefore be authorized to change the services provided over the platform within the bounds of what is reasonable for the operators, in particular if this is necessary on legal, economic or material grounds.
4.6 Guide Base shall endeavor to maintain the platform's availability without interruptions and to send data that is free of errors. However, the nature of the Internet means that Guide Base cannot guarantee unrestricted access to the platform at all times. Access to it may be interrupted or restricted for a short time and without prior notice for technical reasons (e.g. maintenance work) or due to force majeure (e.g. power outage).
4.7 The operators shall refrain from any form of inappropriate commu-nication on the platform, in particular with users of the platform. In particular, offensive, discriminatory, sexist or other immoral remarks are prohibited.
4.8. The operators may conclude a Guide Agreement (Section 4.4) with users who contact them about their offer on the platform only using this platform. The same shall apply to future requests from such users.
5. Obligations of the operators as regards trips
5.1 The operators shall be obliged to report any change to their certification to Guide Base immediately.
5.2 The operators may only issue an offer to conclude a Guide Agreement for a request from a user for a trip their certification authorizes them to hold.
5.3 The operators shall be obliged to ensure necessary and adequate insurance cover of the platform user who books them and for them-selves. They may not start a trip without such insurance cover.
5.4 Before conclusion of a Guide Agreement, the operators shall be obliged to clarify as best possible whether the user requesting a trip meets the physical requirements for the tour in question. If the operators have not insubstantial doubts as to that, they cannot submit an offer to, or accept an offer from, the user requesting the trip.
5.5 Before the booked trip starts, the operators shall again make sure that the user of the platform meets the physical requirements for the booked trip. If they have not insubstantial doubts as to that, they must not hold the booked trip.
5.6 The operators shall be obliged to ensure that the necessary equipment is available on the booked trip and is worn or used by the user of the platform on the trip.
5.7 In holding a booked trip, the operators shall be obliged to comply with the pertinent legislation and official requirements, as well as with all guidelines and codes to be observed in accordance with their certification.
5.8 The operators shall be obliged to hold the booked trip in person. They shall in no case be authorized to have the booked tour held by a third party, even if that third party has the same or a higher level of certification than the guide in question.
5.9 The guide shall inform Guide Base over the platform that a booked trip has been completed as soon as it is over.
6.1 Guide Base shall be authorized to block operators' profile and access to the platform if and for as long as there are concrete indications that the operators are not complying, or are not adequately complying, with their obligations under the Usage Agreement.
6.2 Without prejudice to Section 8 below, Guide Base shall be authorized to block operators' profile and access to the platform definitively if, in the judgment of Guide Base, that is necessary to protect the platform's functionality and/or users, in particular if
- operators have repeatedly received negative ratings (3 stars or less) from users of the platform who have booked a trip with them and blocking of them is necessary to safeguard the interests of other platform users;
- they have furnished incorrect profile data, if the mistake is not wholly negligible;
- they have passed on their access data to a third party or delegated a booked tour to another guide or a third party has otherwise gained knowledge of their access data;
- they have violated their obligations under Section 4.2 Sentence 1 or 4.8;
- there is an important reason within the meaning of Section 8.2.
7.1 The guide shall not owe Guidebase any remuneration for use of the platform in accordance with the Usage Agreement.
7.2 Guide Base shall charge the mountain guide commission for brokering Guide Agreements. If a tour with the mountain guide is arranged using the platform, Guide Base shall receive commission of 10% of the net remuneration the guide has agreed with the platform user in the brokered Guide Agreement, plus any value-added tax payable. The commission shall be due when the booked tour is completed.
7.3 As soon as the guide (see Section 5.9) and the user have announced that the booked trip has been completed, Guide Base shall collect the remuneration agreed with the guide through its payment service provider by the means of payment selected by the user upon booking. The operators can see from their account whether the amount has been received on the trust account created for them with the payment service provider and, by clicking on the relevant button, have the amount minus the commission owed in accordance with 7.2 transferred to the bank account they have previously specified.
7.4 Guide Base shall be authorized to increase the commission specified in Section 7.2 if the costs of providing the platform increase. The percentage increase in the commission must not exceed the percentage increase in the costs. The increase shall come into effect one month after Guide Base has given notice of it.
