1. Introduction and Binding Effect
These Host Terms and Conditions (“Host Terms”) constitute a legally binding agreement between Sofaree Digital Services OPC (“Sofaree,” “we,” “us,” or “our”) and any individual or entity (“Host,” “you,” or “your”) who lists, manages, or offers accommodations or experiences on the Sofaree platform (the “Platform”).
These Host Terms are incorporated into and must be read together with Sofaree’s:
General Terms of Service
Host Payout Policy
Host Cancellation and Refund Appendix
Security Deposit and Damage Claim Policy
(collectively, the “Platform Policies”).
2. Platform Role; No Agency; No Control Over Premises
2.1 Marketplace Intermediary Only
Sofaree operates solely as a digital marketplace and booking facilitation platform. Sofaree is not a property owner, hotel operator, resort operator, real estate broker, travel agent, tour operator, trustee, escrow agent, or fiduciary of any Host or Guest, except where expressly required by applicable law.
2.2 No Agency, Partnership, or Joint Venture
Nothing in these Host Terms shall be deemed to create any agency, partnership, joint venture, employment, or principal-agent relationship between Sofaree and any Host. Hosts act independently and exclusively on their own behalf.
Sofaree does not control, manage, operate, supervise, or maintain any Host property and exercises no control over on-site operations, safety, staffing, or guest conduct.
3. Host Eligibility; Anti-Colorum and Regulatory Compliance
3.1 Legal Capacity
Hosts must be at least eighteen (18) years old and legally capable of entering into contracts under Philippine law.
3.2 DOT Accreditation and LGU Permits (Philippines)
Where required under Philippine law, including DOT Administrative Order No. 2019-003, the Host warrants and represents that they:
hold valid Department of Tourism (DOT) Accreditation;
possess all required LGU permits, including mayor’s permit, barangay clearance, and business registration;
comply with zoning, fire safety, health, and occupancy regulations.
3.3 Mandatory Upload and Continuing Compliance
Hosts agree to upload and maintain current copies of their DOT Accreditation and Business Permit during onboarding and upon renewal.
Sofaree reserves the right to:
suspend or delist any Host,
withhold payouts, or
restrict platform access
if accreditation or permits lapse, are revoked, or are not provided upon request.
Responsibility for regulatory compliance rests solely with the Host.
4. Data Privacy and Personal Data Handling (DPA 2012)
4.1 Independent Personal Information Controllers
Upon receipt of Guest personal data, Hosts acknowledge that they act as independent Personal Information Controllers under Republic Act No. 10173 (Data Privacy Act of 2012).
4.2 Host Data Processing Obligations
Hosts shall:
use Guest personal data only for purposes directly related to the booking;
secure and protect such data against unauthorized access or disclosure;
delete or anonymize Guest personal data within thirty (30) days after checkout, unless retention is required by law;
notify Sofaree within twenty-four (24) hours of discovering any personal data breach involving Guest information.
4.3 Breach Liability
Any violation of data privacy laws by a Host, including unauthorized disclosure of Guest data, shall be the sole responsibility of the Host, who shall indemnify Sofaree from any resulting claims, fines, or investigations by the National Privacy Commission (NPC).
5. Bookings, Payments, Taxes, and Withholding
5.1 Payment Facilitation; Conditional Payouts
Guest payments are processed through the Platform solely to facilitate marketplace transactions. Host payouts are conditional and subject to booking completion, dispute resolution, verification, and compliance with Platform Policies.
5.2 Philippine Withholding Tax (BIR RMC No. 8-2024)
Sofaree shall comply with all applicable Bureau of Internal Revenue (BIR) regulations, including Revenue Memorandum Circular No. 8-2024, and shall withhold and remit the mandatory one percent (1%) withholding tax on one-half (½) of the gross remittances to Hosts classified as sellers or merchants.
Hosts agree to provide their BIR Certificate of Registration (BIR Form 2303) and any required exemption documentation to avail of applicable tax exemptions.
Mandatory withholding shall not constitute a breach of these Host Terms.
6. Pricing Transparency and Consumer Protection
Hosts are responsible for ensuring that all pricing information displayed on the Platform is accurate, complete, and inclusive, including:
nightly or rental rates,
applicable VAT or local taxes,
mandatory service charges,
cleaning or resort fees.
Hosts acknowledge that inaccurate pricing may constitute a deceptive sales act under Philippine consumer laws and agree to indemnify Sofaree from any resulting claims or chargebacks.
7. Cancellations and Force Majeure (Philippines)
7.1 Force Majeure Events
“Force Majeure” includes, without limitation:
typhoons, floods, earthquakes, volcanic activity;
PAGASA-issued storm signals No. 2 or higher;
government-ordered evacuations, travel bans, or lockdowns;
acts of God or public emergencies.
In such cases, Sofaree may override cancellation policies to protect safety and comply with law.
8. Liability, Indemnification, and Insurance
8.1 Host Responsibility for Premises
Hosts bear full responsibility for the safety, condition, and operation of their premises and for any bodily injury, death, or property damage occurring thereon, except where directly caused by Sofaree’s gross negligence.
8.2 Indemnification and Defense
The Host shall defend, indemnify, and hold harmless Sofaree, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, or expenses arising from:
bodily injury or death of any Guest;
property damage occurring at the Host’s premises;
violation of laws or regulations by the Host;
Host negligence or misconduct.
8.3 Insurance Requirement
Hosts agree to maintain Comprehensive General Liability (CGL) Insurance or equivalent coverage sufficient to cover foreseeable risks associated with hosting activities.
9. Intellectual Property; Survival of License
9.1 License Grant
Hosts grant Sofaree an irrevocable, perpetual, worldwide, royalty-free, sublicensable license to use, reproduce, distribute, display, modify, and create derivative works from Host content for platform operation, marketing, archival, and promotional purposes.
9.2 Survival
This license survives termination or deactivation of the Host’s account and applies to historical and archival uses.
10. Regional Compliance (Vietnam and Thailand)
For listings located in Vietnam or Thailand, Hosts warrant compliance with all local laws, including:
Vietnam: mandatory registration of foreign guests with local police authorities;
Thailand: compliance with the Hotel Act B.E. 2547, including licensing requirements for short-term rentals.
Failure to comply may result in delisting without liability to Sofaree.
11. Governing Law and Venue
These Host Terms shall be governed by the laws of the Republic of the Philippines.
All actions arising from or relating to these Host Terms shall be filed exclusively in the proper courts of the City of Calamba, Province of Laguna, to the exclusion of all other venues.
12. Entire Agreement; Severability
These Host Terms and the Platform Policies constitute the entire agreement between Sofaree and the Host. Invalid provisions shall not affect the enforceability of the remainder.
