SCHEDULE A

1. The Owner agrees to provide to Red Sea Holidays Limited (a company registered in England with company number 06418075) (“Tour
Operator”) the exclusive use of the rooms, facilities, meals and other services (“Arrangements”) shown overleaf and specified in the
attached Marketing & Use Contract (“Contract”) at the hotel/apartments (“Tourist Establishment”) specified therein. The Arrangements
shall be provided for the period, at the rates and subject to the form of payment and other conditions stated in the Contract and for the
avoidance of doubt the Contract incorporates the provisions in this Schedule.
2. The Owner agrees to provide to the Tour Operator the Arrangements exactly as specified in the Contract, whether such Arrangements are
provided directly or by sub-contracting or by a third party, to the extent that the Owner provides such Arrangements by sub-contracting or
by a third party, the Owner shall be liable for any acts or omissions of such sub-contractor or third party;
3. The rates agreed apply to and are inclusive of all Arrangements. The rates and terms of this Contract are applicable to all reservations,
whether for individuals or groups, and include reservations booked in addition to the agreed allocation and reservations made after the
release date specified overleaf (“Room Allocation Release Date”). The Owner cannot increase the rates for any reason during the
continuation of this Contract.
4. All terms of this Contract are confidential between the Owner and the Tour Operator and must not be disclosed to any third party other
than as required by law or any court of competent jurisdiction.
5. If the Supplier contracts for the Accommodation with other tour operators or agents and offers rates which are more favourable than
those offered to the Company, such rates will be made available to the Company or at such discount to those rates as may be specified in
the Commercial Terms.
6. If a Client does not take up accommodation booked for him by the Company for any reason, then unless otherwise agreed in writing, the
Company shall not be liable to pay the Supplier for any of the booked Arrangements.
7. The Tour Operator or its local agent (“Local Agent”) will provide a list of firm bookings (“Rooming List”) no later than the Room Allocation
Release Date. Within 48 hours of receiving the Rooming List the Owner will send a signed copy to the Tour Operator’s representative
(“Representative”) to signify acceptance of it. Failure to provide the signed copy within 48 hours shall be deemed acceptance. The
Tour Operator shall be entitled to substitute names on the Rooming List without prior notice or payment to the Owner provided that the
number of names and rooms remains the same.
8. Unreserved Arrangements will automatically be released back to the Owner after the Room Allocation Release Date without charge to the
Tour Operator.
9. The Owner is not entitled to sell to any third party any of the Arrangements until after the Room Allocation Release Date and not before
offering the Tour Operator the right of first refusal at the agreed rates.
10. Any requests for accommodation additional to those confirmed in the Rooming List shall be actioned and replied to by the Owner no later
than one working day from receipt of the request. If the additional accommodation required is not available, both parties shall
endeavour to find alternative and superior accommodation at, as far as reasonably practicable, the same contracted rates (the difference
in rate contracted herewith being paid by the Tour Operator).
11. The Tour Operator will pay the Owner for the Arrangements in the currency and at the rate specified in this Contract after delivery of the
Owner’s invoice to the Tour Operator’s Representative or Local Agent. Payment shall be subject to any proper deductions calculated by
the Tour Operator in respect of any sums due from the Owner to the Tour Operator whether under this Contract or any other contract.
12. The Owner shall provide all the agreed Arrangements with professionalism, due skill, care and diligence and ensure that all personnel used
by the Owner (whether employed by the Owner or not) in connection with the provision of the Arrangements will be appropriately
qualified, experienced and capable (as appropriate) of competently performing the work or jobs for which they are provided.
13. The Tour Operator shall be entitled to deduct from any payment due to the Owner any costs, damages, expenses and other sum incurred
by the Tour Operator as a result of the Owner’s failure to provide, wholly or in part, the Arrangements in accordance with this Contract
after the hotel receiving the email complaints, and has the right to reply and confirm by email before any action taken.
