“Confirmation Invoice” means the confirmation invoice issued by us which outlines the agreed deposit for the Trip and signifies a booking contract between you and us. The full details of the Trip will be outlined within the Proposal;

“Consumers” means the consumers to whom the Partner will resell (directly or indirectly) the Trip (and who shall receive the Trip);

“NET Rates” means the rates at which Wilderness Group shall supply the Trip to the Partner, and is the amount payable by the Partner to Wilderness Group;

“Trip(s)” means our small group trips and private custom departures, and includes all tours, excursions, activities, transport arrangements and / or overnight accommodation (and any combination thereof) therein, as specified in the Proposal and organised by Wilderness Group for resale by the Partner;

“Partner”, “you”, “your” means the trade partner reselling the Trip to Consumers;

“Proposal” means the document outlining the itinerary and details of the Trip which will be sent to the Partner by us; and

“Wilderness Group”, “we”, “us”, “our” means Wilderness Group Limited of Dalfaber Drive, Aviemore, Scotland, PH22 1ST (company number: SC211011) (trading as Wilderness Scotland and Wilderness England), and its subsidiaries including Wilderness Ireland Travel Limited of Unit 8A 1-2 Northwest Business Park, Collooney, Co. Sligo, Ireland (company number: 531225) (trading as Wilderness Ireland).  For each specific Trip, the relevant Wilderness Group company with whom you are contracting will be specified in the Proposal.

Unless agreed at the time of the initial enquiry, Wilderness Scotland & Wilderness England will quote all Proposals as NET Rates in GBP.  Wilderness Ireland will quote all Proposals as NET Rates in EUR.

Partners shall pay Wilderness Group the agreed NET Rates for the provision of the agreed Trips and in line with the Payment Terms set out below.

Our NET Rates are not commissionable.  Partners are entitled to determine the price for resale of the Trips to Consumers, and it is the Partner’s responsibility to mark-up the Net Rates with their own margin as required. Partners agree to make payment of the Net Rates in accordance with the Payment Terms and Payment Methods below.

Unless agreed otherwise in the Proposal, the following payment terms shall apply to all Trips:

• In order to confirm the booking of a Trip, we will normally require a deposit of 20% of the price of the Trip, or full payment if you’re booking a Trip within 60 days of the start date. However, for certain Trips, a higher deposit may be payable due to supplier payment terms and where this is the case, we will notify the Partner in the Proposal.
• No Trips, including accommodation, will be confirmed until we have received the required deposit payment and we have issued a Confirmation Invoice.
• In exceptional circumstances and entirely at our discretion, we may agree with a Partner to start securing travel arrangements required for a Trip before we have received the deposit payment (or full payment if the Trip is due to start within 60 days). In such circumstances and in the event the Partner decides not to go ahead with the Trip, we reserve the right to charge you a cancellation fee of £500 (or €600) per Trip, as well as any additional costs and charges to cover all costs incurred by us.
• Balance payments are due 60 days prior to the start date of the Trip. Payment is required by bank transfer unless agreed otherwise prior to confirmation.

Please note that NET Rates are exclusive of all applicable sales taxes and VAT. Where any sales taxes are payable, such additional amounts will be outlined within our Proposal and included on our invoices, and will be payable in addition to the NET Rates.

Please note that deposit and balance payment terms may vary for some bookings due to the supplier’s terms. We will advise of any such changes in the Proposal.

The Partner shall make all payments due for Trips directly to the Wilderness Group via bank transfer using the bank account details included on our confirmation invoice.

The Partner shall make all payments in the currency the Trip is quoted in. The currency is generally GBP for quotes by Wilderness Group, Wilderness Scotland and Wilderness England, and EUR for Wilderness Ireland.

Under certain circumstances, as an alternative to bank transfers, we may agree to accept payment from the Partner’s business credit card, only if this is agreed prior to issuing the Confirmation Invoice.  A 3% processing fee will be charged for all payments made by any business credit card.

Very occasionally, we may agree to accept payment directly from a Consumer (on behalf of the Partner) if this is agreed at the time of the initial enquiry and before the issuing of our Proposal.  Where we agree to accept payment directly from the Consumer, the following terms shall apply:

• The Consumer’s contract for the Trip is and remains with the Partner and Wilderness Group is not a party to any such contract.
• Accepting payment directly from the Consumer is not intended to, nor does it, constitute a B2C contract.
• The Consumer will make payment directly to the Wilderness Group for the booking (which the Consumer has made with the Partner) using either a credit or debit card, or via Bank transfer.
• If the consumer resides outside of the EU, we will charge a 3% fee to cover the cost of processing card payments and our associated administration fees, which will be payable in addition to the cost of the Trip. It is the Partner’s responsibility to notify the Consumer that an additional 3% processing fee will be payable for direct payments by credit or debit card.
• All monies received from the Consumer shall be held by us on our behalf and shall be owned absolutely and beneficially by us.
• Should the Partner require their mark-up to be included in the payment taken from the Consumer, the Partner shall notify us of the additional mark-up to add onto our NET Rates at the time of the initial enquiry.  Any sum received from the Consumer over and above the NET Rates applicable to the Trip shall be paid to the Partner upon request after completion of the Trip.
• Although Wilderness Group will be the merchant of record for the Consumer’s payment, we do not accept any direct liability for the provision of the Trip to the Consumer. Our contract and liability remains with, and to, the Partner in accordance with these Partner Terms.
• The Partner will remain responsible for directly processing any refunds that it owes to the Consumer.  Should the Consumer initiate a dispute through their card issuer regarding the payment for the Trip (a “Chargeback”) against Wilderness Group for any payment made via a credit or debit card, the Partner will reimburse Wilderness Group in full (and without offset) within 7 days of the notification of the Chargeback. Wilderness Group shall also charge the Partner for any reasonable fees or administration costs which we incur in handling the Chargeback. Wilderness Group reserves the right to offset any amounts owed to Wilderness for Chargebacks against any sums owed by Wilderness to the Partner. Furthermore, Wilderness Group reserves the right to defend any Chargeback, should it wish to do so, or take any steps we consider reasonable to ensure that the Consumer is not paid twice for the same claim (including suspending any refund or other obligations until the Chargeback has been finally determined or a challenge or appeal has expired).
• We reserve the right to reject the Consumer’s payment for any reason, including suspicion of any fraudulent activity.

