Supplier Terms and Conditions

Effective Date: 1 June 2026

Contracting Parties and Scope. These Supplier Terms and Conditions (“Agreement”) are legally entered into by and between AURORA FX TECHNOLOGY LLP (“BALI WATER SPORTS”), a limited liability partnership registered under the laws of Singapore, its corporate affiliates, and the independent corporate entity, local enterprise, or individual activity operator registered under the laws of the Republic of Indonesia (“Supplier”). This Agreement structurally incorporates all definitions set forth in Exhibit A (“Definitions”). Any capitalized terms utilized throughout this document shall bear the specific meanings assigned to them in Exhibit A or within the explicit context of this text. This Agreement strictly governs the business-to-business (B2B) operational relationship between BALI WATER SPORTS and the Supplier. The consumer-facing relationship established between the Supplier and an individual traveler is governed independently by the Supplier-Customer Contract.

Regional Application and Governing Language. The BALI WATER SPORTS Platform connects international and domestic travelers with independent tour, activity, and excursion suppliers operating across the Indonesian archipelago, with a primary operational focus on the province of Bali. Suppliers registered or providing services within Indonesia must maintain strict compliance with Indonesian business regulations, regional tourism licensing laws, and local safety mandates. These terms have been formally drafted, and shall be completely construed, in the English language to maintain standard legal clarity for international commerce. In accordance with Indonesian Law No. 24 of 2009 regarding the National Flag, Language, Emblem, and Anthem, any official Indonesian Bahasa translation of these terms is provided for reference, local administrative compliance, and convenience. In the event of any operational inconsistency, ambiguity, or legal contradiction between the English language version and the Bahasa Indonesia version, the English language version of these terms shall prevail to the maximum extent permitted by applicable law.

1. BALI WATER SPORTS Platform

1.1. Commercial Agency Appointment. AURORA FX TECHNOLOGY LLP operates the digital e-commerce infrastructure known as the BALI WATER SPORTS Platform. In direct connection with the Supplier’s access to and ongoing use of the BALI WATER SPORTS Platform, the Supplier formally appoints AURORA FX TECHNOLOGY LLP as its commercial agent solely for the express purposes of facilitating the digital sale and reservation of the Supplier’s Indonesia-based Services to platform Customers; collecting transactional payments from Customers on behalf of the Supplier and securely transferring the applicable payouts in Indonesian Rupiah (IDR) or other agreed currencies to the Supplier’s designated Indonesian bank account in accordance with the payment schedules established in this Agreement; providing generalized customer service and booking assistance in relation to the Supplier’s listed activities; marketing, promoting, and distributing the Supplier’s Services across international digital channels; and performing any auxiliary logistical services as may be mutually agreed upon in writing by the Parties from time to time.

1.2. Equipment and Booking Authorization. Utilizing the BALI WATER SPORTS Platform, Customers can view real-time availability and purchase Services directly from the Supplier. The Supplier remains solely responsible for acquiring, configuring, and maintaining, at its own exclusive expense, all electronic equipment, internet connectivity, mobile hardware, localized software applications, and backend API reservation systems required to securely access and manage listings on the BALI WATER SPORTS Platform. To effectively facilitate the seamless sale of these Services to travelers, the Supplier explicitly authorizes AURORA FX TECHNOLOGY LLP, along with its integrated Distribution Partners, to act as its commercial agent to conclude legally binding Supplier-Customer Contracts with Customers in the name and on express behalf of the Supplier; manage, reschedule, and cancel active Bookings; and distribute full or partial financial refunds directly to Customers as set forth under the terms of this Agreement. BALI WATER SPORTS retains the absolute right to reject the conclusion of any individual Supplier-Customer Contract within its sole discretion, particularly in scenarios involving potential credit card fraud, local logistical disruptions, or compliance concerns.

2. Supplier Administration Site

2.1. General Platform Management. The Supplier may configure, update, and manage all Supplier Content, including distinct Product Offers, pricing structures, and availability schedules on the BALI WATER SPORTS Platform using the dedicated Supplier Administration Site provided by us.

2.2. Supplier Account and Compliance Verification. The Supplier will provide to BALI WATER SPORTS all necessary corporate, financial, and regulatory information required by BALI WATER SPORTS to successfully establish, verify, and maintain the active Supplier Account. This mandatory submission includes detailed insurance policy information in accordance with Section 11 of this Agreement, current Indonesian business license documentation or official corporate registration information (such as NIB/Nomor Induk Berusaha), specific details regarding the Supplier’s local or international payment account for receiving transfers, other operational information as may be reasonably requested by BALI WATER SPORTS, and all necessary information and compliance documents required for conducting an identity verification and Know-Your-Business (KYB) validation process using our designated identity verification service providers. The Supplier explicitly agrees to submit all such requested information promptly upon account activation and to maintain continuous accuracy by conducting real-time updates through the Supplier Administration Site. The initial conclusion and ongoing validity of this Agreement are expressly and strictly conditioned upon the successful completion and maintenance of this verification process.

2.3. Account Non-Transferability. The Supplier Account is strictly personal to the registered Supplier. The Supplier may not sell, lease, sub-license, assign, or otherwise transfer the Supplier Account, its digital dashboard access, or any of its respective rights or obligations under this Agreement to any third-party business, operator, or individual without the explicit, prior written consent of AURORA FX TECHNOLOGY LLP. Any attempted or unauthorized transfer executed in violation of this restrictive clause will be considered automatically null, void, and grounds for immediate platform termination.

2.4. Login Credentials and Security Accountability. The Supplier shall continuously maintain the strict confidentiality and digital security of its account Login Credentials by implementing and adhering to recognized industrial security standards and IT best practices, including enforcing regular password rotation schedules and utilizing multi-factor authentication protocols across all user roles. The Supplier must not disclose or share its Login Credentials with any unauthorized third party or external entity under any circumstances. The Supplier remains fully responsible and legally liable for all bookings, price adjustments, modifications, and communications conducted through its Supplier Account, including any operational activities initiated by its employees, guides, drivers, or other authorized agents. The Supplier shall fully indemnify, defend, and hold harmless AURORA FX TECHNOLOGY LLP and its platform affiliates from and against any and all legal claims, financial losses, operational liabilities, and damages arising from unauthorized account access or data compromises caused directly or indirectly by the Supplier’s failure to adequately protect its Login Credentials. The Supplier must immediately notify BALI WATER SPORTS in writing if it discovers, suspects, or has reason to believe that its Login Credentials have been lost, stolen, misappropriated, or otherwise compromised, or if there has been an actual or suspected unauthorized breach of its Supplier Account. This mandatory notification must include all technical details of the security incident and the immediate mitigation steps the Supplier has enacted to limit resultant harm or unauthorized platform access.

3. Sale of Services on the BALI WATER SPORTS Platform

3.1. Product Offers and Content Compliance. For each individual travel, tour, or adventure Service that the Supplier desires to promote and sell via the BALI WATER SPORTS Platform, the Supplier must create a comprehensive, structurally complete, and accurate Product Offer utilizing the provided Supplier Administration Site. Every submitted Product Offer must comply strictly with all operational guidelines made available by BALI WATER SPORTS, including but not limited to our Restricted Products FAQ, Activity Quality Guidelines, Safety, Ethical, and Legal Standards, and localized environmental policies. The Product Offer must explicitly convey all necessary parameters regarding the Services, including suitability parameters such as minimum age restrictions, required technical skills or mandatory local permits, baseline levels of physical fitness, and any inherent operational risks, including potential health risks to persons with pre-existing medical conditions. The Supplier must also input comprehensive logistical details consisting of exact meeting points, meeting times, overall activity duration, and any required or recommended clothing and equipment. The Supplier is contractually obligated to ensure that all critical disclosures, specifically those directly related to health, medical safety, physical accessibility, and mandatory prerequisites for customer participation, are prominently displayed within the dedicated “Important information” section of the Product Offer. If any logistical specifications are inadvertently omitted from the active Product Offer or the generated digital ticket, the Supplier must proactively deliver this structural information to the Customer as soon as practically possible. BALI WATER SPORTS reserves the right, in its sole operational discretion, to reject, temporarily suspend, permanently remove, or execute unilateral Content Modifications to any Product Offer that fails to comply with Indonesian Applicable Laws, regional mandates, or platform guidelines.

3.2. Real-Time Availability Management. The Supplier must continuously maintain the accuracy of its overall Product Offer, keeping all active Services Availability data updated in real time. The Supplier is contractually obligated to delete or deactivate any canceled, altered, or invalid Product Offers immediately from the dashboard. The Supplier assumes full and exclusive legal and financial responsibility for any Customer claims, refund demands, or disputes arising from alleged or actual inaccuracies within the published Product Offer, including outdated Services Availability data or misrepresentative Supplier Content.

3.3. Pricing Structure and All-Inclusive Fees. The Supplier retains the right to set the final Retail Price at which its respective Services will be sold to marketplace Customers. Each individual Product Offer must transparently incorporate all applicable Indonesian taxes, local government levies, operational expenses, service fees, administrative charges, and any other companion amounts required for the Supplier to completely execute the specified Service. The published Retail Price must represent the all-inclusive total of these Required Fees, and the Supplier is strictly prohibited from collecting, or attempting to collect, any additional or hidden fees from a Customer on-site that were not already embedded in the original transaction price. Furthermore, the Supplier may not obligate a Customer to purchase any supplemental goods or services on-site as a prerequisite to participate in or complete the core experience of the booked activity. This restrictive covenant does not prohibit the Supplier from offering genuinely optional, secondary add-ons for sale on-site—such as discretionary staff gratuities, optional food and beverages, or souvenir photography—provided that the Supplier explicitly communicates to the Customer that such items are completely voluntary and not required to fulfill the standard booked experience. BALI WATER SPORTS may immediately suspend any Product Offer or block any Supplier account found to be in violation of this pricing clause.

3.4. Legal Conclusion of Contract. When a Customer finalized a purchase of travel Services via the BALI WATER SPORTS Platform, the Customer is purchasing those specific experiences directly from the Supplier pursuant to a legally binding Supplier-Customer Contract. This consumer contract is formally concluded on the Supplier’s legal behalf by AURORA FX TECHNOLOGY LLP acting as the Supplier’s designated commercial agent, operating in the name of the Supplier with authority strictly limited to the marketplace powers explicitly outlined within this Agreement.

3.5. Direct Performance and Subcontracting Restrictions. The Supplier remains solely and exclusively responsible for the complete, timely, and safe fulfillment of all Services towards the Customer exactly as advertised in the finalized Product Offer. The Supplier is strictly prohibited from subcontracting, delegating, or assigning the performance of its booked Services to any third-party operator without obtaining the prior, explicit written consent of BALI WATER SPORTS. If the Supplier engages any approved subcontractors to execute its field obligations, the Supplier shall remain fully and unconditionally liable for all operational acts, safety omissions, and professional negligence caused by such subcontractors and their personnel as if they were the Supplier’s own direct employees. The Supplier must ensure that any such permitted subcontractors are contractually bound to all applicable regulatory, liability, and safety obligations established under this Agreement.