14. If, for whatever reason (including any force majeure event or where the Owner has overbooked the Arrangements), the Owner is not
able or is unlikely to be able to provide the exact Arrangements as set out in this Contract and/or as provided in any confirmed booking,
the Owner shall promptly notify the Tour Operator in writing of the issue and the reasons for it and shall also arrange the provision of
alternative arrangements in a suitable establishment of equal or superior classification and with similar characteristics and facilities that is
acceptable to the Tour Operator. The Owner agrees to bear the difference in price between the alternative arrangements and the
contracted Arrangements and where the alternative arrangements have a lower advertised price the Owner shall pay the difference to the
Tour Operator.
In such circumstances, the Owner shall pay as minimum compensation to the Tour Operator on the following scale per affected client of
the Tour Operator (“Client”)
Compensation per person payable by the Establishment
Period before client’s arrival Self-catering BB, Pension 2* Hotel or 3* Hotel or 4* Hotel or 5* Hotel or similar
that Tour Operator notified Apartments or similar similar similar similar
by Owner
€0 €0 €0 €0 €0 €0
More than 84 days
Between 43 and 84 days € 15 € 15 € 15 € 20 € 25 € 40

Between 42 and 29 days € 25 € 25 € 25 € 35 € 45 € 70

Between 28 and 11 days € 35 € 35 € 35 € 45 € 60 € 80

10 days or less € 45 € 45 € 55 € 70 € 90 € 120

The compensation figures set out in the table above are the minimum amounts of compensation payable by the Owner to the Tour
Operator and, in addition to such payments, the Owner shall indemnify the Tour Operator against any other additional costs incurred
 by the Tour Operator and/or compensation payable to Clients by the Tour Operator in accordance with its booking conditions.
The provisions of this clause 12 shall be without prejudice to any other claim or rights that the Tour Operator may have against the Owner
in respect of any claim arising from any breach of contract by the Owner and shall not in any way limit the Tour Operator’s rights to claim
for additional damages, losses and expenses.
15. The Owner warrants that all descriptions of the Arrangements and any other facilities at the Tourist Establishment provided by the
Owner or their representative to the Tour Operator are accurate and up-to-date. The standard and quality of the Arrangements provided
at the Tourist Establishment shall be in accordance with such descriptions and in accordance with the standards set by the relevant local
authority for accommodation of the same class or category. The Owner will notify the Tour Operator in writing at the earliest
opportunity (and in any event prior to the arrival of Clients) of any alteration or suspension of any of the Arrangements or other facilities
at the Tourist Establishment, whether temporary or otherwise. The Owner shall use its best endeavors to reinstate any
Arrangements/facilities as soon as possible. Where any alteration or suspension is likely to have a materially adverse impact on Clients’
enjoyment of the Arrangement, the Tour Operator may by written notice on the Owner cancel any confirmed bookings and in such
circumstances the Owner shall indemnify the Tour Operator against any costs incurred by the Tour Operator and/or compensation
payable to Clients by the Tour Operator in accordance with its booking conditions.
16. The Owner warrants that all Arrangements and any other facilities or services provided at the Tourist Establishment are and
will at all times be safe, and of a suitably high standard to avoid, or avoid the risk of, any injury to health and comply fully
with all applicable and relevant national, local and trade regulations, laws, EC Directives and codes of practice relating to
hygiene, fire safety, general safety, child protection and labour standards (including child labour, discrimination, health care and
safety at work and working hours and pay).
17. The Owner agrees to promptly carry out and pay for any building works or alterations to the Tourist Establishment that the Tour
Operator, acting reasonably, considers necessary to ensure the health and safety of individuals who will stay at the Tourist
Establishment.
18. The Owner agrees to take all reasonable steps to ensure that no sexual or other exploitation of children takes place at the Tourist
Establishment. The Owner shall also ensure that it has a policy in place to inform and train its staff that the exploitation of children
is illegal and will not be tolerated and to make them aware that any suspicious behaviour by guests, employees or anyone else visiting
the Tourist Establishment in relation to children must be reported immediately to the Owner for the Owner to take appropriate action.
