Legal

PRIMEPLACES.AI

TERMS OF SERVICE AND PLATFORM CONDITIONS

Last updated: 17 July 2026

These Terms of Service and Platform Conditions govern access to and use of the PrimePlaces.ai website, software platform, tenant websites, booking tools, integrations, applications and related services.

IMPORTANT NOTICE

Please read these Terms carefully before creating an account, purchasing a subscription, using the Platform or operating a Tenant Site.

In particular, clauses 5, 11, 12, 14, 15, 22, 23 and 24:

explain that PrimePlaces is a software provider and is not the operator of any accommodation establishment or Tenant Site;
allocate responsibility for bookings, properties, guests, payments, fraud, refunds, taxes and regulatory compliance to the Customer;
contain important disclaimers and exclusions of warranties;
limit PrimePlaces’ liability;
require Customers to indemnify PrimePlaces against certain claims; and
place responsibility for Customer Data, backups and lawful processing of personal information on the Customer.

By accepting these Terms, the person accepting them confirms that they have read and understood the nature and effect of these provisions and have had an adequate opportunity to consider them.

Nothing in these Terms excludes or limits any right or liability that cannot lawfully be excluded or limited.

1. DEFINITIONS

In these Terms, unless the context indicates otherwise:

1.1 “Account”

means the registered account through which a Customer or Authorised User accesses the Platform.

1.2 “Affiliate”

means any entity that directly or indirectly controls, is controlled by, or is under common control with a party.

1.3 “Applicable Law”

means all laws, regulations, municipal by-laws, industry rules, regulatory requirements, codes and binding orders applicable to a party, the Platform, a Property, a Booking or the processing of personal information.

1.4 “Authorised User”

means an employee, director, agent, contractor, property manager, owner or other person whom the Customer authorises to access its Account.

1.5 “Booking”

means any reservation, enquiry, provisional reservation, confirmed reservation, rental, stay or related transaction initiated, recorded or administered through a Tenant Site or the Platform.

1.6 “Booking Contract”

means the agreement governing accommodation or other services between the Customer or relevant Property Operator and a Guest.

1.7 “Customer”

means the person, business, company, trust, partnership, property operator or other entity that registers for, purchases, subscribes to or uses the Services.

Where an individual accepts these Terms on behalf of an entity, “Customer” means that entity.

1.8 “Customer Content”

means all photographs, videos, descriptions, rates, availability, policies, trademarks, logos, documents, files, messages, property information, guest information and other material submitted, imported, generated, displayed or made available by or for the Customer.

1.9 “Customer Data”

means electronic data submitted to, stored in or processed through the Platform for the Customer, including Customer Content and personal information relating to Guests, owners, employees, contractors and suppliers.

1.10 “Guest”

means any person who visits or interacts with a Tenant Site or makes, attempts to make, enquires about or is included in a Booking.

1.11 “Intellectual Property Rights”

means all copyright, database rights, trademarks, trade names, patents, designs, domain-name rights, trade secrets, know-how and other intellectual property rights, whether registered or unregistered.

1.12 “OTA”

means an online travel agency, booking marketplace, property-listing platform, channel manager or similar third-party service, including any service from which listings, calendars, rates, photographs or other information may be imported.

1.13 “Payment Provider”

means a bank, payment gateway, card-acquiring institution, digital wallet, payment processor, merchant services provider or other third party used to process or settle payments.

1.14 “Platform”

means the PrimePlaces.ai software, website, applications, interfaces, databases, administration tools, booking tools, communication tools, artificial-intelligence functionality and related infrastructure.

1.15 “PrimePlaces”

means [INSERT FULL LEGAL ENTITY NAME], registration number [INSERT REGISTRATION NUMBER], trading as PrimePlaces.ai, together with its Affiliates, directors, employees, contractors and service providers where appropriate.

1.16 “Property”

means any house, apartment, room, villa, guesthouse, hotel, lodge, campsite, venue or other accommodation, facility or service promoted or administered through a Tenant Site.

1.17 “Property Operator”

means the person or entity that owns, leases, manages, markets, controls or supplies a Property or related accommodation services.

1.18 “Services”

means the services and functionality supplied by PrimePlaces through the Platform.

1.19 “Subscription”

means the paid or trial right to access a selected package of Services for a specified period.

1.20 “Tenant Site”

means an independently operated website or booking installation created, hosted or supported through the Platform for a Customer, whether appearing:

on a PrimePlaces subdomain;
on a PrimePlaces domain;
on the Customer’s own domain;
within an application;
through an embedded interface; or
through another address or technical configuration.

The word “Tenant” in “Tenant Site” refers to a software tenant and does not imply that PrimePlaces is a landlord or property lessor.

1.21 “Third-Party Services”

means software, APIs, hosting infrastructure, payment systems, artificial-intelligence models, communication services, mapping services, analytics tools, OTAs and other services supplied by third parties.

1.22 “User”

means any Customer, Authorised User, Guest, visitor or other person accessing the Platform or a Tenant Site.

2. THE AGREEMENT

2.1 Contract formation

These Terms form a legally binding agreement between PrimePlaces and the Customer when the Customer:

creates an Account;
selects a checkbox accepting these Terms;
purchases or activates a Subscription;
accesses or uses the Platform; or
otherwise indicates acceptance electronically.

2.2 Additional terms

These Terms incorporate, where applicable:

the PrimePlaces Privacy Policy;
the Customer’s selected plan, proposal or order form;
any published acceptable-use rules;
any service-specific conditions displayed during activation;
Schedule 1, relating to data processing; and
any written agreement expressly stated to supplement these Terms.

2.3 Order of precedence

Where documents conflict, the following order of precedence applies:

a separately signed written agreement expressly overriding these Terms;
the applicable order form or proposal;
these Terms;
the Privacy Policy; and
other published policies.

2.4 Authority

A person accepting these Terms for a Customer warrants that they:

are at least 18 years old;
have full legal capacity;
have authority to bind the Customer; and
are authorised to supply all information and instructions submitted to PrimePlaces.

2.5 Business use

The Services are primarily designed for business and professional accommodation operators.

Where the Customer is legally regarded as a consumer, all mandatory consumer rights continue to apply. These Terms must be interpreted to preserve those rights while otherwise giving maximum lawful effect to the risk allocations and limitations contained here.