In re-selling the Trip to Consumers, you must:

• Ensure that the booking contract with the Consumer incorporates a set of terms and conditions which clearly set out a contract for the sale of the Trip between the Partner and the Consumer, and which does not give the Consumer or other third parties the impression that Wilderness Group is the principal in such contracts.
• Make it clear to the Consumer that the Consumer’s contract for the Trip is with you (or such other third party) and not include Wilderness Group as a party to such contract.
• Not represent to any Consumer that the Consumer’s contract for the Trip is with Wilderness Group.
• Comply with all applicable laws and regulations in relation to the sale of the Trip to the Consumers.
• Hold and maintain all regulatory and government approvals and/or licences or permissions required to sell Trip to Consumers in the territory which you operate.
• Hold and maintain current, adequate and valid public liability insurance with a reputable insurance company.
• Give accurate and complete descriptions of the Trip and not make any representations, verbally or in writing, which are inconsistent with those given by Wilderness Group in relation to the Trip.

Nothing in these Terms is intended to, or shall be deemed to, establish any partnership or joint venture between the Partner and Wilderness Group, constitute the Partner the agent of Wilderness Group, or authorise the Partner to make or enter into any commitments for or on behalf of the Wilderness Group. Each party confirms it is acting on its own behalf and not for the benefit of any other person.

You must provide us with all requested Consumer information, including rooming allocations, and arrival / departure information at least ten (10) weeks prior to the Trip start date, or as soon as possible if the start date is less than 10 weeks out. We understand that travel plans may not be confirmed or may change, and we will work with you when this happens. However, if we do not receive the information in a timely manner, this can have a detrimental impact on the service we can provide to your Consumers.

We will only send the final Trip documentation to you once we have received the final balance payment and all requested Consumer information, including rooming allocation and arrival / departure details from you.

The following terms will apply if Consumers wish to change the dates of their Trip after booking:

• If, after a booking is confirmed, a Consumer wishes to change the dates of their Trip, the Partner must inform us of this request more than 106 days prior to the Trip start date.
• Once the Confirmation Invoice has been issued, we will charge a £250 / €300 admin fee for all date changes, in addition to any costs imposed on us by our suppliers.
• The Partner must provide alternative dates for travel as soon as possible. Note that alternative dates are subject to availability.
• Pricing may vary for alternative dates.
• Any requests to change dates less than 106 days before travel may be treated as a cancellation of the Trip (see details below).

Unless agreed otherwise in writing, the following terms apply if a Partner cancels a Trip after the Confirmation Invoice has been issued:

• For cancellations more than 106 days prior to the start date of the Trip, a cancellation fee of £500 (or €600 for Trips booked with Wilderness Ireland) will be charged in all cases. The remainder of the deposit is refundable, minus any irrecoverable costs for non-refundable items already booked and paid for by us.
• For cancellations between 105 and 90 days of the Trip start date, the Partner will be charged an amount equal to the deposit paid.
• For cancellations between 89 and 61 days of the Trip start date, the Partner will be charged 35% of the total Trip cost.
• For cancellations between 60 and 46 days of the Trip start date, the Partner will be charged 70% of the total Trip cost.
• For cancellations 45 days or less before the Trip start date, the Partner will be charged 100% of the total Trip cost.

In instances where the Partner cancels the Trips and we have accepted payment directly from the Consumer (as the merchant on record), we shall issue the refund to the Partner, minus the relevant cancellation fee.  The Partner shall be responsible for processing any associated refund due back to the Consumer.

Please note that cancellation terms may vary in some situations based on our supplier terms. We will advise of any changes to our standard cancellation terms in the Proposal.

The following terms apply if amendments / adjustments are made to the Trip after the final balance has been paid and the Trip confirmed. This includes requests for amendments during the Trip.

Amendments (Minor Changes): Minor adjustments (e.g. changing dinner reservations or a taxi transfer) are free of charge to ensure flexibility.

Changes (Major Modifications): Significant changes (e.g. changing hotels, activities, altering Trip dates) will incur an administration fee of between £200 (minimum) and £1,000 (maximum) per Trip which shall be calculated in accordance with the number and complexity of the amendments required. Administration fees shall be assessed and calculated on a case-by-case basis. These administration fees will be charged in addition to any incurred / non-recoverable supplier costs or may be waived at our discretion for minor disruptions.