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    Terms & Conditions

    Last updated: March 31, 2026

    These Terms and Conditions govern the use of the Hotellab System in the package as set forth in the Ordering Document or any other form of agreement that references these terms. 

    By signing an Ordering Document or other form of agreement with Hotellab.io OÜ Customer agrees to be bound by these Terms & Conditions.

    The Effective Date of the Agreement is set out in the Ordering Document or as otherwise agreed between the Parties.

    1. DEFINITIONS

    1.1. Agreement means a contract between the parties incorporating the Ordering Document, these Terms & Conditions, Privacy Policy and any amendments to that contract.
    1.2. Customer means the named party of the Ordering Document. Customer is a hotel management company that desires to use the System under the Terms & Conditions.
    1.3. Hotellab means Hotellab.io OÜ, a company organized under the laws of Estonia. Hotellab is the right holder of the System specifically designed for hotel management. 
    1.4. Login and Password means the identification system used to access the System.
    1.5. Ordering Document means any document that establishes the package of System use, Hotellab’s services and the fees purchased by the Customer.
    1.6. The System is the software service for the pricing process automation and analytics condition by analysis of historical and current booking data, as well as collecting data (tariffs) for a particular city we market.  The use of System is available in one of the packages. The description of System packages is provided in the Website.
    1.7. Starting Date means date when Hotellab grants the access to the System to the Customer.
    Starting Date:
    For Cloud (SaaS) System – 30 days after signing the Ordering Document by the Customer;
    For Server based (on-premise) System –  60 days after signing the Ordering Document by the Customer.
    Hotellab may change Starting Date in case if Customer fails to provide Hotellab with completed setup form n.
    1.8. Party or Parties means a party or parties to this Agreement, its successors and assigns or any person acting on behalf of and with the authority of the parties to this Agreement.
    1.9. Personal Account means a specialized closed section of the System available to Customer after the registration in the System and authorization (login and password input), designed for the implementation of the System functionality.
    1.10. Website means Hotellab’s website located at https://hotellab.io/pproved users.

    2. SYSTEM LICENSE AND SERVICES

    2.1. Hotellab grants to the Customer a non-exclusive, revocable, limited and non-assignable right to use the System in the package chosen by the Customer on a worldwide basis, unless otherwise expressly specified in the Ordering Document. The Customer shall pay the license fee in accordance with Section 3 herein and the Ordering Document.

    2.2. If the Ordering Document specifies a particular territory of use, the Customer’s rights to use the System shall be limited to such territory. The Customer acknowledges that in certain jurisdictions additional terms and conditions may apply in order to comply with local laws and regulations.

    2.3. Customer may choose the upgrade module of the System. Hotellab grants the right to use the upgrade module only in addition to the System package chosen by Customer.  The right to use the module is not granted separately. 

    Types of upgrade modules are provided on the Website. 

    Details, license fee and other relevant information for the use of the upgrade module is set forth in the Ordering Document.

    2.4. Hotellab provides Customer the service for providing the access to the System and Customer pays the fee in accordance with the section 3 herein.

    2.1 SYSTEM LICENSE

    2.1.1. Customer agrees that in order to use the System it is necessary to use software (web browsers, operating systems, etc.) and equipment (personal computers, network equipment, printers, scanners, etc.) produced and provided by the third parties, and we are not responsible for the quality of its operation and for the inability to use the System due to improper actions of these third parties.

    2.1.2. Customer acknowledges and agrees that copyright, patent, trade secret and all other intellectual property rights of whatever nature in the System and related documentation are and shall remain the property of Hotellab, and nothing in the Agreement should be construed as transferring any aspects of such rights to Customer or any third party.

    2.1.3. Customer shall pay license fee in accordance with the section 3 herein and Ordering Document. 

    2.1.4. After receiving the payment, Hotellab sends the setup form to the Customer. Customer shall complete setup form within 5 business days. After that Hotellab shall perform the setup of the System for Customer (Setup period) and provide the access to the Customer on the Starting Date. The Setup period shall not be subject to the payment by the Customer. 

    2.1.5. At the end of the Setup period Hotellab grants access to the System providing Customer with the Login and Password for the Personal Account. Login and Password are provided into the E-mail address of Customer according to the clause 10.2 herein.

    2.1.6. The license validity period is equal to the paid period of the System usage agreed upon Parties in the Ordering Document (Schedule A). The license validity period shall be calculated from the Starting Date.

    2.1.7. Customer has the right to:

    2.1.7.1. Display (launch the System in the browser on Customer’s devices);

    2.1.7.2. Use all the functionality of the System in accordance with the selected package during license validity;

    2.1.7.3. View and download information from the System during the license validity period within the limits stipulated by the terms of the selected System package;

    2.1.8. Customer is obliged to:

    2.1.8.1. Pay the license fee in a timely manner in accordance with article 3 herein;

    2.1.8.2. Refrain from using the System for purposes that do not comply with the terms of the license;

    2.1.8.4. In case of loss or disclosure of the password, other confidential information related to the Agreement, as well as change or loss of control over the e-mail addresses, immediately notify Hotellab;

    2.1.8.5. Correspond with Hotellab only via the e-mail address.

    2.1.9. Hotellab has the right to:

    2.1.9.1. In the case of the violation by Customer the terms of Agreement to suspend the access to the System;

    2.1.10. Hotellab is obliged to:

    2.1.10.1. To advise Customer on issues related to use the System, its functionality, features of System operation;

    2.1.10.2. To immediately inform Customer about the occurrence of claims of third parties that may be addressed to Customer (if satisfied) may lead to the invalidity of any of the terms of herein.