3. PRIMEPLACES’ SERVICES

3.1 Software platform

PrimePlaces provides software that may enable Customers to:

create and operate a direct-booking website;
display Properties and rates;
import listing information;
receive enquiries and Bookings;
connect Payment Providers;
manage availability and reservations;
communicate with Guests;
create invoices, statements or receipts;
store guest and customer information;
publish policies and property information;
provide guest portals and guides;
use artificial-intelligence-assisted functionality; and
access other administrative tools.

3.2 Service evolution

PrimePlaces may add, alter, improve, replace, limit or discontinue functionality from time to time.

PrimePlaces does not guarantee that every feature will remain available indefinitely or that the Platform will always maintain compatibility with every browser, device, integration, Payment Provider, OTA or Third-Party Service.

3.3 No guaranteed commercial result

PrimePlaces does not guarantee:

any number or value of Bookings;
increased revenue, occupancy or profitability;
reduced OTA expenditure;
improved conversion rates;
search-engine rankings;
website traffic;
successful payment collection;
Guest satisfaction;
regulatory compliance; or
any particular commercial outcome.

Any examples, calculators, forecasts, testimonials, illustrations or marketing statements are indicative only and are not guarantees.

4. ACCOUNTS AND ACCESS

4.1 Accurate information

The Customer must provide complete, current and accurate registration, billing, identity and contact information.

4.2 Account security

The Customer is responsible for:

keeping usernames, passwords, one-time passwords and access credentials secure;
restricting access to authorised persons;
removing access when an Authorised User leaves or changes role;
securing devices used to access the Platform;
reviewing Account activity;
using suitable password and authentication practices; and
notifying PrimePlaces promptly of suspected unauthorised access.

4.3 Actions through the Account

To the maximum extent permitted by law, instructions and actions performed through an Account are treated as authorised by the Customer.

PrimePlaces is not required to verify the identity, authority or internal approval of every person using valid Account credentials.

4.4 Authorised Users

The Customer is responsible for every Authorised User and for all acts and omissions performed through its Account.

A breach by an Authorised User is treated as a breach by the Customer.

4.5 Unauthorised access

PrimePlaces is not liable for loss arising from:

compromised passwords;
shared login credentials;
phishing;
malware on the Customer’s devices;
unauthorised employees or contractors;
inadequate internal controls;
email-account compromise; or
the Customer’s failure to protect access credentials.

5. INDEPENDENT OPERATION OF TENANT SITES

5.1 Software provider only

PrimePlaces is a software and technology provider.

Unless PrimePlaces expressly agrees otherwise in a separate written agreement, PrimePlaces is not:

an accommodation provider;
a Property owner;
a landlord;
a tenant;
a letting or estate agent;
a tour operator;
a travel agent;
a property manager;
a booking marketplace;
an OTA;
a merchant of record;
a Payment Provider;
an insurer;
an employer of the Customer’s personnel;
a joint venturer;
a franchise operator; or
a representative of the Customer.

5.2 Each Tenant Site is independently operated

Every Tenant Site is independently owned, controlled and operated by the Customer or the identified Property Operator.

This remains the case even where the Tenant Site:

uses a PrimePlaces subdomain;
appears within a PrimePlaces domain;
contains a “powered by PrimePlaces” reference;
uses PrimePlaces templates;
is hosted on infrastructure selected by PrimePlaces; or
shares technical systems with other Tenant Sites.

The use of PrimePlaces infrastructure or a PrimePlaces address does not mean that PrimePlaces owns, operates, manages, endorses or guarantees the Tenant Site, its Properties or its services.

5.3 Customer as supplier

The Customer or relevant Property Operator is the sole supplier of accommodation and related services offered through its Tenant Site.

The Customer must identify the correct legal supplier clearly on the Tenant Site and in booking documentation, invoices, policies and Guest communications.

5.4 Booking Contracts

Every Booking Contract is concluded directly between the Guest and the Customer or relevant Property Operator.

PrimePlaces is not a party to the Booking Contract and does not assume any liability under it.

5.5 No agency

Nothing in these Terms creates an agency, partnership, joint venture, fiduciary relationship, franchise or employment relationship between PrimePlaces and the Customer.

Neither party may bind or make representations on behalf of the other.

5.6 Disputes involving a Tenant Site

All disputes concerning the following must be handled by the Customer:

availability;
rates;
deposits;
cancellation;
refunds;
chargebacks;
Guest conduct;
access to a Property;
cleanliness;
safety;
service standards;
damage;
injuries;
lost property;
owner payments;
accommodation quality; and
performance of a Booking Contract.

PrimePlaces may provide technical records or reasonable technical assistance but has no obligation to mediate or resolve such disputes.

6. LICENCE TO USE THE PLATFORM

6.1 Limited licence

Subject to payment and compliance with these Terms, PrimePlaces grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable and revocable right to use the Services during the Subscription period for the Customer’s internal business operations.

6.2 Restrictions

The Customer must not:

copy, reproduce or republish the Platform except as permitted;
reverse engineer, decompile or attempt to discover source code;
bypass access, security, usage or billing controls;
interfere with Platform operation;
introduce malware or malicious code;
perform unauthorised penetration testing;
scrape the Platform;
resell, lease or sublicense the Services without written approval;
use the Services to build a competing product;
misrepresent ownership of the Platform;
remove proprietary notices;
use the Platform unlawfully; or
allow access beyond the Subscription’s authorised scope.

6.3 No implied rights

All rights not expressly granted remain reserved to PrimePlaces and its licensors.

7. CUSTOMER RESPONSIBILITIES

7.1 General responsibility

The Customer is solely responsible for its business, Properties, Tenant Sites, Customer Content, Bookings, Guests, employees, contractors and legal compliance.

7.2 Property information

The Customer must ensure that all Property information is accurate, current and not misleading, including:

location;
photographs;
availability;
facilities;
capacity;
accessibility;
restrictions;
house rules;
additional fees;
taxes;
deposits;
cancellation terms; and
safety-related information.

7.3 Legal authority

The Customer warrants that it has all rights, mandates, leases, owner approvals, management agreements and permissions required to market and accept Bookings for each Property.

