Host Terms

Last updated 3 September 2026 · Version 2026-09-03 · These terms supplement the Offline Terms & Conditions, which continue to apply.

1. Who these terms apply to

These Host Terms apply to any member who hosts a partner session — an event, class or experience run under the member’s own brand or business ("the Host") and published through the Offline app. You accept these terms digitally in the app when applying to host; your acceptance is recorded with its date, time and version. In these Host Terms “Offline” means Offline Technologies FZ-LLC (licence no. [●]), a company incorporated in the Masdar City Free Zone, Abu Dhabi, United Arab Emirates, with its registered office at [●]. A Host must be a business holding a valid trade licence (or an individual lawfully permitted to trade) in the United Arab Emirates; the person accepting these terms confirms they are authorised to bind the Host. The commercial terms agreed in writing with the Host (the fee basis and, for venue nights, the revenue percentage) form part of these Host Terms.

2. Offline is a technology platform only

Offline provides the app and website that let the Host publish a session and let members discover and join it. Offline is not the organiser, host, promoter, venue, agent, merchant or payment provider of any partner session. In particular, Offline:

• does not guarantee any number of attendees, bookings, payments or any commercial result;
• does not book venues or provide premises, equipment, staff or insurance;
• does not collect, hold or process any payment from the Host’s clients; and
• assumes no liability in relation to the hosted session, its outcome, or any loss, injury or damage arising at or from it.

3. Your session, your responsibility

The Host is solely responsible for the session: its content, safety, quality, venue arrangements, permits, licences, insurance, and compliance with applicable law in the United Arab Emirates. Sessions are always labelled to members as hosted by the Host’s brand. The Host must hold public liability insurance appropriate to the session, must obtain any event permit the Abu Dhabi authorities require, and is responsible for the accuracy and legality of everything in its listing. Listing content must comply with UAE advertising and media rules: no misleading claims, no promotion of alcohol, tobacco or other restricted products, and nothing offensive to public order or morals. Offline may edit or decline listing content for these reasons without liability.

The Host’s brand and listing content. The Host grants Offline a non-exclusive, royalty-free, worldwide licence to use the Host’s name, logo, images and listing content to publish and promote the session or night, and Offline itself, in the app, on the website and in Offline’s marketing, for as long as the listing is live and afterwards in material already made and in backups. The Host confirms that it has the rights needed to grant this licence and that its content infringes no one’s rights. The Host must not use the membership features of the app — the directory, connection requests or gathering threads — to send unsolicited promotion or marketing to members; hosted sessions, venue nights and Perks are the channels for that.

4. Payments are direct

All bookings, payments, refunds and reimbursements are dealt with directly and separately between the Host and their clients, through the Host’s own booking system. Offline is not a party to those transactions and has no responsibility for them. The Host must show members its own booking, cancellation and refund terms before they book, must comply with UAE consumer-protection law in its dealings with members, and must not describe Offline as the seller, organiser or a party to the booking.

5. Marketing & promotion services fee

Where the Host derives commercial benefit from promoting their business through the Offline app, the Host shall pay Offline a fee as separately agreed in writing between the Host and Offline. The basis of the fee is agreed case by case — for a session, typically a flat or per-attendee amount; for a venue night, a share of revenue as set out in the venue-night terms below. The fee is invoiced and settled outside the app; Offline never deducts it from any client payment — the Host bills and collects in full, and the fee is invoiced separately. Fees accrue on the service being provided and survive the end of the relationship: where the Host’s approval is withdrawn, a session or listing ends, or the relationship otherwise terminates — including where a session, night or engagement has already been completed — all fees due and unpaid shall be paid within fifteen (15) natural days of termination, without the need for further demand. For a session, the fee is payable in advance: the Host applies with the full session details, the fee is invoiced on application, and Offline publishes the session on confirmed receipt of payment (a session covered by a Premium member’s monthly inclusion is published without a separate fee). The session fee is earned on publication and is not refundable — a Host who cancels a published session, whenever they do, has no right to reimbursement of the fee, in whole or in part, or to restoration of a consumed monthly inclusion. The one exception: if Offline removes or cancels a published session for reasons other than the Host’s breach of these terms, Offline refunds the session fee (or restores the monthly inclusion) and that refund is the Host’s only remedy.

Late payment and confidentiality. Overdue fees bear interest at 1% per month (or the highest rate the law allows, if lower) from the due date until payment, and Offline may pause the Host’s listings while any fee is overdue. The commercial terms agreed between Offline and the Host — the fee basis, any percentage, and any discount, waiver or variation of either — are confidential: the Host must not disclose them to any other host, venue, Linker or member, or to any third party other than its own professional advisers, auditors and insurers or where required by law, a regulator or a court, in each case to the minimum extent required. This obligation continues after these terms end.