    2.2 SERVICES

    2.2.1. Services. Hotellab provides Customer with the services for the installation of the package at the choice of Customer.

    2.2.2. Customer shall pay a fee for the services in accordance with section 3 herein.

    3. LICENSE FEE, FEE AND PAYMENT

    3.1. License fee. The license fee is agreed upon the Parties in the Ordering Document (Schedule A).

    3.2. Customer shall pay the license fee according to the payment schedule as set forth in the Ordering Document.

    3.3. Taxes. Customer shall be responsible for any applicable sales or use taxes or any value added or similar taxes payable with respect to the System license or arising out of or in connection with the Agreement, other than taxes levied or imposed based upon Hotellab’s income. 

    In the event Hotellab pays any such taxes on behalf of Customer, Hotellab shall invoice Customer for such taxes and Customer agrees to pay such taxes in accordance with the Agreement.

    3.4. VAT. Hotellab shall invoice VAT exclusively to Сustomers located in Estonia. For Сustomers outside of Estonian jurisdiction (the rest of the world), invoices shall be issued without VAT, and Customers shall be solely responsible for calculating and paying any applicable VAT, together with any other taxes levied by their jurisdiction of residence, as indicated in the clause above.

    3.5. Payments. Payments under the Agreement shall be made in Euros and US dollars as and when provided herein and in the Ordering Document. 

    3.6. The payment obligation shall be considered fulfilled on the day when the funds are credited to Hotellab’s current account.

    3.7. Hotellab reserves the right to increase the license fee by no more than 3% per calendar year. Provided, however, that Hotellab shall provide at least 60 days’ prior written notice to the Customer of any such increase. However, any licenses that have been purchased and are currently valid shall not be subject to such fee increases.

    4. WARRANTY

    4.1. THE SYSTEM IS PROVIDED “AS IS” AND HOTELLAB MAKES NO WARRANTY OR REPRESENTATION TO CUSTOMER WITH RESPECT TO IT. IN PARTICULAR HOTELLAB DOES NOT REPRESENT OR WARRANT TO CUSTOMER THAT:

    4.1.1. THE USE OF THE SYSTEM WILL MEET CUSTOMER’S REQUIREMENTS;

    4.1.2. THE USE OF THE SYSTEM WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR;

    4.1.3. ANY INFORMATION OBTAINED BY CUSTOMER AS A RESULT OF THE USE OF THE SYSTEM WILL BE ACCURATE OR RELIABLE OR FREE FROM ERROR; AND

    4.1.4. DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SERVICES PROVIDED TO CUSTOMER AS PART OF THE SYSTEM WILL BE CORRECTED.

    4.2. TO THE EXTENT ALLOWED UNDER APPLICABLE LAW, NO CONDITIONS, REPRESENTATIONS, WARRANTIES, STATEMENTS OR OTHER TERMS (INCLUDING ANY IMPLIED TERMS AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE SYSTEM EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS.

    5. LIMITATION OF LIABILITY

    5.1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER AGREES THAT HOTELLAB WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES REGARDLESS OF THE LEGAL THEORY, OR WHETHER THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

    5.2. THE LICENSOR SHALL NOT BE LIABLE TO CUSTOMER WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE), UNDER ANY STATUTE OR OTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS OR THE PROVISION OR RECEIPT OF THE SERVICES FOR: 

    5.2.1. ANY LOSS OF PROFIT 

    5.2.2. ANY LOSS OF GOODWILL; 

    5.2.3. ANY LOSS OF OPPORTUNITY; 

    5.2.4. ANY LOSS OF DATA; 

    5.2.5. ANY LOSS OF BUSINESS; 

    5.2.6. ANY BUSINESS INTERRUPTION; 

    5.2.7. ANY LOSS OF BUSINESS REPUTATION; OR 

    5.2.8. ANY INDIRECT OR CONSEQUENTIAL LOSSES OF WHATEVER NATURE. 

    5.3. HOTELLAB’S TOTAL AGGREGATE LIABILITY WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE), UNDER ANY STATUTE OR OTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS AND THE PROVISION AND RECEIPT OF THE SERVICES WILL BE LIMITED TO THE HIGHER OF 100.00 EURO.

    6. TERM & TERMINATION

    6.1. Agreement shall enter into force on the Effective Date established in Ordering Document and shall continue to remain in force until terminated by Hotellab giving Customer at least 60 days’ prior written notice.