7.4 Licences and approvals

The Customer is responsible for obtaining and maintaining all:

business licences;
zoning approvals;
short-term rental permissions;
tourism registrations;
municipal consents;
fire and safety certificates;
tax registrations;
insurance policies;
liquor or food licences; and
other permits required for its operations.

7.5 Property safety

The Customer is responsible for ensuring that each Property is lawful, habitable, secure, adequately maintained and reasonably safe.

PrimePlaces does not inspect or certify Properties.

7.6 Customer personnel

The Customer is responsible for the acts and omissions of its employees, owners, agents, contractors, cleaners, security personnel, maintenance providers and other service providers.

7.7 Laws affecting Guests

The Customer must comply with all laws concerning:

consumer rights;
advertising;
equality and discrimination;
accessibility;
privacy;
direct marketing;
accommodation services;
health and safety;
taxation;
refunds;
electronic transactions; and
payment processing.

7.8 Own legal documents

The Customer must prepare and publish its own legally appropriate:

accommodation terms;
cancellation policy;
refund policy;
privacy notice;
cookie notice;
house rules;
damage and deposit policy;
Guest consent wording; and
any other legally required disclosure.

PrimePlaces templates, examples or automated wording are provided only as administrative starting points and are not legal advice.

8. CUSTOMER CONTENT

8.1 Ownership

As between PrimePlaces and the Customer, the Customer retains ownership of its Customer Content.

8.2 Licence to PrimePlaces

The Customer grants PrimePlaces and its service providers a worldwide, non-exclusive, royalty-free licence to host, reproduce, process, adapt, transmit, display and otherwise use Customer Content to:

provide the Services;
operate Tenant Sites;
create backups;
provide technical support;
improve functionality;
comply with lawful instructions; and
protect the Platform and its Users.

8.3 Customer warranties

The Customer warrants that:

it owns or is authorised to use Customer Content;
Customer Content does not infringe third-party rights;
it has obtained all required consents;
its photographs and descriptions are accurate;
it is authorised to publish personal information included in Customer Content; and
Customer Content is not unlawful, defamatory, discriminatory, deceptive or harmful.

8.4 Content moderation

PrimePlaces may remove, restrict or disable Customer Content where PrimePlaces reasonably believes it:

violates these Terms;
infringes third-party rights;
creates legal, security or reputational risk;
is fraudulent or misleading;
contains malware;
facilitates unlawful activity; or
is required to be removed by law or a Third-Party Service.

8.5 No content verification

PrimePlaces is not responsible for verifying Customer Content, ownership records, Property details, licences, photographs, Guest reviews or representations made by Customers.

9. OTA AND THIRD-PARTY LISTING IMPORTS

9.1 Customer authorisation

Where the Customer instructs PrimePlaces to import information from an OTA or Third-Party Service, the Customer authorises PrimePlaces to access and process the information necessary to perform that instruction.

9.2 Customer compliance

The Customer is solely responsible for determining whether an import, synchronisation, API connection, data transfer or use of OTA information complies with:

the OTA’s terms;
intellectual property laws;
confidentiality obligations;
privacy requirements;
contractual restrictions; and
Applicable Law.

9.3 No assurance of OTA permission

The availability of an import tool does not constitute a representation that an OTA permits every type of import, copying or reuse.

9.4 Import accuracy

PrimePlaces does not guarantee that imported information will be:

complete;
accurate;
current;
correctly formatted;
free of duplication;
continuously synchronised; or
suitable for publication without review.

The Customer must check all imported data before relying on or publishing it.

9.5 OTA changes

An OTA may alter, restrict or discontinue access without notice. PrimePlaces is not liable for interrupted imports, broken integrations, OTA account restrictions or an OTA’s actions against the Customer.

10. BOOKINGS, AVAILABILITY AND RATES

10.1 Customer control

The Customer controls its rates, availability, minimum stays, restrictions, fees, taxes, policies and acceptance of Bookings.

10.2 Accuracy

The Customer must verify that calendars, rates and restrictions are correct before accepting a Booking.

10.3 Synchronisation delays

Calendar, rate and inventory information may be delayed or fail to synchronise because of:

network latency;
Third-Party Service failures;
expired credentials;
API limitations;
configuration errors;
manual changes;
time-zone differences; or
maintenance.

10.4 Double bookings and overbookings

PrimePlaces does not guarantee that the Platform will prevent double bookings, overbookings, incorrect availability or rate discrepancies.

The Customer is solely responsible for resolving them and for any refunds, relocation costs, compensation or Guest claims.

10.5 Booking communications

The Customer must review booking confirmations, invoices, messages and automated communications to ensure that they contain accurate information.

10.6 Guest identity

PrimePlaces does not guarantee the identity, creditworthiness, conduct, age, authority or suitability of any Guest.

The Customer must perform any identity, sanctions, risk or screening checks it considers appropriate and lawful.

11. PAYMENTS AND PAYMENT PROVIDERS

11.1 Third-party payment services

Payments may be processed through Payment Providers selected or connected by the Customer.

Payment services are subject to the Payment Provider’s own terms, onboarding, verification, pricing, risk controls and privacy practices.

11.2 Merchant relationship

Unless expressly stated otherwise in writing:

the Customer contracts directly with the Payment Provider;
the Customer is the merchant or supplier receiving payment;
PrimePlaces is not the merchant of record;
PrimePlaces does not receive or hold Guest funds for the Customer; and
PrimePlaces does not guarantee settlement.

11.3 Customer payment configuration

The Customer is responsible for:

establishing its merchant account;
entering correct credentials;
protecting payment credentials;
selecting the correct currency;
configuring taxes and deposits;
ensuring the correct bank account is connected;
meeting Payment Provider requirements; and
testing its payment configuration.

11.4 Payment failure

PrimePlaces is not liable for:

declined transactions;
duplicate charges;
incorrect payment amounts;
delayed settlement;
frozen merchant accounts;
withholding of funds;
currency conversion;
banking errors;
Payment Provider downtime;
failed refunds;
card-network penalties;
reserve requirements; or
termination of payment services.

11.5 Refunds

The Customer is solely responsible for determining, authorising and funding refunds payable under its Booking Contracts or Applicable Law.

A refund instruction displayed or initiated through the Platform does not guarantee that the Payment Provider will complete it.