6. Cancellation

The Host may cancel a published session only up to 5 business days before it starts (UAE weekend excluded). Later cancellation of a session forfeits the session fee (section 5); later cancellation of a venue night carries the fixed charge set out in the venue-night terms below — in each case save for force majeure, meaning an event beyond the Host’s reasonable control (such as a government order, severe weather warning, or venue closure not caused by the Host) that makes the session or night impossible, evidenced to Offline in writing within 48 hours. Where a session is cancelled, the Host is responsible for refunding their clients directly and promptly.

7. Approval and removal

Every host application and every session is subject to Offline’s prior approval, and Offline may decline, suspend or remove any host or session at its discretion to protect the community. No exclusivity is granted.

Either party may end the hosting relationship on 30 days’ written notice; Offline may suspend or end it immediately for breach, for a licensing or regulatory event, or where it reasonably considers members are at risk. Sessions already published continue under the version of these terms the Host accepted unless cancelled under section 6. Sections 4, 5, 8, 9, 10 and 12, the section on members’ data, and the venue-night provisions on fees and reporting survive termination.

8. Indemnity

The Host shall indemnify and hold Offline harmless — including its owners, officers, employees and agents — from and against any and all claims, demands, damages, losses, costs and liabilities of any kind arising out of or in connection with the Host’s session, its promotion, its cancellation, or any dealing between the Host and their clients or any third party. Offline will notify the Host of any such claim and will not settle it without consulting the Host, but may take over its defence where Offline reasonably considers its own interests require it.

9. Liability

To the fullest extent permitted by applicable law, Offline’s aggregate liability to the Host in connection with these Host Terms is limited to the fees actually paid by the Host to Offline in the three months preceding the claim. Offline is not liable for any indirect or consequential loss, or for loss of profit, revenue, business, opportunity or goodwill, however arising, and in particular is not liable for the number of members who join or attend a session. Nothing in these terms excludes liability that cannot be excluded by law. Any claim against Offline arising out of or in connection with these terms must be started within 12 months of the event giving rise to it; after that it is barred, so far as the law permits.

10. Governing law

These Host Terms, and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes or claims), are governed by and construed in accordance with the laws in force in the Abu Dhabi Global Market (ADGM), including the English common law and statutes applied in the ADGM by the Application of English Law Regulations 2015, without regard to any conflict-of-laws rule that would apply a different law. Offline is not established in the ADGM. The parties agree in writing, for the purposes of Article 13 of Abu Dhabi Law No. 4 of 2013 (as amended) and the ADGM Courts, Civil Evidence, Judgments, Enforcement and Judicial Appointments Regulations 2015, that the ADGM Courts (including, where the value of the claim permits, the Small Claims Division of the Court of First Instance) have exclusive jurisdiction over any such dispute or claim, whether or not either party has any other connection with the ADGM, and each party irrevocably submits to that jurisdiction and waives any objection to it. Proceedings are conducted in English. If, and only to the extent that, a court of competent jurisdiction finally determines that ADGM law cannot govern a particular matter or that the ADGM Courts cannot hear a particular claim, that matter or claim is governed by the federal laws of the United Arab Emirates as applied in the Emirate of Abu Dhabi and the courts of Abu Dhabi have jurisdiction over it; the rest of this section is unaffected.

Venue nights — additional terms for F&B venue partners

These terms apply where you host a venue night (a networking evening at your licensed F&B premises, published through the app and clearly labelled “Hosted by [your venue]”). They supplement, and where relevant replace, the sections above.