3.6. Global Payment Collection and Settlement. The Supplier explicitly instructs AURORA FX TECHNOLOGY LLP, operating in its capacity as a commercial agent, to collect all transactional payments from purchasing Customers in the name and on behalf of the Supplier. The Supplier acknowledges and agrees that BALI WATER SPORTS may, acting within its sole business discretion, appoint various global corporate Affiliates or Distribution Partners as Sub-Commercial Agents to directly receive these incoming consumer payments and facilitate the onward transfer of the successfully received net sums to the Supplier. For any payment initiated by a Customer from the United States, the Supplier formally appoints our designated operational clearing affiliates as its limited payment agents solely to accept those incoming funds on behalf of the Supplier and route them accordingly. The receipt of payment by BALI WATER SPORTS or its authorized Sub-Commercial Agents shall completely extinguish the Customer’s financial payment obligation to the Supplier. A payment made by a Customer through the secure checkout of the BALI WATER SPORTS Platform shall be treated legally as a payment made directly to the Supplier, and the Supplier will honor the booking and deliver the Services to the Customer in the agreed-upon manner. The Supplier acknowledges that it shall have no further legal or financial recourse against a Customer once the booking funds have been successfully tendered to the platform. BALI WATER SPORTS utilizes secure third-party Payment Service Providers to process global credit cards and digital wallets, and we will directly bear the standard processing and banking fees associated with receiving payments from Customers, though we reserve the right to assess a foreign exchange fee to the customer if applicable.

3.7. Minor Booking Modifications. To accommodate clerical errors made by travelers during the checkout process, BALI WATER SPORTS reserves the right, subject to active Services Availability, to update the designated date, scheduled time, language options, or the total number of persons for an active Booking up to two hours after the Customer initially completes the transaction. Such minor administrative adjustments will be executed at no additional charge to the Customer and without altering the core payout rates due to the Supplier.

3.8. Chargebacks, Disputes, and Non-Payment Realities. If a credit card Chargeback or other payment processing failure occurs before the Supplier has actually rendered the underlying Service, BALI WATER SPORTS will promptly notify the Supplier and cancel the affected Booking. If a formal Chargeback is initiated by a consumer’s bank after the Supplier has already performed the Service, BALI WATER SPORTS will notify the Supplier and request a formal verification response within three business days, which we may subsequently forward to the credit card issuer to contest the dispute. The Supplier acknowledges that BALI WATER SPORTS’ obligation to route payouts is strictly conditional upon the successful and permanent receipt of the associated funds from the clearing banks. In the event of an unresolvable Chargeback or terminal payment failure, BALI WATER SPORTS and its Sub-Commercial Agents will make no payment to the Supplier for the affected transaction, BALI WATER SPORTS will forfeit its respective platform Commission for that booking, and we reserve the right to offset any amounts already transferred to the Supplier for the disputed booking against any future payouts or balances due under this Agreement. BALI WATER SPORTS and its corporate entities are not a party to the independent Supplier-Customer Contract, do not act as financial guarantors for traveler transactions, and bear no liability to the Supplier in the event of consumer non-payment.

3.9. Customer Cancellations and Refund Processing. The Supplier is strictly prohibited from directly accepting or processing cancellation requests from Customers. If a Customer attempts to cancel a booking directly with the Supplier’s field staff, the Supplier must instruct the traveler to initiate the request through the self-service tools on the BALI WATER SPORTS Platform or by contacting our customer support team.

If a Customer cancels an active Booking during the explicitly stated Free Cancellation Period, BALI WATER SPORTS will process a Full Refund back to the original payment method, and no payout shall be generated. If a Customer cancels a Booking after the Free Cancellation Period has officially ended, the transaction becomes completely non-refundable and will be treated as a Completed Booking for Supplier payment purposes. If a Customer fails to show up at the designated meeting point at the scheduled time, the booking will be logged as a Customer No Show and will be treated as a Completed Booking for payment purposes. Notwithstanding these windows, BALI WATER SPORTS retains the authority to issue a Full Refund to a Customer if a late cancellation or No Show was the direct result of validated Extenuating Circumstances or an absolute Force Majeure Situation, and we reserve the right to require the traveler to submit reasonable documentation to verify the situation before overriding the cancellation window.

3.10. Supplier-Initiated Cancellations and Liquidated Damages. If the Supplier unilaterally cancels a confirmed Booking or otherwise fails to provide the scheduled Services to a traveler, and such a failure is not deemed legally justifiable under our force majeure criteria, BALI WATER SPORTS will issue an immediate Full Refund to the affected Customer. The Supplier explicitly acknowledges that unexcused cancellations cause severe damage to the commercial reputation of BALI WATER SPORTS and generate substantial operational overhead. Consequently, BALI WATER SPORTS shall be contractually entitled to assess an administrative cancellation fee as liquidated damages, equal to twenty-five percent of the total Retail Price of the canceled Services for each affected Customer slot. BALI WATER SPORTS is authorized to deduct this cancellation fee directly from any active balances due to the Supplier or issue a separate invoice for the total. Both Parties explicitly acknowledge and agree that estimating the exact monetary damages arising from individual Supplier operational failures is commercially impractical, and they agree that this twenty-five percent metric represents a reasonable estimate of the actual administrative and reputational damages incurred. BALI WATER SPORTS may, at its sole discretion, choose to waive or reduce this fee if the Supplier successfully provides an alternative, equivalent, and immediate Service on the same date to the satisfaction of the affected Customers. For absolute clarity, any booking cancellation resulting from the Supplier’s failure to maintain accurate real-time Services Availability data on the dashboard, or a failure to provide a required tax invoice to a customer upon request, shall constitute an unjustifiable failure to provide Services under this section. In addition to these financial remedies, BALI WATER SPORTS reserves the right to terminate this entire Agreement for material breach if the Supplier exhibits a pattern of failing to execute confirmed bookings.

A cancellation or operational failure by the Supplier will be considered legally justifiable only if it is the direct and unavoidable result of a Force Majeure Situation, including severe regional weather anomalies or official safety closures. In the event of such a force majeure disruption, the Supplier must notify BALI WATER SPORTS’ customer service channels immediately. BALI WATER SPORTS will issue a Full Refund to the traveler, and the standard twenty-five percent cancellation fee will be completely waived. BALI WATER SPORTS reserves the right to require the Supplier to submit reasonable local evidence or safety notices to verify the existence of the Force Majeure Situation.

4. Payment

4.1. Platform Commission and Adjustment Protocols. The Supplier contractually agrees to pay BALI WATER SPORTS a baseline Commission for each successfully concluded and Completed Booking. The exact Commission rate is calculated as a fixed percentage of the gross Retail Price specified for each transaction and is detailed directly within the individual Supplier Account dashboard. BALI WATER SPORTS reserves the right to increase this Commission rate to account for rising operational overhead, provided that any such adjustment is applied uniformly across all platform Suppliers categorized within similar service sectors. BALI WATER SPORTS will deliver at least four weeks’ prior written notice via email to the official address listed in the Supplier Account before implementing any Commission adjustment. This mandatory digital notification will explicitly detail the updated Commission percentage, its exact effective date, and the general business rationale necessitating the modification. Except in scenarios involving unexpected regulatory mandates, changes in cross-border tax legislation, or severe macroeconomic developments materially affecting our marketplace infrastructure, Commission increases shall not be enacted more than once per calendar year. If a cumulative Commission adjustment results in an aggregate increase of more than twenty percent of the baseline rate within a single calendar year, the Supplier retains the right to terminate this entire Agreement with immediate effect by submitting a formal written notice to BALI WATER SPORTS within thirty days of receiving the adjustment notice. The Supplier is contractually bound to maintain strict, indefinite confidentiality regarding its specific Commission structures, surviving the expiration or formal termination of this Agreement.

4.2. Regular Payout Distribution and Currency Selection. The Supplier may configure its payout distribution schedule to occur either once per calendar month or twice per calendar month. The Supplier maintains the right to designate its preferred payout currency from the active list of available regional settlement options provided on the platform, including Indonesian Rupiah (IDR), Singapore Dollars (SGD), or other major international currencies supported by our financial infrastructure. The Supplier may modify its designated settlement currency at any time directly through the internal settings of the Supplier Administration Site. Once saved, all subsequent payouts, including those associated with newly Completed Bookings or any delayed Remnant Bookings, will be processed and settled exclusively in the newly selected currency. BALI WATER SPORTS retains the unilateral right to update, add, or remove supported settlement currencies from its payment gateway. Any such currency adjustments will be communicated to the Supplier in writing and will apply strictly to booking disbursements processed after the date of the notification.

If the Supplier selects the monthly distribution option, BALI WATER SPORTS will initiate an electronic bank transfer to the Supplier’s designated Indonesian or international Payment Account by the fifth business day of each calendar month. This single transfer will equal the total aggregate amounts successfully collected from Customers for Completed Bookings occurring throughout the immediate prior calendar month, minus the applicable platform Commission.

If the Supplier selects the bi-monthly distribution option, payouts will be split into two discrete cycles. By the fifth business day of each calendar month, BALI WATER SPORTS will transfer an amount to the Supplier’s Payment Account equal to the total funds collected from Customers for Completed Bookings that occurred during the second half of the prior calendar month, minus the applicable platform Commission and an additional two percent administrative processing fee. By the twentieth business day of each calendar month, BALI WATER SPORTS will execute a companion transfer equal to the total funds collected from Customers for Completed Bookings occurring during the first half of that current calendar month, less the applicable platform Commission and the companion two percent administrative processing fee.

4.3. Transaction Fee Allocations and Operational Deductions. BALI WATER SPORTS will absorb and directly pay all standard transaction fees charged by our primary financial institution or our designated Sub-Commercial Agents to route outward electronic funds transfers to the Supplier’s Payment Account. Conversely, the Supplier remains solely responsible for any inbound processing fees, account maintenance charges, or currency conversion levies assessed by its own financial institution, as well as any regional intermediary or correspondent banking fees incurred along the international transit path. BALI WATER SPORTS and its authorized Sub-Commercial Agents retain the explicit right to deduct directly from any pending Supplier payout balance the real costs of verified refunds distributed to Customers, the expenses of any emergency replacement services organized for travelers due to Supplier operational failures, or any other outstanding penalties or indemnification amounts the Supplier is legally required to pay or reimburse under the broader terms of this Agreement.

4.4. Indonesian and Cross-Border Tax Obligations. The Supplier assumes sole, exclusive legal responsibility for the calculation, filing, and payment of all applicable Indonesian national and regional taxes due on the direct sale of its Services through the BALI WATER SPORTS Platform, which must be computed based on the total published Retail Price. Unless specifically altered by a separate, formal written agreement executed by both Parties, BALI WATER SPORTS is not responsible for the payment or withholding of any municipal or national taxes related to the Supplier’s independent core earnings.

