This Data Processing Addendum ("DPA") is incorporated into, and is subject to the terms and conditions of, the Agreement between Kynect Pte. Ltd. (together with its Affiliates) and the customer entity that is a party to the Agreement ("Customer" or "you").
All capitalized terms not defined in this DPA shall have the meanings set forth in the Agreement. For the avoidance of doubt, all references to the "Agreement" shall include this DPA (including the SCCs (where applicable), as defined herein), the Privacy Policy, and the Acceptable Use Policy.
"Affiliate" means an entity that directly or indirectly Controls, is Controlled by or is under common Control with an entity.
"Agreement" means Kynect Service Terms, or other written or electronic agreement, which govern the provision of the Service to Customer, as such terms or agreement may be updated from time to time, together with any applicable Service Order.
"Control" means an ownership, voting or similar interest representing fifty percent (50%) or more of the total interests then outstanding of the entity in question. The term "Controlled" shall be construed accordingly.
"Customer Data" means any personal data that Kynect processes on behalf of Customer via the Service, as more particularly described in this DPA. This includes, but is not limited to, guest contact details (name, email, phone), booking information, payment-specific information (e.g., cardholder name, card number, CVC, expiry, bank details), fraud detection data (e.g., IP address, device fingerprint), and other data retrieved or processed through direct integrations with Property Management Systems (PMS), central reservation systems (CRS), channel managers, revenue management systems, inventory systems, global distribution systems (GDS), or other similar backend systems to enable AI-driven direct bookings, while ensuring Customer retains full ownership and control over guest relationships and data.
"Data Protection Laws" means all data protection laws and regulations applicable to a party's processing of Customer Data under the Agreement, including, where applicable, European Data Protection Laws and Non-European Data Protection Laws.
"European Data Protection Laws" means all data protection laws and regulations applicable to Europe, including (i) Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (General Data Protection Regulation) ("GDPR"); (ii) Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic communications sector; (iii) applicable national implementations of (i) and (ii); (iv) the GDPR as it forms part of UK law by virtue of section 3 of the UK European Union (Withdrawal) Act 2018 and the UK Data Protection Act 2018 (together, "UK Data Protection Laws"); (v) the Swiss Federal Data Protection Act of 25 September 2020 and its Ordinance ("Swiss FADP"); and (vi) Regulation (EU) 2024/1689 on harmonised rules on fair access to and use of data (EU Data Act), effective from September 2025.
"Europe" means, for the purposes of this DPA, the European Economic Area and its member states ("EEA"), Switzerland and the United Kingdom ("UK").
"Guest" means the end-consumer who makes a Booking via an AI Agent using the Platform.
"Guest Data" means personal data relating to Guests that is processed via the Platform.
"Non-European Data Protection Laws" includes the California Privacy Rights Act ("CPRA", amending the CCPA effective 2023); the Canadian Personal Information Protection and Electronic Documents Act ("PIPEDA") as amended by the proposed Digital Charter Implementation Act (Bill C-27, pending as of 2025); the Privacy Act 1988 (Cth) of Australia, as amended by the Privacy Legislation Amendment (Enforcement and Other Measures) Act 2024 ("Australian Privacy Law"); the Personal Data Protection Act 2012 of Singapore, as amended with enhanced breach notification and penalties since 2022 ("Singapore PDPA"); and the Privacy Act 2020 of New Zealand, with minor updates to enforcement ("New Zealand Privacy Law").
"Platform" means the Kynect software, APIs, dashboards, and associated services that enable AI Agents to search, display, and complete Bookings directly into Customer Systems.
"SCCs" means either (i) the standard contractual clauses between controllers and processors adopted by the European Commission in its Implementing Decision 2010/87/EU of 5 February 2010, and currently located here (the "2010 Controller-to-Processor Clauses"); (ii) the standard contractual clauses between controllers and processors adopted by the European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021, and currently located here (the "2021 Controller-to-Processor Clauses"); or (iii) the standard contractual clauses between processors adopted by the European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021, and currently located here (the "2021 Processor-to-Processor Clauses"); as applicable in accordance with Section 6.3. This includes any forthcoming SCCs for transfers to non-EU controllers/processors subject to GDPR under Article 3(2), expected in 2025 following public consultation.
"Security Incident" or "Personal Data Breach" means any unauthorized or unlawful breach of security that leads to the accidental or unlawful destruction, loss, or alteration of, or unauthorized disclosure of or access to, Customer Data on systems managed or otherwise controlled by Kynect.