Failure to comply with this Clause 16 will be a material breach of this Agreement.
19. In the event of any illness of any kind affecting, in the Tour Operator’s reasonable opinion, a higher than average number of Clients
who are resident at the Tourist Establishment, the Owner agrees to take all reasonable steps to prevent further instances of illness.
Reasonable steps will include (without limitation) consultation with local health authorities, the Tour Operator and independent hygiene
consultants, and compliance with any recommendations they may make. In the event that further instances of illness occur, the Owner
agrees to provide alternative accommodation or curtailment costs at the Owner’s expense to existing Clients and to those Clients who
are booked to stay at the Tourist Establishment in future, until such time as the Tourist Establishment is declared safe for occupancy.
Where this clause 17 applies the Owner shall indemnify the Tour Operator against any costs incurred by the Tour Operator and/or
compensation payable to Clients by the Tour Operator in accordance with its booking conditions.
20. If this Contract includes any form of transportation, the Owner warrants that the vehicles provided will be large enough to properly
and safely accommodate the number of people to be transported together with their luggage and will be well- maintained and safe,
compliant with all relevant and applicable local and national laws, regulations and codes, insured for all risks, including public liability
insurance, with a reputable insurer, and driven by properly qualified, licensed and experienced drivers who have no driving convictions.
The Owner shall not sub-contract any transportation to a third party without the prior written consent of the Tour Operator, and
where such consent is given, the Owner shall remain liable to the Tour Operator for all acts and/or omissions of its sub-contractor.
21. The Owner, in accordance with its obligations generally and under this Contract, accepts responsibility for the health and safety of
all Clients who stay at the Tourist Establishment and shall be liable for any death of or personal injury to any Client, and for any loss or
damage suffered by any Client arising out of any act or omission on the part of the Owner or its management, employees, agents,
representatives, sub-contractors or other individuals who are involved in the operation of the Tourist Establishment or the Arrangements.
22. If the Owner breaches any obligation of exclusivity under this Contract and fails to remedy such breach within 7 days of being
served with written notice by the Tour Operator, the Tour Operator may, taking account of the loss it is likely to suffer as a result of
such breach and without prejudice to any other rights it may have against the Owner for breach of contract, reduce the rates payable
under this Contract by up to 15% in respect of the season in which such breach occurs. This clause is without prejudice to any
other right or remedy the Tour Operator may have in connection with any breach of exclusivity on the part of the Owner.
23. The Owner agrees to provide the Tour Operator with the specifications, plans and a schedule of all proposed alterations, building and/or
maintenance works to, or on, any part of, the Tourist Establishment (the ‘Works’) which are likely to interfere, inhibit and/or
impede the use or enjoyment of the Tourist Establishment and/or the Arrangements by Clients , as soon as such specifications, plans
and schedule are available to the Owner, but not later than 63 days prior to the commencement of any of the Works.
24. The Owner agrees not to commence any Works without the express prior written consent of the Tour Operator, such consent not to be
unreasonably withheld. Failure to comply with the provisions of this clause 22 will result in the Owner being liable for all damages
incurred by the Tour Operator as a result of the Owners non-compliance.
25. If at any time during the Contract Period, there is a public announcement from an EU member state that the Euro will no longer be the
primary currency of the country in which the Accommodation is located, the Company will have the right to renegotiate the terms of this
Agreement within one month of any announcement so that the value of (i) the Rates are maintained at a level that is competitive within
the destination market; and (ii) any Advance Payment is maintained. Where agreement cannot be reached between the parties, the
Company is entitled to terminate this Agreement by notice in writing, such termination to take effect from the date specified in the
Company’s notice and the Advance Payments and any other payments made by the Company to the Supplier shall become immediately
due and payable. Any Advance Payment not yet paid shall cease to be payable.