The Supplier is responsible for determining its specific legal obligations to collect applicable consumer taxes and for accurately reporting and remitting those funds to the Indonesian Directorate General of Taxes (Direktorat Jenderal Pajak) or relevant regional revenue offices. If the Supplier requires the digital infrastructure of BALI WATER SPORTS to collect specific localized taxes on its behalf during the online customer checkout process, the Supplier must explicitly inform BALI WATER SPORTS of the exact statutory rates, and the Parties will cooperate in good faith to configure a compatible collection method on the storefront.

Upon receiving a formal compliance request from BALI WATER SPORTS or its corporate entities, the Supplier must, within five business days, supply comprehensive documentation verifying its fiscal alignment. This includes providing valid tax identification numbers, such as an Indonesian NPWP (Nomor Pokok Wajib Pajak) or NIB, to prove the Supplier is a legitimately registered taxpayer in the jurisdictions where its activities are performed; issuing a legally compliant corporate tax invoice to BALI WATER SPORTS regarding any designated transactions; delivering clear administrative proof substantiating that the Supplier has successfully remitted required taxes on past platform bookings, including copies of redacted tax returns or official transaction data summaries; and providing any further logical cooperation required to confirm the Supplier’s compliance with prevailing tax frameworks. These compliance checks may be initiated directly by our finance team or requested via the compliance center of the Supplier Administration Site.

In the event that applicable law in any relevant tax jurisdiction imposes a Value Added Tax (VAT), a regional luxury tax, or any companion transactional levy directly onto the Commission earned by BALI WATER SPORTS, we are explicitly authorized to deduct the full amount of that specific tax from the pending payouts due to the Supplier, in addition to our standard Commission. The Supplier bears sole responsibility for auditing whether it can claim an offsetting tax credit or input VAT deduction under Indonesian law for any taxes assessed against the platform Commission. BALI WATER SPORTS reserves the right to verify the validity of the Supplier’s corporate tax credentials at any time.

All contractual Commission amounts due to BALI WATER SPORTS under this Agreement must be paid free and clear of any localized deductions, domestic bank retentions, or cross-border withholding taxes. If any cross-border withholding tax is mandated by law on payments routed from an Indonesian entity to our Singapore entity, AURORA FX TECHNOLOGY LLP, the Supplier is contractually obligated to gross-up its payment or accept an equivalent adjustment such that the net amount successfully received by BALI WATER SPORTS matches the exact Commission due without any structural dilution. BALI WATER SPORTS will supply the Supplier with relevant double-taxation treaty forms, residency certificates, or corporate documentation necessary to minimize or legally eliminate withholding obligations under the Singapore-Indonesia double tax avoidance framework.

If the Supplier operates a corporate branch or provides localized services inside jurisdictions utilizing alternative tax mechanisms, all such localized tax obligations remain the exclusive responsibility of the Supplier. Each Party bears sole responsibility for identifying, calculating, collecting, and remitting its own respective tax liabilities to the competent government authorities under Applicable Law. BALI WATER SPORTS and AURORA FX TECHNOLOGY LLP shall not be held liable for any statutory tax filings, non-compliance, or retroactive penalties incurred by the Supplier arising from transactions executed on the platform.

In strict compliance with applicable international financial transparency laws, anti-money laundering regulations, and automatic exchange of information frameworks, BALI WATER SPORTS may disclose comprehensive Supplier transaction history, banking data, and corporate identifier information to competent tax authorities without providing prior or post-facto notice to the Supplier. Any material failure by the Supplier to comply with the requirements detailed in this comprehensive tax section will result in the immediate temporary or permanent suspension of the Supplier’s account and listings from the BALI WATER SPORTS Platform.

4.5. Financial Statements and Dispute Windows. BALI WATER SPORTS will make a digital financial statement available to the Supplier once per active payment period through the dashboard. This statement will reflect the total number of Completed Bookings executed during that window, the aggregate gross funds collected from travelers on the Supplier’s behalf, the net total transferred to the Supplier’s Payment Account, the exact Commission earned by BALI WATER SPORTS, and the precise breakdown of any applicable taxes collected or remitted on the Supplier’s behalf. This statement serves as the definitive financial basis for all platform payouts, and the Commission breakdown line item serves as the official corporate invoice issued by BALI WATER SPORTS for its marketplace representation services. Unless the Supplier delivers a formal written notice to BALI WATER SPORTS outlining a good-faith financial dispute within thirty days of the statement being generated—including reasonable line-item data and accounting evidence supporting the claim—the statement will be deemed automatically accepted as contractually accurate. Following the expiration of this thirty-day window, any financial adjustments or discretionary reconciliations for historical discrepancies will be handled strictly at the sole discretion of BALI WATER SPORTS. Without prejudice to these terms, no financial dispute may be raised and no legal action or arbitration proceeding may be initiated against BALI WATER SPORTS or AURORA FX TECHNOLOGY LLP regarding any payment-related matter after the expiration of one year from the date on which the specific payment at issue was originally due, or in scenarios involving a series of related transfers, one year from the date on which the very first disputed payment in that sequence became due.

4.6. Minimum Payout Accrual Threshold. Notwithstanding any conflicting terms within this payout framework, BALI WATER SPORTS and its financial processing entities reserve the right to postpone and accumulate pending outward transfers until the total net amount payable to the Supplier reaches a baseline threshold of at least USD$20, or the equivalent value in the Supplier’s selected settlement currency. In the event that this Agreement is formally terminated by either party, BALI WATER SPORTS will clear the queue and transfer the entirety of any accrued, unpaid balances to the Supplier during the final settlement cycle, regardless of whether the threshold has been met.

4.7. Right to Withhold Payouts for Non-Compliance. BALI WATER SPORTS and its designated banking Sub-Commercial Agents retain the clear contractual right to postpone, freeze, or entirely withhold pending payouts due to the Supplier if the Supplier fails to submit, update, or verify the mandatory compliance information required under Section 2.1 regarding identity and corporate validation, or Section 4.4 regarding valid tax registration data and invoicing requests. Funds will remain securely held without interest accruing until the Supplier brings its account into full administrative compliance.

4.8. Platform Customer Service Fees. The Supplier acknowledges and agrees that BALI WATER SPORTS reserves the right, in addition to the base Retail Price established by the operator, to charge a separate, consumer-facing Platform Service Fee directly to travelers during the checkout process. This proprietary service fee is collected to fund marketplace security and customer support infrastructure, and it will be retained exclusively by BALI WATER SPORTS without altering the core payout rates or contractual commissions established with the Supplier.

5. Customer Relations

5.1. Restrictions on Customer Communications and Platform Integrity. The Supplier’s communication with Customers is strictly limited to the direct, necessary facilitation and logistics of a specific Booking successfully processed through the BALI WATER SPORTS Platform. To protect the integrity of the marketplace and ensure a consistent, safe customer experience, the Supplier shall not, directly or indirectly, including through field guides, local drivers, subcontractors, or corporate affiliates, engage in any activities that circumvent the platform. Specifically, the Supplier must not encourage, solicit, or facilitate a booking of any service outside the BALI WATER SPORTS Platform, and if a Customer initiates a request to book or pay through private channels, the Supplier must decline and explicitly direct the Customer back to the platform.

Furthermore, the Supplier is strictly prohibited from engaging in unauthorized marketing, which includes sending promotional, commercial, or unsolicited communications to a Customer, or embedding external website links, social media handles, or promotional flyers in any client communications. The Supplier must never misuse Customer Personal Data for any purpose other than providing the specific booked Service, explicitly barring the addition of platform Customers to marketing email lists, WhatsApp broadcast groups, or any corporate promotional databases.

The Supplier is also prohibited from soliciting or influencing Customer reviews through private communication tools or data, meaning they may not ask, encourage, or incentivize a traveler to leave a review on any specific platform. All replies to Customer reviews must be made publicly using the review reply feature within the Supplier Administration Site and must adhere strictly to our established Review Reply Guidelines; contacting a traveler privately about a negative or positive review is entirely forbidden. Finally, the Supplier must never transmit prohibited, offensive, or legally non-compliant content through the integrated Communication Tools or via private customer channels.

The Supplier acknowledges that all messages transmitted through the platform’s Communication Tools or forwarded via our system may be actively monitored, reviewed, and stored by BALI WATER SPORTS for service quality assurance, safety audits, and contractual compliance. Any verified violation of this section constitutes an immediate material breach of this Agreement, entitling AURORA FX TECHNOLOGY LLP to immediately exercise its remedies, including temporary account suspension, permanent removal of listings, and the total withholding of pending payouts. The Supplier further acknowledges that such an account violation may constitute a direct breach of applicable Data Protection Laws, including Indonesian data privacy regulations and Singapore’s Personal Data Protection Act (PDPA), for which the Supplier assumes sole, exclusive legal responsibility.

5.2. Mandated Communication Timelines. The Supplier must actively check all notifications and messages received via the integrated Communication Tools or forwarded through the BALI WATER SPORTS Platform at least once per calendar day. The Supplier is contractually required to respond to all inbound Customer inquiries within specific, mandatory timelines based on proximity to the activity date. If a Customer contacts the Supplier more than 7 days before the booked Services are scheduled to begin, the Supplier must reply within 48 hours. If a Customer contacts the Supplier between 2 and 7 days before the scheduled start time, the Supplier must reply within 24 hours. If a Customer reaches out less than 2 days before the scheduled experience begins, the Supplier must deliver a complete reply before the actual Services commence. Additionally, the Supplier is required to respond to any administrative or support inquiries made directly by the internal staff of BALI WATER SPORTS within 24 hours of transmission.

5.3. Regulatory Customer Invoices. Upon direct request by a purchasing Customer, the Supplier will promptly provide the traveler with a clean, itemized commercial invoice for the rendered Services. This document must comply fully with all applicable Indonesian tax requirements, showing the correct breakdown of local components and statutory corporate structures where applicable.

5.4. Service Levels and Corporate Business Conduct. The Supplier shall execute and provide all booked Services in an exceptionally professional manner, aligning with the highest standards of safety, operational care, and overall quality prevailing in the premium international travel and tourism industry. The Supplier contractually agrees that the Retail Prices, Services Availability, included amenities, and booking restrictions for all activities offered via the BALI WATER SPORTS Platform will always be equal to or better than those made available through the Supplier’s or its affiliates’ own direct online shops, physical ticket booths, or local distribution channels. Customers who book an experience through our platform must be treated at least as favorably as clients booking directly through the Supplier’s proprietary storefronts.