11.6 Payment information

The Customer must not ask Guests to send full card numbers, security codes, PINs or payment credentials through ordinary email, messaging fields or other insecure channels.

11.7 No financial advice

PrimePlaces does not provide banking, payment, accounting, tax or financial advice.

12. CARD FRAUD, CHARGEBACKS AND PAYMENT RISK

12.1 Customer bears transaction risk

To the maximum extent permitted by law, the Customer bears all risks associated with Guest payments, including:

stolen credit or debit cards;
unauthorised transactions;
identity theft;
synthetic identities;
account takeover;
card-not-present fraud;
“friendly fraud”;
chargebacks;
disputed deposits;
payment reversals;
refund abuse;
insufficient funds;
fraudulent Bookings;
falsified payment confirmations; and
compromised Guest or Customer accounts.

12.2 No guarantee of fraud prevention

Fraud filters, authentication tools, Payment Provider checks, address checks, security codes, 3-D Secure or other controls reduce risk but do not eliminate it.

PrimePlaces does not warrant that any transaction is genuine, authorised, recoverable or free from fraud.

12.3 Chargeback responsibility

The Customer is responsible for:

responding to chargeback requests;
retaining Booking and Guest evidence;
supplying documentation;
paying chargeback fees;
repaying reversed settlements; and
complying with card-network and Payment Provider rules.

12.4 No reimbursement by PrimePlaces

PrimePlaces is not responsible for reimbursing the Customer for fraud, chargebacks, payment reversals, unpaid stays, refunds, fines, penalties or settlement shortfalls.

12.5 Security responsibilities

The Customer must follow all security requirements imposed by its Payment Provider and must not store payment-card information unlawfully.

13. FEES, SUBSCRIPTIONS AND BILLING

13.1 Subscription fees

The Customer must pay the fees applicable to its selected Subscription, together with taxes and any additional charges disclosed before purchase.

13.2 Recurring billing

Where a Subscription renews automatically, the Customer authorises PrimePlaces or its billing provider to charge the applicable payment method at the beginning of each renewal period until cancellation.

13.3 Billing date

Unless otherwise stated, monthly or annual Subscriptions renew on the anniversary of the original activation or billing date rather than on the first day of a calendar month.

13.4 Failed payment

If payment fails, PrimePlaces may:

retry the transaction;
request an alternative payment method;
restrict functionality;
suspend the Account;
disable the Tenant Site; or
terminate the Subscription.

13.5 Price changes

PrimePlaces may change Subscription fees by giving reasonable advance notice. A price change will ordinarily apply from the next renewal period.

13.6 Taxes

Fees exclude taxes unless expressly stated otherwise. The Customer is responsible for applicable VAT, sales tax, withholding tax or similar charges, excluding taxes based on PrimePlaces’ net income.

13.7 No set-off

The Customer must pay fees without deduction, counterclaim or set-off except where required by law.

13.8 Trials and guarantees

Any delayed billing or money-back guarantee applies only where expressly offered and is subject to the stated eligibility period and conditions.

Unless required by law or expressly provided in the applicable offer:

fees are non-refundable;
unused time is not credited;
partial billing periods are not refunded; and
cancellation takes effect at the end of the paid period.

13.9 Subscription selection

The Customer is responsible for selecting a plan suitable for its number of Properties, users, traffic, storage and functionality requirements.

14. AVAILABILITY, MAINTENANCE AND SUPPORT

14.1 No uninterrupted-service guarantee

The Platform is supplied on an “as available” basis.

PrimePlaces does not guarantee that the Platform will be continuously available, uninterrupted, timely, secure or error-free.

14.2 Maintenance

PrimePlaces may perform scheduled or emergency maintenance and may temporarily restrict access where reasonably necessary.

14.3 Dependencies

Availability may depend on Third-Party Services, internet connectivity, data centres, domain providers, email systems, telecommunications networks and Payment Providers outside PrimePlaces’ control.

14.4 Support

Support is supplied according to the Customer’s plan and PrimePlaces’ published support practices.

Unless expressly agreed in a signed service-level agreement, support response and resolution times are targets rather than guarantees.

14.5 Errors

The Customer must report reproducible errors with sufficient information for investigation.

PrimePlaces may determine the method and timing of any correction, workaround or update.

14.6 Emergency suspension

PrimePlaces may immediately restrict access where necessary to:

protect security;
stop unlawful activity;
prevent harm to other users;
respond to an attack;
comply with a legal requirement; or
protect the Platform’s integrity.

15. CUSTOMER DATA, BACKUPS AND DATA LOSS

15.1 Customer ownership

As between the parties, the Customer retains its rights in Customer Data.

15.2 Processing instructions

The Customer instructs PrimePlaces to process Customer Data as necessary to provide, secure, support and improve the Services.

15.3 Customer responsibility for data

The Customer is responsible for:

the accuracy and legality of Customer Data;
retaining original source records;
maintaining independent copies of important information;
exporting data before termination;
correcting inaccurate records;
setting suitable retention periods; and
ensuring it has authority to submit the data.

15.4 Backups

PrimePlaces may maintain operational backups, but backups are not a substitute for the Customer’s own records or business-continuity procedures.

Unless expressly agreed in writing, PrimePlaces does not guarantee:

that every item will be backed up;
a specific backup frequency;
a specific recovery point;
indefinite retention;
restoration of a particular record;
restoration within a particular period; or
that restored data will be complete or current.

15.5 Risk of data loss

The Customer acknowledges that software systems may experience data corruption, deletion, overwriting, synchronisation errors, unauthorised access, infrastructure failure or human error.

The Customer must maintain independent backups of information essential to its business.

15.6 Exclusion relating to data loss

To the maximum extent permitted by law, PrimePlaces is not liable for:

loss, corruption, alteration or deletion of Customer Data;
lost booking histories;
missing messages;
lost invoices or accounting records;
restoration costs;
recreation of data;
interrupted access; or
failure by the Customer to export or back up information.

15.7 Data export

Available export functionality may depend on the Customer’s plan and the technical nature of the data.

PrimePlaces is not required to develop a custom export or supply data in a format not ordinarily supported.

15.8 Termination and deletion

Following termination, PrimePlaces may disable access and delete Customer Data after a reasonable operational retention period, subject to:

Applicable Law;
backup cycles;
fraud prevention;
dispute preservation;
legitimate recordkeeping needs; and
any separate written agreement.