"Sensitive Data" means (a) passport number, driver's license number, or similar identifier (or any portion thereof); (b) credit or debit card number (other than the truncated (last four digits) of a credit or debit card); (c) health or accessibility information if provided as special requests; or (d) other information that falls within the definition of "special categories of data" under applicable Data Protection Laws, to the extent relevant to travel bookings.
"Service Order" means the ordering document or online sign-up page that references the Agreement and specifies Commission rates, properties, and any special conditions.
"Sub-processor" means any processor engaged by Kynect or its Affiliates to assist in fulfilling its obligations with respect to providing the Service pursuant to the Agreement or this DPA. Sub-processors may include third parties or Affiliates of Kynect (such as PMS providers or payment gateways/financial partners) but shall exclude Kynect employees, contractors, or consultants.
"Total Booking Value" means the total amount paid or payable by the Guest for the Booking (including taxes, fees and extras, but before any discounts or vouchers applied by the Guest).
The terms "personal data", "controller", "data subject", "processor" and "processing" shall have the meaning given to them under applicable Data Protection Laws or if not defined thereunder, the GDPR, and "process", "processes" and "processed", with respect to any Customer data, shall be interpreted accordingly.
2.1 Parties' roles. If European Data Protection Laws apply to either party's processing of Customer Data, the parties acknowledge and agree that with regard to the processing of Customer Data, Kynect is a processor acting on behalf of Customer (whether itself a controller or a processor). Customer retains full ownership and control over Guest Data, including for direct marketing and loyalty purposes.
2.2 Purpose limitation. Kynect shall process Customer Data only in accordance with Customer's documented lawful instructions as set forth in this DPA, as necessary to comply with applicable law, or as otherwise agreed in writing ("Permitted Purposes"). This includes fetching real-time availability, rates, and add-ons from PMS systems, caching data for AI orchestration, executing direct bookings, and processing payments via integrated gateways. The parties agree that the Agreement, including this DPA, along with the Customer's configuration of or use of any settings, features, or options in the Service (as the Customer may be able to modify from time to time) constitute the Customer's complete and final instructions to Kynect in relation to the processing of Customer Data (including for the purposes of the SCCs), and processing outside the scope of these instructions (if any) shall require prior written agreement between the parties. Kynect is not responsible for Personal Data processing by third parties (e.g., payment gateways, financial institutions).
2.3 Prohibited data. Customer will not provide (or cause to be provided) any Sensitive Data to Kynect for processing under the Agreement without prior consent, and Kynect will have no liability whatsoever for Sensitive Data, whether in connection with a Security Incident or otherwise. For the avoidance of doubt, this DPA will not apply to Sensitive Data unless explicitly agreed. Customer must comply with the Acceptable Use Policy for all prohibited content and activities.
2.4 Customer compliance. Customer represents and warrants that (i) it has complied, and will continue to comply, with all applicable laws, including Data Protection Laws, in respect of its processing of Customer Data and any processing instructions it issues to Kynect; and (ii) it has provided, and will continue to provide, all notice and has obtained, and will continue to obtain, all consents and rights necessary under Data Protection Laws for Kynect to process Customer Data for the purposes described in the Agreement. Customer shall have sole responsibility for the accuracy, quality, and legality of Customer Data and the means by which Customer acquired Customer Data. Without prejudice to the generality of the foregoing, Customer agrees that it shall be responsible for complying with all laws (including Data Protection Laws) applicable to any content created, sent, or managed through the Service, including those relating to obtaining consents (where required) to send emails or other messaging, the content of the emails or other messaging and its email or other messaging deployment practices.
2.5 Lawfulness of Customer's instructions. Customer will ensure that Kynect's processing of the Customer Data in accordance with Customer's instructions will not cause Kynect to violate any applicable law, regulation, or rule, including, without limitation, Data Protection Laws. Kynect shall promptly notify Customer in writing, unless prohibited from doing so under European Data Protection Laws, if it becomes aware or believes that any data processing instruction from Customer violates European Data Protection Laws. Customer shall serve as the sole point of contact for Kynect and Kynect need not interact directly with (including to provide notifications to or seek authorization from) any third-party controller other than through regular provision of the Service to the extent required under the Agreement. Customer shall be responsible for forwarding any notifications received under this DPA to the relevant controller, where appropriate. Customer indemnifies Kynect against claims arising from unlawful instructions.