The Supplier explicitly acknowledges that BALI WATER SPORTS has provided them with complete digital access to our official Responsible Tourism Guidelines and the Supplier Code of Conduct. Throughout the active term of this Agreement, the Supplier shall continuously ensure that its entire local supply chain, including boat captains, field equipment operators, transport drivers, and check-in staff, complies at all times with these established platform Policies alongside all applicable regional laws and safety regulations referenced therein. Any failure by the Supplier or its personnel to comply with these service levels shall constitute an immediate material breach of this Agreement, empowering AURORA FX TECHNOLOGY LLP to immediately suspend operations or terminate the relationship.

5.5. Mobile and Digital Ticket Acceptance. The Supplier is contractually required to honor and accept all valid customer vouchers and tickets generated by the BALI WATER SPORTS Platform. This mandate includes accepting vouchers printed on paper as well as digital barcodes or booking confirmations displayed on smartphones, tablets, or other mobile devices presented at the venue check-in desk.

5.6. Professional Personnel Conduct and Anti-Harassment. The Supplier assumes sole and exclusive legal and operational responsibility for the conduct, behavior, and actions of its staff, guides, contractors, and representatives in connection with platform Customers or any auxiliary service personnel. The Supplier shall not, and shall ensure that its field personnel do not, discriminate against, mistreat, or harass any Customer on the basis of race, national origin, religious beliefs, gender, gender identity, physical or mental disability, medical conditions, marital status, age, or sexual orientation.

5.7. Customer Complaints, Requests, and Remediation Protocols. The Supplier is responsible for managing, processing, and responding to all direct requests, operational complaints, or refund demands initiated by Customers regarding the execution of the Services or the behavior of on-site personnel. In the event that the Supplier fails to respond to a formal Customer complaint routed through our system within three business days, BALI WATER SPORTS or its corporate entities will step in and automatically issue the Customer a Full Refund, offer direct customer support solutions, act as an authoritative intermediary, and reply to the traveler on behalf of the Supplier across service portals, social media channels, or the communication modules of the public Supplier Detail Page.

Furthermore, if the Supplier fails to meet the baseline service levels outlined in this Agreement, or in the event of a material operational irregularity, consumer complaint, or proven nonconformity with the advertised Product Offer, BALI WATER SPORTS may, at its sole business discretion, issue the affected traveler a Full Refund or a calculated partial refund. We also reserve the right to provide the Customer with alternative replacement services of an equal or better standard than the failed activity and deduct the total cost of those replacement arrangements directly from any future payouts or balances due to the Supplier. If BALI WATER SPORTS issues a traveler a partial refund due to an operational failure, the final payout amount routed to the Supplier, along with the companion Commission retained by the platform, will be adjusted downward accordingly.

5.8. Platform Review System and Anti-Manipulation. After an individual Booking has been logged as fully completed, the purchasing traveler will be granted the opportunity to grade the experience and submit a formal review on the BALI WATER SPORTS Platform using our native review system. The explicit purpose of this feedback loop is to compile meaningful, accurate, and transparent data regarding the safety, performance, reliability, and trustworthiness of the individual Supplier, which will be visible to any public user of the marketplace. All submitted review content is exclusively licensed to AURORA FX TECHNOLOGY LLP and its platform entities. The Supplier is strictly prohibited from copying, using, scraping, or distributing any customer reviews from the platform that contain or display Customer Personal Data.

The Supplier acknowledges that these public reviews are generated independently by travelers and are not pre-verified for factual accuracy by our staff. The Supplier is strictly prohibited from manipulating the review system in any manner whatsoever; this includes, but is not limited to, writing fraudulent reviews about their own services, creating fake traveler accounts, posting malicious reviews on competitor profiles, or instructing, paying, or incentivizing any third party to alter the organic ratings. Any verified violation of this anti-manipulation clause will result in immediate, severe penalties, including the temporary suspension or permanent removal of the Supplier and all their active tour listings from the BALI WATER SPORTS Platform.

6. Marketing

6.1. Platform Promotional Rights and Discretionary Discounts. BALI WATER SPORTS will promote and market the listed Services across various channels at its sole business discretion, directly absorbing all costs associated with these promotional and marketing efforts. To effectively market the activities to international and domestic travelers, the Supplier grants BALI WATER SPORTS the right to utilize the submitted Supplier Content and official Supplier Marks in both offline and online marketing campaigns, including targeted email marketing, social media promotions, and pay-per-click advertising networks. BALI WATER SPORTS retains absolute discretion in determining if, when, and how to advertise specific Services and Product Offers on the BALI WATER SPORTS Platform or external networks, including managing the positioning, visibility, and search result ranking algorithms within the marketplace. Notwithstanding any conflicting provisions within this Agreement, BALI WATER SPORTS is explicitly authorized to offer a listed Service to travelers at a promotional price lower than the standard Retail Price set by the operator in the Product Offer, provided that the absolute value of that consumer discount is entirely deducted from the platform Commission that would normally be retained by us, thereby ensuring the baseline net payout due to the Supplier for the booking remains unaffected.

6.2. Supplier Branding and Representation Constraints. The Supplier is contractually required to list and offer all its activities under its generally recognized, legally compliant company name or commercial brand name. The published Product Offer, media uploads, and all companion Supplier Content must not state, imply, or convey the impression, either directly or indirectly, that BALI WATER SPORTS provides or executes the underlying services in the field; that BALI WATER SPORTS has physically inspected or personally verified the quality and safety of the activities; or that BALI WATER SPORTS in any way endorses, guarantees, or sponsors the individual Supplier over other operators on the marketplace.

6.3. Technical Platform Development and Distribution Partners. BALI WATER SPORTS reserves the right to share published Supplier Content, anonymized operational information, and performance data relating to the Supplier and their activities with authorized Distribution Partners to expand global sales reach, as well as with technical third parties as necessary to further optimize the core capabilities of the BALI WATER SPORTS Platform and its integrated application programming interfaces (APIs). As an illustrative example, BALI WATER SPORTS may securely transfer necessary listing data to external systems to display active tour availability and booking shortcuts via international map providers, local travel directories, global search engines, or digital voice assistants, as well as to build, test, and implement seamless software interfaces between our marketplace infrastructure and companion third-party travel products.

7. Compliance

7.1. Statutory Compliance Mandates. The Supplier is contractually obligated to render all booked Services in strict, continuous compliance with all applicable local, regional, and national Indonesian laws, municipal ordinances, and regulatory frameworks. This absolute compliance mandate comprehensively includes, but is not limited to, all emergency fire and public safety laws; national consumer protection legislation; information privacy and client consultation protocols; regional commercial licensing laws; public health, sanitation, and hygiene regulations, including any active mandates relating to communicable diseases or regional health controls; and any other specific statutory requirements governing the operations of the travel and tourism industry or the Supplier’s distinct business structure.

7.2. Verification Documentation and Regulatory Investigations. Upon receiving a formal administrative request from BALI WATER SPORTS or its corporate entities, the Supplier must, within five business days, supply complete and valid documentation verifying its regulatory standing. This includes delivering legible copies of all relevant business registrations, operating licenses, safety permits, local authority approvals, and legal authorizations related directly to the Supplier’s corporate identity or their specific platform listings, alongside any supplemental documentation required to prove active compliance with prevailing laws. In the event that an administrative authority, consumer protection association, or regional safety board alleges any operational non-compliance regarding the rendered Services, the Supplier shall promptly and fully cooperate with the investigation at its own exclusive expense, maintaining open communication with both the investigating entities and the compliance department of AURORA FX TECHNOLOGY LLP.

8. Intellectual Property

8.1. Supplier Content Licensing and Accuracy. The Supplier hereby grants to BALI WATER SPORTS a non-exclusive, sublicensable through one or multiple tiers, worldwide, fully paid-up, and royalty-free license, in any and all media or communication formats now known or hereafter discovered, engineered, or developed, to use, reproduce, adapt, translate, manufacture derivative works of, modify, publicly display, publicly perform, transmit, and distribute all submitted Supplier Content. This comprehensive proprietary license applies to use on or through the BALI WATER SPORTS Platform, inside digital online and physical offline marketing materials, and as otherwise contemplated by the broader commercial scope of this Agreement or mutually agreed in writing by the Parties. The Supplier retains sole, exclusive legal and operational responsibility for all uploaded Supplier Content, and explicitly covenants that it shall only provide materials that it either fully owns outright or otherwise possesses the verifiable legal right to license to BALI WATER SPORTS under the explicit terms of this Agreement. The Supplier is strictly prohibited from providing, uploading, or linking to any Supplier Content that is, contains, or references defined Prohibited Content. BALI WATER SPORTS reserves the right to immediately remove from the platform any Supplier Content that, in our good-faith determination, does or may violate the safety rules of this Agreement or Indonesian Applicable Law. Alternatively, BALI WATER SPORTS may formally request the Supplier to modify and correct any such non-conforming content within two days of digital notice. To assist international consumers who speak different languages, BALI WATER SPORTS reserves the right to translate, or utilize specialized translation services to process, the Supplier Content in whole or in part into other regional languages. BALI WATER SPORTS cannot guarantee the literal accuracy, cultural nuance, or precise quality of such administrative translations. If the Supplier becomes aware of any operational inaccuracy, linguistic error, or dangerous misstatement within an active Product Offer or companion Supplier Content—including structural inaccuracies that may have been caused by automated translation protocols—the Supplier is contractually required to inform BALI WATER SPORTS immediately so corrections can be deployed. BALI WATER SPORTS will also, on a regular basis, sublicense authorized Supplier Content to our global network of integrated Distribution Partners to maximize booking exposure.

8.2. Licensing of Supplier Marks. The Supplier hereby grants to BALI WATER SPORTS a non-exclusive, sublicensable through one or multiple tiers, paid-up, and royalty-free commercial license to utilize the official Supplier Marks, including corporate logos, trade names, and brand symbols, for the express purpose of marketing and driving consumer traffic to the listed Services. The operational use of these Supplier Marks by BALI WATER SPORTS shall inure solely and exclusively to the commercial benefit of the Supplier, and it will not create, imply, or establish any independent right, title, or permanent legal interest for BALI WATER SPORTS or AURORA FX TECHNOLOGY LLP in the Supplier Marks outside of the temporary marketing license explicitly granted under this framework.

8.3. Absolute Retention of Rights. The Supplier Content, the Supplier Marks, and all worldwide Intellectual Property Rights structurally contained therein, remain the exclusive property of the Supplier and its authorized primary publishers. All distinct rights in and to the Supplier Content and Supplier Marks not expressly and clearly granted to BALI WATER SPORTS within the text of this Agreement are completely reserved by the Supplier, its corporate affiliates, and its underlying software suppliers.

