Public offer

Paid by the traveller           500,000 soums
Peakly commission (7%)          − 35,000 soums
Acquiring (1%)                  −  5,000 soums
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To your account                   460,000 soums

1. GENERAL PROVISIONS

1.1. This document constitutes a public offer (hereinafter — the "Offer") of «PEAKLY» Limited Liability Company, registered in accordance with the legislation of the Republic of Uzbekistan (TIN 313 197 182, registered address: Republic of Uzbekistan, Tashkent, Yunusabad district, «Adolat» MFY, 4th microdistrict, building 61, apt. 45) (hereinafter — the "Platform", the "Operator" or "We"), and contains all material terms of the agreement for the provision of services of the «Peakly» digital platform.

1.2. The Offer is publicly available at https://peakly.uz/legal/offer and is addressed to an indefinite range of persons in accordance with Article 367 of the Civil Code of the Republic of Uzbekistan.

1.3. The Offer has been drawn up taking into account the requirements of Article 16 of the Law of the Republic of Uzbekistan No. ZRU-792 of 29.09.2022 "On Electronic Commerce" (hereinafter — the "E-Commerce Law").

1.4. The Offer governs relations arising from the use of the websites peakly.uz, thepeakly.com, their subdomains, the Platform's mobile applications and related services (the Telegram bot @peakly_help_bot and other official channels) — hereinafter collectively the "Service".

1.5. Alongside the Offer, relations between the Parties are governed by:

• the Terms of Use — the rules for using the Service and posting user content;
• the Privacy Policy — the procedure for processing personal data;
• other documents published in the Service and expressly designated as an integral part thereof.

The said documents are incorporated into the agreement by reference pursuant to part two of Article 14 of the Law of the Republic of Uzbekistan "On Electronic Commerce". The Operator ensures free access to them throughout the entire term of the agreement.

1.6. In the event of a conflict between the Offer and other documents of the Service, the Offer shall prevail, except in matters of personal data processing, where the Privacy Policy shall prevail.

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2. TERMS AND DEFINITIONS

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3. SUBJECT MATTER OF THE OFFER AND ACCEPTANCE

3.1. Subject matter. The Operator undertakes to provide the User and the Seller with access to the functionality of the Service and to render the Platform Services, and the User and the Seller undertake to use the Service in accordance with the terms of the Offer and to pay the remuneration due to the Operator in the cases provided for by the Offer.

3.2. Acceptance. In accordance with Article 370 of the Civil Code of the Republic of Uzbekistan and Article 15 of the E-Commerce Law, acceptance of the Offer (full and unconditional acceptance of its terms) is deemed to occur upon any of the following actions:

• completing registration in the Service with a tick indicating agreement with the Offer;
• placing a Booking;
• making a payment through the Service;
• submitting an application for Seller status;
• actual use of functionality of the Service that requires authorisation.

3.3. The agreement is deemed concluded at the moment of acceptance. No separate paper document is executed. Electronic documents and electronic messages exchanged by the Parties through the Service are equivalent to paper documents signed by hand (Article 15 of the E-Commerce Law).

3.4. Age. The Offer may be accepted by a person who has reached 18 years of age. Persons aged 14 to 18 may use the Service and place Bookings solely with the consent of their legal representative. Participation of minors in a Tour is permitted only when accompanied by a legal representative or where written consent of the legal representative has been provided to the Seller.

3.5. Amendments to the agreement. The terms of the agreement are determined by the Offer and are not subject to individual negotiation, except as expressly provided in Section 20. Individual terms of cooperation with particular Sellers may be documented in a supplementary agreement, which shall prevail over the Offer in respect of the matters it governs.

3.6. Withdrawal of acceptance. The User may withdraw acceptance by deleting their account. Withdrawal of acceptance does not terminate obligations that arose prior to withdrawal, including obligations under paid Bookings.

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4. LEGAL STATUS OF THE PLATFORM

This Section is key to understanding the allocation of liability and must be read.

4.1. The Operator is an operator of an electronic trading platform within the meaning of Article 13 of the E-Commerce Law and provides exclusively information technology and intermediary services.

4.2. The Operator is not a tour operator, travel agent, guide, instructor-guide, excursion guide or any other subject of tourism activity within the meaning of the Law of the Republic of Uzbekistan No. ZRU-549 of 18.07.2019 "On Tourism". The Operator:

• does not create, sell or provide tourism services in its own name;
• does not purchase tourism services for subsequent resale;
• is not a party to the agreement for the provision of tourism services.

4.3. The agreement for the provision of tourism services is concluded directly between the User and the Seller. The Operator provides the technical means for concluding such an agreement and arranges settlements between the Parties, but is not a party to that agreement.

4.4. The Seller bears responsibility for the Tour. The Seller is solely and fully liable to the User for:

• the accuracy and completeness of information about the Tour, including the route description, difficulty level, participant requirements and the list of required equipment;
• the actual provision of services, their quality, scope and conformity with the description;
• the safety of Participants on the route, and possession of the necessary qualifications and certificates required by law;
• compliance with legislation on tourism, environmental protection, occupational safety and security;
• tax obligations in respect of the income received.

