Last Updated: 8 June 2026
These Provider Terms & Conditions govern the use of the Personiti platform by Experience Providers, including access to the Provider Dashboard, mobile applications, and website.
By creating a Provider Account, listing an Experience, or using the Platform, you agree to these Terms.
Personiti operates as a personality-based travel marketplace connecting independent Experience Providers with Travellers through our OCEAN matching system.
Providers are solely responsible for the delivery, quality, legality, and operation of the Experiences they offer on the Platform.
Please read these Terms carefully before using the Platform or listing Experiences.
For questions, contact:
hello@personiti.com
IMPORTANT — PLEASE READ CAREFULLY. This Provider Platform Agreement (“Agreement”) is a legally binding contract between you (“Provider”) and Personiti FZ-LLC (“Personiti”). This Agreement incorporates the definitions in Exhibit A and is supplemented by the Data Processing Addendum in Exhibit B. Any capitalised term has the meaning assigned in Exhibit A or elsewhere in this Agreement. This Agreement is available in English only. By completing the Personiti provider onboarding process or activating a Provider Account, you confirm that you have read, understood, and agree to be legally bound by all terms. If you do not agree, do not proceed with onboarding.
This Agreement governs the relationship between Personiti and Provider. The relationship between Provider and a Traveller is governed by the Provider-Traveller Contract. These terms have been drafted, and shall be construed, in the English language. In the event of inconsistency between the English language version and any translation, the English language version prevails.
1. THE PERSONITI PLATFORM
Personiti operates the Personiti Platform, the personality-based travel platform powered by the Big Five (OCEAN) personality model. The Platform connects Travellers to Experiences through a two-layer matching system: a stable personality foundation and a dynamic filter layer. The Platform is available to Providers in multiple jurisdictions.
The OCEAN identity layer. Every Traveller completes a Big Five (OCEAN) personality assessment at onboarding. This generates a personality profile that reflects who the Traveller is. The OCEAN profile persists across all sessions and only changes if the Traveller actively chooses to retake the assessment. It is not recalibrated by browsing behaviour, filter selections, or booking history. Each Experience listed on the Platform is profiled against the same five OCEAN dimensions during the listing approval process under Section 3.2, creating a personality compatibility score between Travellers and Experiences.
The filter layer. When searching for Experiences, Travellers apply session-specific filters — including destination, travel dates, budget range, group size, and interest categories. These filters are dynamic and change with each search. They narrow the pool of available Experiences to those practically relevant to a specific trip. The OCEAN compatibility score then ranks the filtered results by personality alignment.
The result for Providers is access to pre-qualified, high-intent Travellers whose personality profiles are compatible with the specific Experience — not merely Travellers who searched for the right destination or price range. This is the core commercial value of the Platform.
Personiti operates as a technology marketplace intermediary. Personiti is not a travel agent, tour operator, co-vendor, or co-provider of any Experience. Personiti does not at any time hold, receive, or have custody of Traveller funds. All payments are processed directly through each Provider’s own Stripe Connected Account using Stripe Connect technology, as described in Section 4.
In connection with Provider’s use of the Platform, Personiti provides the following services: (i) displaying and promoting Provider’s Experiences to Travellers; (ii) facilitating the booking transaction between Traveller and Provider; (iii) enabling payment processing through Provider’s Stripe Connected Account; (iv) providing customer service support in relation to Provider’s Experiences; and (v) performing any other services as mutually agreed by the Parties from time to time.
The contract for the provision and delivery of each Experience is formed directly between Provider and the Traveller. Personiti is not a party to the Provider-Traveller Contract and bears no responsibility for the delivery or quality of any Experience.
For the avoidance of doubt, this Agreement does not constitute a commercial agency agreement within the meaning of UAE Federal Law No. 18 of 1981 on Commercial Agency, or within the meaning of any equivalent commercial agency legislation in any jurisdiction in which Provider is located or operates. No provision of this Agreement shall be interpreted as creating such a commercial agency relationship. Provider agrees not to assert any rights that may arise under any such legislation in connection with this Agreement.
2. PROVIDER ACCOUNT
2.1 Eligibility
The Platform is open to experience providers worldwide. By accepting this Agreement, Provider represents and warrants that:
Personiti reserves the right to verify Provider’s licences and authorisations at any time and to suspend or remove Provider’s Experience Listings if valid authorisations cannot be confirmed. Provider must update its licence information through the Provider Dashboard promptly upon renewal, revocation, or any change in licencing status.
2.2 Provider Account Registration
Provider will provide to Personiti all information required to establish and maintain the Provider Account. This includes: (i) a copy of Provider’s valid business registration or equivalent authorisation in the relevant jurisdiction; (ii) relevant sector-specific licences and permits; (iii) insurance information in accordance with Section 11; (iv) payment account details and all information required to complete Stripe Express account onboarding, including identity verification under applicable KYC requirements in Provider’s jurisdiction; and (v) other information as reasonably requested by Personiti. Provider agrees to submit this information promptly upon activation and to keep it current through the Provider Dashboard. The conclusion of this Agreement is expressly conditioned upon Personiti’s verification of Provider’s eligibility and the successful completion of Stripe’s onboarding process.
The Provider Account is personal to Provider. Provider may not sell, lease, assign, or otherwise transfer the Provider Account or any of its rights or obligations under this Agreement to any third party without Personiti’s prior written consent. Any attempted transfer in violation of this clause will be null and void.
2.3 Login Credentials
Provider shall maintain the confidentiality and security of its Login Credentials by implementing recognised security standards, including strong password management and appropriate accountsecurity measures. Provider must not disclose its Login Credentials to any unauthorised third party. Provider is fully responsible for all activities conducted through its Provider Account, including activities by its employees or authorised agents. Provider must immediately notify Personiti in writing if it knows or suspects that its Login Credentials have been compromised or that there has been unauthorised use of its Provider Account.
3. SALE OF EXPERIENCES ON THE PLATFORM
3.1 Experience Listings
For each Experience that Provider wishes to sell via the Platform, Provider will create a complete and accurate Experience Listing through the Provider Dashboard. Each Experience Listing must include: (i) suitability information, including minimum age, required fitness levels, inherent risks, and any health or medical restrictions; (ii) logistical information, including meeting point, duration, group size, and required equipment or clothing; (iii) accurate pricing inclusive of all applicable taxes and fees; (iv) all licences, permits, and certifications required to operate the Experience in the relevant jurisdiction; and (v) any other information requested by Personiti. Provider shall ensure that all critical information relating to health, safety, accessibility, and mandatory participation requirements is prominently included in the Experience Listing. Personiti may, where reasonably necessary, reject, suspend, remove, or modify any Experience Listing that fails to comply withApplicable Law or Personiti’s guidelines.
3.2 Listing Approval and OCEAN Profiling
No Experience Listing becomes visible to Travellers until Personiti has reviewed, approved, and completed the OCEAN Experience profiling process for that Listing. The OCEAN profiling assigns psychographic dimension scores to the Experience, enabling accurate personality-based matching with Travellers. Personiti will use reasonable endeavours to complete listing review within five (5) Business Days of submission. Personiti may request additional information or amendments before approving a Listing, including evidence of required licences or permits in the relevant jurisdiction. Approval does not constitute Personiti’s endorsement of the Experience and does not represent any warranty as to its quality or safety.
3.3 Prohibited and Restricted Experiences
Provider must not list any Experience that falls within the following prohibited or restricted categories:
Personiti may immediately remove any Experience Listing that falls within a prohibited or restricted category. Provider is solely responsible for ensuring compliance with all licencing and regulatory requirements for each Experience it lists. Listing approval under Section 3.2 does not constitute confirmation of regulatory compliance.
3.4 Availability
Provider must keep each Experience Listing, including Experience Availability, accurate and up-to-date at all times. Provider must remove or block any slot that is unavailable for any reason before a Traveller has the opportunity to book it. Provider must remove any cancelled or invalid Listings immediately.
Provider is solely responsible for the accuracy of its Experience Availability on the Platform and for any Traveller claim arising from inaccurate availability. Any confirmed Booking that Provider cannot fulfil as a result of inaccurate availability will be treated as a Provider-initiated cancellation under Section 3.12(i), triggering the full consequences including Personiti’s right to recover actual costs. Personiti accepts no liability for booking conflicts arising from Provider’s failure to maintain accurate availability.
3.5 Pricing and Rate Parity
Provider sets the Retail Price at which Experiences will be sold to Travellers. The Retail Price must be inclusive of all applicable taxes and fees in the relevant jurisdiction. Provider is strictly prohibited from collecting, or attempting to collect, any additional amounts from a Traveller that are not included in the Retail Price. Provider may not require a Traveller to purchase additionalgoods or services on-site to participate in or complete the core Experience. This does not prohibit Provider from offering genuinely optional items for sale on-site (such as discretionary gratuities, food and drink, or souvenirs), provided such items are clearly communicated to the Traveller as optional.