The Customer must export required data before termination.

15.9 Aggregated information

PrimePlaces may create and use aggregated or de-identified information that does not reasonably identify the Customer, a Guest or another person for analytics, security, benchmarking and service improvement.

16. PRIVACY AND PERSONAL INFORMATION

16.1 Separate roles

In relation to personal information collected by the Customer through a Tenant Site:

the Customer ordinarily determines why and how the information is processed;
the Customer ordinarily acts as the responsible party or data controller; and
PrimePlaces ordinarily processes the information as an operator or processor on the Customer’s instructions.

PrimePlaces may act as an independent responsible party for information processed for its own account administration, billing, fraud prevention, security, legal compliance and business operations.

16.2 Customer obligations

The Customer is responsible for:

identifying a lawful basis for processing;
providing required privacy notices;
obtaining consent where required;
responding to data-subject requests;
managing marketing preferences;
ensuring data accuracy;
limiting collection;
setting retention periods;
handling complaints;
appointing an information officer where required; and
complying with cross-border transfer requirements.

16.3 Guest privacy notice

The Customer must publish an accurate privacy notice identifying itself as the operator of the Tenant Site and explaining its processing of Guest information.

16.4 Direct marketing

The Customer must not use the Platform to send unlawful or unsolicited marketing communications.

The Customer is responsible for obtaining valid consent, maintaining suppression records and honouring opt-out requests.

16.5 Security incidents

The Customer must notify PrimePlaces promptly of any suspected compromise involving an Account or information processed through the Platform.

Where PrimePlaces becomes aware of a security compromise affecting Customer Data, PrimePlaces will notify the Customer as required by Applicable Law and Schedule 1.

16.6 Customer instructions

PrimePlaces is not responsible for the legality of the Customer’s processing instructions.

PrimePlaces may decline or suspend an instruction that it reasonably believes is unlawful or creates material security or legal risk.

17. ARTIFICIAL-INTELLIGENCE FEATURES

17.1 AI-assisted functionality

The Platform may include features that generate, summarise, classify, translate, extract, recommend or respond using artificial-intelligence systems.

17.2 Outputs may be inaccurate

Artificial-intelligence outputs may be incomplete, inaccurate, outdated, misleading, biased or unsuitable.

The Customer must review outputs before using, publishing or relying on them.

17.3 No autonomous decisions

The Customer must not rely on artificial-intelligence outputs as the sole basis for decisions that may materially affect a person’s legal rights, safety, accommodation access or financial position.

17.4 Customer knowledge base

The Customer is responsible for information uploaded to train or inform its AI assistant and must ensure that it:

is accurate;
may lawfully be uploaded;
does not infringe third-party rights;
does not contain unnecessary sensitive information; and
is kept current.

17.5 Guest communications

The Customer remains responsible for every communication generated or sent through AI functionality, including representations about rates, availability, facilities, policies and safety.

17.6 No professional advice

AI outputs do not constitute legal, accounting, tax, medical, safety or other professional advice.

18. THIRD-PARTY SERVICES AND INTEGRATIONS

18.1 Independent suppliers

Third-Party Services are supplied independently and may be governed by separate terms.

18.2 No control

PrimePlaces does not control and is not responsible for a Third-Party Service’s:

availability;
security;
pricing;
accuracy;
processing;
policies;
changes;
suspension decisions; or
legal compliance.

18.3 Integration access

The Customer authorises PrimePlaces to exchange data with a Third-Party Service when the Customer enables an integration.

18.4 Changed or discontinued integrations

PrimePlaces may modify or discontinue an integration if the third party changes its technology, terms, pricing, security requirements or access permissions.

18.5 Third-party claims

The Customer is responsible for disputes with Third-Party Services arising from the Customer’s account, content, instructions or use.

19. DOMAINS, SUBDOMAINS AND EMAIL

19.1 Custom domains

Where a Customer connects a custom domain, the Customer is responsible for:

ownership and renewal;
registrar fees;
DNS configuration;
trademark rights;
email configuration; and
maintaining access to the domain account.

19.2 Domain failure

PrimePlaces is not liable for expiry, suspension, hijacking, DNS failure, registrar action, certificate delays or misconfiguration of a Customer-controlled domain.

19.3 PrimePlaces subdomains

A PrimePlaces subdomain is licensed for use during an active Subscription and remains under PrimePlaces’ control.

PrimePlaces may rename, suspend, redirect or withdraw a subdomain where reasonably necessary.

19.4 Email deliverability

PrimePlaces does not guarantee delivery of emails, messages, one-time passwords or notifications.

Messages may be delayed, blocked, rejected, filtered as spam or affected by third-party systems.

19.5 Customer review

The Customer must monitor its Bookings and must not rely solely on email or messaging notifications.

20. INTELLECTUAL PROPERTY

20.1 PrimePlaces property

PrimePlaces and its licensors own all Intellectual Property Rights in:

the Platform;
source code;
software architecture;
templates;
user interfaces;
databases;
workflows;
documentation;
PrimePlaces branding; and
improvements and derivative works.

20.2 Feedback

Where the Customer supplies ideas, suggestions or feedback about the Platform, PrimePlaces may use them without restriction or payment, provided PrimePlaces does not disclose Customer confidential information unnecessarily.

20.3 Customer branding

The Customer grants PrimePlaces permission to display its branding as required to operate its Tenant Site.

PrimePlaces will not acquire ownership of the Customer’s trademarks merely through that use.

20.4 References

PrimePlaces may not publicly identify the Customer as a customer or use its logo in marketing without permission, except where the Customer has made its Tenant Site publicly accessible and ordinary technical references are necessary to provide the Services.

21. ACCEPTABLE USE

The Customer and its Users must not use the Platform to:

commit or facilitate fraud;
misrepresent a Property;
offer a Property without authority;
discriminate unlawfully;
infringe intellectual property;
harass or threaten others;
distribute malware;
conduct phishing;
obtain unauthorised access;
process unlawful content;
send unsolicited communications;
conceal illegal proceeds;
evade sanctions;
facilitate trafficking or exploitation;
publish intimate or exploitative content;
impersonate another person;
misuse payment information;
overload or attack systems;
interfere with other Tenant Sites; or
engage in activity reasonably likely to expose PrimePlaces or others to legal, security or reputational harm.

