Annex 8 – ADS Service Contract with Travel Agent
Under section 1.8 of the Canada-China Inbound Tour Operators’ Code of Conduct ADS tour operators are
required to have a service contract with the CNTA approved Chinese travel agent they are working with. An
ADS service contract must contain clauses that are to the same effect as below:
1. Tour Commitment
a. [ADS tour operator] (the “Operator”) undertakes to provide, and [ADS approved Chinese travel agent]
(the “Agent”) undertakes to acquire, ADS leisure group tour services in accordance with the attached
itinerary and the Canada-China Inbound Tour Operators’ Code of Conduct (the “Code of Conduct”).
b. Within 14 days of signature of this agreement, the Operator will confirm in writing to the Agent:
i. the itinerary and all-inclusive price;
ii. the costs that are and are not included in the all-inclusive price;
iii. the amount of any deposit that must be paid;
iv. the date for payment of the deposit;
v. the date for payment of the balance of the all-inclusive price;
vi. the date for confirming the tour’s rooming list and meal requirements;
vii. the cancellation period for the tour;
viii. the terms and conditions on which full or partial refunds will be made by the Operator in the
event of a cancellation; and
ix. any cancellation fee payable if a tour is cancelled beyond the cancellation period.
c. The Agent must make all ADS booking requests to the Operator in writing.
d. ‘all-inclusive’ price includes, unless agreed otherwise:
i. transport fees, including airport tax, for transport to be organized by the Operator;
ii. accommodation costs;
iii. the cost of meals included in the itinerary, excluding drinks;
iv. fees for first entry to tourist sites and areas for non-self paid travel items; and
v. other fees specified as included in the all inclusive price.
e. ‘all-inclusive’ price does not include, unless agreed otherwise:
i. fees in relations to the handling of travel documents and split-ups of tourist groups;
ii. tourists’ insurance premiums;
iii. fees for self-paid activities or other costs;
iv. fees for activities and other costs that are not included in the itinerary;
vi. personal expenses incurred during the itinerary, such as meals not included in the itinerary, in-
room charges, drinks, telephone calls and any other incidental fees;
vii. fees for excess baggage;
viii. individuals’ medical expenses;
ix. fees and rewards in connections with getting back lost personal property; or
x. compensation incurred for personal reasons
2. Visa Application Process
a. The Agent is responsible for submitting visa applications to the Canadian Embassy in Beijing who is
responsible for approving visa applications on behalf of all ADS leisure group tour members.
b. As soon as possible after the Operator has confirmed the itinerary and price for a tour under section 1.9
(b) of the Code of Conduct, the Agent will submit to the Canadian Embassy:
c. the visa applications for each ADS group member on the tour; and
d. a copy of the final itinerary and quotation for the tour.
3. Final Itinerary and Price
a. The itinerary for an ADS leisure group tour must not be changed or replaced by the Operator except
i. amendments are required as a result of circumstances not reasonably expected by, or
circumstances beyond the control of, either the Operator or the Agent, as the case may be; and
ii. each change is fair and reasonable in all the circumstances and provides comparable value for
b. The all-inclusive price for an ADS leisure group tour, or any component of that price, must not be
changed once confirmed by the Operator unless the change is necessary to reflect changes made to
the itinerary under 3(a).
c. The Agent must provide each traveller in the ADS leisure group tour with a copy of the final itinerary
(including all the information set out in Annex 9 to the Code of Conduct), prior to the commencement of
their tour to Canada.
d. The Operator and the Agent must each use all commercially reasonable efforts to ensure that they and
their subcontractors, sub-agents, officers, employees and agents conduct each ADS leisure group tour
and deliver all products and services listed in the itinerary for a tour in accordance with the final itinerary
for that tour.
4. Room and meal requirements
The Agent must give the Operator written confirmation of the rooming list and meal requirements for an ADS
tour within the time specified by the Operator under clause 1. (b) (vi).
a. All cancellations must be received by the Operator in writing within the time specified by the Operator
under clause 1. (b) (vii).
b. The Operator will refund any amount payable under clause 1. (b) (viii) in the event that a tour is
c. The Agent must pay any cancellation fee payable under clause 1. (b) (ix). If a deposit was paid for
the tour, the Operator may withhold the cancellation fee from the amount of any deposit otherwise
refundable to the Agent.