26. Refund to the Company the amount of any compensation, award or damages together with any reasonable costs (including but not limited
to legal costs) incurred by the Company in settling any claim arising from any act or omission of the Supplier, in the event of an
overbooking or any other breach of this Contract. For the avoidance of doubt the Supplier expressly recognises and agrees that these
sums include payments made as part of settlements made out of court at the discretion of the Company and agrees that the Company
may deduct the compensation listed in this clause from any payments due to the Supplier;
27. The Owner shall ensure that Clients will not be accommodated in any annex or any building outside the main Tourist Establishment
unless otherwise specified herein or agreed in advance in writing by the Tour Operator.
28. Where Rooming Lists contain special requests, the Owner shall use his best endeavors to fulfil such requests.
29. Where possible, the Owner agrees to keep one or more rooms available for Clients at no extra cost up to the time of departure to
be used as a restroom.
30. On the final day of their stay Clients shall be permitted to occupy their rooms until 1200 hours and all other Arrangements will be
available to Clients up to the time of their actual departure from the Tourist Establishment.
31. Any sums due from a Client to the Owner for services provided at the Tourist Establishment additional to the Arrangements and outside
of this Contract shall be collected by the Owner directly from the Client. The Tour Operator shall have no liability to the Owner for such
sums.
32. The Owner shall not seek to enforce against Clients any conditions or regulations at the Tourist Establishment that have not been disclosed
in writing to the Tour Operator prior to the signing of this Contract.
33. The Tour Operator’s Representatives will have the right to sell excursions, side trips and car hire to Clients staying at the Tourist
Establishment. A separate desk and chairs in a public area at the Tourist Establishment will be provided for the Representative to meet
Clients together with space to erect a notice board and to provide Tour Operator information.
34. The Owner will ensure that any Client complaints made at the Tourist Establishment are handled professionally and promptly so as to
achieve Client satisfaction and shall promptly notify the Tour Operator’s Representative or Local Agent of any such complaints and the
actions taken to resolve them. The Owner shall provide prompt assistance and information at the Tour Operator’s request to enable
the Tour Operator to respond to any Client complaint received by it in the UK.
35. In the event of any legal action being taken against the Tour Operator in which allegations are made of loss, injury or damage of whatever
nature suffered by a Client while staying at the Tourist Establishment, the Owner will provide in a timely manner all possible assistance
to the Tour Operator including the provision of any relevant documents which the Tourist Establishment may have, full and detailed
statements from any employee of the Tourist Establishment and a guarantee of availability of any employee to give evidence in any such
Court proceedings.
36. The Owner will not at any time during the term of this Contract, either directly or indirectly through a third party, market or advertise
the Tourist Establishment to Clients without obtaining the prior written agreement of the Tour Operator to such marketing or advertising
activity.
37. The Owner undertakes to arrange full insurance cover (for not less than such minimum amounts of cover as the Tour Operator may
from time to time reasonably designate) through a reputable professionally licensed and bonded insurance company for the Tourist
Establishment against fire, flood, storm and all other third party risks including, but not limited to, liability for damages for death, personal
injury, and loss of or damage to property, howsoever arising in respect of the Tour Operator’s Clients, agents and Representatives. The
Owner shall, on demand, produce a copy of such policy to the Tour Operator or Local Agent together with a copy of the receipt for the
payment of the current premium. The Owner warrants that it holds and will maintain in force during the term of this Contract any
necessary licenses for the provision of the Arrangements at the Tourist Establishment. The Owner shall, on demand, produce a copy of
such license(s) to the Tour Operator or its Local Agent. In the event that any license expires, is revoked or any subsequent
application is refused, the Owner shall notify the Tour Operator immediately and provide a proposed form of action to resolve the matter.