    6.2. Termination for material breach. Hotellab may terminate the Agreement if Customer materially breaches any provision of the Agreement and fails to cure such breach within 30 calendar days of written notice of such breach.

    6.3. The Parties have agreed that the Agreement can be signed using digital sign services. In this signing the Parties warrant that the signature is made by an authorized person of such party.

    7. CONFIDENTIALITY

    7.1. Except as otherwise set forth in Agreement, each Party agrees that the System, related documentation, all code, inventions, know-how, business, technical and financial information it obtains (as “Receiving Party”) from the disclosing Party (“Disclosing Party”) constitute the confidential property of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be Confidential Information due to the nature of the information disclosed and the circumstances surrounding the disclosure. 

    7.2. Except as expressly authorized herein, the Receiving Party shall hold in confidence and not use or disclose any Confidential Information. 

    7.3. The Receiving Party’s nondisclosure obligation shall not apply to information which the Receiving Party can document: 

    (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; 

    (ii) is or has become public knowledge through no fault of the Receiving Party; 

    (iii) is rightfully obtained by the Receiving Party from a third Party without breach of any confidentiality obligation; 

    (iv) is independently developed by employees of the Receiving Party who had no access to such information; or 

    (v) is required to be disclosed pursuant to a regulation, law or court order (but only to the minimum extent required to comply with such regulation or order and with advance notice to the Disclosing Party). 

    7.4. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party shall be entitled to appropriate equitable relief in addition to whatever other remedies it might have at law.

    9. Governing Law and Dispute Resolution

    Agreement shall be governed by and construed in accordance with the applicable laws of Estonia without giving effect to the principles relating to conflicts of laws.

    The Parties shall attempt to resolve any dispute arising out of or in connection with these Terms amicably and in good faith. A Party wishing to initiate dispute resolution shall issue a written notice (the “Dispute Notice”) to the other Party.

    If the Parties fail to resolve the dispute within thirty (30) business days of receipt of the Dispute Notice, the dispute shall be finally resolved by the courts of Estonia shall have exclusive jurisdiction over any dispute or claim (including non-contractual disputes or claims) that arises out of, or in connection with the Agreement or its subject matter or formation.

    8. FORCE MAJEURE

    8.1. “Force Majeure” means any unforeseeable event beyond a Party’s reasonable control that prevents or delays performance of its obligations. This includes, but is not limited to, natural disasters, war, civil unrest, strikes, government restrictions, epidemics, pandemics, cyberattacks, or power failures.

    8.2. Neither Party will be liable for a failure or delay in performance caused by a Force Majeure event. The affected Party must promptly notify the other Party in writing and take reasonable steps to mitigate the impact. Upon request, the affected Party must provide supporting evidence of the event.

    8.3. Force Majeure shall not excuse the Licensee’s obligations regarding the Licensor’s Intellectual Property Rights. The Parties shall use reasonable efforts to continue performance despite the Force Majeure Event.

    8.4. If a Force Majeure Event continues for more than three (3) consecutive months, either Party may request good-faith consultations regarding the continuation, suspension, or termination of this Agreement.

    9. GOVERNING LAW AND DISPUTE RESOLUTION

    9.1. Agreement shall be governed by and construed in accordance with the applicable laws of Estonia without giving effect to the principles relating to conflicts of laws.

    9.2. Each party irrevocably agrees that, subject as provided below, the courts of Estonia shall have exclusive jurisdiction over any dispute or claim (including non-contractual disputes or claims) that arises out of, or in connection with the Agreement or its subject matter or formation.

    10. PRIVACY POLICY

    Hotellab respects privacy and undertakes to protect it. Hotellab processes Customer’s personal information in accordance with Hotellab Privacy Policy. The Privacy Policy is incorporated into the Terms & Conditions by this reference.

    11. MISCELLANEOUS

    11.1. Invalidity. The invalidity, illegality or unenforceability of any provision of this Agreement under the law of any jurisdiction shall not affect the validity, legality or enforceability of:

    (i) any other provision of this Agreement under the law of that jurisdiction; or

    (ii) any provision of this Agreement under the law of any other jurisdiction.

    11.2. Notice. Any notice, request, consent, claim, demand, waiver or other communications under this Agreement shall have legal effect only if in writing and if addressed to a Party by address in accordance with Section 11.4. hereunder.

    11.3. A notice sent by e-mail is effective upon sending, if both these conditions are met:

    (i) a transmission report confirms uninterrupted and error-free transmission; and

    (ii) the sender does not get a telephone or email message from the recipient saying the e-mail was not complete and legible by the following time:

    – for e-mail sent on a Business Day between 9.00 a.m. and 2.00 p.m., within three hours after sending; or

    – for other e-mail, by noon on the next Business Day after sending.

    11.4. Hotellab’s address and bank details

    Hotellab.io OÜ

    Name: Anatoly Burdakov

    VAT number: EE102474042

    Company address: Tallinn, Kristiine linnaosa, Keemia tn 4, 10616

    For questions or partnership inquiries, please contact us at: sales@hotellab.io