Brace IT Ltd are the developers and proprietors of Prop-Sync and other such related products and services used in conjunction with Prop-Sync.
Subscribers to Prop-Sync are typically short-let property owners who use multiple selling channels to either generate online bookings and/or to manage availability and pricing across these channels; short-let property owners are referred to herein as Properties.
This agreement sets out the provision for the aforementioned channels and other such related services providers herein referred to as Partners to use and promote Prop-Sync products and services and offer these products and services to its own clients.
The purpose of this agreement and the terms and conditions herein is to define our responsibilities to our Partners and their responsibilities to us.
Our Partners include proprietors of destination websites and proprietors of booking products and services providing direct selling channels and/or providing booking products and services to the short-let property industry.
Prop-Sync is a channel management product providing the ability to synchronise data across connected channels and, as such, we charge a subscription fee to Prop-Sync subscribers using these services; please refer to our general Terms & Conditions between us and Prop-Sync subscribers as this provides important information regarding our commitment to deliver our services.
We retain the right to add and modify each product and service provided through Prop-Sync in order to improve the services to Prop-Sync subscribers and to improve and increase the commercial viability of Prop-Sync.
The terms and conditions of this agreement might change from time to time; Partners will always be informed within 5 workings days of any such changes.
We will provide an online Partners admin-console (referred to as PS-ADMIN) within the Prop-Sync website to provide a regular update of each Partner’s account with us, including the number of Properties.
Upon registration to Prop-Sync, Partners will be able to create their own secure login credentials to provide access to the Prop-Sync PS-ADMIN console.
We will issue a unique ID referral link in the form of a URL that will identify each Partner to its own subscriber(s) when they subscribe to Prop-Sync.
The Prop-Sync website will identify each Partner as a partner with Prop-Sync to visitors to the website and each Partner will from time to time be promoted on the Prop-Sync website home pages prop-sync.com, this will be in the form of media such as blogging, banners and other such means.
Our relationship with our Partners is of the utmost importance to us and we will always listen and do our best to respond to any comments and/or issues raised.
Disputes concerning any Prop-Sync related matter should be dealt with in a timely and cordial manner, however, in case of arbitration, UK law will apply and any such arbitration hearing will be within the UK within a location that is equally convenient to all parties.
It is encouraged that Prop-Sync Partners make an effort to promote Prop-Sync on their website. For example, carrying the Prop-Sync logo on their website page footer(s) and allow this logo to carry the Prop-Sync URL in order to provide a link to the Prop-Sync website; we would provide the correct logo artwork and URL.
It is expected that Prop-Sync will be allowed limited use of Partners trading names and logos for the purpose of identifying to Property Subscribers using Prop-Sync products and services which syncs are available that might be relevant to their own properties; Partners are expected to inform us in a timely manner of any changes to such names and logos.
It is also expected that Partners will from time to time proactively promote Prop-Sync products and services and new connections to their customers; we will similarly from time to time also provide marketing material and/or resource to participate in such activity.
It is not permitted for Partners to offer at their own discretion any price for Prop-Sync products or services other than those given on the Prop-Sync website, that is to say, that Partners are not permitted to give discounts in any form or to mark-up, add or charges fees or commission or any other such sums unless otherwise agreed in writing by Brace IT.
It is not permitted for Partners to apply a charge to the users of their products and services for providing property references and the Prop-Sync ‘users guide’ that is needed in order that such users can then register their properties and units with Prop-Sync unless otherwise agreed in writing by Brace IT.
It is not permitted for Partners to raise invoices or apply charges on our behalf for Prop-Sync products or services unless otherwise agreed in writing by Brace IT.
Partners must upon request provide property references to the users of their products and services who wish to subscribe to Prop-Sync upon the request of such users in order to allow them to properly register their properties and their individual property units to Prop-Sync.
Partners are expected to give access to the aforementioned users with a Prop-Sync users guide that explains how they can register the aforementioned properties and their individual property units; we will provide the Prop-Sync user guide and provide assistance on formulating this document.
We will remain responsible for integrating Partners and will, therefore, provide the necessary plugin software to allow integration to Prop-Sync, however, the Partner must also provide a connection to their interface at their own cost; we will provide technical assistance and/or guidance if necessary; see our technical specifications.
