THE FOLLOWING ARE THE TERMS AND CONDITIONS UNDER WHICH CCRA INTERNATIONAL, INC., A DELAWARE CORPORATION ("CCRA"), SHALL PROVIDE AN INTERNET BASED TRAVEL AGENCY BOOKING SERVICE ("THE SYSTEM") UNDER WHICH (1) TRAVEL AGENCIES MAY BOOK TRAVEL PRODUCTS FOR THEIR CLIENTS AND (2) CCRA WILL ACT AS MERCHANT OF RECORD AND FACILITATE THE PAYMENT OF FUNDS FROM THE TRAVEL AGENCY TO THE TRAVEL SUPPLIER AS WELL AS THE PAYMENT OF COMMISSION PAYMENTS TO THE TRAVEL AGENCY. BY SUBMITTING THIS AGREEMENT, TRAVEL AGENCY CONFIRMS ACCEPTANCE OF THE TERMS AND CONDITIONS GOVERNING USE OF THE CCRA TRAVEL AGENCY BOOKING PORTAL ("THE AGREEMENT").

Please read carefully the terms and conditions of this Agreement before submitting the Registration Form. By clicking the "Submit" button at the bottom of the Registration Form, you (hereinafter the “Travel Agency”) agree to and accept all the terms and conditions of this Agreement. If you do not agree to and accept the terms and conditions of the Agreement or have any questions, please refrain from submitting the Registration Form. We may amend this Agreement at any time. The amended terms shall become effective automatically once they are posted on our site. This Agreement may not be otherwise amended except as described above. This Agreement was last revised on December __, 2011.

CCRA International, Inc., a Delaware corporation, will provide the Travel Agency with an Internet-based booking service (the “System”) under which: (1) the Travel Agency may book travel products and services (“Products and Services”) for its customers, and (2) CCRA will act as merchant of record and facilitate payment of funds from the Travel Agency to suppliers of travel services (the “Travel Suppliers”) as well as the payment of commissions from the Travel Suppliers to the Travel Agency.

1. TERM AND TERMINATION

The term of this Agreement shall be for one (1) year from the date on which Travel Agency clicks the “Submit” button at the bottom of the Registration Form. Thereafter, it shall be automatically renewed for successive one year periods unless either party notifies the other that it wishes to terminate this Agreement at the next anniversary date of this Agreement, such notice to be sent by certified, return receipt requested mail no later than sixty (60) days before such anniversary date. Either party may also terminate this Agreement for cause, i.e., an unexcused material breach of this Agreement, on 15 days prior notice (and CCRA may immediately suspend the Travel Agency's ability to sell via the CCRA Booking Portal), in the case of a failure to make any payment due to CCRA or any Travel Supplier), such termination to be effective at the end of such notice period unless the default has been cured. CCRA shall also have the right to immediately terminate this Agreement if it becomes aware, or reasonably suspects, that the Travel Agency is using the CCRA Booking Portal in violation of any applicable law or regulation, to distribute or promote products of an illegal, offensive or similar nature, or is misusing, or attempting to misuse, the CCRA Booking Portal, or if the Travel Agency is failing to operate according to CCRA Standard Policies. Notwithstanding any other provision of this Agreement, CCRA reserves the right, in its sole discretion, and without prior notice to the Travel Agency, to reject, cancel or refuse to display, execute and/or clear and settle any order, the acceptance, display, execution or settlement and clearance of which would, in CCRA's sole determination, violate any applicable law, rule or regulation, including any applicable rule or regulation of applicable Travel Suppliers.

2. REPRESENTATIONS, WARRANTIES AND WAIVERS

2.1. Affirmative Warranties.

The Travel Agency represents, warrants and covenants that (a) it has obtained, and will maintain in place throughout the term of this Agreement, all necessary licenses or other approvals whether from government or otherwise to enable it to act as a Travel Agency and utilize the System, (b) its use of the System, and any order entered by the Travel Agency on the System is in compliance with all applicable laws, rules and regulations, and the rules and regulations of applicable Travel Suppliers; and (c) it will use reasonable endeavors to ensure that any authorized personnel's use of the System is in compliance with all applicable laws, rules and regulations. Each of the parties represents and warrants that it has the legal and corporate authority to enter into and to perform its obligations under this Agreement, that all corporate proceedings needed to authorize such entry and performance have been completed and that such entry and performance will not violate any law or regulation or any contract or instrument to which it is a party or by which it or its assets are bound.