4.5. The Operator is responsible for the operability of the Service, the correct processing of Bookings and settlements, the safekeeping of personal data and the performance of its own obligations under this Offer — within the limits set out in Section 17.

4.6. The posting of a Tour in the Service, the display of ratings and reviews, and the award of "Verified" status to a Seller do not constitute a recommendation, guarantee or surety by the Operator as to the quality or safety of the Seller's services. Verification confirms only that the Operator has checked the documents submitted by the Seller for formal completeness.

4.7. In accordance with part four of Article 13 of the Law of the Republic of Uzbekistan "On Electronic Commerce" and the general principle of information intermediary liability, the Operator is not liable for legal consequences relating to the content of information posted by Sellers and Users, except where the Operator had actual knowledge of its unlawful nature and failed to take steps to remove it.

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5. REGISTRATION AND ACCOUNT

5.1. Part of the Service's functionality (viewing the Tour feed, search, Tour page) is available without registration. Booking, payment, posting reviews and social features require registration.

5.2. Registration is carried out by one of the following methods: mobile phone number with one-time code confirmation (SMS or Telegram), via Google, via Apple ID, via Telegram.

5.3. The User undertakes to provide accurate and up-to-date information. The Operator may suspend or terminate access to the account if inaccurate data is identified.

5.4. Account security. The User is solely responsible for maintaining the confidentiality of access credentials (password, confirmation codes, two-factor authentication codes). All actions performed using the User's account are deemed to have been performed by the User. If unauthorised access is suspected, the User must immediately notify the Operator at support@peakly.uz or via @peakly_help_bot.

5.5. One user — one account. Creating multiple accounts by one person for the purpose of abuse (promo codes, loyalty programme, rating manipulation or circumventing a block) is prohibited.

5.6. The Operator may block or delete an account in the event of a breach of the Offer, the Terms of Use or applicable law, with notice via available communication channels. Upon blocking, previously paid Bookings are either fulfilled or refunded in accordance with Section 9.

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PART A. TERMS FOR USERS (TOURISTS)

6. BOOKING PROCEDURE

6.1. Step 1 — Selection. The User selects a Tour, a Tour Date and the number of Participants. The Service displays the number of available places for the selected date.

6.2. Step 2 — Hold. From the moment the Booking process begins, places are reserved for 20 (twenty) minutes. A timer is displayed to the User. If payment is not made within that period, the places are automatically released and the Booking is assigned the CANCELLED status.

6.3. Step 3 — Entering details. The User provides the details of the principal Participant (full name, phone, e-mail) and, where applicable, of additional Participants (full name, age, phone). For international Tours, passport details are additionally required (number, expiry date, citizenship).

6.4. The User confirms and warrants that:

• they have obtained the consent of each additional Participant (or their legal representative) to the transfer of personal data to the Operator and the Seller;
• all Participants have been informed of the terms of the Tour, physical fitness requirements, the difficulty level of the route and the list of required equipment;
• the state of health of each Participant permits participation in a Tour of the stated difficulty; the User must inform the Seller of any contraindications before the Tour begins.

6.5. Step 4 — Creating the application. The Booking is assigned the PENDING status. A notification is sent to the User and the Seller.

6.6. Step 5 — Payment. The User makes payment through the selected Payment Provider. Upon successful payment the status changes to PAID and the User receives an electronic ticket with a QR code. If payment fails — PAYMENT_FAILED, and the places are released.

6.7. Moment of conclusion of the agreement with the Seller. The agreement for the provision of tourism services between the User and the Seller is deemed concluded at the moment the Booking is assigned the CONFIRMED status (confirmation by the Seller, or automatic confirmation after successful payment where the Seller has not enabled manual review).

6.8. Booking statuses:

PENDING → PAID → CONFIRMED → IN_PROGRESS → COMPLETED
            ↓
       PAYMENT_FAILED
       CANCELLED  (cancelled by the User, the Seller, or by timeout)
       REFUNDED   (funds refunded)

6.9. No available places. Where no places are available on the selected Date, the User is offered a subscription to a notification of a place becoming available (waiting list) or the nearest available dates. Inclusion on the waiting list does not guarantee a place and creates no obligations for the Parties.

6.10. Electronic ticket. The QR code available in the Personal Account serves as confirmation of the Booking and is presented to the Seller at check-in on the route. Transfer of the electronic ticket to third parties without the Seller's agreement is not permitted.

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7. PRICE AND PAYMENT PROCEDURE

7.1. The price of a Tour is set by the Seller independently and is stated in Uzbek soums (UZS). The price may vary depending on the Tour Date.

7.2. The price shown on the Tour page at the moment the Booking is placed is final for that Booking and may not be unilaterally changed after the PAID status is assigned.

7.3. The Operator's Commission and the Acquiring Fee are included in the displayed price and do not increase the amount payable by the User. The User pays a single amount; allocation between the Seller, the Operator and the Payment Provider is made by internal settlement in accordance with Section 14.