Provider agrees that the Retail Prices, Experience Availability, and conditions for Experiences offered via the Platform will be equal to or better than those offered through Provider’s own direct booking channels. Travellers who book through the Platform will receive service at least equivalent to that provided to direct customers of Provider. Personiti may immediately suspend any Experience Listing that does not comply with this Section.
3.6 Performance of Experiences
Provider is solely and exclusively responsible for the complete and proper delivery of each Experience as described in the Experience Listing. Provider may subcontract delivery of an Experience only with Personiti’s prior written consent. If Provider engages permitted subcontractors, Provider remains fully liable for all acts, omissions, and negligence of such subcontractors as if they were Provider’s own. Provider shall ensure any permitted subcontractors hold all required licences and authorisations in the relevant jurisdiction.
3.7 Booking Flow and Transaction Facilitation
When a Traveller books an Experience via the Platform, the Booking is confirmed instantly and automatically. There is no manual confirmation step required from Provider. The Provider-TravellerContract is formed directly between Provider and Traveller at the moment of Booking. Personiti is not a party to the Provider-Traveller Contract. The booking process operates as follows:
Step 1
Traveller selects an Experience, date, time, and number of participants and proceeds to checkout.
Step 2
Traveller provides payment details and confirms the Booking. Stripe immediatelycaptures the payment directly into Provider’s Stripe Connected Account. Personiti’sCommission (and applicable VAT on Commission where required under Section 4.4) is simultaneously deducted as a platform application fee.
Step 3
The Booking is confirmed instantly. The Traveller receives a Booking confirmation immediately. Provider receives a Booking notification by email and in the Provider Dashboard simultaneously.
Step 4
Provider receives the net Booking Value (Retail Price less Commission and applicable VAT on Commission where applicable under Section 4.4) subject to Stripe’s payout schedule and the platform payout delay in Section 4.6.
3.8 Inventory Accuracy Obligation
Because Bookings are confirmed instantly without a manual approval step, Provider bears sole and exclusive responsibility for maintaining accurate Experience Availability on the Platform at all times. Provider acknowledges that:
3.9 Provider-Minimum Terms for Travellers
Provider shall ensure that the Provider-Traveller Contract applicable to each Booking contains, at minimum: (a) an accurate description of the Experience consistent with the approved Experience Listing; (b) a cancellation and refund policy consistent with Section 3.11 of this Agreement; (c) health and safety requirements and known risks; (d) Provider’s business registration details and contact information; and (e) Provider’s complaint procedure. Personiti’s standard Booking confirmation constitutes the written record of the essential terms of the Provider-TravellerContract. Any Provider terms that conflict with this Agreement or with mandatory consumer protection law applicable in the Traveller’s jurisdiction are void to the extent of the conflict.
3.10 Booking Modifications
Travellers occasionally make errors when making Bookings. Subject to Experience Availability, Personiti may change the date, time, or number of participants for a Booking up to two (2) hours after a Traveller made the Booking, at no charge to the Traveller or to Personiti.
3.11 Traveller Cancellations and Refunds
Provider will not directly accept cancellations from Travellers. If a Traveller attempts to cancel directly with Provider, Provider must direct the Traveller to the Platform or Personiti’s customer service.
If a Traveller cancels more than twenty-four (24) hours before the scheduled Experience start time, the Traveller will receive a full refund. No payout will be issued to the Provider, and no Personiti Commission will apply.
If a Traveller cancels less than twenty-four (24) hours before the scheduled Experience start time, the booking will be treated as non-refundable. The Provider will receive the full Retail Price less the applicable Personiti Commission, and the full Commission will apply.
If a Traveller fails to attend the Experience without cancelling in advance (“No-Show”), the booking will be treated as non-refundable. The Provider will receive the full Retail Price less the applicable Personiti Commission, and the full Commission will apply.
Mandatory Consumer Rights. This cancellation policy applies to the fullest extent permitted by Applicable Law. Travellers may have statutory rights under mandatory consumer protection legislation in their jurisdiction that cannot be excluded by contract, including withdrawal or cooling-off rights under EU Directive 2011/83/EU, UK consumer protection legislation, or equivalent mandatory law elsewhere. Where a Traveller exercises such statutory rights, Personiti will process refunds accordingly. Any refund arising solely from a Traveller’s exercise of mandatory statutory rights, where Provider has already prepared for the Experience, will be borne by Personiti and will not be charged back to Provider, unless Provider’s act or omission contributed to the Traveller’s entitlement to a statutory remedy.
(i) Traveller No-Shows. If a Traveller is a No Show, the Booking will be treated as a Completed Booking for purposes of payment. Provider must report a No Show through the Provider Dashboard within four (4) hours of the Experience start time. Reports submitted outside this window cannot be processed and the Booking will be treated as Completed.
(ii) Extenuating Circumstances. Notwithstanding the No Refund Period above, Personiti may issue a Full Refund to a Traveller where the late cancellation or No Show results from Extenuating Circumstances. Personiti reserves the right to require the Traveller to provide reasonable evidence.
3.12 Provider Cancellations
(i) Provider-Initiated Cancellations. If Provider cancels a confirmed Booking or otherwise fails to deliver an Experience as required, and such failure is not the direct result of a Force Majeure Event, Personiti will give the Traveller a Full Refund. Where a Provider-initiated cancellation causes Personiti to incur actual, documented costs, Personiti may recover those costs from Provider. Recoverable costs are limited to: (a) Stripe payment processing and refund fees incurred on the affected Booking that Personiti cannot recover; (b) reasonable customer service costs directly attributable to handling the cancellation; and (c) the Personiti Service Fee where charged to the Traveller and refunded by Personiti as a result of the cancellation. Personiti will provide Provider with a written breakdown of any costs claimed before deducting them from future Commission or invoicing Provider for the amount. Personiti will not recover costs in excess of its actual documented loss on the affected Booking.
(ii) Force Majeure Cancellations. A cancellation by Provider is justifiable only if it is the direct result of a Force Majeure Event as defined in Section 16.6. In such an event, Provider must notify Personiti immediately and in any event within four (4) hours of becoming aware that the Experience cannot proceed. Personiti will give the Traveller a Full Refund or rescheduling credit at the Traveller’s election. The cancellation fee under Section 3.12(i) will not apply and the cancellation will not count toward Provider’s cancellation rate. Personiti reserves the right to require Provider to provide reasonable evidence of the Force Majeure Event. Where Provider fails to notify Personiti within four (4) hours, the cancellation will be treated as a Provider-initiated cancellation under Section 3.12(i) unless Provider demonstrates that notification within that timeframe was not reasonably possible.
3.13 Chargebacks
Because payments are processed directly through Provider’s Stripe Connected Account, Chargebacks initiated by Travellers are received against Provider’s Stripe Connected Account. Personitiwill notify Provider promptly of any Chargeback in connection with a Booking. In the event of a Chargeback: (i) Personiti’s Commission application fee for the affected Booking will be reversed proportionally; (ii) Stripe will process the Chargeback against Provider’s Connected Account balance; and (iii) Personiti will assist Provider in contesting the Chargeback by providing available Booking evidence.
Provider-attributable Chargebacks. Where a Chargeback arises from Provider’s failure to deliver an Experience as described, or any other act or omission of Provider, Provider is solely responsible for the resulting Chargeback and any associated Stripe dispute fees. Personiti does not act as a guarantor of Traveller payment and is not liable to Provider for Chargebacks arising from Traveller fraud or unauthorised card use not attributable to Personiti.
Excessive Chargebacks. If Provider’s Bookings are associated with an excessive number of Chargebacks or fraudulent transactions, as reasonably determined by Personiti or Stripe, Personitireserves the right to apply the enforcement measures under Section 14.4 and may instruct Stripe to apply a payout reserve to Provider’s Connected Account pending investigation.
4. PAYMENT
4.1 Payment Architecture
Personiti uses Stripe Connect to process all payments. Personiti does not collect, hold, or receive Traveller funds at any point in the payment process. The architecture operates as follows:
Payment processor
Stripe Technology Europe Limited (“Stripe”), operating via Stripe Connect
Charge model
Direct charge to Provider’s Stripe Connected Account
Personiti’s fee
Application fee deducted at the moment of payment capture
Provider’s funds
Held in Provider’s own Stripe Connected Account from capture
Payout to Provider
Stripe pays out to Provider’s nominated bank account per Stripe’s standard payout schedule, subject to any platform payout delay configured under Section 4.6
Currencies
135+ currencies supported via Stripe Checkout. Provider sets the Retail Price in their preferred listing currency. Commission is calculated on the Retail Price in the listing currency.