PrimePlaces may investigate suspected abuse and cooperate with lawful authorities.

22. WARRANTIES AND DISCLAIMERS

22.1 As-is basis

To the maximum extent permitted by law, the Platform and Services are supplied “as is” and “as available”, with all faults and without warranties not expressly stated in these Terms.

22.2 Excluded warranties

PrimePlaces excludes all implied representations and warranties to the maximum extent permitted by law, including implied warranties relating to:

merchantability;
satisfactory quality;
fitness for a particular purpose;
non-infringement;
uninterrupted operation;
compatibility;
data accuracy;
security;
availability;
error-free operation; and
commercial results.

22.3 No warranty concerning Customers or Guests

PrimePlaces makes no warranty concerning:

a Customer’s legitimacy;
ownership of a Property;
Guest identity;
payment validity;
Property condition;
Guest conduct;
listing accuracy;
legal compliance; or
performance of a Booking Contract.

22.4 Internet risks

The Customer acknowledges that internet-based services cannot be guaranteed to be completely secure, uninterrupted or immune from malicious activity.

22.5 No legal or accounting advice

Documents, templates, invoices, statements, receipts, policies, calculations and suggestions available through the Platform do not constitute legal, accounting or tax advice.

The Customer must obtain its own professional advice.

22.6 Mandatory rights

Nothing in this clause excludes any warranty or right that cannot lawfully be excluded.

23. LIMITATION OF LIABILITY

23.1 Maximum lawful limitation

This clause applies to the maximum extent permitted by Applicable Law, regardless of whether liability arises in contract, delict, negligence, statute, misrepresentation, restitution or otherwise.

23.2 Excluded categories of loss

PrimePlaces will not be liable for any:

indirect loss;
consequential loss;
special loss;
exemplary or punitive damages;
lost profit;
lost revenue;
lost commission savings;
lost Bookings;
lost occupancy;
loss of opportunity;
loss of anticipated savings;
loss of goodwill;
reputational damage;
business interruption;
loss or corruption of data;
data-restoration costs;
cost of replacement software;
cost of alternative accommodation;
chargeback;
fraudulent transaction;
payment reversal;
tax, interest, fine or regulatory penalty;
OTA penalty or account suspension;
Guest refund or compensation;
owner or landlord claim; or
third-party claim,

even where the possibility of that loss was foreseeable or PrimePlaces had been advised of it.

23.3 Specific exclusions

Without limiting clause 23.2, PrimePlaces is not liable for loss arising from:

a Booking or Booking Contract;
a Property’s condition or availability;
injury, death, theft or Property damage at a Property;
Guest, owner, tenant, employee or contractor conduct;
inaccurate Customer Content;
double bookings or calendar errors;
failed messages or notifications;
Customer configuration;
unauthorised Account use;
card fraud or chargebacks;
Payment Provider action;
OTA action;
Third-Party Services;
internet failure;
loss of Customer Data;
malware or cyberattacks outside PrimePlaces’ reasonable control;
suspension required for security or legal reasons;
the Customer’s failure to maintain backups;
AI-generated content;
imports or synchronisation;
changes required by law; or
events outside PrimePlaces’ reasonable control.

23.4 Aggregate liability cap

Where PrimePlaces’ liability cannot lawfully be excluded, PrimePlaces’ total aggregate liability arising from all claims during any 12-month period will not exceed the total Subscription fees actually paid by the Customer to PrimePlaces for the affected Services during the three months immediately preceding the event giving rise to the first claim.

For a free or trial Account, PrimePlaces’ total aggregate liability will not exceed R1,000.

23.5 Single cap

Multiple claims, events, affected Users or legal theories do not increase the cap.

23.6 Time limit for claims

To the extent permitted by law, a claim must be commenced within 12 months after the claimant became aware, or reasonably should have become aware, of the facts giving rise to it.

23.7 Customer risk allocation

The Customer acknowledges that:

Subscription fees reflect the allocation of risk in these Terms;
PrimePlaces could not provide the Services at the applicable price while assuming unlimited liability;
the Customer can maintain backups and insurance against business risks; and
the exclusions and cap are material terms of the agreement.

23.8 Non-excludable liability

Nothing excludes liability for fraud, wilful misconduct, gross negligence where it may not lawfully be excluded, or any other liability that Applicable Law prohibits the parties from excluding.

24. CUSTOMER INDEMNITY

24.1 Indemnity

To the maximum extent permitted by law, the Customer indemnifies, defends and holds harmless PrimePlaces, its Affiliates, directors, employees, contractors and service providers against all claims, demands, proceedings, investigations, losses, damages, penalties, liabilities and reasonable legal costs arising from or connected with:

the Customer’s use of the Platform;
a Tenant Site;
a Property;
a Booking or Booking Contract;
Customer Content;
inaccurate or misleading listings;
the Customer’s breach of these Terms;
the Customer’s breach of Applicable Law;
injury, death, theft or damage at a Property;
a claim by a Guest;
a claim by a tenant or occupant;
a claim by a Property owner, landlord or body corporate;
a claim by an employee, contractor or supplier;
a claim by an OTA or Third-Party Service;
infringement of intellectual property;
unlawful import or reuse of OTA content;
privacy or data-protection violations by the Customer;
unlawful marketing;
payment fraud;
chargebacks, refunds or payment reversals;
taxes, levies, tourism charges or municipal obligations;
discrimination or refusal of accommodation;
failure to honour a Booking;
overbooking or relocation;
Property safety or maintenance;
unauthorised Account use caused by the Customer;
the Customer’s AI knowledge base or generated communications; or
any representation made by the Customer or its Authorised Users.

24.2 OTA claims

The indemnity expressly includes claims by an OTA concerning:

breach of OTA terms;
unauthorised extraction or copying;
misuse of listing photographs;
rate or availability parity;
circumvention allegations;
use of OTA guest information;
API access;
intellectual-property infringement; and
interference with an OTA account.

24.3 Guest and tenant claims

The indemnity expressly includes claims by Guests, occupants or tenants concerning:

refunds;
deposits;
cancellation;
access;
eviction;
accommodation quality;
noise;
security;
discrimination;
injury;
illness;
death;
stolen property;
damaged property;
privacy;
payment;
service failure; and
breach of the Booking Contract.