2.2. Disclaimers.

IN ALLOWING ACCESS TO THE SYSTEM TO ENABLE THE TRAVEL AGENCY TO SELL PRODUCTS AND SERVICES, CCRA GIVES NO WARRANTY AS TO THE ACCURACY OF INFORMATION PROVIDED BY THE TRAVEL SUPPLIER OR ABOUT THE QUALITY OF THE PRODUCTS AND SERVICES. THE TRAVEL AGENCY ACCEPTS THAT THE USE OF THE PRODUCTS AND SERVICES IS AT ITS OWN RISK. ALL WARRANTIES, REPRESENTATIONS, GUARANTEES, CONDITIONS AND TERMS, OTHER THAN THOSE EXPRESSLY SET OUT IN THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW, TRADE USAGE OR OTHERWISE AND WHETHER WRITTEN OR ORAL (INCLUDING IMPLIED WARRANTIES, TERMS OR CONDITIONS OF SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSES OR CONFORMANCE TO DESCRIPTION OR SAMPLE) ARE HEREBY EXPRESSLY EXCLUDED EXCEPT TO THE EXTENT THEY MAY NOT BE EXCLUDED OR LIMITED BY LAW.

THE INFORMATION PUBLISHED ON THE CCRA BOOKING PORTAL MAY INCLUDE INACCURACIES OR ERRORS, INCLUDING PRICING ERRORS. CCRA DOES NOT GUARANTEE THE ACCURACY OF, AND DISCLAIMS ALL LIABILITY FOR, ANY ERRORS OR OTHER INACCURACIES RELATING TO THE INFORMATION AND DESCRIPTIONS DISPLAYED ON THIS WEBSITE (INCLUDING, WITHOUT LIMITATION, THE PRICING, PHOTOGRAPHS, LISTS OF HOTEL AMENITIES, AND GENERAL PRODUCT DESCRIPTIONS), MUCH OF WHICH INFORMATION IS PROVIDED BY OUR SUPPLIERS. IN ADDITION, CCRA EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON OUR WEBSITE AND/OR ON PENDING RESERVATIONS MADE UNDER AN INCORRECT PRICE. IN SUCH EVENT, IF AVAILABLE, WE WILL OFFER THE OPPORTUNITY TO KEEP THE PENDING RESERVATION AT THE CORRECT PRICE OR WE WILL CANCEL YOUR RESERVATION WITHOUT PENALTY.

NOTHING CONTAINED IN THIS AGREEMENT SHALL BE CONSTRUED AS:

A) A WARRANTY OR REPRESENTATION BY ANY OF THE PARTIES TO THIS AGREEMENT AS TO THE VALIDITY OR SCOPE OF ANY INTELLECTUAL PROPERTY RIGHT; B) A WARRANTY OR REPRESENTATION THAT THE ENTRY INTO THIS AGREEMENT OR THE PERFORMANCE OF ANY DUTY OR EXERCISE OF ANY RIGHT, SALE, LEASE, IMPORT OR OTHER DISPOSITION OF THE CCRA PORTAL HEREUNDER WILL BE FREE FROM INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHT; OR C) CONFERRING ANY RIGHT TO USE IN ADVERTISING, PUBLICITY, OR OTHERWISE, ANY TRADEMARK, TRADE NAME OR NAMES, OR ANY CONTRACTION, ABBREVIATION OR SIMULATION THEREOF, OF EITHER PARTY.