7.4. Payment methods. Payment is made by cashless means through Payment Providers, the list of which is displayed on the payment page. The Operator does not store the User's payment card details — payment data is processed by the Payment Provider in accordance with the PCI DSS standard.

7.5. No additional charges to the User. The Operator does not charge the User any additional fees for using the Service, placing a Booking or accepting payment. The bank that issued the User's payment card may charge its own fee under its agreement with the cardholder; such amounts are not received by the Operator and are outside the Operator's control.

7.6. Cash payment. Certain Sellers may allow payment for a Tour in cash directly to the Seller. In such case:

• settlements are made directly between the User and the Seller; the Operator does not participate in them;
• the Operator does not hold such funds in escrow and does not ensure their refund;
• no Acquiring Fee is charged, as no cashless payment is made;
• the cancellation and refund procedure is determined by agreement between the User and the Seller;
• the Seller must record the cash settlement in the Service and pay the Operator's Commission in accordance with Section 14.

7.7. Promo codes. Promo codes apply on the terms stated when they are issued. A promo code may not be exchanged for money. The Operator may cancel a promo code where abuse is identified.

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8. ESCROW OF FUNDS

8.1. Funds paid by the User are held in escrow — retained by the Operator until the conditions for payout to the Seller arise. Escrow is carried out pursuant to Article 24 of the Law of the Republic of Uzbekistan "On Electronic Commerce".

8.2. The purpose of escrow is to make it possible to refund the User where the Tour did not take place, was cancelled, or was delivered with a material breach of its terms.

8.3. Payout timelines for the Seller:

8.4. Where a User's claim is received within the claims window, the Operator suspends the payout to the Seller pending review of the claim under Section 18, but for no longer than 15 (fifteen) business days.

8.5. No interest accrues on escrowed funds. Escrow does not constitute a bank deposit and does not confer upon the Operator the status of a credit or payment institution.

8.6. The Operator does not carry out the activities of a payment institution, payment system operator or electronic money issuer. The acceptance and transfer of funds are carried out by licensed Payment Providers.

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9. CANCELLATION AND REFUNDS

9.1. Default cancellation rules where cancellation is initiated by the User (apply unless the Seller has set a different policy):

Where cancellation occurs more than 48 hours in advance, the Operator's Commission is not withheld — only the Acquiring Fee actually withheld when the payment was accepted is deducted from the refunded amount.

9.2. Allocation of the Acquiring Fee on cancellation. The Acquiring Fee is withheld by the Payment Provider and the bank at the moment the payment is accepted and, as a rule, is not returned by them when funds are subsequently refunded to the User. That cost is allocated as follows:

In all cases other than cancellation by the User more than 48 hours in advance, the refund amount due to the User is not reduced by the Acquiring Fee.

9.3. The Seller's own policy. The Seller may set cancellation terms more favourable to the User. Terms that worsen the User's position compared to clause 9.1 are not permitted. The applicable cancellation policy is displayed on the Tour page before the Booking is placed and forms part of the Booking terms.

9.4. Cancellation initiated by the Seller. Where the Seller cancels a Tour (for any reason, including insufficient group size and circumstances on the Seller's side), the User is refunded 100% of the amount paid, including the Operator's Commission and the Acquiring Fee. The User may additionally claim from the Seller compensation for documented losses.

Where the Seller cancels a Tour, a penalty is charged to the Seller under clause 15.4.

9.5. Cancellation due to force majeure (Section 19) or a decision of a state authority rendering the Tour impossible: the User is refunded 100% of the amount paid, less costs actually incurred and documented by the Seller. The Operator's Commission is not withheld in such case, and no penalty under clause 15.4 is charged.

9.6. Material non-conformity of the Tour with its description. If the services actually provided differ materially from the Tour description (the route was changed, items declared as included were not provided, safety conditions were not observed), the User may submit a claim through the Service within 24 hours after completion of the Tour. The Operator reviews the claim under Section 18 and may issue a partial or full refund from escrowed funds.

9.7. Refund timeline. Refunds are made by the same method used for payment, within no more than 10 (ten) business days from the date the refund decision is made. The actual crediting time depends on the Payment Provider and the issuing bank and may take up to 30 calendar days.

9.8. Consumer rights. This Section does not limit the User's rights under the Law of the Republic of Uzbekistan "On Protection of Consumer Rights". Terms of the Offer that impair consumer rights compared to the law are deemed invalid to that extent.

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10. COMMUNITY TOURS (SELF-ORGANISED TOURS)

10.1. The Community Tours feature allows a User to initiate a hike, assemble a group and select a Seller through an open call for proposals.

10.2. Legal status of the initiator. A User who creates a Community Tour (the "Initiator") acts in their own name and does not acquire the status of a Seller, tour operator or tour organiser. The Initiator may not charge other participants, derive income from the initiative, or act as an intermediary in settlements.

10.3. Stages: DRAFT → RECRUITING (assembling participants) → GUIDE_SEARCH (call for Seller proposals once the minimum number of participants is reached) → CONFIRMED (Seller selected) → PAYMENT → ACTIVE → COMPLETED / CANCELLED.

10.4. Joining an initiative at the RECRUITING stage entails no financial obligations. A participant may leave the initiative before a Seller is selected.