3.1 Authorized Sub-processors. Customer agrees that Kynect may engage Sub-processors to process Customer Data on Customer's behalf. The Sub-processors currently engaged by Kynect and authorized by Customer are available at https://www.kynect.direct. Kynect has full authority to select and change Sub-processors at any time. Sub-processors may include data centre vendors for data strorage and processing or payment gateways/financial partners for transaction processing. Kynect will review any reasonable objections in good faith.
3.2 Sub-processor obligations. Kynect shall: (i) enter into a written agreement with each Sub-processor containing data protection obligations that provide at least the same level of protection for Customer Data as those in this DPA, to the extent applicable to the nature of the service provided by such Sub-processor; and (ii) remain responsible for such Sub-processor's compliance with the obligations of this DPA and for any acts or omissions of such Sub-processor that cause Kynect to breach any of its obligations under this DPA. Customer acknowledges and agrees that, where applicable, Kynect fulfills its obligations under Clause 9 of the 2021 Controller-to-Processor Clauses and 2021 Processor-to-Processor Clauses (as applicable) by complying with this Section 3 and that Kynect may be prevented from disclosing Sub-processor agreements to Customer due to confidentiality restrictions but Kynect shall, upon request, use reasonable efforts to provide Customer with all relevant information it reasonably can in connection with Subprocessor agreements.
4.1 Security Measures. Kynect shall implement and maintain appropriate technical and organizational security measures that are designed to protect Customer Data from Security Incidents and designed to preserve the security and confidentiality of Customer Data in accordance with Kynect's security standards, including hybrid fetch-and-cache mechanisms to ensure real-time accuracy and millisecond responses for AI interactions. These measures align with industry standards and include preventing unauthorized access, limiting access to need-to-know, protecting data during transmission/storage, and logging access/changes. Kynect will conduct annual audits (e.g., SOC 2 Type II equivalent) and provide updated certificates to Customer upon request.
4.2 Confidentiality of processing. Kynect shall ensure that any person who is authorized by Kynect to process Customer Data (including its staff, agents, and subcontractors) shall be under an appropriate obligation of confidentiality (whether a contractual or statutory duty).
4.3 Updates to Security Measures. Customer is responsible for reviewing the information made available by Kynect relating to data security and making an independent determination as to whether the Service meets Customer's requirements and legal obligations under Data Protection Laws. Customer acknowledges that the Security Measures are subject to technical progress and development and that Kynect may update or modify the Security Measures from time to time, provided that such updates and modifications do not result in the degradation of the overall security of the Service provided to Customer.
4.4 Security Incident response. Upon becoming aware of a Security Incident, Kynect shall: (i) notify Customer without undue delay (and in any event within 72 hours) after becoming aware of the Security Incident; (ii) provide timely information relating to the Security Incident as it becomes known or as is reasonably requested by Customer, including nature/scope, contact point, consequences, and mitigation; and (iii) promptly take reasonable steps to contain and investigate any Security Incident. Kynect's notification of or response to a Security Incident under this Section 4.4 shall not be construed as an acknowledgment by Kynect of any fault or liability with respect to the Security Incident. Kynect will assist Customer in addressing the breach to meet legal obligations.
5.1 Kynect shall respond to all reasonable requests for information made by Customer to confirm Kynect's compliance with this DPA, including responses to information security, due diligence, and audit questionnaires, by making additional information available regarding its information security program upon Customer's written request to privacy@kynect.direct, provided that Customer shall not exercise this right more than once per calendar year.
6.1 Data center locations. Subject to Section 6.2, Customer acknowledges that Kynect may transfer and process Customer Data to and in Singapore, Australia, the EU, the United States, and anywhere else in the world where Kynect, its Affiliates or its Sub-processors maintain data processing operations. Kynect shall at all times ensure that such transfers are made in compliance with the requirements of Data Protection Laws and this DPA, with appropriate safeguards in place (e.g., SCCs, adequacy decisions).
6.2 Singapore data. To the extent that Kynect is a recipient of Customer Data protected by the Singapore PDPA, the parties acknowledge and agree that Kynect may transfer such Customer Data outside of Singapore as permitted by the terms agreed upon by the parties and subject to Kynect complying with this DPA and the Singapore PDPA.
