These Beneficiary Terms of Use (“Terms”) apply to individuals or entities (each, a “Beneficiary,” “you,” or “your”) who receive commission payments facilitated by Sion Inc. (“Sion,” “we,” “us,” or “our”) on behalf of one or more of our business customers (each, a “Supplier”). These Terms govern your access to and use of the Services. By submitting your payout information or otherwise receiving payments through the Services, you agree to these Terms.  For the purpose of these Terms, “Service” means the online, web-based travel agent commission management service provided by Sion via sioncentral.com or other URLs and applications designated by Sion.

‍

1. Our Role

• Sion is a technology and payment facilitation provider.
• Through the Services, we process and disburse commission payments solely on behalf of the Supplier who owes you such commissions.
• Payments may be transmitted through third-party financial institutions or payment processors.
• We are not your financial institution, fiduciary, or guarantor of any amounts owed to you by the Supplier.

‍

2. Payment Processing

• In order to receive payments, you may elect to create an account (“Account”).  You agree to provide us with accurate, complete and updated information for your Account.
• You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password. We are not liable for any acts or omissions by you in connection with your Account. You must immediately notify us at [EMAIL ADDRESS] if you know or have any reason to suspect that your Account or password have been stolen, misappropriated or otherwise compromised, or in case of any actual or suspected unauthorized use of your Account.
• Payments will be made to the payout account information you provide. You are responsible for ensuring this information is complete and accurate.
• Sion has no responsibility for failed or misdirected payments caused by inaccurate information you supply.
• Payments are subject to availability of funds from the Supplier. If the Supplier does not fund a payment, Sion has no obligation to advance or guarantee such funds.

‍

3. Taxes and Documentation

• You agree to provide any required tax documentation (e.g., W-9, W-8BEN) in order for payments to be processed.
• You are solely responsible for reporting and paying any applicable taxes arising from payments you receive.

‍

4. Invoicing on Your Behalf

• You authorize Sion to generate and issue invoices to Suppliers on your behalf in connection with commission payments.
• These invoices are created solely for administrative and tax record purposes for the Supplier, and may not be provided to you.
• Such invoices do not create any independent payment obligation of Sion to you.
• Sion makes no representation as to the tax or accounting treatment of invoices issued on your behalf. You should consult your own tax or accounting advisors regarding your obligations.

‍

5. Privacy

Your personal information will be collected and processed in accordance with our Privacy Policy. By providing your payout information, you acknowledge and agree to such processing.

‍

6. Prohibited Use

You agree not to use the Services for unlawful, fraudulent, or unauthorized purposes, and you will comply with all applicable laws and regulations in connection with your receipt of payments.  You further agree not to circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services or introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems.

‍

7. Disclaimers

YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES MAY CHANGE OVER TIME. EXCEPT AS EXPRESSLY PROVIDED HEREIN, SION MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. SION HEREBY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

‍

8. Limitation of Liability

To the maximum extent permitted by law, Sion’s total liability to you arising from or relating to these Terms is limited to the amount of fees (including transaction fees or FX costs, if any) that you have paid directly to Sion for the services giving rise to the claim. Sion is not liable for lost profits, indirect, incidental, or consequential damages in connection with your use of the Services.

‍

9. Disputes

Any disputes regarding the amount, timing, or validity of commissions owed to you must be resolved directly with the Supplier. Sion may provide supporting information but is not responsible for resolving such disputes.

‍

10. Fees and Currency Conversion

• Certain transactions may be subject to processing fees, including (but not limited to) wire transfer charges, bank transfer fees, and other applicable costs.
• For payments involving currency conversion, Sion (or its payment partners) will apply an exchange rate determined at the time of processing. This rate includes costs associated with providing secure and reliable cross-border payment services.
• All applicable fees and currency conversion costs may be deducted from your commission payment prior to disbursement.
  By providing your payout information and accepting a payment through Sion, you agree to the deduction of such fees and conversion costs.

‍

11. How to Contact Us

You may contact us regarding the Services or these Terms at: 108 Main St, Oceanport, NJ 07757 by e-mail at support@sioncentral.com.

‍

12. General

• If you breach any of the provisions of these Terms, all rights granted by the Company will terminate automatically and the Company may elect to suspend or revoke your Account.
• These Terms and the licenses granted hereunder may be assigned by Sion but may not be assigned by you without the prior express written consent of the Company.
• Waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
• The section headings used herein are for reference only and shall not be read to have any legal effect.
• These Terms are governed by the laws of the State of New Jersey, without regard to conflicts of law.
• The Services are operated by us in the United States. Those who choose to access the Services from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws.
• If any provision is found unenforceable, the remaining provisions remain in effect.
• We may update these Terms from time to time by posting a revised version on our website. Continued use of our payout services constitutes acceptance of the updated Terms.