Refunds
Processed by Personiti via the Stripe API from Provider’s Connected Account balance, as authorised by Provider under this Agreement
Provider expressly authorises Personiti to instruct Stripe to: (i) capture payments against Provider’s Connected Account immediately upon Booking by a Traveller; (ii) deduct Personiti’sCommission and applicable VAT on Commission as a platform application fee at the time of capture; (iii) process refunds from Provider’s Connected Account in accordance with Sections 3.11 and 3.12; and (iv) apply platform payout delays and reserves in accordance with Section 4.6. These authorisations are effective for the duration of this Agreement and are necessary for the operational delivery of the Platform.
4.2 Commission and Commission Increases
Provider agrees to pay Personiti a Commission for each Completed Booking. Personiti’s Commission rate applicable to Provider’s account is confirmed at onboarding and displayed in the Provider Dashboard. Commission is calculated on the gross Booking Value inclusive of applicable taxes. The Commission is collected by Personiti as a platform application fee applied automatically at the point of Stripe payment capture.
Personiti may increase the Commission rate if and to the extent Personiti’s operating costs increase, with any such increase applied uniformly to all Providers in similar Experience categories. Personiti will provide Provider with at least ninety (90) days’ prior written notice of any Commission increase, which notice shall include the new Commission rate, its effective date, and the general rationale for the increase. Commission increases shall not be implemented more frequently than once per calendar year, except in the case of cost increases resulting from regulatory changes or cost increases materially affecting Personiti’s business operations. If any Commission increase results in a cumulative increase of more than fifteen percent (15%) of Provider’s applicable Commission rate in a given calendar year, Provider may terminate this Agreement with immediate effect by providing written notice to Personiti within thirty (30) days of receiving the increase notice. Provider shall keep the applicable Commission rate strictly confidential, including after termination of this Agreement.
4.3 Early Partner Rate Protection
Providers accepted into Personiti’s Early Partner programme benefit from the following protections: (i) the Early Partner Commission rate is locked for twelve (12) months from Provider’s onboarding date; (ii) Personiti will provide a minimum of ninety (90) days’ written notice before any Commission rate change takes effect on Provider’s account; and (iii) no Commission rate increase will take effect without Provider’s written acknowledgement.
4.4 Tax on Commission
Where applicable law in Provider’s jurisdiction, or in the jurisdiction where the Experience is delivered, imposes VAT or any other tax on Personiti’s Commission, Personiti is authorised to deduct the amount of such tax from payments due to Provider in addition to the Commission. Personiti will issue an appropriate tax invoice or statement to Provider where required by Applicable Law. Provider is responsible for determining whether any tax credit is available under Applicable Law in respect of tax charged on the Commission. For Providers operating in the UAE, UAE VAT (currently 5%) will be applied to the Commission in accordance with UAE Federal Law No. 8 of 2017 on Value Added Tax.
4.5 Provider Payout
Upon payment capture, the net Booking Value (being the Retail Price less Personiti’s Commission application fee and any applicable tax on that Commission) is credited to Provider’s Stripe Connected Account. Stripe’s standard payout schedule then governs the transfer of funds from Provider’s Connected Account to Provider’s nominated bank account. Personiti has no control over Stripe’s payout timelines once the transfer instruction has been applied and makes no representation as to when funds will be received by Provider’s bank. Stripe’s payout timelines vary by country and Provider type.
4.6 Platform Payout Delay and Reserve
To protect the integrity of the Platform and the interests of Travellers, Personiti configures payout settings on all Provider Stripe Connected Accounts as follows:
Payout delay after Experience delivery
5 calendar days
Provides an operational window to process disputes and refunds before funds leave Provider’s Connected Account
Launch reserve (first 90 days)
5% of gross Bookings held in Connected Account
Security against cancellation fees and refund obligations during the initial trading period. Released in full after 90 days of active trading with a cancellation rate below 10%.
These configurations do not affect Provider’s ownership of the funds held in Provider’s Connected Account. Personiti will instruct Stripe to release any reserve promptly once applicable conditions are met. Provider consents to these configurations as a condition of Platform access.
4.7 Transaction Fees and Deductions
Personiti currently absorbs all Stripe payment processing fees for the collection of Traveller payments and the application of the Commission fee. Provider bears any fees charged by Provider’s own financial institution for the receipt of payouts from Stripe, and any applicable intermediary bank fees. Personiti may instruct Stripe to deduct from Provider’s Connected Account balance: the costs of refunds issued to Travellers under Section 3.11; the costs of replacement services provided to Travellers under Section 5.9; cancellation fees under Section 3.12(i); and any other amounts Provider is required to pay or reimburse under this Agreement.
4.8 Currency
Provider may list Experiences in any currency supported by Stripe in the relevant jurisdiction. Personiti supports 135+ currencies via Stripe Checkout. Provider is responsible for setting prices in a currency appropriate to the market in which the Experience is offered. Stripe applies its standard foreign exchange conversion at the time of payment capture where the Traveller’s card currency differs from the listing currency. Personiti is not liable for any difference between Stripe’s applied exchange rate and any published or interbank rate. Commission is calculated on the Booking Value in the listing currency.
4.9 Taxes
(i) Provider’s Tax Obligations. Provider is solely responsible for all tax obligations arising from the sale of Experiences in its jurisdiction, including income tax, VAT, goods and services tax, sales tax, tourism levies, and any other applicable impositions. Provider must ensure that the Retail Price includes all taxes required by Applicable Law. Nothing in this Agreement constitutes tax advice, and Provider should seek independent professional advice on its local tax obligations.
(ii) Tax Reporting. Provider is solely responsible for determining, reporting, and remitting all applicable taxes to the relevant governmental authorities in each jurisdiction in which it operates.
(iii) Provider Obligations on Request. Upon Personiti’s request, Provider will within five (5) Business Days: (a) provide its tax identification or registration number in the applicable jurisdiction; (b) issue a valid tax invoice compliant with local requirements; (c) provide documentation demonstrating tax compliance; and (d) provide other cooperation to confirm Provider’s compliance with tax obligations.
(iv) Withholding Tax. All Commission amounts due to Personiti under this Agreement will be free of any deduction or withholding tax as may be required by Applicable Law. If any withholding tax is required, Provider will pay such amounts in addition to the Commission so that the net amount received by Personiti equals the Commission due without any deduction.
(v) Failure to Comply. Any failure by Provider to comply with the requirements of this Section may result in temporary or permanent suspension of Provider’s Experience Listings from the Platform and the withholding of payouts under Section 4.10.
4.10 Payout Withholding
Personiti may instruct Stripe to postpone or withhold payouts due to Provider where: (i) Provider has failed to provide mandatory information required under Section 2.2 or Section 4.9; (ii) there is an active investigation into Provider’s conduct under Section 5.7 or Section 14.4; (iii) a Chargeback or fraud investigation is ongoing in connection with Provider’s Bookings; or (iv) Provider’s business licence or required operating permits have expired or been revoked. Withheld amounts will be released promptly once the relevant matter is resolved in Provider’s favour. Where the total amount due to Provider is less than USD 50 (or equivalent), Personiti may accrue payouts until that threshold is met.
4.11 Statement
Personiti will provide Provider a Statement for each payment period through the Provider Dashboard, showing: (i) the total number of Completed Bookings; (ii) the gross Retail Price collected from Travellers; (iii) Personiti’s Commission and applicable tax on Commission deducted; (iv) the net amount credited to Provider’s Connected Account; and (v) any refunds, cancellation fees, or other deductions applied. Unless Provider provides written notice to Personiti of a good faith dispute within thirty (30) days of receipt of a Statement, the Statement will be deemed accepted. No dispute may be raised, and no claim or proceedings brought, against Personiti in respect of any payment matter after twelve (12) months from the date on which the relevant payment was due.
4.12 Personiti Service Fee
Provider agrees that Personiti may, in addition to the Retail Price, charge Travellers a Personiti Service Fee. The Personiti Service Fee is collected by Personiti separately and does not form part of the Booking Value for Commission calculation purposes.
5. TRAVELLER RELATIONS
5.1 Provider Obligations Toward Travellers
Personiti does not provide a direct messaging channel between Providers and Travellers. All Traveller-facing communications in connection with a Booking are managed by Personiti, except as set out in Section 5.2 below.
Provider shall not, directly or indirectly:
(i) Circumvent the Platform: encourage, solicit, or facilitate a booking of any Experience outside the Platform. If a Traveller initiates a request to book or pay outside the Platform, Provider must decline and direct the Traveller to use the Platform.
(ii) Engage in Unauthorised Marketing: send any marketing, promotional, or other unsolicited commercial communications to a Traveller, including through the push notification tool described in Section 5.2.
(iii) Misuse Traveller Data: use Traveller Personal Data or OCEAN Data for any purpose other than delivering the booked Experience. This expressly prohibits adding Travellers to marketing databases, profiling Travellers commercially, or transferring Traveller data to any third party.