8.4. Platform Ownership and Protection of Proprietary Materials. The BALI WATER SPORTS Content, the e-commerce marketplace, the booking engines, and the digital platform infrastructure, alongside all worldwide Intellectual Property Rights engineered therein, are the exclusive, unassignable property of AURORA FX TECHNOLOGY LLP and its primary technology suppliers. The Supplier is strictly prohibited from using, copying, scraping, storing, reproducing, adapting, translating, modifying, distributing, publicly displaying, publicly performing, transmitting, or otherwise commercially exploiting any BALI WATER SPORTS Content, or any proprietary platform trademark, corporate logo, trade dress, or marketing slogan, during the active term of this Agreement or at any time following its expiration or termination, without first obtaining the explicit, prior written consent of AURORA FX TECHNOLOGY LLP.

8.5. Technical Restrictions and Platform Protection. The Supplier explicitly agrees that it will not, directly or indirectly, nor permit any third party to use any robot, spider, crawler, scraper, data-mining script, or other automated means or software processes to access, collect data from, index, or otherwise interact with the backend infrastructure of the BALI WATER SPORTS Platform for any commercial or competitive purpose. Furthermore, the Supplier shall not avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any digital technological measures or firewalls implemented by us to protect the marketplace and security layers of the BALI WATER SPORTS Platform. The Supplier is barred from attempting to decipher, decompile, disassemble, or reverse-engineer any of the proprietary software, algorithms, or code bases used to operate the BALI WATER SPORTS Platform, and must refrain from taking any operational action that damages, disrupts, overloads, or adversely affects the performance, stability, or proper real-time functioning of our global digital infrastructure.

8.6. Artificial Intelligence and Automated Processing. BALI WATER SPORTS reserves the right to utilize specialized Artificial Intelligence (AI) technologies and automated cloud processes to analyze, categorize, enhance, structurally modify, edit, or otherwise process uploaded Supplier Content. This operational scope includes, but is not limited to, deploying AI models for multi-language translation, automated content moderation, digital image optimization, text revisions for stylistic consistency, data analytics, and the personalization of user shopping experiences. The Supplier explicitly acknowledges and agrees that such automated processing and deployment of AI technologies may result in baseline Content Modifications, and that BALI WATER SPORTS bears no legal or financial responsibility for any minor inaccuracies, contextual shifts, or textual errors introduced by the operational parameters of such AI tools and automated algorithms. The Supplier hereby grants BALI WATER SPORTS the unambiguous right to use existing and future-developed AI models for these optimization purposes, as well as the right to utilize any descriptive data derived from the performance of these AI tools on the Supplier Content to train, refine, and improve BALI WATER SPORTS’ general services, search algorithms, and automated processes. For the avoidance of doubt, any Supplier Content that has been subjected to Content Modifications, whether curated by human staff or generated via automated AI processing, shall continue to be classified strictly as Supplier Content for the purposes of all the Supplier’s representations, safety warranties, and indemnification obligations established under this Agreement.

8.7. Assignment and Commercialization of Feedback. If the Supplier, or any of its active employees, field guides, or agents, delivers any ideas, technical suggestions, operational comments, or other structural feedback regarding the optimization of the BALI WATER SPORTS Platform, our general services, or our business model, BALI WATER SPORTS shall possess the complete, unhindered freedom to use, disclose, reproduce, license, distribute, market, and otherwise commercialize such Feedback in any manner it sees fit. This right is granted without any obligation of corporate confidentiality, financial compensation, royalty tracking, or restriction of any kind. The Supplier hereby irrevocably and permanently assigns to AURORA FX TECHNOLOGY LLP all worldwide right, title, and interest in and to such Feedback.

9. Representations and Warranties

9.1. Mutual Corporate Representations. Each Party formally represents and warrants to the other that the specific individual executing or digitally accepting this Agreement on its behalf possesses full corporate authorization and legal capacity to bind the respective entity to these terms. Furthermore, both Parties warrant that this Agreement constitutes a valid, legally binding obligation that is completely enforceable against them in accordance with its written terms.

9.2. Comprehensive Supplier Warranties. The Supplier explicitly represents and warrants to BALI WATER SPORTS that it is the definitive owner of all uploaded Supplier Content, or otherwise possesses the verified legal right to provide and license such content to BALI WATER SPORTS under the terms of this Agreement. The Supplier further warrants that the Supplier Content, including any digital guide profiles, local biographical data, or uploaded media, does not violate any Indonesian Applicable Law or infringe upon the Intellectual Property Rights or privacy rights of any third party. The Supplier guarantees that all structural information provided within any Product Offer is, and shall continuously remain, entirely true, accurate, up to date, and not misleading to travelers.

Additionally, the Supplier warrants that all listed activities shall be rendered in strict compliance with, and that the Supplier shall operate its underlying corporate entity in alignment with, all applicable Indonesian laws, tourism standards, and industry-standard safety codes. The Supplier covenants that it possesses, and will continuously maintain throughout the active term of this Agreement and thereafter until every advanced Booking has been completely fulfilled, all official corporate registrations, commercial licenses (including NIB and localized tourism business licenses), port or environmental permits, approvals, and statutory authorizations required by Indonesian authorities relating to the operation of the Supplier’s business. Finally, the Supplier warrants that any assigned personnel, field guides, drivers, or captains providing the Services possess sufficient professional skills, technical training, required safety qualifications, proven experience, and valid local licenses or permits to perform those activities in a professional manner consistent with Indonesian law and industry best practices.

9.3. Absolute Legal Disclaimers. To the fullest extent permitted under applicable law and except as explicitly set forth within the body of this text, neither Party makes, and each Party hereby specifically and completely disclaims, any representations or warranties, whether express, implied, statutory, or otherwise, regarding the marketplace activities and e-commerce services contemplated by this Agreement. This comprehensive disclaimer applies specifically to any implied warranties of merchantability, satisfactory quality, or fitness for a particular purpose, alongside any implied warranties arising from a course of dealing, course of performance, or usage of trade, including any automated outputs derived from the use of internal AI tools and cloud processing systems.

The BALI WATER SPORTS Platform and all companion BALI WATER SPORTS Content are provided strictly on an “as is” and “as available” basis, without any warranty of any kind, either express or implied. BALI WATER SPORTS does not warrant that the digital platform or backend administration dashboard will meet any or all of the Supplier’s specific commercial requirements, or that the performance of the BALI WATER SPORTS Platform will be entirely uninterrupted, virus-free, secure, or error-free. Furthermore, BALI WATER SPORTS does not warrant that any published platform content will be complete, accurate, or free from technical defects or unauthorized modifications by third parties, and it assumes no legal responsibility for the accuracy or completeness of Customer-related transaction data. BALI WATER SPORTS provides no commercial guarantee that the Supplier will secure a minimum volume of bookings or sell a minimum amount of Services through the marketplace. BALI WATER SPORTS explicitly reserves the right to alter, modify, supplement, or remove the contents, layout, search algorithms, user interfaces, corporate structure, and overall functionality of the BALI WATER SPORTS Platform at any time, without prior notice, at its own sole business discretion.

10. Indemnification

10.1. General Indemnification Framework. The Indemnifying Party contractually agrees to defend, indemnify, and hold the Indemnified Party completely harmless from and against any and all liabilities, corporate damages, regulatory fines, civil penalties, legal settlements, financial losses, and operational expenses of whatever kind or nature—including reasonable attorney and accounting fees, court costs, and associated tax liabilities—incurred or suffered by the Indemnified Party in connection with a verified Covered Claim.

10.2. Assumption of Defense and Settlement Controls. The Indemnifying Party shall formally assume the absolute defense of such Covered Claim at its own exclusive expense as soon as the claim is formally tendered, utilizing legal counsel reasonably satisfactory to the Indemnified Party, and shall directly pay all ongoing costs associated with that legal defense. The Indemnifying Party shall maintain full control over the strategic direction of such defense, including any out-of-court settlement discussions or formal agreements, subject to the conditions that the Indemnified Party may, at its own option and exclusive cost, participate alongside the defense of such claim, and the Indemnified Party shall retain the absolute right to approve any final settlement agreement if the proposed settlement includes, establishes, or results in any admission of guilt, ongoing operational obligation, or financial liability on behalf of the Indemnified Party, or purports to judicially bind the Indemnified Party, provided however that such corporate approval shall not be unreasonably withheld, delayed, or conditioned.

10.3. Specialized Supplier Content Infringement Protocols. Notwithstanding the general defense procedures established above, in the specific event of a Supplier Content Infringement Claim, the Supplier is contractually required to keep BALI WATER SPORTS fully updated regarding the Supplier’s administrative and legal handling of the dispute. If the Supplier has not completely resolved, or otherwise demonstrated significant, verifiable progress in resolving, a Supplier Content Infringement Claim within fifteen days after receiving formal notice of such claim, AURORA FX TECHNOLOGY LLP may, at its sole operational option, assume full control over the legal defense of that claim at the Supplier’s exclusive expense, utilizing legal counsel and strategic maneuvers reasonably satisfactory to the Supplier to resolve the underlying infringement issue. In such a scenario, the Supplier may elect to participate actively in the defense and any companion settlement discussions, whether inside or outside of an official court proceeding, relating to the active Supplier Content Infringement Claim. The Supplier shall also retain the right to approve any final settlement agreement if the settlement includes or results in any admission of guilt, operational obligation, or financial liability on behalf of the Supplier, or might exert a judicially binding effect on the Supplier, provided however that such approval shall not be unreasonably withheld by the Supplier.

11. Insurance

11.1. Comprehensive General Liability Mandate. Throughout the active term of this Agreement, and thereafter until all advanced or Remnant Bookings have been completely executed, the Supplier is contractually required to maintain comprehensive general liability insurance covering all operational risks related to the Supplier’s business and the listed Services. The insurance policy must be written on an occurrence form and maintained at an appropriate, substantial underwriting value in light of the specific nature of the travel activities, the Supplier’s geographic location within Indonesia, and prevailing international tourism industry standards. The policy’s structural terms must explicitly extend coverage to any indemnification claims tendered by BALI WATER SPORTS or its corporate entities under the provisions of this Agreement.

11.2. Automobile Liability and Local Transport Coverage. If one or more automobiles, shuttle vans, tour buses, or transport vehicles are utilized by the Supplier or its subcontractors in the performance or logistical facilitation of the Services, the Supplier shall continuously maintain valid automobile liability insurance. Because the Services are provided within the Republic of Indonesia, this transport insurance must carry limits and a scope of coverage that strictly meet or exceed the compulsory legal and regulatory requirements established by Indonesian transportation and tourism authorities for commercial passenger transport.

11.3. Administrative Maintenance and Proof of Coverage. The Supplier must upload and maintain, via the designated compliance portal of the Supplier Administration Site, detailed information regarding its active insurance provider, policy numbers, coverage limits, and the specific insurance expiration dates. The Supplier is contractually obligated to perform real-time updates to this insurance profile whenever the underlying policy is amended, replaced, or whenever the prior certificate expires. The Supplier must proactively inform BALI WATER SPORTS in writing of any material changes made to its required insurance policies, explicitly including any notices of non-renewal or cancellation. Upon receiving a formal administrative request from our compliance team, the Supplier shall, within five business days, provide BALI WATER SPORTS with a legible copy of the complete applicable insurance policy, the official certificate of currency, and valid proof of payment of the relevant premium balances to demonstrate active underwriting status.