10.5. Once a Seller is selected, each participant pays their own share independently through the standard Booking procedure (Sections 6–8). If a participant does not pay within 24 hours after the Seller is selected, their place is released.

10.6. From the moment a Seller is selected, relations between the participants and the Seller are governed on general terms: the Seller is responsible for conducting the tour (clause 4.4); escrow and refunds are governed by Sections 8 and 9.

10.7. The initiative is cancelled if the minimum number of participants is not reached by the set deadline, or if no Seller submits a proposal within 72 hours from the opening of the call.

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11. RIGHTS AND OBLIGATIONS OF THE USER

11.1. The User has the right to:

• use the functionality of the Service for its intended purpose;
• receive accurate information about Tours, Sellers and Booking terms;
• cancel a Booking in accordance with Section 9;
• leave reviews of completed Tours;
• contact support and submit claims in accordance with Section 18;
• withdraw consent to the processing of personal data and delete their account.

11.2. The User undertakes to:

• provide accurate information about themselves and the Participants;
• pay for Bookings on time;
• comply with safety requirements and the instructions of the guide (instructor-guide) on the route;
• have the equipment required by the stated Tour requirements;
• arrive at the meeting point at the stated time;
• not be under the influence of alcohol, narcotics or other intoxicants on the route;
• inform the Seller of any medical contraindications, allergies or other circumstances affecting the safety of participation;
• treat the natural environment and features on the route with care;
• not use the Service for purposes contrary to law or the Terms of Use.

11.3. The User accepts and acknowledges that active tourism, hiking and mountain routes involve objective risks to life and health, including weather conditions, terrain, physical exertion and other factors beyond the Parties' control. The User participates in a Tour at their own risk and confirms that this decision is made knowingly. This clause does not release the Seller from the obligation to ensure safety within the limits established by law and does not limit the Seller's liability for harm caused by its culpable acts.

11.4. The Operator recommends that the User obtain accident insurance for the duration of the Tour. The Operator does not provide insurance services and does not act as an insurance agent.

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PART B. TERMS FOR SELLERS

12. SELLER STATUS AND VERIFICATION

12.1. Seller status is granted on the basis of an application submitted through the Personal Account, following the Operator's review of the documents provided.

12.2. A Seller may be:

• a legal entity registered in the Republic of Uzbekistan;
• an individual entrepreneur;
• an individual with confirmed tax status (self-employed person or patent holder) — provided that the services rendered do not fall within licensed activities.

12.3. The Seller must provide:

• name (full name) details, contact details, and bank details for payouts;
• an identity document (for individuals) or constitutive documents and a certificate of registration (for legal entities and individual entrepreneurs);
• a document confirming tax status;
• where the activity requires a licence, permit or certification under the Law of the Republic of Uzbekistan "On Tourism" or other legislation — the relevant licences, permits or qualification certificates of a guide (guide-interpreter), excursion guide, or instructor-guide;
• other documents upon the Operator's reasoned request.

12.4. The Seller warrants that it holds all legal grounds necessary to provide the stated services, including licences, permits and qualification certificates required by law, and undertakes to keep them valid throughout the entire period during which Tours are posted. The Seller must immediately notify the Operator of any suspension, revocation or expiry of such documents.

12.5. The Operator may refuse to grant Seller status without giving reasons, and may suspend or terminate Seller status in the event of a breach of the Offer, receipt of substantiated User complaints, or identification of inaccurate information.

12.6. The granting of Seller status does not create any employment, agency or other representative relationship between the Operator and the Seller. The Seller acts independently, at its own risk and in its own name.

12.7. Tax obligations. The Seller independently calculates and pays all taxes and mandatory payments on income received from providing services to Users. The Operator is not the Seller's tax agent unless expressly provided otherwise by law.

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13. POSTING TOURS AND REQUIREMENTS FOR THEM

13.1. The Seller posts Tours independently through the Personal Account. Each Tour undergoes moderation by the Operator before publication.

13.2. Information about a Tour must include:

• a complete and accurate description of the route and programme;
• the difficulty level on the scale used in the Service (1–5) with an explanation;
• a list of what is and is not included in the price;
• requirements for Participants (age, physical fitness, experience);
• a list of required equipment;
• the exact place and time of the group meeting;
• available dates and number of places;
• the cancellation policy;
• information about the Seller and a contact for communication.

13.3. It is prohibited to post Tours that:

• contain inaccurate or misleading information;
• involve visiting restricted-access areas without the relevant permits;
• breach the regime of specially protected natural areas;
• involve activities requiring a licence where the Seller does not hold one;
• breach the legislation of the Republic of Uzbekistan or the rights of third parties (including rights to images and photographic materials).

13.4. Media materials. The Seller warrants that it holds the rights to all uploaded photographs, videos and other materials, or has obtained the necessary permissions. The Seller grants the Operator a non-exclusive, royalty-free licence to use such materials for the purposes of operating and promoting the Service for the period the Tour is posted and for 12 months after its removal.