24.4 Indemnity procedure

PrimePlaces will:

notify the Customer of a material indemnified claim where reasonably practicable;
allow the Customer reasonable participation in the defence; and
not settle a claim requiring an admission by the Customer without reasonable consultation.

PrimePlaces may control the defence where the claim creates material risk to PrimePlaces, the Platform or other customers.

24.5 Payment

Amounts payable under this indemnity are due on demand, subject to any final determination required by law.

24.6 No reduction of Customer obligations

This indemnity does not reduce the Customer’s other obligations or PrimePlaces’ right to suspend or terminate Services.

25. INSURANCE

The Customer must maintain insurance reasonably appropriate to its operations, which may include:

public liability;
property insurance;
business interruption;
professional indemnity;
cyber-risk insurance;
employee or contractor cover;
Guest injury cover; and
payment-fraud or crime cover.

PrimePlaces does not verify the adequacy of the Customer’s insurance.

26. CONFIDENTIALITY

26.1 Confidential information

Each party must protect non-public business, technical and commercial information received from the other and use it only for the agreement.

26.2 Exclusions

Confidentiality obligations do not apply to information that:

is public without breach;
was already lawfully known;
is independently developed;
is received lawfully from another source; or
must be disclosed by law.

26.3 Permitted disclosure

A party may disclose confidential information to its employees, professional advisers and service providers who need it and are subject to confidentiality obligations.

27. SUSPENSION

27.1 Grounds for suspension

PrimePlaces may suspend or restrict an Account or Tenant Site where:

fees are overdue;
the Customer breaches these Terms;
fraud or unlawful activity is suspected;
the Customer’s use creates security risk;
a Tenant Site generates harmful traffic;
a third party asserts a credible rights violation;
the Customer fails required verification;
a Payment Provider or infrastructure provider requires action;
suspension is required by law; or
continued operation may expose PrimePlaces or others to material risk.

27.2 Immediate action

PrimePlaces may act without advance notice in urgent cases.

Where reasonably possible, PrimePlaces will notify the Customer and provide an opportunity to remedy the issue.

27.3 No liability for justified suspension

PrimePlaces is not liable for loss caused by a suspension or restriction carried out reasonably under these Terms.

28. TERMINATION

28.1 Customer cancellation

The Customer may cancel its Subscription through the available Account controls or by following PrimePlaces’ published cancellation process.

28.2 Termination by PrimePlaces

PrimePlaces may terminate the agreement:

for material breach;
for repeated breach;
for non-payment;
for fraud or unlawful activity;
where required by a Third-Party Service;
where continued provision is unlawful or impractical;
where the Customer creates material risk; or
on reasonable notice where PrimePlaces discontinues the relevant Services.

28.3 Termination for breach

Where a breach can reasonably be remedied, PrimePlaces may allow a remedy period. No remedy period is required for fraud, deliberate misuse, serious security risk or unlawful conduct.

28.4 Effect of termination

On termination:

the Customer’s licence ends;
access may be disabled;
Tenant Sites may be unpublished;
outstanding fees become payable;
the Customer must stop using PrimePlaces intellectual property;
Customer Data may be deleted under clause 15; and
provisions intended to survive will remain effective.

28.5 Data export before cancellation

The Customer must export required information before cancelling. PrimePlaces is not responsible for failure to do so.

28.6 Survival

Clauses concerning payment, intellectual property, confidentiality, disclaimers, liability, indemnities, data retention, disputes and general legal provisions survive termination.

29. ELECTRONIC COMMUNICATIONS

29.1 Electronic contracting

The parties agree that electronic acceptance, electronic records and data messages may be used to conclude and administer this agreement.

29.2 Notices from PrimePlaces

PrimePlaces may send notices through:

Account notifications;
email;
the Platform;
the Tenant Site administration area; or
the PrimePlaces website.

29.3 Customer contact details

Notices sent to the Customer’s latest registered email address are treated as received when dispatched, unless PrimePlaces receives a failure notification.

The Customer must keep contact details current.

29.4 Service communications

The Customer agrees to receive operational, billing, security and legal communications necessary for the Services.

30. FORCE MAJEURE

PrimePlaces is not liable for delay, interruption or failure caused by events outside its reasonable control, including:

natural disasters;
fire;
flood;
extreme weather;
war;
civil unrest;
terrorism;
epidemic or pandemic;
labour action;
power failure;
load shedding;
telecommunications failure;
internet routing failure;
data-centre failure;
cloud-service outage;
cyberattack;
denial-of-service attack;
government action;
sanctions;
regulatory change;
Payment Provider failure;
OTA failure; or
failure of a critical supplier.

PrimePlaces will take reasonable steps to resume affected Services where practicable.

31. CHANGES TO THESE TERMS

31.1 Updates

PrimePlaces may update these Terms to reflect:

legal changes;
new functionality;
security requirements;
business changes;
Third-Party Service requirements; or
clarification of existing provisions.

31.2 Notice

Material changes will be communicated through reasonable electronic notice.

31.3 Acceptance of changes

Continued use after the effective date constitutes acceptance, except where Applicable Law requires express consent.

Where a Customer does not accept a material change, its remedy is to discontinue use and cancel before the change takes effect, subject to mandatory rights.

32. DISPUTE RESOLUTION

32.1 Good-faith resolution

Before commencing formal proceedings, a party must give written notice describing the dispute and allow at least 10 business days for good-faith discussions, unless urgent relief is required.

32.2 Arbitration

Subject to any mandatory consumer right, either party may require a commercial dispute to be resolved by confidential arbitration:

by one arbitrator;
in Cape Town, South Africa;
in English;
under the rules of the Arbitration Foundation of Southern Africa applicable at the time; and
in accordance with South African law.

32.3 Urgent relief

Either party may seek urgent interim or protective relief from a court with jurisdiction.

32.4 Consumer forums

Nothing prevents a person from approaching a statutory consumer, privacy or regulatory forum where that right cannot lawfully be excluded.

32.5 Costs

The arbitrator or court may allocate costs as permitted by law.