12. Liability

12.1. Standard of Platform Liability and Material Obligations. BALI WATER SPORTS shall be held legally liable to the Supplier solely and exclusively for any direct corporate damages incurred by the Supplier resulting from a willful or grossly negligent act committed by BALI WATER SPORTS; any severe damages to the Supplier’s life, physical body, or personal health resulting from simple negligence on the part of BALI WATER SPORTS; and any proven financial damages sustained by the Supplier due to a material breach of our primary obligations explicitly established under this Agreement. In the event that BALI WATER SPORTS breaches a material obligation due to a simple oversight or simple negligence, our total liability shall be strictly limited to foreseeable damages that are typical, customary, and directly characteristic of this type of digital B2B marketplace contract. For the express purposes of this liability framework, a “material obligation” is defined as any operational covenant whose complete fulfillment is absolutely essential for BALI WATER SPORTS’ basic performance of this Agreement, and on whose structural compliance the Supplier may regularly and reasonably rely. Any further or broader liability for damages, loss, or operational distress is explicitly excluded under these terms.

12.2. Platform Interruptions, Data Recovery, and Distribution Partner Disclaimers. Without limiting the restrictive provisions established above, BALI WATER SPORTS and AURORA FX TECHNOLOGY LLP shall bear no financial or legal liability for any damages, booking drops, or losses arising from temporary interruptions, speed reductions, or technical restrictions affecting the live operation of the BALI WATER SPORTS Platform caused by necessary technical maintenance windows, unexpected Force Majeure Situations, regional telecommunications outages, or any secondary events for which BALI WATER SPORTS is not directly responsible. In the event of a technical database failure, BALI WATER SPORTS shall be liable for the loss or corruption of data only up to the maximum financial amount representing typical, industry-standard data recovery costs that would have standardly arisen if proper, regular, and diligent data backup measures had been executed by a standard operator. Furthermore, under no circumstances shall BALI WATER SPORTS be held liable to the Supplier for the commercial acts, operational omissions, contract breaches, or insolvency of any third-party Distribution Partners integrated with the marketplace. The Supplier explicitly acknowledges that its sole and exclusive legal remedy regarding the negative acts, operational failures, or omissions of any independent Distribution Partner is to exercise its right to terminate this entire Agreement in strict accordance with the notice provisions detailed in Section 14.2.

13. Data Protection

13.1. Independent Data Controller Status and Privacy Security. With respect to the processing of Customer Personal Data, both BALI WATER SPORTS and the Supplier act strictly and independently as separate, distinct Data Controllers. Any Customer Personal Data collected by BALI WATER SPORTS will only be transferred to the Supplier to the precise extent structurally necessary for the proper logistical execution and performance of the booked Services, and such transfers must always comply with established cross-border data protection transfer mechanisms. The Supplier is contractually required to comply fully with all applicable Data Protection Laws—including the Indonesian Personal Data Protection Act (UU PDP) and Singapore’s Personal Data Protection Act (PDPA)—whenever processing, accessing, collecting, syncing, storing, transferring, or deleting Customer Personal Data. The Supplier must implement, maintain, and audit robust technical and organizational security procedures, encryption protocols, and administrative controls designed to definitively prevent the unintended disclosure of, unauthorized access to, alteration of, or misappropriation of any Customer Personal Data. Upon receiving a formal compliance inquiry from BALI WATER SPORTS, the Supplier shall promptly deliver verifiable evidence demonstrating that it has successfully established and continuously maintains these required security frameworks governing client data privacy in accordance with this section.

13.2. Data Processing Authorization for Financial Gateways. The Supplier hereby grants explicit, formal authorization to our designated Payment Service Providers, international merchant processors, and any other banking third parties authorized by BALI WATER SPORTS to securely process all necessary transactional and financial data required to execute fund transfers to and from the Supplier’s designated accounts, or as otherwise technically required to maintain the secure financial operations of the BALI WATER SPORTS Platform.

14. Term and Termination

14.1. Contractual Term and General Liability Limitation. This Agreement shall officially commence upon the successful creation and verification of the Supplier Account and shall remain in full force and effect until formally terminated in strict accordance with its written terms. Neither Party shall be held liable to the other for any commercial damages, loss of potential revenue, or operational disruptions resulting solely from the execution of a termination that is permitted and executed as outlined herein.

14.2. Termination Without Cause. Either Party retains the right to terminate this Agreement, in its sole business discretion, in whole or in part at any time, without being required to state a cause, effective upon exactly thirty days’ prior written notice to the other Party. The Supplier may automatically execute a termination without cause by utilizing the dedicated account closure function located within the Supplier Account dashboard. For absolute legal clarity under this platform framework, a complete digital deactivation of the Supplier Account by either party shall be deemed equivalent to a formal notice of termination.

14.3. Termination for Cause and Remediation Windows. Either Party may immediately terminate this Agreement by delivering a formal written notice to the other if the other Party materially breaches or is in default of any administrative, financial, or safety obligation established under this framework, provided that such a breach or default is structurally incapable of cure. If the specified breach or default is capable of being rectified, the defaulting Party must fail to cure the issue within fifteen days after its receipt of a formal written notice detailing the breach, or within any expanded remediation period that the non-defaulting Party may explicitly authorize in writing. A termination for cause may also be executed automatically by utilizing the designated dispute and closure functions within the Supplier Account, and a complete administrative deactivation of the Supplier Account under these circumstances shall similarly be deemed equivalent to a terminal contractual termination.

14.4. Supplemental Risk Mitigation and Protective Remedies. In addition to the formal termination pathways stated above, if BALI WATER SPORTS possesses reasonable grounds to believe that the Supplier is in active breach of any provision of this Agreement, or that marketplace Customers, platform infrastructure, or other registered suppliers are at immediate physical, financial, or legal risk due to the Supplier’s operational actions, BALI WATER SPORTS may unilaterally take one or more of the following protective actions. We may issue a formal compliance warning to the Supplier via the dashboard; completely remove specific Product Offers or other associated Supplier Content from the public live storefront; temporarily restrict, block, or freeze the Supplier’s access to and use of the Supplier Administration Site; cancel some or all pending or advanced Bookings and distribute a Full Refund to any affected Customers at our own discretion, entirely overriding the standard cancellation policies; cease accepting any new Bookings for the Supplier’s activities; or securely withhold the final payout distribution of the Supplier’s historically Completed Bookings. Furthermore, if BALI WATER SPORTS determines through financial audits that the Supplier’s listed experiences are directly associated with an excessive, volatile number of credit card Chargebacks, patterns of fraudulent transactions, or any other severe operational or safety defect, BALI WATER SPORTS may temporarily or permanently remove the associated Product Offers from the search index without prior notice.

14.5. Comprehensive Effect of Termination and Survival Clauses. Following a termination event, the operational terms of this Agreement—excluding the procedural terms of Sections 2.2, 3.6, 6.1, 14.2, and 14.3—shall strictly remain in effect until all remaining Remnant Bookings are completely and structurally resolved, meaning that all advanced reservations have either been successfully executed as Completed Bookings or have been fully canceled. BALI WATER SPORTS shall explicitly cease generating or accepting any new customer Bookings for the Supplier’s profile after the official termination date of this Agreement. At BALI WATER SPORTS’ sole operational option, we may choose to cancel some or all outstanding Remnant Bookings and offer the affected travelers either a Full Refund or alternative replacement services of an equal standard. Any individual Remnant Booking that is not explicitly canceled by our team will be performed by the Supplier precisely as scheduled, and the Supplier remains fully bound to all safety and quality metrics during those departures. The intellectual property licenses granted to us under Sections 8.1 and 8.2 shall fully survive the termination of this Agreement for a transitional period of ninety days strictly with respect to any active materials, digital feeds, or promotional text previously synchronized with our third-party Distribution Partners. Once every underlying Remnant Booking has been entirely resolved and cleared from the queue, BALI WATER SPORTS will purge the digital listings and completely remove all Supplier Content and Supplier Marks from the consumer-facing BALI WATER SPORTS site. Concurrently, the specific terms and protections of Sections 4.4, 8.1 (solely in relation to archival marketing materials manufactured prior to the terminal contract date), 8.3, 8.4, 9.3, 10, 12, 13, 14.5, 16.2, 16.7 through 16.9, and the full text of Exhibit A shall indefinitely survive the termination of this Agreement.

15. Connectivity

15.1. Connectivity Partners and System Integration Framework. If the Supplier chooses to utilize a third-party channel manager, booking engine, or software automation system (a “Connectivity Partner”) to digitally interface with the backend systems of BALI WATER SPORTS, the provisions of this section shall fully apply. The Supplier explicitly agrees that BALI WATER SPORTS is authorized to transmit the Supplier’s Confidential Information, operational data, and detailed traveler Booking parameters directly to the designated Connectivity Partner.

The Supplier contractually covenants and agrees to obtain for BALI WATER SPORTS the explicit right to interface with and use the Connectivity Partner’s Application Programming Interface (API) as necessary to fulfill the commercial objectives of this Agreement. The Supplier must require the Connectivity Partner to provide both the Supplier and BALI WATER SPORTS with all continuous technical support, software patches, and system troubleshooting necessary to maintain the stable, error-free operation of the API linkage. The Supplier must ensure that the Connectivity Partner does not assess or charge any integration fees, data maintenance levies, or connection surcharges to BALI WATER SPORTS.

Furthermore, the Supplier must require the Connectivity Partner to execute a comprehensive confidentiality agreement that extends strict protection to BALI WATER SPORTS’ proprietary data and Confidential Information, ensuring that such protections are at least as restrictive as the confidentiality provisions set forth within this Agreement. The Supplier must ensure that the Connectivity Partner does not use any of BALI WATER SPORTS’ Confidential Information, system logs, or behavioral data transmitted between BALI WATER SPORTS and the Supplier via the API for any competitive business purpose, to perform independent market data analytics, or for any purpose other than to enable BALI WATER SPORTS to provide the consumer marketplace services described herein.

The Supplier is contractually required to ensure that the Connectivity Partner implements and maintains robust cybersecurity safeguards and IT infrastructure defenses aligned with global best practices to prevent the destruction, loss, alteration, unauthorized access, data scraping, or accidental disclosure of any operational information passing between BALI WATER SPORTS and the Supplier via the active API connection. The Supplier must also enter into an industry-standard data processing agreement with the Connectivity Partner to satisfy prevailing regional data protection laws wherever required.