• Offline brings the audience; you host the night. You are the host and organiser of the event. You are solely responsible for the premises, licensing, staffing, service of food and beverages, safety, security and everything that takes place at the venue. Offline provides the platform and promotes the night to members — it does not organise, run, staff, supervise, serve, or accept any liability for the event.
• Guests pay their own way. Members buy their own food and beverages directly from you. Offline does not sell, take, process, collect or hold any payment between you and any guest, and is not a merchant, agent or payment provider for the night.
• The marketing & promotion services fee. For each venue night, you pay Offline a fee equal to a percentage of the revenue you take from the members Offline brings to that night (“Offline-attributable revenue”). The percentage is agreed with you in writing, venue by venue, before your first night, and continues to apply until changed by written agreement. All fees are exclusive of VAT (currently 5%), which Offline adds where applicable. This is a fee for the marketing, promotion and audience Offline provides; Offline is not your agent, and does not sell, take, process, collect or hold any payment between you and any guest. Offline issues a tax invoice for each fee. The fee is for marketing and audience delivery only; Offline does not serve, supply or sell food or beverages and is not the event organiser for the purposes of any licence or permit.
• Reporting, check-in and verification. Within seven (7) days of each night, you give Offline a statement of the Offline-attributable revenue for that night. Offline independently records, through the app’s door QR scan, the number of members it checked in at your venue; you agree this check-in count is the measure of the audience Offline delivered, against which your statement is reconciled. On reasonable notice, Offline may audit the point-of-sale, till or Z-report records underlying any statement. Offline invoices the fee after each night; payment is due within 14 days of the invoice date. If no statement is received within seven (7) days, Offline may invoice on a reasonable estimate based on the check-in count and the venue’s average spend per head, subject to adjustment when the statement arrives. Audit is limited to records of the nights concerned, at most twice a year, during business hours.
• No guarantee of numbers. Offline does not guarantee any minimum attendance, spend or outcome. The fee is a share of revenue you actually take — if nobody Offline brings attends, no fee is due for that night (any separate listing or minimum fee agreed in writing still applies).
• Exclusivity and scheduling. Venue nights are limited to the days Offline opens for them (currently Thursdays) and to one venue per night. Booking a night is subject to Offline’s approval and availability, and Offline may decline, move or withdraw a night at its discretion.
• Cancellation — AED 2,500. You may cancel a scheduled night only on at least five (5) business days’ written notice (UAE weekend excluded). If you cancel inside that window, or fail to host a night you published, you shall pay Offline AED 2,500 as agreed compensation. You acknowledge that Offline reserves the night exclusively for your venue, promotes it to the membership and turns away other venues for that date, that its loss from a late cancellation (staff time, wasted promotion, members’ lost evening and damage to Offline’s standing with them) is real but hard to quantify, and that AED 2,500 is a proportionate sum to protect that interest and not a penalty. The sum is not payable where the cancellation results from force majeure as defined in section 6, evidenced to Offline in writing within 48 hours.
• Compliance. You confirm you hold all licences and permissions required to host the event and to serve food and beverages, and that the night complies with all applicable UAE laws and your venue’s own licensing conditions. You indemnify and hold Offline harmless against any claim, loss, fine or liability arising from the event or your premises. You are responsible for age verification and for responsible service of alcohol at your premises; Offline does not check members’ age at the door beyond the membership requirement that members are 18 or over.

Members’ data

Through the app a Host or venue sees limited member information: the confirmed list for its session or night (name and photo as shown in the app), and check-in status at the door. The Host receives that information as an independent controller under the UAE Personal Data Protection Law (Federal Decree-Law No. 45 of 2021) and must: use it only to run and secure the session or night; not add members to marketing lists, contact them for other purposes, or share the list with anyone else without the member’s own consent; keep it secure and delete it within 30 days after the session unless the member has booked with the Host directly and the Host holds the data under its own privacy notice; tell Offline without delay of any loss or unauthorised disclosure; and comply with the member’s requests under that law. A Host that collects data through its own booking system does so under its own privacy notice, which must be shown to members before they book. A Host or venue that photographs or films a session or night does so under its own privacy notice and is responsible for obtaining any consent the law requires; it must not publish an identifiable image of a member who has asked not to appear.

11. Changes

Offline may update these Host Terms; the version you accepted continues to apply to sessions already published. Offline may require acceptance of the then-current version before a new session or night is published, and each acceptance is recorded in the app with its date, time and version. The current version is always available at offline.ae/host-terms.

12. General

These Host Terms, the commercial terms agreed in writing with the Host, the Offline Terms & Conditions and the Privacy Policy are the entire agreement between Offline and the Host about hosting, and replace any prior understanding on that subject. If any provision is held unenforceable it is severed and the rest continues in force, and any release, indemnity, exclusion or limitation is read as reduced to the extent enforceable rather than struck out. The Host may not assign or transfer these terms without Offline’s written consent; Offline may assign or transfer them to any person that takes over the platform or its business. Nothing in these terms creates a partnership, joint venture, agency, franchise or employment relationship between Offline and the Host, and the words “partner” and “partner business” are used in their everyday marketing sense. No delay in enforcing a right waives it. Only Offline and the Host may enforce these terms, except that Offline’s owners, officers, employees and agents may enforce sections 8 and 9. Notices to Offline must be sent to its registered office or to info@offline.ae; notices to the Host are sent to the email address on its account and take effect when sent.

Questions? Email info@offline.ae. Offline is Offline Technologies FZ-LLC (licence no. [●]), a company incorporated in the Masdar City Free Zone, Abu Dhabi, United Arab Emirates, with its registered office at [●].