CCRA ACTS ONLY AS AN AGENT FOR THE TRAVEL SUPPLIERS AVAILABLE ON THE CCRA BOOKING PORTAL. CCRA IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF SUCH SUPPLIERS OR THEIR SUBCONTRACTORS OR THEIR FAILURE TO PROVIDE SERVICES, ADHERE TO THEIR OWN SCHEDULES, OR HONOR THEIR CONTRACTS. CCRA IS NOT RESPONSIBLE FOR THE FAILURE OF TRAVEL SUPPLIERS TO SUPPLY ANY SERVICES OR TO SAFEGUARD CREDIT CARD INFORMATION IN ACCORDANCE WITH PAYMENT CARD INDUSTRY (“PCI”) STANDARDS OR APPLICABLE LAW. CCRA IS NOT RESONSIBLE FOR UNANNOUNCED HOTEL RENOVATIONS. FURTHER, WE ARE NOT RESPONSIBLE FOR ANY LOSS, DAMAGE AND/OR DELAY DUE TO SICKNESS, PILFERAGE, LABOR DISPUTES, BANKRUPTCY, MECHANICAL BREAKDOWN, QUARANTINE, GOVERNMENT RESTRAINTS, WEATHER, VOLCANIC ACTIVITY, EARTHQUAKES, TERRORISM, THREAT OF TERRORISM, OR OTHER CAUSES BEYOND OUR' CONTROL, NOR ARE WE RESPONSIBLE FOR ANY ADDITIONAL EXPENSE, OMISSIONS, DELAYS, FAILURE TO MAKE CONNECTIONS, RE-ROUTING, OR ACTS OF ANY GOVERNMENTAL AUTHORITY.

CCRA has no special knowledge regarding foreign entry requirements, unsafe conditions, health hazards, weather hazards, supplier bankruptcies, or the suitability for a disabled person of any property. The travel agency assumes full and complete responsibility for checking and verifying any and all passport, visa, vaccination, or other entry requirements of destination(s) and connecting points, and all conditions regarding health, safety, security, political stability, and labor or civil unrest at destination(s).

Currency rates quoted on the CCRA Booking Portal are based on various publicly available sources. Rates are not verified as accurate, and actual rates may vary. Purchases made on this website are transacted exclusively in United States Dollars (USD). If Travel Agency makes a reservation using a non-US nominated credit or debit card, the charge to the card and the estimated charge amount may differ based on the exchange rate at the time of the reservation versus the rate at the time the charge is reflected on the credit card statement. CCRA is not responsible for any fluctuations in exchange rates which may cause discrepancies in the billing statement.

3. RESPONSIBILITIES OF AGENCY

The Travel Agency will be responsible for any bookings made by the Travel Agency, its employees and its independent contractors. Any payments that are rejected by the Travel Agency's credit card processing company or any other vendor for any reason will become the financial responsibility of the Travel Agency. The Travel Agency agrees to immediately reimburse CCRA for any invalid, rejected, or fraudulent charges that the agency has requested through the CCRA Booking Portal. Further, the Travel Agency agrees to indemnify and hold harmless CCRA for any legal action as a result of any rejected charges. The Travel Agency will fully, completely and accurately represent to the customer the products and services made available via the System including, but not limited to, whether prices quoted are fully inclusive of all costs and local taxes that may be incurred by the customer.

The Travel Agency shall timely pay all CCRA invoices and amounts due to Travel Suppliers. At any time during or after the term of this Agreement, CCRA may withhold from any payment to the Travel Agency any amount due from the Travel Agency. Upon termination of this Agreement, the Travel Agency shall pay all amounts owing to CCRA or the Travel Suppliers within 15 days after termination.

The Travel Agency agrees to keep its agency profile and associated data current within the CCRA Booking Portal including, but not limited to, change of name, address, ownership and/or change of control. Furthermore, the Travel Agency will fully comply with all Standard Policies issued from time to time by CCRA. CCRA reserves the right to cancel any booked reservation where payment has not been received by CCRA from the Travel Agency for a period of more than 3 days and notify the Travel Agency customer of the cancellation directly.

The Travel Agency will ensure that all passwords and codes required to access the System are treated as confidential and only revealed to authorized personnel of the Travel Agency. The Travel Agency is responsible for all sales made via the CCRA Booking Portal using these passwords and codes whether or not by authorized personnel. The Travel Agency will not permit any person who is not an employee or independent contractor of Travel Agency to use the System or to route orders directly or indirectly into the CCRA Booking Portal. The Travel Agency may charge fees or amounts to customers outside the CCRA Booking Portal. In the event that additional fees or amounts are charged to the customer, the Travel Agency will ensure that the customer is aware that these fees or amounts are not associated with the CCRA Booking Portal. The Travel Agency acknowledges that, at all times, it is acting as an agent of the Customer and the Travel Supplier and not as an agent of CCRA.