33. GOVERNING LAW AND JURISDICTION

These Terms are governed by the laws of the Republic of South Africa.

Subject to clause 32 and any mandatory statutory forum, the parties consent to the jurisdiction of the courts situated in Cape Town, Western Cape.

34. GENERAL PROVISIONS

34.1 Entire agreement

These Terms and incorporated documents constitute the entire agreement concerning the Services and replace prior discussions or representations on the same subject.

34.2 No reliance

Each party confirms that it has not relied on a representation not recorded in the agreement, without excluding liability that cannot lawfully be excluded.

34.3 Assignment

The Customer may not assign or transfer the agreement without PrimePlaces’ written consent.

PrimePlaces may assign the agreement as part of a restructuring, financing, sale of business, transfer of assets or transfer to an Affiliate.

34.4 Subcontracting

PrimePlaces may use Affiliates and subcontractors to provide the Services.

34.5 Severability

If a provision is invalid or unenforceable, it must be limited or modified to the minimum extent necessary. The remaining provisions remain effective.

34.6 No waiver

A failure or delay to enforce a right is not a waiver.

A waiver is effective only if recorded in writing.

34.7 Cumulative rights

Rights and remedies are cumulative unless expressly stated otherwise.

34.8 Interpretation

Headings are for convenience and do not limit interpretation.

Words such as “including” and “includes” are not limiting.

References to the singular include the plural and vice versa.

34.9 No third-party rights

Except for persons expressly protected by the disclaimers and indemnities, no third party acquires enforcement rights under these Terms.

34.10 Independent advice

The Customer confirms that it has had an opportunity to obtain independent legal, financial, tax and technical advice before accepting these Terms.

SCHEDULE 1

DATA PROCESSING TERMS

1. PURPOSE

This Schedule applies where PrimePlaces processes personal information on behalf of the Customer in supplying the Services.

2. ROLES

The Customer ordinarily acts as the responsible party or controller for personal information collected or processed through its Tenant Site.

PrimePlaces ordinarily acts as the operator or processor for that information, except where PrimePlaces processes information for its own legitimate business purposes.

3. CUSTOMER INSTRUCTIONS

PrimePlaces will process Customer personal information:

on the Customer’s documented instructions;
as necessary to provide the Services;
to maintain security;
to comply with Applicable Law; and
as otherwise authorised under the agreement.

The Customer’s configuration and use of the Platform constitute documented instructions.

4. CUSTOMER WARRANTIES

The Customer warrants that:

its instructions comply with Applicable Law;
it has provided all required notices;
it has obtained all required permissions and consents;
its collection is lawful and proportionate;
the information is relevant to its stated purposes; and
its use of the Services will not infringe data-subject rights.

5. CONFIDENTIALITY

PrimePlaces will require personnel authorised to process Customer personal information to be subject to appropriate confidentiality obligations.

6. SECURITY

PrimePlaces will maintain technical and organisational measures reasonably appropriate to the nature of the information, processing risks and Services supplied.

The Customer acknowledges that no security system can guarantee absolute protection.

7. CUSTOMER SECURITY

The Customer remains responsible for:

Account security;
Authorised User access;
endpoint and device security;
password management;
secure handling of exported information;
permissions granted to integrations; and
security of systems outside the Platform.

8. SUB-OPERATORS

The Customer authorises PrimePlaces to use sub-operators and infrastructure suppliers necessary to provide the Services.

PrimePlaces will require sub-operators handling Customer personal information to accept appropriate confidentiality and security obligations.

PrimePlaces may change sub-operators where reasonably necessary.

9. CROSS-BORDER PROCESSING

The Customer authorises PrimePlaces and its sub-operators to process information in countries where relevant infrastructure or support services are located, subject to applicable cross-border data-protection requirements.

10. DATA-SUBJECT REQUESTS

Where PrimePlaces receives a request relating primarily to Customer-controlled information, PrimePlaces may refer the request to the Customer.

Taking account of the nature of processing and available functionality, PrimePlaces will provide reasonable assistance with requests where required by law.

Additional or custom assistance may be charged at PrimePlaces’ standard professional-service rates.

11. SECURITY COMPROMISES

PrimePlaces will notify the Customer without undue delay after becoming aware of a confirmed security compromise affecting Customer personal information, where notification is required by Applicable Law.

The Customer remains responsible for assessing and making notifications to regulators and affected data subjects unless Applicable Law requires PrimePlaces to do so directly.

12. ASSISTANCE

PrimePlaces will provide information reasonably necessary to demonstrate compliance with this Schedule, subject to confidentiality, security and proportionality.

13. AUDITS

The Customer may request reasonable compliance information no more than once annually unless a material security incident or legal requirement justifies an additional request.

Audits must:

be arranged on reasonable notice;
avoid disruption;
protect other customers’ information;
comply with security requirements; and
be at the Customer’s cost.

PrimePlaces may satisfy an audit request through independent reports, questionnaires or certifications where appropriate.

14. RETURN AND DELETION

Following termination, PrimePlaces will delete or make Customer personal information unavailable in accordance with clause 15, unless retention is legally required or reasonably necessary for security, fraud prevention, dispute resolution or backup cycles.

15. LIABILITY

The disclaimers, liability limitations and indemnities in the main Terms apply to this Schedule.

SCHEDULE 2

TENANT-SITE OPERATOR ACKNOWLEDGEMENT

By creating or operating a Tenant Site, the Customer expressly acknowledges that:

the Tenant Site is independently operated by the Customer or identified Property Operator;

PrimePlaces supplies software and does not supply accommodation;

PrimePlaces is not a party to any Booking Contract;

the Customer is responsible for every Property, Booking, Guest relationship and payment;

the Customer must display its correct legal identity and contact information;

the Customer must publish its own accommodation, cancellation, refund and privacy terms;

the Customer bears the risk of fraudulent transactions, chargebacks and refunds;

the Customer must verify imported listing information, rates and availability;

the Customer must maintain independent backups of important business records;

the Customer must comply with OTA terms and may not assume that an available import function is authorised by an OTA;

the Customer indemnifies PrimePlaces against claims connected with its Properties, Guests, tenants, owners, OTAs, payments, content and legal compliance; and

the fact that a Tenant Site appears on a PrimePlaces domain or subdomain does not make PrimePlaces its owner or operator.