8. Term and termination
8.1 The Usage Agreement shall be concluded for an indefinite period of time. It can be terminated ordinarily by operators at any time and by Guide Base with a period of notice of two weeks.
8.2 The right to terminate it without notice for an important reason shall remain unaffected. Such an important reason for Guide Base shall exist in particular if operators
- violate their obligations under Sections 4.2 Sentence 1, 5.2, 5.5, 5.6 or 5.8,
- violate other obligations under Section 5 on multiple occasions.
8.3 Notice of termination shall not be valid unless given in text form (e.g. by email). E-mail shall be sufficient.
9.1 Guide Base shall be liable if it acts with willful intent or gross negligence. If it acts with slight negligence, Guide Base shall be liable only
a) for damage resulting from injury to life, body or health,
b) for damage resulting from violation of a cardinal obligation under the Usage Agreement (an obligation whose proper fulfillment constitutes a condition for implementation of the agreement and on the fulfillment of which the other party to the agreement regularly relies and may rely); in this case, however, liability shall be limited to reimbursement of the foreseeable damage that typically occurs.
9.2 The above limitations on liability shall not apply to claims under the UK Product Liability Law.
10. Rights of use
10.1 The operators shall grant Guide Base a simple, transferable and sublicensable right, free of charge and without restriction as to time and place, to use the content they have uploaded, in particular texts, photographs, graphics, etc., in particular
- to copy and disseminate it in any type of printed work and printed publication
- to copy and disseminate it using digital storage and reproduction media, irrespective of the technical equipment and including all digital and interactive systems, in particular also for reception by stationary and/or mobile devices, regardless of the transmission channel and transmission method
- to store it in electronic databases, including those of search engines, and electronic data networks, regardless of the storage and transmission technology used for that
- and in each case irrespective of the purpose of its use, including in particular for Guide Base's marketing purposes.
The conferred rights of use shall also include the right to edit the content, in particular in such a way that it can be suitably presented on mobile devices (smartphones, tablets, etc.).
10.2 The operators pledge to Guide Base that they have the required rights to grant the rights in accordance with Section 10.1 and that Guide Base does not infringe any rights of third parties through the types of use permitted pursuant to Section 10.1. The guide shall indemnify Guide Base against such claims by third parties.
11. Ratings, comments
11.1 The users of the platform and the operators shall rate each other after a joint tour has been held. The rating can be viewed by the other platform users and operators.
11.2 The ratings shall be reviewed by Guide Base if deemed neccisary.
11.3 The operators, like the platform users, shall be obliged to provide only truthful and objective details in their ratings. The operators, like the platform users, shall refrain from making offensive remarks.
11.4 The operators, like the platform users, shall be obliged to refrain from manipulating the platform's rating system in any way, such as by tasking third parties to submit positive or negative ratings, etc.
11.5 Guide Base shall be authorized at its own discretion to remove ratings that Guide Base believes to be misleading or inappropriate.
12. Note on data protection
13. Reservation of the right to make amendments
13.1 Guide Base reserves the right to amend these Terms and Conditions of Use if and insofar as that it is necessary due to circumstances that Guide Base could not foresee and over which Guide Base has no influence.
13.2 Guide Base shall give the operators advance notice of amendments. If the guide does not object to the amendments within 6 weeks of receiving said notice, the amended Terms and Conditions of Use shall be deemed to have been agreed.
14. Enlisting the services of third parties, assignability
14.1 Guide Base shall be authorized to enlist the services of third parties to fulfill its obligations under the Usage Agreement and to exercise its rights.
14.2 Guide Base shall be authorized to assign its rights and obligations from this agreement to third parties, in full or in part, subject to prior notice (of at least 4 weeks).
15. Applicable law and place of jurisdiction
15.1 This Usage Agreement shall be subject to UK law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods.
15.2 If the guide is a merchant within the meaning of UK Commercial Code, any disputes arising from or in connection with the Usage Agreement shall be settled before English law. Other-wise, Guide Base can file legal action before any other court with jurisdiction under the statutory regulations.
Date of these Terms and Conditions of Use: June 27th 2020