6. Guides and conduct of tours
The Operator must:
a. Use guides fluent in English and/or French and Chinese (Mandarin, Cantonese and/or other regional
dialect suited to the leisure group travellers);
b. Place a sign on the dashboard of the motor vehicle that is used to transport ADS leisure group
travellers, which is clearly visible from outside the motor vehicle from a reasonable distance, showing:
i. the name of the ADS approved travel agent
ii. the ADS tour operator’s business name
iii. the letters “ADS Tour Group”
Payment terms for an ADS leisure group tour will be:
a. Where the Operator is to purchase air tickets for the ADS group members for travel between China and
Canada – full payment by the Agent of the all-inclusive price must be made at least [30 days] prior to
the date of arrival in Canada; and
b. In all other circumstances:
i. where the Operator has existing ADS business arrangements with the Agent:
a. payment by the Agent of a deposit of at least 10% of the all-inclusive price must be made
at least [7 days] prior to the date of arrival in Canada; and
b. payment by the Agent of the balance of the all-inclusive price must be made within [14
days] after the date of arrival in Canada
ii. where the ADS tour operator does not have existing ADS business arrangements with the
approved Chinese travel agent, payment by the Agent of the all-inclusive price must be made at
least [7 days] before the date of arrival in Canada.
8. Refunds and Compensation
a. If, due to circumstances beyond the control of the Operator, the tour is not able to be performed
substantially in accordance with the itinerary and an alternative date or itinerary of comparable value for
money cannot be agreed by the Operator and the Agent, the Operator will refund any of the all-inclusive
price that has been paid.
b. Unless this agreement is terminated under paragraphs (b) or (c) of clause 9, the Operator will
reimburse the Agent any amount for which the Agent has an enforceable legal obligation to pay to the
extent that such obligation arises directly from cases where the Operator, without the agreement of the
i. fails to provide services in line with the requirement for quality and prices agreed and reflected
in the itinerary, or make a material change to the activities expected to be available under the
itinerary that results in a reduction in the number and standard of items;
ii. makes arrangements for tourists to take part in any self-paid activities or additional shopping
trips that are not included in the itinerary; or
iii. suspends the provision of accommodation, meals, transport and other travel services included
in the itinerary.
The Operator may immediately terminate this agreement if:
a. Approval under the Canada-China Inbound Tour Operator Accreditation Program (the “ITOAP”) of the
Operator by the Canada-China Inbound Tour Operator Accreditation Office (the “ITOAO”) responsible
for granting such approval is revoked or suspended; or
b. The Agent does anything that causes the Operator to be in breach of the terms and conditions of its
approval under the ITOAP and such breach is not corrected within 10 days of a written notice of breach;
c. Approval of the Agent is revoked or suspended by the China National Tourism Administration.
10. Termination for Convenience
a. Either the Operator or the Agent may, at any time during the term of this agreement, terminate this
agreement for convenience without cause, for any reason whatsoever, by providing the non-terminating
party with thirty (30) days prior written notice stating that this agreement is being terminated for
b. Following a termination for convenience, neither the Operator or the Agent shall have any right of
action, claim, arbitration, order, charge, demand or prosecution, whether legal or administrative,
at law or in equity or before or by any governmental authority for damages, compensation, loss of
profit, allowance or otherwise by reason of, or directly or indirectly arising out of such termination for
convenience, provided such termination has been made in accordance with this clause.
11. Mutual Indemnification:
Each of the Operator and the Agent (the “Indemnifier”) shall indemnify and hold the other and the ITOAO
(the “Indemnified Parties”) harmless against any and all liability, damage or expense, including all legal costs
and fees, resulting from any third party claim made or brought against the Indemnified Parties to the extent
such claim is caused by the Indemnifier’s negligence, or a breach of any law or the rights of a third party, or a
breach of any of the representations or warranties in this agreement, or a breach of any material term of this
NOTE: These terms and conditions are provided for information purpose only without any
representation or warranty as to their accuracy or appropriateness. Each ADS Tour Operator is
encouraged to have these clauses reviewed by their legal advisor. The ITOAO shall not be responsible
for any error, omission or inaccuracies contained in these terms and conditions.