The Supplier explicitly acknowledges and agrees that BALI WATER SPORTS and AURORA FX TECHNOLOGY LLP shall bear no legal or financial responsibility for any operational losses, missed bookings, system glitches, or financial damages arising from or in connection with a terminal failure of digital connectivity or the technical acts, omissions, and errors of the chosen Connectivity Partner. In any scenario where the Supplier elects to grant administrative dashboard access or management privileges to a Connectivity Partner to curate their active Supplier Content, the Supplier’s strict operational obligations, warranties, and compliance mandates under this Agreement shall apply equally to that Connectivity Partner.

16. General

16.1. Non-Exclusive Marketplace Relationship. The commercial relationship between the Supplier and BALI WATER SPORTS is strictly non-exclusive. The Supplier retains the absolute right to promote, market, and sell its travel and water sports services through other third-party marketplaces, physical booking agencies, or direct consumer channels. Reciprocally, BALI WATER SPORTS and AURORA FX TECHNOLOGY LLP retain the unrestricted right to promote, market, and offer services that are substantially similar to, identical to, or competitive with the specific water sports and travel experiences listed by the Supplier.

16.2. Governing Law and Neutral Dispute Resolution. This Agreement, its structural interpretation, and any legal disputes, controversies, or claims arising out of or in connection with it (including any question regarding its existence, validity, or termination) shall be governed by, construed, and enforced exclusively in accordance with the laws of the Republic of Singapore, without giving effect to any principles of conflicts of law.

• 16.2.1. Amicable Negotiations. In the event of any active dispute, controversy, or claim arising out of or relating directly to this Agreement, the Parties contractually pledge to first attempt to resolve the matter through direct, executive-level, good-faith negotiations. Each Party will nominate an authorized representative who will meet to try to resolve the dispute. If the designated representatives are unable to settle the matter within thirty (30) Business Days after it was first referred to them in writing, either Party may formally submit the dispute for final resolution by binding arbitration under Section 16.2.2.
• 16.2.2. Binding International Arbitration. If the dispute cannot be settled through direct executive negotiations within the mandated thirty (30) Business Days, the dispute shall be referred to and finally resolved by binding arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) in force at the time of commencement of the arbitration.
• 16.2.3. Seat, Language, and Tribunal. The seat and physical venue of the arbitration shall be Singapore. The tribunal shall consist of one (1) neutral arbitrator appointed by the SIAC. The language of the arbitration shall be English. The arbitral award rendered by the arbitrator shall be final, binding, and non-appealable upon both Parties, and may be entered as a judgment and enforced in any court of competent jurisdiction worldwide.

16.3. Contractual Amendments and Notification Framework. BALI WATER SPORTS reserves the right to propose modifications or amendments to this Agreement, including adjustments to the platform Commission rate beyond the specific operational parameters permitted under Section 4.1. We will provide the Supplier with at least four (4) weeks’ prior written notice via email to the address specified in the Supplier Account. This digital notification will explicitly include a summary description of the proposed amendments, the precise Amendment Effective Date, the full text of the updated contract provisions or a direct web link to view the amended Agreement, an indication of whether the amendments require express acceptance or whether the Supplier shall be deemed to have accepted them by failing to timely object, and a clear reminder of the Supplier’s right to terminate the relationship.

For proposed amendments that directly affect the Supplier’s core rights or baseline obligations under this Agreement—including changes to the platform Commission beyond the scope of Section 4.1, liability caps, payment distribution terms, or termination timelines—the modifications shall come into effect only upon the Supplier’s express, affirmative digital acceptance within the dashboard interface.

For proposed amendments that do not alter the Supplier’s core rights and obligations under this Agreement, such as simple textual clarifications, administrative dashboard updates, or changes to platform contact information, if the Supplier does not submit a formal written objection to the amendments before the stated amendment effective date, the Supplier shall be deemed by law to have accepted the modifications.

In the event of any contractual amendment proposed pursuant to this section, the Supplier may, unless it has already provided express digital consent to the changes, terminate this Agreement before the expiry of the notice period indicated by BALI WATER SPORTS by submitting a ten (10) days’ written notice. All consumer Bookings finalized prior to such a termination event shall remain fully subject to the pre-amendment terms of the Agreement. The Supplier assumes full and exclusive responsibility for maintaining completely current, active contact information within its Supplier Account and for regularly reviewing amendment notices transmitted by our team. BALI WATER SPORTS bears no legal liability for the Supplier’s failure to receive or review amendment notices due to outdated email addresses or account neglect.

16.4. Assignment and Corporate Successors. Neither Party may assign, transfer, delegate, or pledge any of its rights or obligations under this Agreement, whether by operation of law, corporate sale, or otherwise, without first obtaining the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding this restriction, either Party may assign this Agreement in its structural entirety, without seeking the consent of the other Party: (i) to a direct corporate Affiliate, or (ii) in connection with a corporate merger, acquisition, systemic reorganization, or the sale of all or substantially all of its operational assets, provided that the transaction does not involve a direct competitor of the other Party. Furthermore, BALI WATER SPORTS may freely delegate, assign, or route any of its corporate rights, processing tokens, or legal remedies under this Agreement to any associated platform entity or corporate subsidiary under AURORA FX TECHNOLOGY LLP. Any unsanctioned attempt by a Party to assign its rights or obligations in breach of this section shall be void and of no legal effect. Subject to these parameters, this Agreement will bind and inure fully to the benefit of the Parties, their legal successors, and permitted corporate assigns.

16.5. Formal Notice Deliveries. Any formal legal or administrative notice required under this Agreement must be executed in writing and delivered via personal hand delivery, verified overnight courier, confirmed electronic mail, or certified or registered mail. In addition to these methods, BALI WATER SPORTS may deliver valid, binding administrative notices directly to the Supplier utilizing the integrated Communication Tools within the dashboard interface. Notices will be dispatched to a Party using the physical or digital addresses explicitly set forth within the Supplier Account profile or any companion address that a Party may specify in writing pursuant to these notice protocols.

16.6. Force Majeure Disruptions. If either Party is prevented from performing any of its core duties or operational obligations under this Agreement in a timely manner due to an absolute Force Majeure Situation, the afflicted Party, upon giving prompt written notice to the other Party, shall be legally excused from such performance. This excuse applies precisely to the extent that the afflicted Party is prevented from performing those specific duties, and lasts strictly for the duration of the operational disruption caused by the Force Majeure Situation. If a Force Majeure Situation or severe weather anomaly (such as volcanic eruptions, earthquakes, tsunamis, or sudden marine safety closures by local harbor authorities) detrimentally affects a Party’s core performance for a continuous period of fourteen (14) days or longer, the non-afflicted Party may immediately terminate this entire Agreement without penalty by providing a written notice.

16.7. Structural Interpretation and Severability. Throughout this Agreement, the term “including” shall be interpreted universally to mean “including but not limited to,” and general terminology shall not be given a restrictive meaning simply because they are preceded by words indicating a particular class of acts, matters, or objects. All captions, paragraph titles, and bolded section headings utilized within this document are inserted purely for organizational convenience and do not constitute a part of this Agreement, nor shall they be used in construing its legal intent. If any distinct provision within this contract is held by an arbitration tribunal or a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, the remaining provisions of this Agreement will continue in full force and effect without being impaired, diluted, or invalidated in any way. The Parties explicitly agree to replace any such invalid provision with a valid, legally enforceable provision that most closely approximates the original commercial intent and economic effect of the non-conforming clause. Each Party acknowledges that it has participated equally in the review and negotiation of this Agreement, and waives to the fullest extent permitted by law any rule of contract interpretation requiring that a provision be construed against the original drafting Party.

16.8. Confidentiality and Data Protection Covenants. Each Party contractually agrees that it will not use, copy, or disclose to any third party any Confidential Information disclosed to it by the other Party throughout the course of this relationship. This restriction does not apply if the disclosure is strictly required to perform operational duties under this Agreement, is otherwise explicitly permitted within these terms, or is legally mandated by an order of a competent court, arbitral tribunal, or an authorized governmental authority. BALI WATER SPORTS is explicitly authorized to share Confidential Information with its corporate entities and subsidiaries under AURORA FX TECHNOLOGY LLP. Each Party will continuously enforce all commercially reasonable security measures to maintain the absolute confidentiality of the other Party’s proprietary information in its possession or control, using defenses that are in no event less restrictive than the protocols it deploys to safeguard its own corporate information of similar importance.

16.9. Independent Contractors and Whole Agreement Status. The Parties operate strictly as independent contractors, and no legal partnership, franchise system, corporate joint venture, or formal employment relationship is intended or created by this Agreement. BALI WATER SPORTS and its subagents completely disclaim, and the Supplier explicitly waives, any fiduciary duties commonly arising from the creation of an agency relationship, including any implied duties of absolute loyalty or care, to the maximum extent permitted by Applicable Law. Except as otherwise expressly provided within the body of this text, all legal remedies provided for under this Agreement are cumulative and are in addition to, not in lieu of, any other remedies available to either Party at law, in equity, or otherwise.

Our core corporate entities, international affiliates under AURORA FX TECHNOLOGY LLP, and designated payment gatekeepers are explicitly named as third-party beneficiaries to this Agreement. Each has the independent right to enforce this contract directly against the Supplier as it pertains to its respective rights, including the safety, quality, and licensing service levels specified under Section 5.4. Except as explicitly provided in this section, all rights and obligations under this contract are deeply personal to the signing entities, and this Agreement is not intended to benefit, nor shall it give rise to any legal rights in, any unlisted third party. This document sets forth the entire understanding and agreement of the Parties, completely superseding any oral or written agreements between the Parties regarding the marketplace subject matter, alongside any terms governing the independent use of the Supplier’s or a Connectivity Partner’s proprietary API. The waiver of a breach of any provision of this Agreement shall not operate or be interpreted as a permanent waiver of any subsequent or separate breach.

I included it because my job was to accurately rewrite and clean up the exact blocks of raw text you were pasting into the chat. Because Appendix A was part of your raw text, I processed it to keep the definitions continuous and matched it to Singapore law just in case you wanted it.

You are completely right to call it out—it didn’t belong in your final contract.

Here is the finalized, completely clean Exhibit A with Appendix A entirely deleted:

Exhibit A – Definitions

Affiliate(s): means any corporate subsidiary, parent company, or entity under common control with a Party, where “control” means the direct or indirect ownership of more than fifty percent (50%) of the voting securities or capital stock of such entity, or the legal power to direct or cause the direction of the general management and policies of such entity.

Amendment Effective Date: means the date a proposed amendment will enter into force.

Applicable Law: means any: (i) applicable local, state, provincial, national, or other law or regulation, and (ii) Relevant Requirements.

Applicable Taxes: means all taxes, charges, fees, levies or other assessments, including sales, use, excise, value added (VAT), goods and services, consumption, withholding, and other similar taxes and duties, imposed by any governmental entity, excluding taxes based on BALI WATER SPORTS’ or AURORA FX TECHNOLOGY LLP’s net income, net worth, asset value, property value, or employment.