(iv) Solicit or Influence Reviews: use any contact with a Traveller, or Traveller Personal Data, to encourage, incentivise, or pressure a Traveller to leave a positive review or to withdraw a negative review.
(v) Transmit Prohibited Content to any Traveller through any channel in connection with a Booking.
Off-Platform Circumvention Liability. Where Personiti reasonably determines that Provider has solicited off-platform bookings in breach of this Section, Provider agrees to pay Personiti an amount equal to the Commission that would have been due on the diverted booking(s), calculated at Provider’s applicable Commission rate. This amount is a reasonable pre-estimate of Personiti’s loss and is not a penalty. Any violation of this Section constitutes a material breach entitling Personiti to exercise its remedies under Section 14.4.
5.2 Provider Push Notifications
Provider may use the push notification tool within the Provider Dashboard to send broadcast notifications to all Travellers who hold a confirmed Booking for a specific Experience slot. The notification is triggered by the Provider and delivered by Personiti’s system to every Traveller with a confirmed Booking for that slot. Provider does not see individual Traveller contact details and does not select individual recipients — the broadcast is addressed to the Booking group as a whole.
This tool is provided exclusively for operational communications directly related to a confirmed Experience. Permitted uses:
Prohibited uses:
Push notifications are sent to Travellers who have enabled notifications on the Personiti App. Personiti may review push notification content for compliance with this Section at any time. Misuse of the push notification tool constitutes a material breach of this Agreement and will result in immediate suspension of push notification access, with the enforcement consequences under Section 14.4 applying.
5.3 Invoices
Upon request by a Traveller, Provider will provide the Traveller a tax-compliant invoice for the Experience within five (5) Business Days of the request, complying with all applicable tax requirements in the relevant jurisdiction. Provider’s failure to provide an invoice when requested constitutes a failure to provide services for the purposes of Section 3.12.
5.4 Service Levels and Business Conduct
Provider shall deliver all Experiences in a professional manner and to the professional standards of quality, safety, and care prevailing in the first-class travel and tourism industry in the relevant market. Provider agrees that the Retail Prices, Experience Availability, and conditions for Experiences offered via the Platform will be equal to or better than those offered through Provider’s own direct channels. Travellers who book through the Platform will be treated at least as well as customers who book directly with Provider.
During the term of this Agreement, Provider shall comply at all times with all Applicable Law, applicable tourism industry standards, and any conduct guidelines published by Personiti from time to time on the Provider Dashboard. Any failure by Provider to comply with its obligations in this Section shall constitute a material breach of this Agreement.
5.5 Confirmations and Tickets
Provider must accept all Booking confirmations generated by Personiti, whether presented on paper, by email, or displayed on a mobile device.
5.6 Personnel Conduct
Provider is solely responsible for the conduct of its personnel in connection with Travellers. Provider shall not, and shall ensure that its personnel do not, discriminate against or harass any Traveller on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age, or sexual orientation. Provider’s personnel must conduct themselves in a manner consistent with Applicable Law and the local norms and regulations of the jurisdiction in which the Experience is delivered.
5.7 Quality Standards and Enforcement Thresholds
Because Bookings are confirmed instantly on the Platform, the primary quality metric Personiti monitors is each Provider’s Cancellation Rate — the proportion of confirmed Bookings that Provider subsequently cancels or fails to deliver.
Personiti monitors Provider cancellation performance on a rolling thirty (30) day basis to help maintain booking reliability and Traveller trust across the Platform.
Providers with a cancellation rate below five percent (5%) within a rolling thirty (30) day period will not be subject to any action.
Where a Provider’s cancellation rate reaches five percent (5%) or higher within a rolling thirty (30) day period, Personiti may issue an automated operational warning to the Provider.
Where a Provider’s cancellation rate reaches ten percent (10%) or higher within a rolling thirty (30) day period, Personiti may initiate an operational review of the Provider Account and listing performance.
Where a Provider’s cancellation rate reaches fifteen percent (15%) or higher within a rolling thirty (30) day period, Personiti may temporarily pause one or more Experience listings pending investigation, corrective action, or operational resolution.
In addition to percentage-based monitoring, Personiti may also review absolute cancellation volume within a rolling thirty (30) day period.
Where a Provider records two (2) Provider-initiated cancellations within thirty (30) days, Personiti may initiate a formal operational review and issue written notice to the Provider.
Where a Provider records three (3) or more Provider-initiated cancellations within thirty (30) days, Personiti may initiate a formal review and may temporarily pause one or more Experience listings where reasonably necessary to protect Traveller experience and Platform reliability.
Inventory accuracy is the primary obligation. Provider cancellations on an instant-confirmation platform directly harm confirmed Travellers who have already paid. Personiti treats Provider cancellations arising from inaccurate availability as a serious breach. Where a cancellation causes Personiti to incur actual costs, Personiti will recover those costs under Section 3.12(i). Providers must maintain accurate availability at all times.
In the event of Provider’s non-compliance with service levels or any material irregularity with an Experience, Personiti may, acting reasonably: (a) give the Traveller a Full Refund or partial refund, funded through Provider’s Connected Account balance; and/or (b) provide the Traveller with alternative services of equal or better standard, and recover the cost of such replacement from Provider’s future Commission or by invoice.
5.8 Reviews and Fit for You Scores
After a Booking has been completed and the Experience has taken place, Travellers are invited to submit a verified review of the Experience. Reviews on Personiti are verified-only: onlyTravellers who have completed a confirmed Booking for a specific Experience may submit a review for that Experience. Personiti does not permit anonymous reviews. Each review is displayed alongside the reviewing Traveller’s first name and a Fit for You score.
The Fit for You score is Personiti’s OCEAN compatibility rating between the reviewing Traveller’s personality profile and the Experience’s profile, calculated at the time of that Traveller’s Booking. It is a single compatibility indicator that does not disclose the Traveller’s individual OCEAN dimension scores. The Fit for You score is displayed to provide honest context: it explains whether a review reflects a well-matched Traveller or one whose personality type was not fully aligned with the Experience. Provider acknowledges that the Fit for You score is a feature of the Platform and that its display alongside reviews does not constitute a disparagement of the Provider or the Experience.
Personiti has reasonable discretion to moderate, edit, or remove reviews that violate Personiti’s content policies, contain demonstrably false factual claims, include personal data, or are otherwise unlawful. Provider may flag a review it believes is fraudulent, fabricated, or policy-violating through the Provider Dashboard; Personiti will review flagged reviews within ten (10) Business Days and communicate the outcome to Provider. Personiti will not remove a review solely because it is negative, unflattering, or associated with a lower Fit for You score. Accurate reviews reflecting a Traveller’s genuine experience are a core and protected feature of the Platform.
Provider is prohibited from: (i) manipulating the review system in any manner, including instructing any third party to submit reviews; (ii) offering incentives to Travellers in exchange for positive reviews or for the removal of negative reviews; (iii) contacting Travellers privately about a review; and (iv) attempting to influence the Fit for You score displayed alongside any review. All public responses to Traveller reviews by Provider must be submitted through the Provider Dashboard only.
5.9 Traveller Complaints
Provider will handle and respond to Traveller complaints regarding Experiences within three (3) Business Days. If Provider fails to respond within this period, Personiti may: (i) give the Traveller a Full Refund funded through Provider’s Connected Account; (ii) offer customer support to the Traveller; (iii) act as intermediary between Provider and the Traveller; and (iv) respond on Provider’s behalf. Costs of any Full Refund or replacement services provided by Personiti in connection with Provider’s failure to respond will be recovered from Provider’s future Commission or by invoice.
6. MARKETING AND PROMOTIONS
6.1 Personiti’s Obligations
Personiti will promote and market Experiences on the Platform and associated channels in its discretion and will bear the cost of its marketing efforts. Personiti will, where reasonably necessary, determine whether and how to promote Experience Listings, including position, ranking in search results, and personality match scoring displayed to Travellers. Personiti may offer an Experience at a price lower than the Retail Price, provided the full amount of the discount is deducted from the Commission that would normally be due and Provider’s net payout is not reduced below the agreed net amount.
6.2 Provider’s Obligations
Provider must offer Experiences under its generally-used company and brand name. Experience Listings and other Provider Content may not state or convey the impression that: (i) Personitiprovides the Experience; (ii) Personiti has tested or verified the quality of the Experience; or (iii) Personiti endorses Provider or the Experience.
6.3 Distribution and Development
Personiti may share Provider Content and information relating to Provider and Experiences with distribution partners to promote Experiences, and with other third parties as necessary to further develop the Platform, including interfaces to map providers, search engines, and digital assistants. All such sharing will comply with applicable data protection law.