The Travel Agency shall be solely responsible for (i) the efficiency and suitability of the System for the Travel Agency's business purposes; (ii) the use of the System in accordance with the documentation furnished by CCRA; (iii) any claim arising from Travel Agency's failure to comply with laws or regulations regarding the use of telephone or telecommunications devices or the protection of consumers or their right to privacy; and (iv) any claim of infringement based upon Travel Agency's combination of the System with data or other software or devices not furnished or approved in writing by CCRA.

4. RESPONSIBILITES OF CCRA

CCRA will provide access to the CCRA Booking Portal for authorized Travel Agencies to search for Products and Services. CCRA will provide the financial settlement system that facilitates payment from the Travel Agency to the Travel Supplier that wishes to sell the Products and Services. CCRA will additionally provide a help desk to assist the Travel Agency in the use and operation of the CCRA Booking Portal. CCRA will also provide the Travel Agency with information, via web pages within CCRAtravel.com, about the terms and conditions of trade of each Travel Supplier. The CCRA Booking Portal will provide information in standard formats to the Travel Agency about sales made, commission earned and amount due to be paid to Travel Suppliers. CCRA reserves the right to change the portal and financial settlement system including, without limitation, software, operating procedures, accessibility periods or user identification procedures upon such notice to the Travel Agency as CCRA determines is reasonable under the circumstances. CCRA accepts no responsibility or liability for the performance of hardware, communications equipment or systems provided by the Travel Agency or any third party to the Travel Agency or any problems that may be caused to these items, directly or indirectly, as a result of the Travel Agency's use of the System.

5. LEGAL AND INDUSTRY DUTIES

Each party represents and warrants to the other that the party complies with all applicable and material laws, statutes and regulations. Each party agrees to indemnify and hold the other party harmless from any loss, cost, including attorney's fees, damage or liability the other party may incur as a result of any claim, suit, or cause of action brought by any third party based upon facts constituting a breach of such warranty.

Neither the CCRA Booking Portal nor any underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country to which the United States has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nations or the U.S. Commerce Department's Table of Denial Orders. Travel Agency represents and warrants that it is not located in, under the control of, or a national or resident of any such country or on any such list.

6. CONFIDENTIAL TREATMENT AND LICENSE TO USE SYSTEM AND OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS

6.1. Nondisclosure.

Each party shall hold in confidence all information received hereunder from the other party which is marked as the other party's proprietary, secret, or confidential information, and all technical information relating to the to CCRA Booking Portal whether or not marked secret, confidential, or proprietary, except as may be necessary for CCRA to transmit such information to the Travel Suppliers.

6.2. Survival

The obligations of Section 6.1 above shall survive the termination or cancellation of this Agreement for any cause for a period of five (5) years.

6.3. License to use System

CCRA grants to the Travel Agency a nonexclusive and non-transferable license (without right to sublicense) to use the System solely to access the Products and Services during the Initial Period and any Renewal Period. The Travel Agency shall not have any rights to the System other than the rights expressly and unambiguously set forth herein. The Travel Agency acknowledges that all right, title and interest and Intellectual Property in the System and in all future modifications, enhancements, updates, revisions and/or new releases to the System, whether created by CCRA or the Travel Agency shall at all times vest in CCRA. The Travel Agency hereby assigns with full title guarantee all present and future Intellectual Property it may now own or in the future originate in relation to the CCRA Booking Portal and the System. The Travel Agency unconditionally, irrevocably and in perpetuity waives all moral and author's rights and rights of a similar nature under the laws of any jurisdiction in respect of the CCRA Booking Portal and the System. At any time at the request of CCRA, the Travel Agency will perform all such acts and sign all documents or instruments reasonably necessary to enable CCRA to obtain its rights as stated above.