Furthermore, at any time after the aforementioned integration, we must be informed immediately of any changes to the Partner’s interface that might impact on the integration and connectivity with Prop-Sync and its subsequent performance.
Although we will remain responsible for the performance and availability of the Prop-Sync website and its products and services, Partners will assist in a timely manner whenever necessary to resolve any problems that might prevent their integration from properly working.
In case of connectivity problems occurring with either any single or multiple Partner, our responsibilities to address such problems start at the point when messages from a Partner reach our servers and until we have sent such messages to the destined locations.
Messages from Partners that are not in the correct format as is indicated in our technical specifications will be rejected, however, Partners will receive an error message requesting that the message format is checked and corrected accordingly and then subsequently re-sent.
Messages from Partners must not misrepresent the true state of the subscribed properties availability and prices.
The Prop-Sync system will also check message source location IP addresses against those registered with Prop-Sync and listed on the Prop-Sync ‘white-list’ and will ignore any such messages from unknown sources. Alternative methods of security may be arranged.
Partners will inform us at least 5 working days in advance of any changes to their IP addresses and cooperate with us during the transition between such IP address changes or implement to the "Source IP Updater" optional interface for automated updating of IP address changes.
We will not be responsible for spam delivered to Partners that might appear as addressed from Prop-Sync or any of its affiliates.
Partners should provide at the point of integration to Prop-Sync, technical and management support contact details, including names, telephone numbers and email addresses together with support hours in order that we can liaise whenever necessary in case of technical problems.
We cannot be held responsible for the failure of the Prop-Sync system if problems are caused by the performance of third parties, including those from Partners internal systems and other such third parties responsible for supplying internet and electrical grid pipelines or any natural disasters.
We constantly monitor the performance and connectivity of the Prop-Sync system and third parties services, namely off-site server providers, and constantly monitor the ‘heartbeat’ of Partners systems and raise alerts to all parties wherever necessary; we expect Partners to cooperate during such times that problems occur in order to analyse and correct such problems.
Third party service providers, namely off-site server centres, adhere to strict service level agreements to ensure maximum delivery of such services and as such, we are able to similarly provide service level guarantees to our Property Subscribers and Partners; see Service Level Agreement.
Both parties shall comply with all applicable requirements of the Data Protection Legislation. This clause is in addition to, and does not relieve, remove or replace, a party's obligations or rights under the Data Protection Legislation.
The parties acknowledge that for the purposes of the Data Protection Legislation,
- the Partner is the Data Controller for all personal data disclosed by the Partner to the Provider under this agreement, or collected or stored by the Prop-Sync System under this agreement and Brace IT is a Data Processor in relation to such personal data; and
- Brace IT is the Data Controller for all personal data disclosed by Brace IT to the Partner under this agreement, or collected or stored by the Prop-Sync System under this agreement, and Partner is a Data Processor in relation to such personal data.
Brace IT warrants that in its position as Data Processor:
- it will act only on instructions from the Partner in relation to the processing of any personal data; and
- it has in place appropriate security measures (both technical and organisational) against unlawful or unauthorised processing of personal data and against loss or corruption of personal data processed by Brace IT on behalf of the Partner.
- in the event of any known or suspected breach that could affect personal data held under these legislations, Brace IT shall inform the Partner of this immediately.
The Partner warrants that in its position as Data Processer:
- it will act only on instructions from Brace IT in relation to the processing of any personal data;
- it has in place appropriate security measures (both technical and organisational) against unlawful or unauthorised processing of personal data and against loss or corruption of personal data processed by the Partner on behalf of Brace IT.
- in the event of any known or suspected breach that could affect personal data held under these legislations, the Partner shall inform Brace IT of this immediately.
In case of connectivity failure, we will queue all messages from Prop-Sync in our internal servers and release these in chronological order when connectivity is re-established.
The prop-sync.com website and service is operated by us at Brace IT Limited. We are registered in England and Wales under company number 7118071 and have our registered office main trading address at Langdon House, 6 Links Road, Flackwell Heath, Buckinghamshire, HP10 9LY, England. Our VAT number is 985 2340 02.