6.4 Artificial Intelligence and Automated Processing
Personiti may use AI technologies and automated processes to analyse, categorise, enhance, modify, or otherwise process Provider Content, including for translation, content moderation, data analysis, Experience profiling, and personalisation of Traveller matching. Provider acknowledges that such processing may result in Content Modifications, and that Personiti is not responsible for inaccuracies introduced by AI tools. Provider grants Personiti the right to use existing and future-developed AI technologies for these purposes, and to use data derived from such processing to improve the Platform, its matching algorithm, and its AI capabilities. Any Provider Content subject to Content Modifications continues to be Provider Content for the purposes of Provider’s representations, warranties, and indemnification obligations. Personiti periodically reviews automated systems and AI-supported processes to support fairness, relevance, and appropriate platform functionality.
6.5 Feedback
If Provider or any of its employees or agents provides any ideas, suggestions, or other feedback regarding the Platform (“Feedback”), Personiti shall be free to use, disclose, reproduce, licence, distribute, and otherwise commercialise such Feedback without any obligation of confidentiality or compensation. Provider hereby irrevocably assigns to Personiti all right, title, and interest in and to the Feedback.
7. COMPLIANCE
Provider shall deliver all Experiences in compliance with all Applicable Law in each jurisdiction in which it operates, including: (i) fire and safety laws; (ii) consumer protection laws; (iii) applicable data protection and privacy laws; (iv) licensing and permit requirements; (v) health and hygiene laws and regulations; (vi) anti-money laundering, anti-bribery, and anti-corruption laws; (vii) applicable employment and labour laws; and (viii) all other laws related to the Experiences or Provider’s business.
Upon Personiti’s request, Provider will provide within five (5) Business Days: (a) copies of all registrations, licences, permits, approvals, and authorisations related to Provider or the Experiences; and (b) documentation demonstrating compliance with Applicable Law. In the event of alleged non-compliance, Provider shall promptly cooperate at its own expense with any investigation by administrative authorities or regulatory bodies.
8. INTELLECTUAL PROPERTY
8.1 Provider Content Licence
Provider grants Personiti a non-exclusive, sublicensable, worldwide, fully-paid and royalty-free licence to use, reproduce, adapt, translate, make derivative works of, modify, publicly display, publicly perform, transmit, and distribute the Provider Content: (i) on or through the Platform; (ii) in online and offline marketing materials; and (iii) as otherwise contemplated by this Agreement. Provider is solely responsible for the Provider Content and may provide only Provider Content that it either owns or has the right to provide. Provider shall not provide Provider Content that is, contains, or references Prohibited Content. Personiti may remove from the Platform any Provider Content that, in Personiti’s good faith determination, violates this Agreement or Applicable Law, or request Provider to correct non-conforming content within two (2) Business Days of notice.
8.2 Provider Marks
Provider grants Personiti a non-exclusive, sublicensable, paid-up, royalty-free licence to use the Provider Marks to market the Experiences on the Platform and associated channels. Personiti’s use of the Provider Marks inures solely to the benefit of Provider and creates no right, title, or interest for Personiti beyond the licence granted herein.
8.3 Retention of Rights
The Provider Content and Provider Marks, and all worldwide Intellectual Property Rights therein, are the exclusive property of Provider. All rights not expressly granted to Personiti in this Agreement are reserved by Provider.
8.4 Personiti Materials
The Personiti Platform, matching algorithm, OCEAN framework, software, trade marks, trade secrets, and all other Personiti intellectual property are the exclusive property of Personiti. Providermay not use, copy, reproduce, adapt, reverse engineer, decompile, or commercially exploit any Personiti intellectual property without Personiti’s prior written consent.
8.5 Restrictions
Provider agrees not to directly or indirectly: (i) use any automated means to access, scrape, or collect data from the Platform; (ii) attempt to circumvent any technological protection measure on the Platform; (iii) attempt to decompile, disassemble, or reverse engineer any Platform software; or (iv) take any action that damages or adversely affects the performance or proper functioning of the Platform.
9. REPRESENTATIONS AND WARRANTIES
9.1 Mutual
Each Party represents and warrants that: (i) the person accepting this Agreement on its behalf is authorised to bind it; and (ii) this Agreement constitutes a valid and binding obligation enforceable against it in accordance with its terms.
9.2 By Provider
Provider represents and warrants, on an ongoing basis throughout the term of this Agreement, that:
9.3 Disclaimers
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, NEITHER PARTY MAKES, AND EACH PARTY HEREBY SPECIFICALLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. The Platform is provided “as is.” Personiti does not warrant that the Platform will meet all of Provider’s requirements or that its performance will be uninterrupted, secure, or error-free. Personiti does not guarantee that Provider will achieve any minimum volume of Bookings through the Platform.
10. INDEMNIFICATION
The Indemnifying Party shall defend, indemnify, and hold the Indemnified Party harmless from and against any and all liabilities, damages, fines, penalties, settlements, losses, and expenses (including reasonable legal fees and court costs) incurred in connection with a Covered Claim. The Indemnifying Party shall assume the defence of such claim at its own expense using counsel reasonably satisfactory to the Indemnified Party. The Indemnifying Party shall have full control over such defence, including settlement discussions, provided that: (i) the Indemnified Party may participate in the defence at its own cost; and (ii) the Indemnified Party shall have the right to approve any settlement that includes an admission, obligation, or liability on its behalf, such approval not to be unreasonably withheld.
11. INSURANCE
During the term of this Agreement (and thereafter until all Remnant Bookings have been fulfilled), Provider shall maintain comprehensive general liability insurance covering all risks related to Provider’s business and Experiences. The policy shall provide coverage of not less than USD 1,000,000 per occurrence (or the equivalent in local currency), or such higher amount as is required by Applicable Law in the jurisdiction where the Experiences are provided, and must be issued by an insurer authorised to operate in the relevant jurisdiction. The policy must extend to indemnification claims tendered by Personiti. If any vehicles are used in the delivery of Experiences, Provider shall maintain vehicle liability insurance at limits required by Applicable Law in the relevant jurisdiction.
Provider must provide Personiti with the name of its insurer, policy number, and expiration date through the Provider Dashboard at onboarding and upon each renewal. Provider must notify Personiti immediately of any lapse, material change, or non-renewal of required insurance. Upon request, Provider shall provide Personiti with a copy of the applicable insurance policy and evidence of premium payment within five (5) Business Days.
12. LIABILITY
12.1 Personiti’s Limitation of Liability
Personiti shall be liable to Provider solely for: (i) damage to Provider due to Personiti’s willful or grossly negligent act; (ii) damage arising from Personiti’s breach of a material obligation under this Agreement where such breach is due to Personiti’s simple negligence, limited to foreseeable damages typical for this type of contract. To the fullest extent permitted by Applicable Law, Personiti’s total aggregate liability to Provider under or in connection with this Agreement is limited to the total Commission earned by Personiti from Provider’s Bookings in the three (3) months immediately preceding the event giving rise to the claim.
12.2 Exclusions
Personiti is not liable for: (i) any indirect, consequential, special, or punitive damages; (ii) loss of revenue, profit, or business opportunity; (iii) loss or corruption of data; (iv) any loss arising from Provider’s failure to maintain accurate Experience Availability; (v) any acts or omissions of Stripe or any third-party service provider; (vi) any failure caused by a Force Majeure Event; or (vii) anyloss arising from Personiti’s exercise of its rights under the platform payout delay or reserve provisions in Section 4.6 in good faith.
12.3 Mutual Exclusion of Consequential Loss
Neither Party will be liable to the other for indirect, incidental, consequential, punitive, or special damages, including loss of profits or loss of business. This mutual exclusion does not apply to liability arising from fraud, wilful misconduct, or death or personal injury caused by negligence.
13. DATA PROTECTION
13.1 Governing Framework
The primary data protection framework governing this Agreement is UAE Federal Law No. 45 of 2021 on Personal Data Protection (PDPL), as Personiti is incorporated in the UAE. Where Provider is established in a jurisdiction subject to the EU General Data Protection Regulation (GDPR), or where Travellers who are EU data subjects book Experiences through the Platform, the GDPR applies in addition to the PDPL to the extent relevant to those processing activities. The detailed obligations of both Parties with respect to data processing are set out in the Data Processing Addendum at Exhibit B, which forms part of this Agreement.
13.2 Data Controllers
With regard to Traveller Personal Data, both Personiti and Provider act separately as Data Controllers under Applicable Data Protection Law. Traveller Personal Data collected by Personiti may only be transferred to Provider to the extent necessary for the delivery of a booked Experience, and in compliance with applicable data protection transfer requirements. Provider shall comply with all obligations of a Data Controller under Applicable Data Protection Law when processing Traveller Personal Data.
13.3 OCEAN Data
Provider acknowledges that OCEAN Data constitutes personality personal data under Applicable Data Protection Law and agrees to the following elevated obligations:
13.4 Security and Breach Notification
Provider shall maintain adequate technical and organisational security measures to prevent the unintended disclosure, unauthorised access, or misappropriation of any Traveller Personal Data or OCEAN Data, consistent with Applicable Data Protection Law and industry best practices.
In the event of a Personal Data Breach affecting Traveller Personal Data or OCEAN Data, Provider will: (i) notify Personiti in writing within twenty-four (24) hours of becoming aware of the breach; and (ii) independently fulfil its obligations to notify the relevant supervisory authority in accordance with Applicable Data Protection Law, including the UAE Data Office within seventy-two (72) hours where required under the PDPL, and the lead EU supervisory authority within seventy-two (72) hours where required under the GDPR. Provider shall not rely on notifying Personiti as a substitute for its own independent regulatory notification obligations.
13.5 Data Processing Addendum
The Parties’ obligations with respect to data processing activities in connection with this Agreement are set out in the Data Processing Addendum at Exhibit B. In the event of any conflict between this Section 13 and Exhibit B, Exhibit B prevails.
13.6 Payment Processing Data
Provider authorises Stripe, and any other third party authorised by Personiti, to process data required to operate Provider’s Stripe Connected Account, process payments, and transfer funds, as necessary to operate the Platform.
14. TERM AND TERMINATION
14.1 Term
This Agreement commences on the date Provider completes Personiti’s onboarding process and continues indefinitely until terminated in accordance with this Section. Neither Party shall be liable to the other for any damages resulting solely from termination as permitted herein.
14.2 Termination Without Cause
Either Party may terminate this Agreement, in its sole discretion, at any time, without cause, upon thirty (30) days’ written notice. Provider may initiate termination through the Provider Dashboard. All confirmed Bookings made prior to the termination date must be honoured in full and remain subject to this Agreement.
14.3 Termination for Cause
Either Party may terminate this Agreement by written notice if the other Party breaches or is in default of any material obligation and such breach: (a) is incapable of cure; or (b) being capable of cure, has not been cured within fourteen (14) days after receipt of written notice of the breach.
14.4 Personiti’s Enforcement Rights
Without prejudice to its right to terminate under Section 14.3, where Personiti reasonably believes Provider is in breach of this Agreement, or that Travellers are at risk from Provider’s actions, Personiti may take one or more of the following graduated enforcement actions:
Personiti will notify Provider in writing of any enforcement action and the reason for it. Where the concern is capable of remedy, Personiti will provide Provider with a reasonable opportunity to respond before escalating to termination. Provider may contest an enforcement decision by writing to hello@personiti.com within fourteen (14) days of receiving notice. Personiti will respond to any such contest in writing within ten (10) Business Days of receipt.
14.5 Termination by Personiti — Immediate
Personiti may terminate this Agreement immediately and without prior notice upon: (i) Provider’s business licence or required operating permits being revoked, suspended, or expired and not renewed within ten (10) Business Days; (ii) Provider providing false, fraudulent, or materially misleading information; (iii) Provider engaging in conduct posing a risk to the safety or legal rights of any Traveller; (iv) Provider circumventing Personiti’s Commission or redirecting Travellers off-platform; (v) Provider becoming insolvent, entering administration, or having a receiver appointed; (vi) Provider being found in breach of applicable sanctions or anti-money laundering laws; or (vii) any action by Provider that materially damages the reputation, regulatory standing, or integrity of the Personiti ecosystem.
14.6 Effect of Termination
Upon termination for any reason: (i) Provider’s Experience Listings will be removed from the Platform; (ii) all confirmed Bookings made prior to termination remain binding and must be honouredby Provider (Remnant Bookings); (iii) any Commission due on Bookings completed prior to termination remains payable to Personiti; (iv) Stripe will continue to process outstanding payouts for Experiences already delivered, subject to the payout delay and reserve under Section 4.6; and (v) each Party will promptly return or destroy the other’s Confidential Information upon request.
Sections 4.9, 6.5, 8, 9.3, 10, 11 (until all Remnant Bookings are fulfilled), 12, 13, 14.6, 16.7, and 16.9 survive termination of this Agreement.
15. CONNECTIVITY AND API
15.1 Third-Party Connectivity Partners
If Provider chooses to work with a third-party connectivity partner to connect to Personiti’s systems, Provider agrees that Personiti may share Provider’s Confidential Information and Booking data with such connectivity partner. Provider will: (i) obtain for Personiti the right to use the connectivity partner’s API; (ii) require the connectivity partner to provide all technical support necessary for error-free operation; (iii) ensure the connectivity partner does not charge Personiti any fees; (iv) require the connectivity partner to execute a confidentiality agreement extending to Personiti’sConfidential Information; (v) ensure the connectivity partner complies with Applicable Data Protection Law in respect of any Traveller Personal Data accessed; and (vi) maintain all safeguards against loss or unauthorised access to information passed via the API. Personiti will not be responsible for losses arising from the acts or omissions of any connectivity partner.
15.2 Provider API
If Provider connects to Personiti’s systems via Provider’s own API, Provider: (i) grants Personiti the right to use Provider’s API as required for this Agreement; (ii) will provide Personiti all technical support necessary for error-free operation; and (iii) will maintain all safeguards required by best practices against loss or unauthorised access to information passed through its API.
16. GENERAL
16.1 Non-Exclusive Relationship
The relationship between Provider and Personiti is non-exclusive. Provider may sell Experiences through other channels (including competitors of Personiti), subject always to the rate parity obligation in Section 3.5. Personiti may promote and offer experiences substantially similar to or competitive with Provider’s Experiences.
16.2 Governing Law and Dispute Resolution
This Agreement is governed by and construed in accordance with the laws of the United Arab Emirates as applied in the Emirate of Dubai, including applicable UAE Federal legislation and Dubai Emirate law.
16.2.1 Negotiations. In the event of any Dispute, the Parties agree to first attempt resolution through good faith negotiation. Each Party will nominate a senior representative who will meet (in person or remotely) to try to resolve the Dispute. If the Parties are unable to resolve the Dispute within thirty (30) Business Days of it first being raised, either Party may submit the Dispute for mediation under Section 16.2.2.
16.2.2 Mediation. If the Dispute cannot be resolved through negotiation, the Parties agree to submit it to non-binding mediation administered by the Dubai International Arbitration Centre (DIAC) under its mediation rules, or a mutually agreed mediator. The costs of mediation will be shared equally. If the Dispute cannot be resolved through mediation within thirty (30) Business Days of the appointment of the mediator, either Party may refer the Dispute to arbitration under Section 16.2.3.
16.2.3 Arbitration. Any Dispute that the Parties are unable to resolve through negotiation or mediation shall be finally resolved by binding arbitration administered by the Dubai International Arbitration Centre (DIAC) under the DIAC Arbitration Rules in force at the time of the referral. The arbitration shall be: (i) conducted by a sole arbitrator appointed in accordance with the DIAC Rules; (ii) conducted in the English language; (iii) seated in Dubai, UAE; and (iv) conducted on a confidential basis. The arbitral award shall be final and binding on both Parties and may be enforced in any jurisdiction that is a signatory to the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards (New York Convention, 1958). Nothing in this Section prevents either Party from seeking urgent injunctive or other interim relief from any court of competent jurisdiction where necessary to prevent serious harm.
International Enforceability. DIAC arbitration awards are enforceable in over 170 countries under the New York Convention. This arbitration framework was selected specifically to ensure that awards are enforceable globally, regardless of the jurisdiction in which Provider is located or in which Experience delivery occurs.
16.3 Amendments
Personiti may propose amendments to this Agreement by providing Provider with prior written notice via email, which notice shall include a description of the proposed amendment(s), the effective date, and the full text of the amended provisions. The minimum notice period is thirty (30) days for general amendments and ninety (90) days for any amendment affecting Commission rates.
For proposed amendments affecting Provider’s core rights or obligations — including Commission, liability, payment terms, or termination rights — such amendments come into effect only upon Provider’s written acceptance. For proposed amendments that do not affect Provider’s core rights — such as clarifications, administrative updates, or contact information changes — if Provider does not object in writing before the effective date, Provider shall be deemed to have accepted the amendment.
Provider may, unless it has expressly consented to a proposed amendment, terminate this Agreement before the expiry of the applicable notice period with ten (10) days’ written notice, with all Bookings made prior to such termination remaining subject to the pre-amendment Agreement terms.
16.4 Assignment
Neither Party may assign any of its rights or obligations under this Agreement without the other Party’s prior written consent. Notwithstanding the foregoing: (i) either Party may assign this Agreement in its entirety, without consent, to an Affiliate or in connection with a merger, acquisition, or sale of all or substantially all of its assets not involving a direct competitor of the other Party; and (ii) Personiti may delegate or assign any right under this Agreement to an Affiliate. Any assignment in breach of this Section shall be void.
16.5 Notices
Formal notices under this Agreement must be in writing and delivered by: (a) email to hello@personiti.com (for notices to Personiti) or to Provider’s registered email address on the Platform (for notices to Provider); or (b) courier or registered post to the registered address of the receiving Party. Notices sent by email are deemed received on the next Business Day following transmission, provided no delivery failure notification is received.