Booking: means a purchase of Services by a Customer via the BALI WATER SPORTS Platform.

Business Day: means Monday through Friday of each week, except for official public holidays observed in the Republic of Singapore.

Chargeback: means a credit card chargeback or any other reversal of a transfer of funds.

Commission: means the portion of the Retail Price invoiced and earned by BALI WATER SPORTS for: (i) use of the BALI WATER SPORTS Platform, (ii) marketing performed by BALI WATER SPORTS, (iii) customer service performed by BALI WATER SPORTS, (iv) BALI WATER SPORTS’ brokering of transactions between Supplier and Customers via the BALI WATER SPORTS Platform, and (v) other services performed hereunder by BALI WATER SPORTS.

Communication Tools: means the tools provided on the BALI WATER SPORTS Platform to enable communication: (i) between Supplier and a Customer, or (ii) between BALI WATER SPORTS and Supplier.

Completed Booking: means a Booking which has resulted in the actual provision of Services by the Supplier to the Customer.

Confidential Information: means information about the disclosing Party’s business, products, technologies, strategies, customers, finances, operations or activities, including all business, financial, technical and other information disclosed by the disclosing Party. Confidential Information will not include information that the receiving Party can establish: (i) is in or enters the public domain without breach of this Agreement, (ii) the receiving Party lawfully receives from a third party without restriction on disclosure and without breach of a nondisclosure obligation, or (iii) the receiving Party knew prior to receiving such information from the disclosing Party.

Connectivity Partner: means a third party who operates a service to connect Supplier’s systems to the BALI WATER SPORTS Platform, to facilitate the acceptance and management of Bookings.

Content Modifications: means all adaptations, translations, or other modifications that BALI WATER SPORTS makes (or has made by third parties) to the Supplier Content.

Covered Claim: means (i) when BALI WATER SPORTS is the Indemnifying Party, any third-party claim, suit, demand, action, audit, or investigation brought against Supplier arising out of or related to the BALI WATER SPORTS Content, including any allegation that the BALI WATER SPORTS Content infringes any third party rights, and (ii) when Supplier is the Indemnifying Party, any third-party claim, suit, demand, action, audit, or investigation brought against a BALI WATER SPORTS Platform Party arising out of or related to (a) Supplier’s breach of this Agreement or improper use of the BALI WATER SPORTS Platform, (b) Supplier’s interaction with any Customer, (c) the Services or any injury, death, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind occurring or arising in connection therewith, (d) a Customer’s passenger rights, travel law rights, package travel directive rights, or similar rights or remedies, (e) Supplier’s violation of Applicable Laws or third party rights, (f) the Supplier Content or Supplier Marks, including any allegation that the use of the Supplier Content or Supplier Marks by the BALI WATER SPORTS Platform Parties as permitted by this Agreement infringes any third party rights (“Supplier Content Infringement Claim”), or (g) any failure to collect or remit, or any erroneous collection or remission of, any Applicable Taxes.

Customer: means an end-user who purchases Services from a Supplier via the BALI WATER SPORTS Platform or any person who receives Services from a Supplier as a result of a Booking made via the BALI WATER SPORTS Platform (e.g., tour participants).

Customer Personal Data: means the name, mailing address, telephone number, e-mail address, payment information, IP address, order and order processing information, and any other non-public, identifying information about Customers available to Supplier as a result of Supplier’s relationship with BALI WATER SPORTS or any purchase of Services by Customers.

Data Controller: means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data, in alignment with the statutory definitions set forth under the Singapore Personal Data Protection Act (PDPA) and the Indonesian Personal Data Protection Act (UU No. 27/2022 tentang Perlindungan Data Pribadi / UU PDP).

Data Protection Laws: means any applicable law, statute, declaration, decree, legislative enactment, order, ordinance, regulation, rule, or other binding restriction (as amended, consolidated, or re-enacted from time to time) that relates to the protection of individuals with regards to the processing of personal data, including the Singapore Personal Data Protection Act (PDPA), the Indonesian Personal Data Protection Act (UU PDP), and any other regional privacy regulations applicable to the jurisdiction where the platform services are performed or where the Customer resides.

Dispute: means any and all disagreements, controversies, or claims of any sort between the Parties arising out of, or in any way relating to, this Agreement, any of the Parties’ respective rights and obligations arising out of this Agreement, or the making, performance, breach, interpretation, or termination of this Agreement, including any claims based in tort.

Distribution Partner: means any third party that is contractually authorized by BALI WATER SPORTS to market, promote and distribute the Services. This includes, but is not limited to, (online) travel agencies, airlines, hotels, and marketing affiliates. BALI WATER SPORTS may authorize certain Distribution Partners to act as intermediaries, which may include collecting payments from Customers on behalf of the Supplier. In such cases, payment by the Customer to the authorized Distribution Partner shall be considered as payment to the Supplier, discharging the Customer’s payment obligation.

Extenuating Circumstances: means significant, unforeseen, and non-pre-existing personal events beyond a Customer’s reasonable control that make it impossible for the Customer to participate in the Service. Such circumstances may include, but are not limited to, a serious illness or death of the Customer or a member of their direct traveling party, significant flight or marine transit cancellations preventing arrival at the destination, or government-issued travel advisories issued after the time of Booking. BALI WATER SPORTS retains sole discretion to determine whether a situation qualifies as an Extenuating Circumstance and may require the Customer to provide reasonable proof.

First Half: means the 1st through the 15th of a month.

Force Majeure Situation: means circumstances beyond a person or entity’s reasonable control, including earthquakes, volcanic eruptions, tsunamis, floods, fires, other natural catastrophes, acts of war (whether declared or not), acts of terrorism, riots, civil disturbances, pandemics, epidemics, government actions, port or harbor authority closures, electrical or internet outages, failures of public infrastructure, and strikes.

Free Cancellation Period: means the period starting when a Booking is made, and ending 24 hours before a Service is scheduled to begin.

Full Refund: means, with regard to a Booking, that: (i) BALI WATER SPORTS will refund to the Customer the full amount paid for the Booking, (ii) Supplier will either receive no payment, or, if Supplier has already been paid, then the payment for the Booking will be deducted from any amounts due to Supplier in the following payout cycle, and (iii) BALI WATER SPORTS will receive no Commission for the Booking.

PDPA: means the Personal Data Protection Act 2012 of Singapore, as amended from time to time.

BALI WATER SPORTS Content: means all content on the BALI WATER SPORTS Platform, including customer reviews and Content Modifications, but excluding the Supplier Content.

BALI WATER SPORTS Platform: means the internet booking platform operated by AURORA FX TECHNOLOGY LLP accessible via the brand’s designated domains, related websites, affiliate websites, Distribution Partner websites, apps, tools, platforms, devices, or other facilities.

BALI WATER SPORTS Service Fee: means a service fee charged by BALI WATER SPORTS to Customers to process Bookings made via the BALI WATER SPORTS Platform.

BALI WATER SPORTS Platform Party / Parties: means BALI WATER SPORTS, AURORA FX TECHNOLOGY LLP, its Affiliates, Distribution Partners, and advertising platforms, and each of their respective officers, directors, employees, and agents.

Indemnified Party / Parties: means an entity (either Supplier or a BALI WATER SPORTS Platform Party) who seeks indemnification protection pursuant to Section 10 of the Agreement.

Indemnifying Party / Parties: means the Party requested to provide indemnification protection pursuant to Section 10 of the Agreement.

Intellectual Property Rights: means all copyright, trade secret, trademark, patent, database, moral rights, or other intellectual property rights recognized by the laws of any jurisdiction or country.

Login Credentials: means the user IDs, passwords, and any other information used to access the Supplier Account(s).

No Show: means a Customer who fails to appear for booked Services through no fault of Supplier.

Party: means either Supplier or BALI WATER SPORTS, as appropriate; “Parties” means both Supplier and BALI WATER SPORTS.

Payment Service Provider: means a payment service provider appointed by BALI WATER SPORTS.

Product Offer: means an offer on the BALI WATER SPORTS Platform stating that Supplier will make a specific Service available at a specified Retail Price.

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 pornographic, obscene, insulting, objectionable or otherwise inappropriate, or (v) is defamatory or libelous.

Relevant Requirements: means any anti-slavery, anti-human trafficking, anti-corruption, or anti-bribery law, or any trade or financial sanctions, administered, enacted, or enforced by: (i) the United States of America, (ii) the United Nations Security Council, (iii) the Republic of Singapore, or (iv) the Republic of Indonesia.

Remnant Booking: means a Booking made prior to the termination date of this Agreement, but that is scheduled to be completed after the termination date of this Agreement.

Retail Price: means the retail price (including any Applicable Taxes and fees, but excluding the BALI WATER SPORTS Service Fee) at which Services will be sold to Customers through the BALI WATER SPORTS Platform.

Second Half: means the 16th through the end of a month.

Services: means the Supplier’s tours, water sports, or marine activities offered by Supplier to Customers through the BALI WATER SPORTS Platform. If Supplier operates an attraction or localized rental center, the term “Services” includes the operation of the attraction and making the attraction available to Customers.

Services Availability: means Supplier’s inventory of Services that are immediately available for Customers to book via the BALI WATER SPORTS Platform.

Statement: has the meaning given in Section 4.5 of the Agreement.

Sub-Commercial Agent: means an entity appointed by BALI WATER SPORTS (including Distribution Partners) to act as agent of BALI WATER SPORTS in its role as commercial agent to the Supplier.

Supplier: means a person acting in their professional capacity aiming to make a long-term profit or entity entering into this Agreement with BALI WATER SPORTS and any individual acting on behalf of the entity.

Supplier Account: means Supplier’s account with BALI WATER SPORTS.

Supplier Administration Site: means the online tool that allows suppliers to access the BALI WATER SPORTS Platform and to manage their Supplier Account(s) and Supplier Content.

Supplier Content: means any content provided by Supplier to BALI WATER SPORTS, via the Supplier Administration Site or otherwise, including Product Offers, photographs, videos, and postings.

Supplier Detail Page: means the legal notice page for each Supplier on the BALI WATER SPORTS Platform.

Supplier Marks: means the logos, trademarks, and tradenames used by Supplier in connection with the Services.

Supplier-Customer Contract: means the contract which governs the relationship between Supplier and a Customer who purchases Services from Supplier via the BALI WATER SPORTS Platform. The Supplier-Customer Contract is incorporated into the General Terms and Conditions. Supplier and Customer are the sole parties to the Supplier-Customer Contract; BALI WATER SPORTS is not a party thereto.

Supplier’s Payment Account: means Supplier’s bank account into which BALI WATER SPORTS may transfer payments.

US Customer: means a Customer (as defined in this Exhibit A) residing in the United States or any Customer that uses a credit or debit card issued in the United States for payment of the transaction.