13.5. Editing restrictions. Where active Bookings exist, the Seller may not change material terms of the Tour (route, date, price, meeting point). Changes are possible only through a procedure of agreement with the affected Users, or by granting them the right to cancel with a full refund.

13.6. The Operator may reject, hide or delete a Tour that does not meet the requirements of this Section, with notice to the Seller stating the reason.

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14. COMMISSION, ACQUIRING AND PAYOUT PROCEDURE

Note to the Seller. Two distinct amounts are withheld from the Booking amount: the Operator's Commission (the Platform's remuneration) and the Acquiring Fee (the remuneration of the Payment Provider and the servicing bank for accepting and transferring a cashless payment). Each is described below, with a worked example.

The Operator's Commission

14.1. For Platform Services, the Operator withholds a Commission of 0% to 12% of the Booking amount.

14.2. Setting the rate. The Operator may at its own discretion set the specific Commission rate, within the limits stated in clause 14.1, individually for each Seller — taking into account the category of Tours, booking volume, duration of cooperation and other commercial considerations. A zero Commission rate may be set for a defined period under programmes to attract Sellers to the Platform. The current Commission rate applicable to a specific Seller is displayed in the Seller's Personal Account and is binding on the Parties from the moment it is displayed, subject to clause 14.3.

The terms of individual programmes and promotions (duration, eligibility requirements, and the procedure for granting and terminating the preferential rate) are published by the Operator as an annex to this Offer or as a separate document in the Seller's Personal Account. Such a document forms an integral part of this Offer for Sellers who have joined the relevant programme and applies to them in priority in respect of the matters it governs. The current programme is Annex 1. Terms of the «Become a Guide» promotion. A preferential Commission rate does not release the Seller from the Acquiring Fee (clauses 14.4–14.8), the penalty for cancelling a Tour (clause 15.4), or payment for the Operator's other services.

14.3. The Operator may change the Commission rate by giving the Seller at least 30 (thirty) calendar days' notice before the change takes effect. The change does not apply to Bookings placed before the change takes effect.

The Acquiring Fee

14.4. In addition to the Commission, an Acquiring Fee is withheld from the Booking amount — the combined remuneration for accepting and transferring a cashless payment, comprising:

• the Payment Provider's fee for accepting the payment;
• the fee of the Operator's servicing bank for transferring the funds — 0.1% of the Booking amount.

The combined Acquiring Fee ranges from 0.5% to 2.1% of the Booking amount.

14.5. The Acquiring Fee is withheld on a pass-through basis. The Operator:

• remits the components of the Acquiring Fee to the Payment Provider and the servicing bank in the amounts actually charged by them;
• applies no mark-up to it and derives no income from it;
• reflects the amount actually withheld for each Booking as a separate line in the payout breakdown in the Personal Account.

14.6. The Acquiring Fee is determined by the Payment Provider and the servicing bank and depends on which provider processed the payment. Current rates for each connected Payment Provider are published in the Seller's Personal Account and kept up to date.

14.7. Changes to acquiring rates. A change of rate by a Payment Provider applies from the date set by that provider. As such a change is beyond the Operator's control, the notice period provided for in clause 14.3 does not apply to it. The Operator publishes the new rate in the Personal Account and notifies Sellers within a reasonable time from becoming aware of the change.

14.8. No Acquiring Fee is charged on Bookings paid in cash (clause 7.6), as no cashless payment is made.

Final payout

14.9. The Seller receives the Booking amount less the Operator's Commission and the Acquiring Fee.

Worked example. The rates used in this example are arbitrary and are not those set for any particular Seller. Tour price — 500,000 soums; assumed Commission rate — 7%; assumed acquiring rate — 1%:

This example is illustrative. Actual figures depend on the Commission rate applicable to the Seller and on the rates of the Payment Provider and the servicing bank.

Settlement procedure

14.10. For online payments: the Commission and the Acquiring Fee are withheld automatically when escrowed funds are paid out to the Seller.

14.11. For cash payments: when the Seller records a cash Booking in the Service, the Commission amount is recorded as a liability on the Seller's account and is payable to the Operator within up to 3 (three) days from completion of the Tour, or is withheld from subsequent payouts to the Seller.

14.12. Payout timelines are determined by clause 8.3. Payouts are made to the bank details provided by the Seller. The Operator is not liable for delay or impossibility of payout caused by the Seller providing incorrect details.

14.13. Acquiring Fee on refunds. The Payment Provider and the servicing bank do not, as a rule, return the previously withheld Acquiring Fee when funds are refunded to the User. The allocation of that cost between the User, the Seller and the Operator is determined by clause 9.2. Amounts allocated to the Seller are withheld from subsequent payouts or recorded as a liability on the Seller's account.

14.14. Withholding of payouts. The Operator may suspend a payout where: a User's claim is under review (clause 8.4); fraudulent transactions are suspected; the Seller's documents have expired (clause 12.4); or the Seller owes amounts to the Operator.

14.15. Refunds. If a refund to the User is made after funds have been paid out to the Seller, the Seller must reimburse the Operator the refunded amount within up to 3 (three) business days, or the Operator withholds it from subsequent payouts.