16.6 Force Majeure
If either Party is prevented from performing its obligations by a Force Majeure Event, the affected Party, upon giving prompt written notice, shall be excused from such performance to the extent and for the duration of the disruption. If a Force Majeure Event continues for more than thirty (30) consecutive days, the other Party may terminate this Agreement on written notice without liability, provided that all Bookings confirmed prior to the Force Majeure Event are dealt with in accordance with Section 3.12(ii).
16.7 Confidentiality
Each Party agrees that it will not use or disclose to any third party any Confidential Information except: (i) as required to perform under this Agreement; or (ii) as required by a court, regulatory authority, or other governmental authority, provided the receiving Party gives prompt prior written notice to the disclosing Party where legally permissible. Each Party will maintain the confidentiality of the other Party’s Confidential Information using at minimum the same measures it uses to protect its own information of similar importance. The confidentiality obligations under this Section survive termination for three (3) years, except that obligations relating to OCEAN Data, Traveller Personal Data, and Personiti’s Platform algorithm and matching methodology survive termination indefinitely.
16.8 Interpretation
In this Agreement: (i) “including” means “including but not limited to”; (ii) headings are for convenience only; (iii) if any provision is held invalid or unenforceable, the remaining provisions continue in full force; and (iv) the Parties agree to replace any invalid provision with a valid provision most closely approximating its intent and economic effect.
16.9 Miscellaneous
The Parties are independent contractors. No partnership, joint venture, employment, franchise, or commercial agency relationship is created by this Agreement. For the avoidance of doubt, this Agreement does not constitute a commercial agency agreement within the meaning of UAE Federal Law No. 18 of 1981 on Commercial Agency or any equivalent commercial agency legislation in any jurisdiction, and Provider agrees not to assert any claim to registration, compensation, or other rights under any such legislation. All remedies provided herein are cumulative and in addition to any other remedies available at law or in equity. This Agreement sets forth the entire understanding and agreement of the Parties and supersedes all prior oral or written agreements on its subject matter. The waiver of any breach does not constitute a waiver of any subsequent breach.
16.10 Electronic Execution
This Agreement is entered into electronically. Provider’s digital acceptance during the Personiti onboarding process constitutes a valid and binding acceptance under UAE Federal Decree-Law No. 46 of 2021 on Electronic Transactions and Trust Services, and under applicable electronic transactions legislation in Provider’s jurisdiction, each with equal legal force to a handwritten signature. Personiti stores a timestamped and IP-logged record of each Provider’s acceptance, which constitutes the definitive record of the Agreement. No handwritten signature is required.
17. ACCEPTANCE
By completing the Personiti provider onboarding process and activating a Provider Account, Provider confirms that: (i) it has read this Agreement in full and understands its terms; (ii) it meets the eligibility requirements in Section 2.1; (iii) it has the legal capacity and authority to enter into this Agreement under the laws of its jurisdiction; (iv) it agrees to be legally bound by this Agreement and the Data Processing Addendum in Exhibit B from the date of onboarding completion; and (v) it acknowledges that this Agreement is enforceable as a binding legal contract without any handwritten signature.
EXHIBIT A — DEFINITIONS
In this Agreement, the following terms have the meanings set out below. Any term defined in the singular includes the plural and vice versa.
“Affiliate(s)”: means any subsidiary or related entity of Provider under applicable company law in any jurisdiction.
“Applicable Data Protection Law”: means: (i) UAE Federal Law No. 45 of 2021 on Personal Data Protection (PDPL) and its executive regulations; and (ii) where applicable to the relevant processing activities, EU General Data Protection Regulation (EU) 2016/679 (GDPR) and all national laws implementing or supplementing it; and (iii) any other data protection or privacy law applicable to Provider’s processing activities.
“Applicable Law”: means any local, national, or international law, regulation, or regulatory requirement applicable to the Parties’ activities under this Agreement in any relevant jurisdiction, including any Relevant Requirements.
“Applicable Taxes”: means all taxes, charges, fees, levies, or other assessments imposed by any governmental authority in any relevant jurisdiction, including VAT, goods and services tax, sales tax, consumption tax, tourism levies, and withholding taxes.
“Booking”: means a confirmed reservation made by a Traveller for an Experience through the Platform.
“Booking Value”: means the gross Retail Price paid by the Traveller for a Booking, inclusive of all applicable taxes.
“Business Day”: means Monday through Friday, excluding UAE public holidays observed in Dubai. For operational purposes (such as response times), “Business Day” is calculated in the time zone of the Provider’s location.
“Chargeback”: means a credit or debit card chargeback or any other reversal of a payment transaction.
“Commission”: means Personiti’s platform application fee for: (i) access to and use of the Platform; (ii) marketing and promotion of Provider’s Experiences; (iii) customer service support; (iv) OCEAN personality matching and Experience profiling services; (v) booking facilitation; and (vi) other services performed by Personiti under this Agreement, expressed as a percentage of the Booking Value and collected directly from Provider’s Stripe Connected Account at the time of payment capture.
“Completed Booking”: means a Booking that has resulted in the actual delivery of an Experience by Provider to a Traveller.
“Confidential Information”: means non-public information about the disclosing Party’s business, products, technologies, strategies, customers, finances, or operations. Confidential Information does not include information that: (i) is publicly available without breach; (ii) is lawfully received from a third party without restriction; or (iii) was already known to the receiving Party prior to disclosure.
“Content Modifications”: means all adaptations, translations, OCEAN profiling adjustments, or other modifications that Personiti makes (or has made by third parties) to Provider Content.
“Covered Claim”: means: (i) when Personiti is the Indemnifying Party, any third-party claim brought against Provider arising from Personiti’s own Platform content (excluding Provider Content); and (ii) when Provider is the Indemnifying Party, any third-party claim brought against Personiti arising from: (a) Provider’s breach of this Agreement; (b) Provider’s interaction with any Traveller; (c) the Experiences or any injury, loss, or damage arising in connection therewith; (d) a Traveller’s statutory or consumer rights; (e) Provider’s violation of Applicable Law in any jurisdiction; (f) the Provider Content or Provider Marks; or (g) any failure to collect or remit applicable taxes.
“Data Controller”: means a controller as defined under Applicable Data Protection Law, being the entity that determines the purposes and means of processing personal data.
“Data Processing Addendum”: means the data processing addendum at Exhibit B, which forms part of this Agreement.
“Dispute”: means any disagreement, controversy, or claim of any kind between the Parties arising out of or relating to this Agreement.
“Experience”: means any tour, activity, workshop, event, or service listed by Provider on the Platform and approved by Personiti in accordance with Section 3.2.
“Experience Availability”: means Provider’s inventory of Experiences immediately available for Travellers to book via the Platform.
“Experience Listing”: means an approved listing on the Platform stating that Provider will make a specific Experience available at a specified Retail Price.
“Extenuating Circumstances”: means significant, unforeseen personal events beyond a Traveller’s reasonable control that make it impossible to participate in a booked Experience. Personiti retains sole discretion to determine whether a situation qualifies and may require evidence.
“Force Majeure Event”: means circumstances beyond a Party’s reasonable control, including acts of God, war, armed conflict, terrorist acts, government-imposed travel restrictions or airspace closures, epidemic, pandemic, natural disasters, electrical or internet outages, or widespread infrastructure failure.
“Full Refund”: means, with regard to a Booking: (i) Personiti instructs Stripe to refund the Traveller the full gross amount paid; (ii) Provider’s Stripe Connected Account is debited for the refund amount; and (iii) Personiti’s Commission application fee is reversed.
“GDPR”: means General Data Protection Regulation (EU) 2016/679.
“Intellectual Property Rights”: means all copyright, trade secret, trademark, patent, database, moral rights, or other intellectual property rights recognised by the laws of any jurisdiction.
“Login Credentials”: means the user IDs, passwords, and any other credentials used to access the Provider Account.
“No Show”: means a Traveller who fails to appear for a booked Experience through no fault of Provider.
“OCEAN Data”: means personality profile data generated by Personiti’s Big Five (OCEAN) personality assessment. OCEAN Data constitutes personality profile data with enhanced privacy protections.
“Party / Parties”: means either Provider or Personiti individually, or both collectively.
“PDPL”: means UAE Federal Law No. 45 of 2021 on Personal Data Protection and its executive regulations.
“Personal Data Breach”: means any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data, as defined under Applicable Data Protection Law.
“Personiti”: means Personiti FZ-LLC, incorporated in the Dubai Internet City Free Zone, UAE.
“Platform”: means the Personiti web application, mobile application, and all associated technology operated by Personiti, including the Provider Dashboard, the Traveller-facing application, and all associated marketing and distribution channels. The Platform is available worldwide.