38. The Owner agrees to indemnify the Tour Operator for the full amount of all damages, expenses, losses, compensation, fines, costs
(including legal costs) and/or any sum of whatever nature which, for any reason, the Tour Operator incurs or becomes responsible for
as a result directly or indirectly of any breach of any nature whatsoever of this Contract by the Owner and/or any act(s) and/or omission(s)
and/or default(s) of the Owner. For the avoidance of doubt, the Owner is responsible for the performance of this Contract regardless of
whether any act, omission or default is by its staff (whether or not employed by the Owner), agents, suppliers and/or sub-contractors.
39. Either party shall be entitled to terminate this Contract by giving not less twelve (12) months notice in writing to the other.
40. If notice of termination of this Contract is served or this Contract is terminated for any other reason then the Tour Operator shall have
the right by notice in writing to the Owner to cancel any reservations made pursuant to this Contract prior to termination that relate to
any period after the date of termination but to the extent that the Tour Operator does not cancel any such reservations the Owner shall
still be obliged to honour such reservations and the provisions of the Contract shall apply to such reservations as though the same was
still in force.
41. The Tour Operator shall be entitled to terminate this Contract with immediate effect if the Owner is in material breach of any of its
obligations here under (which shall include the failure to meet the minimum levels required under any quality standard or safety
standard set by the Tour Operator), or if the Owner or Tourist Establishment becomes insolvent or goes into liquidation, bankruptcy,
administration or receivership. Where this clause 40 applies the Owner shall indemnify the Tour Operator against any costs incurred by
the Tour Operator and/or compensation payable to Clients by the Tour Operator in accordance with its booking conditions.
42. The Tour Operator reserves the right to terminate this Contract at any time by giving seven days notice where the Tourist Establishment
fails to comply with local legislation or regulations and/or the level of health and safety standards of any facilities provided is
unsatisfactory. In this regard the Tour Operator has absolute discretion and its decision is final. Where this clause 40 applies the Owner
shall indemnify the Tour Operator against any costs incurred by the Tour Operator and/or compensation payable to Clients by the Tour
Operator in accordance with its booking conditions.
43. Should the Tour Operator’s volume of brochure sales passengers from the UK diminishes as against the average volume of the preceding
same seasonal period, the Tour Operator has the right to renegotiate this Contract by a reduction in the number of rooms/apartments
or rates, or both, provided that in the event that the volume reduction is fifteen per cent (15%) or more, the Tour Operator shall have
the right to terminate this Contract on 30 days’ notice in writing to the Owner.
44. If, in the absolute discretion of the Tour Operator, this Contract shall prove for commercial reasons unviable then, upon giving the
Owner two (2) months written notice, the Tour Operator shall be entitled to terminate this Contract and, in the event of such
termination, the Tour Operator shall not be liable for any sums expressed in this Contract to be payable by the Tour Operator to the
Owner save as provided in clause 40.
45. On expiry of this Contract the Owner will give the Tour Operator a reasonable opportunity to negotiate a renewal of this Contract for
such period(s) approximately equivalent to the period(s) previously contracted for. For the avoidance of doubt though, the Tour
Operator shall be under no obligation whatsoever to renew this Contract on expiry.
46. Upon the termination or expiry of this Contract for whatever reason, the Owner is obliged to deliver up to the Tour Operator: (i) any
payments made by the Tour Operator to the extent that the Tour Operator has not received any benefit for such payment; and (ii) any
property of the Tour Operator still in the possession or control of the Owner including, without limitation, cots, buggies, highchairs,
children’s toys, and entertainment equipment, within 7 days of service of the termination notice on the Owner or any other period
 agreed in writing between the parties.
47. The Owner will not sell, lease or otherwise dispose of his interest in the Tourist Establishment without giving the Tour Operator at least
14 days prior notice in writing. In the event of such sale, lease or other disposal, the Owner will expressly provide in the contract with
the purchaser or lessee (as the case may be) that this Contract and any bookings made hereunder will be honoured. The Tour
Operator reserves the right to terminate the Contract on receipt of said notice, without incurring any liability (save as provided in clause
40) and termination will have immediate effect and any payments due from or to the Tour Operator shall be payable in accordance with
paragraph 9 above.