14.16. Reporting. The Operator provides the Seller with a report of amounts accrued and paid in the Personal Account, stating the Operator's Commission and the Acquiring Fee separately. If the Seller raises no objections within 10 (ten) business days, the report is deemed accepted.

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15. OBLIGATIONS OF THE SELLER

15.1. The Seller undertakes to:

• provide services in full conformity with the Tour description;
• ensure the safety of Participants throughout the route, including having means of communication, a first aid kit and knowledge of emergency procedures;
• hold qualifications appropriate to the stated difficulty of the route;
• process Bookings promptly and respond to User enquiries;
• notify Users and the Operator of any change or cancellation of a Tour immediately upon becoming aware of such circumstances;
• carry out Participant check-in through the Service;
• correctly record Booking statuses and the fact that the Tour took place;
• comply with legislation on consumer protection, tourism, environmental protection and personal data;
• process Participants' personal data solely for the purposes of conducting the Tour and not transfer it to third parties;
• immediately notify the Operator of any incidents involving Participants on the route.

15.2. The Seller is prohibited from:

• inducing Users to transact outside the Service in order to avoid paying the Commission;
• requesting payment from Users in excess of the price stated on the Tour page for services declared as included;
• passing the Operator's Commission or the Acquiring Fee on to the User by charging an additional fee;
• artificially inflating ratings, posting false reviews, or using fake accounts;
• using Users' contact details for communications unrelated to a specific Booking without separate consent;
• transferring Seller status or access to the Personal Account to third parties.

15.3. Liability for circumventing the Service. Where systematic inducement of Users to transact outside the Service is established, the Operator may terminate Seller status and demand payment of the Commission that would have been charged on such transactions, together with a penalty of 5 BCA (base calculation amounts) as established by the legislation of the Republic of Uzbekistan.

15.4. Penalty for cancellation of a Tour by the Seller. Where the Seller cancels a Tour Date for which paid Bookings exist, the Seller shall pay the Operator a penalty. The penalty compensates the Operator's overhead costs associated with refunding Users, including the non-refundable Acquiring Fee (clause 9.2), as well as the costs of processing refunds and User enquiries.

The penalty equals the Commission rate applicable to the Seller as at the date of cancellation, but not less than 3% of the aggregate amount of all paid Bookings for the cancelled Tour Date.

The penalty is withheld from subsequent payouts to the Seller or recorded as a liability on the Seller's account, payable within up to 3 (three) business days from the date it is charged.

No penalty is charged where the Tour is cancelled due to force majeure (Section 19) or a decision of a state authority rendering the Tour impossible (clause 9.5).

15.5. Indemnity. The Seller undertakes to reimburse the Operator for documented losses (including amounts paid by the Operator to Users and administrative penalties imposed on the Operator) arising from the Seller's breach of this Offer or of applicable law.

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16. ADVERTISING AND PROMOTION

16.1. The Operator may provide Sellers with paid Tour promotion services (priority placement in search and the feed, placement in the recommendations block, advertising placements).

16.2. The terms, formats, rates and payment procedure for promotion services are set out in a separate document published in the Seller's Personal Account and, to the extent not inconsistent with it, in this Offer.

16.3. Advertising materials undergo moderation and must comply with the Law of the Republic of Uzbekistan "On Advertising". Advertising placements are marked accordingly in the interface.

16.4. The Operator does not guarantee any specific number of impressions, click-throughs or Bookings as a result of promotion, unless expressly agreed otherwise.

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GENERAL PROVISIONS

17. LIABILITY OF THE PARTIES

17.1. The Parties bear liability in accordance with the legislation of the Republic of Uzbekistan, subject to the specific provisions of this Section.

17.2. The Operator is not liable for:

• the quality, scope, safety and actual provision of tourism services by the Seller (clause 4.4);
• the accuracy of information posted by Sellers and Users;
• harm to life, health or property caused during a Tour;
• the acts or omissions of Sellers, Users and third parties;
• failures of Payment Providers, banks, telecommunications operators, mapping and other external services;
• the level of acquiring rates set by Payment Providers;
• temporary unavailability of the Service caused by maintenance, an incident or force majeure;
• loss of data resulting from the User's own actions (loss of account access, deletion of data);
• the User's decisions to participate in a Tour and their assessment of their own capabilities.

17.3. The Operator's aggregate liability to the User on any ground connected with a single Booking is limited to the amount of Commission received by the Operator on that Booking. The Operator's aggregate liability to the Seller is limited to the amount of Commission received from that Seller over the last 3 (three) months. The Acquiring Fee remitted to the Payment Provider is excluded from this calculation, as it does not constitute the Operator's income.

17.4. The limitations of liability in clause 17.3 do not apply to cases of intentional harm caused by the Operator, nor to cases where limitation of liability is not permitted by law, including the Law of the Republic of Uzbekistan "On Protection of Consumer Rights".

17.5. The Operator does not compensate lost profits or indirect losses.

17.6. The Service is provided "as is". The Operator does not guarantee uninterrupted and error-free operation of the Service but takes reasonable measures to ensure it.

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18. CLAIMS PROCEDURE AND DISPUTE RESOLUTION

18.1. The claims procedure is mandatory. Before applying to court, a Party must send a written claim.

18.2. Claims regarding the quality of a Tour are submitted by the User directly to the Seller, and may also be submitted to the Operator through the Service or at info@peakly.uz within 24 hours after completion of the Tour — for the purpose of suspending the payout of escrowed funds (clause 8.4).

18.3. Claims regarding the operation of the Service are submitted to the Operator at support@peakly.uz or via @peakly_help_bot.

18.4. The Operator's review period for a claim is 15 (fifteen) business days from receipt. Where additional information is required, the period may be extended with notice to the claimant.

18.5. The Operator's role in disputes between User and Seller. The Operator may, but is not obliged to, act as an intermediary in resolving a dispute. The Operator may decide to refund escrowed funds to the User in whole or in part on the basis of evidence submitted by the parties. Such a decision constitutes the Operator's exercise of its escrow powers and does not constitute an admission of liability by the Operator for the services provided by the Seller.

18.6. Governing law — the substantive and procedural law of the Republic of Uzbekistan.

18.7. Jurisdiction. Disputes not settled through the claims procedure are subject to review:

• for disputes involving a consumer User — in court in accordance with consumer protection legislation (at the consumer's election);
• for disputes involving a Seller — in the Tashkent Inter-District Economic Court at the Operator's location.

18.8. Evidence. The Parties acknowledge the evidentiary force of electronic documents, Service logs, electronic messages and records of actions performed in the Service as recorded on the Operator's side.

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19. FORCE MAJEURE

19.1. The Parties are released from liability for failure to perform or improper performance of obligations where caused by force majeure: natural disasters, extreme weather conditions, avalanche or mudflow hazard, fires, epidemics, military action, acts of state authorities, mass failures of communications and power networks, and other circumstances beyond the reasonable control of a Party.

19.2. The Party affected by such circumstances must notify the other Party within 3 (three) calendar days of their occurrence.

19.3. The financial consequences of cancelling a Tour due to force majeure are determined by clause 9.5. No penalty under clause 15.4 is charged in such case.

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20. AMENDMENTS TO THE OFFER. TERM

20.1. The Operator may amend the Offer unilaterally. The new version is published at https://peakly.uz/legal/offer, stating the effective date.

20.2. Amendments take effect:

• as a general rule — 10 (ten) calendar days after publication;
• amendments worsening the Seller's position (including a change to the Commission rate) — 30 (thirty) calendar days after publication, with notice sent to the Personal Account;
• amendments required by law — from the date established by law;
• changes to Payment Providers' acquiring rates — in accordance with clause 14.7.

20.3. Bookings already placed are governed by the version of the Offer in force at the time the Booking was placed.

20.4. Continued use of the Service after amendments take effect constitutes agreement with the new version. If the User (Seller) does not agree, they may cease using the Service and delete their account.

20.5. The Offer is valid indefinitely until revoked by the Operator. Revocation of the Offer does not affect agreements concluded before revocation.

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21. FINAL PROVISIONS

21.1. The invalidity of any individual provision of the Offer does not render the remaining provisions invalid.

21.2. The Offer is drawn up in Russian, Uzbek and English. In the event of discrepancy, the Russian text shall prevail.

21.3. The Operator may transfer its rights and obligations under the Offer to a third party in the event of reorganisation or transfer of the business, with notice given in the Service.

21.4. Notices are deemed delivered from the moment they are sent to the contact details provided by the User (Seller) or published in the Personal Account.

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22. OPERATOR'S DETAILS

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This Offer has been prepared taking into account the Civil Code of the Republic of Uzbekistan, the Law of the Republic of Uzbekistan No. ZRU-792 of 29.09.2022 "On Electronic Commerce", the Law of the Republic of Uzbekistan "On Protection of Consumer Rights", the Law of the Republic of Uzbekistan No. ZRU-549 of 18.07.2019 "On Tourism", the Law of the Republic of Uzbekistan No. ZRU-547 of 02.07.2019 "On Personal Data" (as amended by Law No. ZRU-1125 of 26.03.2026), and the Law of the Republic of Uzbekistan "On Advertising".

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ANNEX 1. TERMS OF THE «BECOME A GUIDE» PROMOTION

Programme to attract Sellers to the Peakly platform

Version: 1.0 · Date of publication: 01.08.2026

A1.1. General provisions

A1.1.1. These Terms govern the «Become a Guide» promotion (hereinafter — the "Promotion"), a programme to attract Sellers to the Peakly platform.

A1.1.2. Promoter — «PEAKLY» LLC, TIN 313 197 182 (hereinafter — the "Operator").

A1.1.3. These Terms form an integral part of the Offer pursuant to clause 14.2 of the Offer and apply to Sellers who have met the eligibility requirements.

A1.1.4. Terms have the meanings given in Section 2 of the Offer. Matters not governed by these Terms are governed by the Offer. In the event of conflict regarding the Commission rate, these Terms prevail.

A1.1.5. The Promotion is not a lottery, public competition or game of chance within the meaning of the legislation of the Republic of Uzbekistan. Participation is free of charge and involves no element of chance.

A1.2. Promotion period

A1.2.1. The preferential rate applies over a single period for all participants, regardless of when they met the eligibility requirements.

A1.2.2. Sellers who meet the requirements before 30 September 2026 also receive a 0% Commission for the period from the date they qualified until 1 October 2026.

A1.3. Who can participate

A1.3.1. A Seller may participate if they obtain Seller status in the Service for the first time during the enrolment period, subject to meeting the requirements of clause A1.4.

A1.3.2. Legal entities, individual entrepreneurs and individuals with confirmed tax status may all participate, in accordance with clause 12.2 of the Offer.

A1.3.3. The following are not eligible:

• Sellers who held Seller status in the Service before enrolment opened;
• Sellers whose status was previously terminated by the Operator for breach of the Offer;
• persons who created a new account in order to participate in the Promotion again.

A1.4. Eligibility requirements

A1.4.1. To participate, a Seller must, by 30 September 2026 inclusive, simultaneously meet all of the following:

1. obtain Seller status — complete verification under Section 12 of the Offer;
2. publish at least one Tour — the Tour must pass the Operator's moderation and be available to Users in the Service;
3. have at least one active Tour Date for the published Tour — that is, a future date with places available for booking.

A1.4.2. The requirement is deemed met at the moment all three conditions are satisfied simultaneously. This is indicated in the Seller's Personal Account.

A1.4.3. Applications submitted by 30 September 2026 inclusive but not moderated by that date remain eligible provided moderation is completed successfully. Delays in moderation on the Operator's side do not deprive the Seller of eligibility.

A1.4.4. One published Tour is sufficient. Publishing more Tours does not increase the benefit or extend its duration.

A1.5. What the Promotion provides

A1.5.1. A participant is granted an Operator's Commission of 0% for the period set out in clause A1.2.

A1.5.2. The preferential rate applies to all Bookings placed by the participant during the preferential period, regardless of the number of Tours or sales volume.

A1.6. What the benefit does NOT cover

This clause must be read. A zero Commission does not mean there are no deductions at all.

A participant continues to bear the following costs on general terms:

About acquiring. This is the remuneration of the payment system and the servicing bank for accepting and transferring the payment. The Operator passes it through without mark-up and cannot waive it — these funds do not reach the Operator.

About the penalty. At a zero Commission rate, the penalty for cancelling a Tour is the minimum 3% under clause 15.4 of the Offer. No penalty applies to cancellation due to force majeure.

A1.7. Termination of the benefit

A1.7.1. Early termination for a specific participant. The Operator may terminate the preferential rate where:

• Seller status is terminated on any ground (clause 12.5 of the Offer);
• the Seller is found to have induced Users to transact outside the Service (clause 15.3 of the Offer);
• the Seller systematically cancels Tours — three or more cancellations of Tour Dates with paid Bookings within any 90 calendar days;
• the Seller posts inaccurate information about Tours or uses fake accounts (clause 15.2 of the Offer);
• inaccurate information provided at verification is identified.

A1.7.2. The Operator notifies the Seller of the termination, stating the grounds. From the date stated in the notice, the Commission rate set under the general rules of clause 14.2 of the Offer applies.

A1.7.3. Termination of the benefit does not apply to Bookings placed before the date stated in the notice.

A1.7.4. Amendment or discontinuation of the Promotion. The Operator may amend these Terms or close enrolment, giving at least 10 calendar days' notice on the website. Such a change does not affect the benefit of Sellers who have already qualified — for them the benefit is retained for the full period set out in clause A1.2.

A1.8. What happens after 30 September 2027

A1.8.1. Once the preferential period ends, the Commission rate set by the Operator under the general rules of clause 14.2 of the Offer applies, within the range of 0% to 12%.

A1.8.2. The Operator notifies the Seller of the new rate at least 30 calendar days before the preferential period ends, in accordance with clause 14.3 of the Offer.

A1.8.3. The new rate does not apply to Bookings placed before it takes effect.

A1.8.4. A Seller who does not agree with the new rate may cease posting Tours and using the Service.

A1.9. Restrictions

A1.9.1. One benefit per Seller. The benefit is granted once and does not combine with other promotions or individually agreed commercial terms. Where a Seller has an individually agreed rate, the more favourable one applies.

A1.9.2. No multiple accounts. Creating several accounts by one person or affiliated persons in order to obtain the benefit again breaches clause 5.5 of the Offer and results in termination of the benefit across all such accounts.

A1.9.3. The benefit is not transferable to third parties and may not be exchanged for money or other consideration.

A1.9.4. Participation in the Promotion does not create any employment, agency or other representative relationship between the Operator and the Seller (clause 12.6 of the Offer).

A1.10. Final provisions

A1.10.1. These Terms are drawn up in Russian, Uzbek and English. In the event of discrepancy, the Russian text prevails.

A1.10.2. Questions about the Promotion — support@peakly.uz, Telegram @peakly_help_bot.

A1.10.3. Disputes are resolved in accordance with Section 18 of the Offer.