“Personiti Service Fee”: means a service fee charged by Personiti to Travellers to process Bookings. The Personiti Service Fee is retained by Personiti and does not form part of the Booking Value for Commission calculation purposes.
“Prohibited Content”: means content that: (i) contains a virus, worm, or other harmful code; (ii) violates any Applicable Law; (iii) infringes the rights of any third party including privacy rights; (iv) is obscene, offensive, or otherwise inappropriate; or (v) is defamatory or libellous.
“Provider”: means an experience provider, tour operator, activity company, or individual guide worldwide who has accepted this Agreement and holds all required licences and authorisations in the jurisdiction(s) in which it operates.
“Provider Account”: means Provider’s account with Personiti on the Platform.
“Provider Content”: means any content provided by Provider to Personiti, via the Provider Dashboard or otherwise, including Experience Listings, photographs, videos, and descriptions.
“Provider Dashboard”: means the online tool that allows Providers to access the Platform and manage their Provider Account, Experience Listings, Bookings, earnings, and communications.
“Provider Marks”: means the logos, trademarks, and trade names used by Provider in connection with the Experiences.
“Provider-Traveller Contract”: means the contract formed directly between Provider and a Traveller who books an Experience through the Platform. Provider and Traveller are the sole parties; Personiti is not a party thereto.
“Relevant Requirements”: means any anti-slavery, anti-human trafficking, anti-corruption, or anti-bribery law, or sanctions administered, enacted, or enforced by: (i) the UAE; (ii) the UN Security Council; (iii) the European Union or any of its member states; (iv) the United Kingdom; or (v) any other jurisdiction whose laws apply to Provider’s activities.
“Remnant Booking”: means a Booking made prior to the termination date of this Agreement but scheduled for delivery after the termination date.
“Retail Price”: means the price (inclusive of all applicable taxes and fees, but excluding the Personiti Service Fee) at which an Experience will be sold to Travellers through the Platform. Provider may list Experiences in any currency supported by Stripe in the relevant jurisdiction.
“Statement”: has the meaning given in Section 4.11 of this Agreement.
“Stripe”: means Stripe Technology Europe Limited and its affiliates, the third-party payment processor providing Stripe Connect services to the Platform.
“Stripe Connected Account”: means Provider’s Stripe Express account linked to the Platform, into which Traveller payments are charged directly and from which Personiti’s Commission is deducted as a platform application fee.
“Traveller”: means any individual who creates an account on the Platform and books or browses Experiences, from any jurisdiction.
“Traveller Personal Data”: means the name, contact details, payment information, IP address, booking information, OCEAN Data, and any other personal data about Travellers processed by Provider in connection with a Booking.
“UAE”: means the United Arab Emirates.
“UAE Data Office”: means the UAE federal supervisory authority for personal data protection under the PDPL, or such successor body as may be designated from time to time.
EXHIBIT B — DATA PROCESSING ADDENDUM
UAE PDPL | EU GDPR (where applicable) | Global
This Data Processing Addendum (“DPA”) forms part of the Provider Platform Agreement between Personiti FZ-LLC (“Personiti”) and Provider and governs the processing of personal data in connection with the Agreement. Terms defined in the Agreement have the same meaning here. In the event of any conflict between this DPA and the Agreement, this DPA prevails with respect to data protection matters.
B.1 Applicable Law
(i) All processing of personal data under this Agreement is subject to UAE Federal Law No. 45 of 2021 on Personal Data Protection (PDPL) and its executive regulations, as Personiti is incorporated in the UAE.
(ii) Where Provider is established in the European Economic Area (EEA) or the United Kingdom, or where the processing activities involve personal data of Travellers who are EEA or UK data subjects, the GDPR (and, as applicable, UK GDPR) also applies to those processing activities. In such cases, the obligations of both Parties are supplemented by the GDPR-specific provisions in this DPA, and any conflict between the PDPL provisions and the GDPR provisions shall be resolved in favour of the stricter standard.
(iii) Where Provider is established in a jurisdiction with its own data protection legislation, Provider is independently responsible for compliance with that legislation in respect of its own processing activities.
B.2 Roles
Both Personiti and Provider act as independent Data Controllers with respect to Traveller Personal Data under Applicable Data Protection Law. Each Party independently determines the purposes and means of its own processing and bears independent responsibility for compliance in respect of its own processing activities. This DPA supplements, and does not replace, each Party’s independent statutory obligations.
B.3 Categories of Personal Data Processed
Identity data
Full name, national identity document or passport number (for KYC and compliance)
Contact data
Email address, telephone number, address
Booking data
Booking reference, Experience details, date, time, participant numbers
Payment data
Transaction reference, last four digits of payment card (Stripe holds full card data; Provider never accesses this)
OCEAN Data
Big Five personality profile scores and dimension data — classified as personal data under all Applicable Data Protection Law
Usage data
Platform activity, Booking history, review and Fit for You score data
B.4 Lawful Basis for Processing
Each Party is independently responsible for identifying and documenting its own lawful basis for processing Traveller Personal Data. As a minimum:
B.5 Data Subject Rights
Each Party is independently responsible for responding to data subject rights requests under Applicable Data Protection Law. Rights include access, correction, deletion, portability, and objection (under PDPL and GDPR), and the right not to be subject to automated decision-making with significant effects (under GDPR).
Where a Traveller submits a rights request to Provider that relates to data originally provided by Personiti, Provider will: (i) acknowledge the request within five (5) Business Days; (ii) notify Personiti within five (5) Business Days; and (iii) cooperate with Personiti to fulfil the request within the timeframe required by Applicable Data Protection Law.
B.6 Data Retention
Data Category
Retention Period
Booking and transaction records
Seven (7) years from Booking date (tax and commercial records compliance)
Traveller identity data
Five (5) years from end of the Provider-Traveller relationship (AML compliance)
OCEAN Data
Ninety (90) days from the date of the relevant Experience, then permanently deleted
Communication records
Two (2) years from Booking date
Insurance and compliance records
Duration of insurance policy plus five (5) years
GDPR jurisdiction records
Aligned to above, subject to any longer period required by mandatory EU member state law
Upon expiry of the applicable retention period, Provider shall securely and permanently delete or anonymise the relevant personal data. Provider must maintain a record of deletion available for audit purposes.
B.7 Security Measures
Each Party shall implement and maintain technical and organisational security measures appropriate to the risk posed by the processing, consistent with Applicable Data Protection Law and the following minimum standards:
B.8 Data Breach Notification
In the event of a Personal Data Breach affecting Traveller Personal Data or OCEAN Data:
B.9 Cross-Border Data Transfers
(i) Transfers from UAE. Where Traveller Personal Data is transferred from the UAE to a country outside the UAE, such transfer must comply with PDPL transfer requirements, including transfer to countries recognised as having an adequate level of protection, or using appropriate safeguards approved by the UAE Data Office.
(ii) Transfers from EEA (GDPR). Where Traveller Personal Data is transferred from the EEA to a third country (including the UAE, which does not hold an EU adequacy decision), such transfer must comply with Chapter V of the GDPR. The appropriate transfer mechanism is the EU Standard Contractual Clauses (SCCs) as adopted by the European Commission. Where such transfers occur, Personiti will make the applicable SCCs available to Provider upon request. Provider must not transfer EEA Traveller Personal Data to any third country without an applicable GDPR-compliant transfer mechanism in place.
(iii) Transfers from UK. Where Traveller Personal Data is transferred from the UK, such transfer must comply with UK GDPR Chapter V requirements, using the UK International Data Transfer Agreement (IDTA) or equivalent UK-approved safeguards.
B.10 Sub-Processors
Personiti uses the following key sub-processors in connection with the Agreement:
Sub-Processor
Purpose
Location
Stripe Technology Europe Limited
Payment processing, Stripe Connect
Ireland / Global
Cloud infrastructure provider
Platform hosting and data storage
UAE or EEA region
Email service provider
Transactional notifications
EEA region
Personiti will notify Provider of any intended addition or replacement of sub-processors that process Traveller Personal Data, giving Provider the opportunity to object. Provider will not use sub-processors to process Traveller Personal Data obtained through the Platform without notifying Personiti and ensuring the sub-processor is bound by equivalent data protection obligations.
B.11 Audit Rights
Upon Personiti’s reasonable written request (not more than once per calendar year in normal circumstances), Provider will provide written evidence of its compliance with this DPA, including records of processing activities, security assessments, and deletion logs. In the event of a suspected or confirmed Personal Data Breach, Personiti may request evidence at any time and Provider will respond within five (5) Business Days.
B.12 Survival
The obligations in this DPA survive termination of the Agreement for the periods specified in Section B.6 or until Provider has fulfilled all applicable data deletion and retention obligations, whichever is later. Obligations relating to OCEAN Data survive termination indefinitely unless and until all OCEAN Data has been permanently deleted and Provider has confirmed such deletion in writing to Personiti.
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