7. DAMAGE LIMITATION

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL OR EXEMPLARY DAMAGES WHETHER BASED ON CONTRACT, TORT, STATUTE OR ANY OTHER LEGAL THEORY. IN NO EVENT WILL CCRA BE LIABLE FOR ANY DAMAGE WHATSOEVER (INCLUDING WITHOUT LIMITATION DAMAGES RELATING TO LOST REVENUES OR PROFITS, LOST DATA, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION) RESULTING FROM OR IN ANY WAY RELATED TO THE USE OF ANY MATERIALS POSTED ON OR MADE AVAILABLE AT THIS WEB SITE OR ANY OTHER WEB SITE TO WHICH A LINK IS PROVIDED OR ON WHICH A LINK IS PROVIDED TO THIS WEB SITE, EVEN IF CCRA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY ON WHICH SUCH DAMAGES ARE BASED.

8. MISCELLANEOUS

8.1. Binding Nature

This Agreement shall be binding upon and inure to the benefit of the estates, heirs, assigns, and successors of the parties

8.2. Integration

This Agreement, including all exhibits to this Agreement, contains the entire understanding between the parties, supersedes any prior written or oral agreements among them respecting the subject matter of this Agreement, and all prior negotiations concerning such subject matter are merged into this Agreement.

8.3. Amendments

This Agreement may be amended by posting the new terms and conditions on the CCRA website.

8.4. Attorney's Fees

If any action is brought to interpret or enforce this Agreement, the prevailing party in such action shall be entitled to recover all its costs, including reasonable attorney's fees as determined by the court, incurred by such party in such action.

8.5. Relationship of Parties

Nothing in this Agreement is intended to or shall be construed to create a relationship of agency, partnership or joint venture between the parties.

8.6. Captions

Any caption or paragraph title contained in this Agreement is inserted only as a matter of convenience and in no way defines or explains the provisions of any paragraph or provision of this Agreement.

8.7. Governing Law

This Agreement is, and shall for all purposes be deemed, construed and determined to have been made in Tarrant County, Texas This Agreement shall in all respects and for all purposes be governed by and construed in accordance with the laws of the State of Texas. Any action to enforce this Agreement, or for relief concerning any breach of this Agreement, or for declaratory relief with respect to this Agreement, or otherwise pertaining to this Agreement, shall be filed in the federal or state courts in Tarrant County, Texas, and shall not be transferred or removed therefrom.

8.8 Force Majeure

Subject only to the immediately following sentence, neither party is liable for, and will not be considered in default or breach of this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such party's reasonable control and which such party is unable to overcome by the exercise of reasonable diligence, provided that the affected party will use best efforts to resume normal performance. The foregoing sentence shall not apply to the Travel agency’s duty to pay any amount owed to CCRA pursuant to this Agreement.

8.9. This Agreement, and each and every covenant, condition or other provision herein contained, shall, upon the death, dissolution, merger, voluntary or involuntary bankruptcy, insolvency under any law, or other change, whether structural, organic or otherwise, of any of the parties hereto, apply to, be binding upon and inure to the benefit or burden, as the case may be, of their respective heirs, administrators, executors, legal representatives, assigns, successors and agents.

8.10. In the event that any provision of this Agreement is determined to be invalid, void, voidable or illegal, in whole or in part, by a final judgment of any Court of competent jurisdiction, such provision, to that extent only, shall be deemed to be severable from the remainder of this Agreement and shall be severed therefrom, and such severance shall in no way impair or invalidate any other provision of this Agreement or the severed provision to the extent it is not so determined to be invalid, void, voidable or illegal. If any provision of this Agreement shall be so determined to be invalid, void, voidable or illegal by reason of the scope or breadth of such provision, such provision shall be deemed valid, operative and legal to the extent of the scope or breadth permitted by law and shall be deemed invalid, void, voidable or illegal only to the extent that the scope or breadth thereof exceeds the scope permitted by law.

8.11. The parties hereto:

(a) shall from time to time hereafter perform such further acts and execute and deliver such further writings and instruments as may be reasonably necessary and requested by any party to this Agreement in order to facilitate, implement or assure the effectuation of the intent of this Agreement; and (b) shall at all times cooperate in good faith so as to smoothly effectuate the provisions of this Agreement, and each of them, and the intent thereof.