48. Neither party shall be liable to the other for any failure to perform its obligations under this Contract if such failure is due to
circumstances beyond its reasonable control, including but not limited to a case of national emergency and/or Acts of God such
as lightning, earthquakes, hurricanes, or where there is an immediate terrorist act or threat at or near to the Tourist Establishment.
49. If any provision of this Contract is held to be invalid or void for any purpose it shall for that purpose be deemed to be omitted from this
Contract. Such omission shall not prejudice the validity, effectiveness or enforceability of the remaining provisions of this Contract.
50. This Contract contains the entire understanding of the parties and supersedes any and all other prior verbal and/or written
negotiations and agreements. No variation or alteration to this Contract will be binding on either party unless it is made writing and
signed by both parties hereto.
51. The Tour Operator has the right to assign this Contract in whole or in part at any time by giving notice in writing to the Owner.
52. All notices or communications sent pursuant to this Contract shall be in writing and addressed and/or faxed and/or emailed to the Tour
Operator or to the Owner at the respective address / fax number/email address set out in this Contract or such other address or
fax number or email address as may be notified from time to time by either Party to the other. Any notice or communication so sent:
(i) by post shall be deemed to have been served 48 hours after posting (or, in the case of international mail, 5 Business Days after
posting) and, in proving such service it shall be sufficient to prove that the notice was properly addressed stamped and put into the post;
(ii) by facsimile or email shall be deemed to have been served (subject to satisfactory proof of sending) on the date next following the
date of dispatch of such facsimile or email which is a not a bank or public holiday in Germany.
53. The waiver by the Tour Operator of a breach or default of any of the provisions of this Contract by the Owner shall not be construed
as a waiver of any succeeding breach of the same or other provisions, nor shall any delay or omission on the part of the Tour Operator
to exercise or avail itself of any right power or privilege that it has or may have under this Contract operate as a waiver of any breach or
default by the Owner.
54. This Contract shall be governed by German Law and the parties submit to the exclusive jurisdiction of the Courts of Germany.
55. The term "Owner" refers to any legal entity or individual owning or having a share in ownership of the Tourist Establishment or having
direct or indirect responsibility for the management and/or operation of the Tourist Establishment. All obligations of the Owner hereunder
shall be binding on such persons and on any successor in title to whom the business of the Tourist Establishment is transferred.

Ethics, bribery & corruption The Supplier undertakes that it has not given, made, offered, or received (or agreed to give, make, offer or
receive) and will not give, make, offer or receive (nor agree to give, make, offer or receive) any payment, gift or other advantage which: (i)
would violate any applicable laws; (ii) was intended to, or did, influence any person to act or reward any person for acting in breach of an
expectation of good faith, impartiality or trust, or which it would otherwise be improper for the recipient to accept; (iii) was made to or for
a public official with the intention of influencing them and obtaining or retaining an advantage in the conduct of business; or (iv) which a
reasonable person would otherwise consider to be unethical, illegal or improper (a "Corrupt Act"). Where, in the reasonable opinion of
the Company, the Supplier carries out a Corrupt Act or otherwise does not comply with this clause, the Company shall be entitled at its
option: (i) to remove any or all Clients from the Accommodation without any obligation to pay the Supplier for such period as the Clients
are, in the Company's reasonable opinion, unable to occupy the Accommodation; or (ii) terminate this Agreement by notice in writing,
such termination to take effect from the date specified in the Company’s notice.

READ UNDERSTOOD AND AGREED

……………………………………………….. ………………………………………………..
Signed by [print name] Signed by [print name]
for and on behalf of the Tour Operator for and on behalf of the Owner
Date: Date: