Supplier Agreement

1. Parties & Relationship

Routri acts as your distribution intermediary and disclosed agent for collection of payment from Travelers. Nothing in this Agreement creates an employment relationship, partnership, joint venture, or franchise between you and Routri. You are an independent business and retain full control over how your experiences are operated, staffed, and priced, subject to the standards in this Agreement.

You are responsible for your own staff, subcontractors, vehicles, vessels, equipment, taxes, licenses, and regulatory compliance. Routri is not your employer and does not direct your day-to-day operations.

2. Definitions

• Platform — the Routri website at routri.com, its subdomains, the Supplier Portal, mobile experiences, APIs, and related services.
• Listing — a tour, activity, or experience you publish on the Platform (referred to as an "Activity" in the Supplier Portal).
• Booking — a confirmed reservation made by a Traveler for a Listing.
• Traveler — any person who books or participates in a Listing through the Platform.
• Commission — the percentage of the Booking value retained by Routri, set by your subscription Plan.
• Plan — your subscription tier (Free, Pro, or Pro+), which determines your Commission rate and feature access.
• Net Amount — the Booking value payable to you after deduction of Commission and any applicable refunds, chargebacks, or taxes Routri is required to withhold.
• Supplier Portal — the dashboard at routri.com/supplier where you manage Listings, Bookings, payouts, and your account.
• PDPL — the Egyptian Personal Data Protection Law No. 151 of 2020 and its Executive Regulations.

3. Eligibility, Licensing & Onboarding

To list and sell on Routri, you represent and warrant that you:

• Are a business or individual lawfully entitled to operate tourism activities in Egypt, holding all licenses, permits, and authorizations required under the Tourism Companies Law No. 38 of 1977, the Hotels & Tourist Establishments Law No. 8 of 2022, and any sector-specific rules (for example, marine, diving, desert-safari, or transport permits issued by the competent authorities and the Red Sea Governorate).
• Hold and maintain valid public-liability and activity-appropriate insurance covering bodily injury, death, and property damage to Travelers, with coverage adequate for the risk profile of each Listing. You will provide proof on request.
• Employ or engage only qualified, certified, and (where required) licensed guides, skippers, instructors, and drivers for the experiences you offer.
• Provide accurate business details — legal name, commercial registration, tax registration number, licensing references, and a valid bank account for payouts.
• Designate at least one authorized person able to manage Bookings and respond to Travelers within the response times in Section 6.

Routri may verify your documentation and may decline, suspend, or revoke any account at its discretion. Verification or onboarding does not transfer to you any tours that Routri itself owns and sells; you sell only your own inventory. Approval is not an endorsement of your business, and you remain solely responsible for your licensing status throughout the term.

4. Activity Listings & Content

4.1 Listing Requirements

Each Listing must include accurate, current, and complete:

• Description, itinerary, duration, meeting/pickup point, and a clear statement of what is and is not included.
• Pricing in the agreed currency, inclusive of all taxes and mandatory fees unless clearly itemized.
• Availability, kept current at least weekly or synchronized in real time via an approved integration.
• Genuine photographs that represent the actual experience. Misleading or unlicensed stock imagery may not be used as the primary image.
• A cancellation policy selected from the options Routri makes available.

4.2 Content Standards

All content must be truthful and not misleading, must not infringe third-party rights, and must comply with Egyptian advertising and consumer-protection rules (including Consumer Protection Law No. 181 of 2018). You may not overstate safety, certifications, ratings, or qualifications. Routri may edit content for clarity, grammar, translation, or consistency, and will notify you of material changes.

4.3 Prohibited Content

Listings may not include external contact details, off-platform booking links, payment-circumvention instructions, discriminatory content, or anything unlawful.

5. Pricing, Commission & Plans

5.1 You Set Your Prices

You set the retail price of each Listing. Displayed prices include all applicable taxes and mandatory fees. Routri may show prices in multiple currencies using prevailing exchange rates. You agree to keep the price and inventory you offer through Routri consistent with what you offer for the same experience on comparable public channels, so Travelers are not misled; this does not restrict genuine private, corporate, or direct-relationship rates.

5.2 Commission & Subscription Plans

Routri earns Commission on each completed Booking. Your Commission rate is set by your Plan and shown in the Supplier Portal. The current standard Plans are:

• Free — US$0 / month, 15% Commission per Booking. No card, no commitment; you pay nothing until you earn.
• Pro — US$59 / month (or US$49 / month billed annually), 10% Commission per Booking.
• Pro+ — US$149 / month (or US$124 / month billed annually), 7% Commission per Booking.

Commission is calculated on the total Booking value, including add-ons and extras chosen by the Traveler. Subscription fees, where applicable, are billed in advance and are non-refundable for the period in which they are charged, except where required by law. Routri may revise Plan fees or Commission rates on 30 days' notice (Section 17); continued use after the effective date constitutes acceptance.

5.3 Promotions

You may run promotions, early-bird, or seasonal rates through the Portal. Routri may propose marketing campaigns, which you may accept or decline. Commission applies to the discounted price actually paid by the Traveler.

6. Bookings & Fulfillment

6.1 Confirmation

You are notified of each Booking by email and in the Portal. For products that are not instantly confirmed, you must confirm or decline within four (4) hoursduring operating hours. Persistent failure to respond may result in auto-cancellation, reduced visibility, or suspension.

6.2 Your Fulfillment Duties

You are solely responsible for delivering each experience as described, including:

• Providing qualified, licensed guides, crew, and staff.
• Maintaining safe, compliant, and well-kept vehicles, vessels, and equipment, with valid safety certificates.
• Providing pickup and drop-off where the Listing states.
• Promptly informing the Traveler and Routri of any change to itinerary, timing, or meeting point.
• Operating to the standard a reasonable Traveler would expect from the Listing.

6.3 Disputes & Evidence

For any dispute, you may be required to provide supporting evidence (photos, GPS or manifest records, communications). Routri resolves Traveler refund disputes under the applicable cancellation policy and may reverse Commission and Net Amount accordingly.

7. Cancellations, Refunds & No-Shows

7.1 Traveler Cancellations

Travelers may cancel under the policy attached to each Listing (for example, free cancellation up to 24 or 48 hours before start, or non-refundable). Routri processes Traveler refunds under the applicable policy.

7.2 Supplier Cancellations

You must honor confirmed Bookings. If you must cancel for genuine safety, weather, or force-majeure reasons, notify Routri and the Traveler as early as possible and no later than two (2) hours before start. Cancellations for other reasons may lead to penalties, reduced ranking, suspension, or termination for repeated occurrences.

7.3 No-Shows

Report Traveler no-shows in the Portal within 24 hours. Where a no-show is confirmed under the applicable policy, the Booking is treated as completed for payout purposes.

7.4 Refund Mechanics

Routri processes all Traveler refunds. No Commission is charged on a fully cancelled or refunded Booking; partial refunds are recalculated pro-rata. Amounts already paid to you on a subsequently refunded Booking are offset against future payouts.

8. Payments, Payouts & Tax

8.1 Collection

Routri (or its payment processors) collects Booking payments from Travelers as your disclosed collection agent and remits the Net Amount to you per this Section.

8.2 Payout Schedule & Method

Payouts are made twice monthly (around the 1st and 15th), covering completed Bookings from the preceding period less Commission, refunds, and chargebacks. Monthly payout is available on request. Payouts are made by bank transfer to the account in your Portal; keeping those details accurate is your responsibility, and Routri is not liable for losses caused by incorrect banking information.

8.3 Currency

Payouts are made in the agreed currency (typically USD, EUR, or EGP). Conversion costs, where they arise, are borne by you.

8.4 Withholding

Routri may withhold or delay a payout during a pending dispute, suspected fraud, chargeback risk, or account review, releasing it once resolved.

8.5 Taxes

Each party is responsible for its own taxes. You are responsible for charging, collecting, reporting, and remitting all taxes due on your experiences, including Value-Added Tax under VAT Law No. 67 of 2016 and any income or tourism levies. Prices you set are deemed tax-inclusive unless you itemize otherwise. Routri accounts for VAT on its own Commission and subscription fees where applicable and may issue you tax documentation for those amounts.

9. Quality Standards

To keep the marketplace trustworthy, you agree to:

• Maintain an average Traveler rating of 3.5 or above; falling below for three consecutive months may reduce visibility or trigger review.
• Respond to Traveler messages within 12 hours during operating hours.
• Keep your cancellation rate below 5% of Bookings (excluding genuine safety/weather cancellations).
• Cooperate with reasonable quality audits or mystery-shopper checks.
• Address substantiated complaints and recurring negative feedback constructively.

10. Liability, Indemnity & Insurance

10.1 Your Responsibility

You are solely responsible for the safety and lawful conduct of your experiences. You bear full liability for any injury, death, loss, or damage suffered by Travelers or third parties arising from your activities, equipment, staff, negligence, or breach of this Agreement.

10.2 Indemnity

You agree to indemnify, defend, and hold harmless Routri, its officers, employees, and agents from and against any claim, loss, liability, fine, or expense (including reasonable legal fees) arising from your Listings, the delivery of your experiences, your breach of this Agreement, your breach of the PDPL, or your violation of any law or third-party right.

10.3 Routri's Limited Role & Cap

Routri provides the Platform and payment facilitation only and does not operate, supervise, or control any experience. To the maximum extent permitted by Egyptian law, Routri is not liable for indirect, incidental, special, or consequential loss, and Routri's total aggregate liability to you under this Agreement will not exceed the total Commission and subscription fees you paid to Routri in the twelve (12) months before the event giving rise to the claim. Nothing in this Agreement excludes liability that cannot be excluded under Egyptian law.

10.4 Insurance

You must maintain the insurance described in Section 3 throughout the term and provide certificates of cover on request.

11. Intellectual Property & Brand

You retain ownership of your content. By uploading photos, text, video, or other material, you grant Routri a non-exclusive, worldwide, royalty-free, sub-licensable license to host, display, reproduce, translate, adapt for formatting, and promote that content to market your Listings and the Platform (including in search, social, and partner channels) during the term and for a reasonable wind-down period afterward. You warrant you hold all rights needed to grant this license and that your content infringes no third-party rights. You may not use Routri's name, logo, or marks except as expressly permitted in the Portal or with prior written consent.

12. Data Protection

Both parties will comply with the Egyptian Personal Data Protection Law No. 151 of 2020 and its Executive Regulations, and with the EU GDPR where it applies to Travelers in the EU/EEA. Routri shares a Traveler's personal data with you only to the extent needed to fulfill and service a Booking.

For that Traveler data, you act as an independent controller and must: process it solely to deliver the Booking; apply appropriate security; honor data-subject rights (access, rectification, erasure, objection, and withdrawal of consent); not use it for your own marketing, profiling, or resale; not retain it beyond what fulfillment and legal obligations require; and notify Routri without undue delay of any personal-data breach affecting Traveler data. Cross-border transfers must meet PDPL conditions. Full details are in the Partner Privacy Policy.

13. Confidentiality

Each party will keep confidential the other's non-public information disclosed under this Agreement (including Commission terms, Traveler data, pricing tools, and business processes) and use it only to perform this Agreement. This obligation survives termination for two (2) years, and indefinitely for personal data and trade secrets.

14. Term & Termination

14.1 Term & Ordinary Termination

This Agreement starts on acceptance and continues until terminated. Either party may terminate on 30 days' written notice (email or Portal). Confirmed Bookings must still be honored, and earned Net Amounts will be paid on the normal schedule.

14.2 Immediate Termination by Routri

Routri may suspend or terminate immediately if you:

• Breach a material term of this Agreement;
• Engage in fraudulent, unlawful, or unsafe conduct;
• Lose or fail to maintain a required license or insurance;
• Attract repeated substantiated serious Traveler complaints; or
• Attempt to circumvent the Platform to take Bookings off-platform.

14.3 Effect

On termination your Listings are deactivated and no new Bookings are taken. Sections on liability, indemnity, intellectual property, confidentiality, data protection, tax, and governing law survive.

15. Electronic Acceptance

You agree that accepting this Agreement electronically — by ticking the acceptance box and continuing — is a valid and binding signature with the same legal effect as a handwritten signature under the Egyptian E-Signature Law No. 15 of 2004. Routri records the accepting user, the agreement version, the date and time, and the IP address and device as an auditable record of your consent, which you accept as admissible evidence.

16. Governing Law & Disputes

This Agreement is governed by the laws of the Arab Republic of Egypt. The parties will first attempt to resolve any dispute in good faith. If unresolved within 30 days, the dispute will be finally settled by arbitration under the Rules of the Cairo Regional Centre for International Commercial Arbitration (CRCICA), seated in Cairo, before one or three arbitrators, conducted in Arabic or English. This does not prevent either party from seeking urgent injunctive relief from the competent Egyptian courts.

17. General Provisions

• Amendments: Routri may amend this Agreement on 30 days' notice via email or the Portal. Material changes re-prompt electronic acceptance; continued use after the effective date constitutes acceptance.
• Entire Agreement: This Agreement and the policies it references are the entire agreement on its subject matter and supersede prior understandings.
• Severability: If a provision is unenforceable, the remainder stays in force.
• No Waiver: Not enforcing a right is not a waiver of it.
• Assignment: You may not assign this Agreement without Routri's consent; Routri may assign it in a merger, acquisition, or sale of assets.
• Force Majeure: Neither party is liable for failure caused by events beyond reasonable control (including extreme weather, civil unrest, government action, or outages), except payment obligations already due.
• Notices: Notices to Routri go to partners@routri.com; notices to you go to the email on your account.

Questions about this Agreement? Contact partners@routri.com — Routri, Hurghada Marina, Sekkala, Red Sea Governorate, Egypt.