6.3 European Data transfers. To the extent that Kynect is a recipient of Customer Data protected by European Data Protection Laws ("European Data") in a country outside of Europe that is not recognized as providing an adequate level of protection for personal data (as described in applicable European Data Protection Laws), the parties agree to abide by and process European Data in compliance with the SCCs, which shall be incorporated into and form an integral part of this DPA as follows:
For transfers to the United States, the parties may rely on the EU-US Data Privacy Framework (effective July 2023) or the UK-US Data Bridge (effective October 2023) where Kynect is self-certified under these frameworks.
6.4 Compliance with the SCCs. The parties agree that if Kynect cannot ensure compliance with the SCCs, it shall promptly inform Customer of its inability to comply. If Customer intends to suspend the transfer of European Data and/or terminate the affected parts of the Service, it shall first provide notice to Kynect and provide Kynect with a reasonable period of time to cure such non-compliance, during which time Kynect and Customer shall reasonably cooperate to agree what additional safeguards or measures, if any, may be reasonably required. Customer shall only be entitled to suspend the transfer of data and/or terminate the affected parts of the Service for non-compliance with the SCCs if Kynect has not or cannot cure the non-compliance within a reasonable period.
6.5 Alternative transfer mechanism. To the extent that and for so long as the SCCs as implemented in accordance with Section 6.3 cannot be relied on to lawfully transfer personal data in compliance with UK Data Protection Laws, the standard data protection clauses for processors adopted pursuant to or permitted under Article 46 of the UK GDPR ("UK SCCs") shall be incorporated by reference and deemed completed with the relevant applicable information. Additionally, to the extent Kynect adopts an alternative lawful data transfer mechanism for the transfer of European Data not described in this DPA ("Alternative Transfer Mechanism"), including under the EU Data Act's model clauses for data sharing (expected 2025), the Alternative Transfer Mechanism shall apply instead of the transfer mechanisms described in this DPA (but only to the extent such Alternative Transfer Mechanism complies with applicable European Data Protection Laws and extends to the countries to which European Data is transferred). In addition, if and to the extent that a court of competent jurisdiction or supervisory authority orders (for whatever reason) that the measures described in this DPA cannot be relied on to lawfully transfer European Data (within the meaning of applicable European Data Protection Laws), Kynect may implement any additional measures or safeguards that may be reasonably required to enable the lawful transfer of European Data.
Upon termination or expiration of the Agreement, Kynect does not retain Customer Data that requires return or deletion, as all relevant booking data is transferred in real-time to the Customer's systems during the provision of Services. Any residual data (such as logs or backups) held by Kynect for operational purposes shall be securely managed and deleted in accordance with Kynect's internal policies and applicable law. Kynect will provide confirmation of such handling upon Customer's written request. This ensures Customer maintains 100% ownership and control over Guest Data.
8.1 Data subject requests. Kynect has no direct relationship with data subjects and will direct any requests to the Customer. In addition, Kynect shall, considering the nature of the processing, provide reasonable additional assistance to Customer to the extent possible to enable Customer (or its third-party controller) to comply with its data protection obligations with respect to data subject rights under Data Protection Laws. In the event that any such request is made to Kynect directly, Kynect shall not respond to such communication directly except as appropriate (for example, to direct the data subject to contact Customer) or legally required, without Customer's prior authorization. If Kynect is required to respond to such a request, Kynect shall, where the Customer is identified or identifiable from the request, promptly notify Customer and provide Customer with a copy of the request unless Kynect is legally prohibited from doing so. For the avoidance of doubt, nothing in the Agreement (including this DPA) shall restrict or prevent Kynect from responding to any data subject or data protection authority requests in relation to personal data for which Kynect is a controller. Where data is held by payment partners, Kynect will assist in liaising with them.
8.2 Data protection impact assessment. To the extent required under applicable Data Protection Laws, Kynect shall (considering the nature of the processing and the information available to Kynect) provide all reasonably requested information regarding the Service to enable Customer to carry out data protection impact assessments or prior consultations with data protection authorities as required by Data Protection Laws. Kynect shall comply with the foregoing by: (i) complying with Section 5 (Security); (ii) providing the information contained in the Agreement, including this DPA; and (iii) if the foregoing sub-sections (i) and (ii) are insufficient for Customer to comply with such obligations, upon request, providing additional reasonable assistance (at Customer's expense).
9.1 Each party's and all of its Affiliates' liability taken together in the aggregate arising out of or related to this DPA (including the SCCs) shall be subject to the exclusions and limitations of liability set forth in the Agreement.
9.2 Any claims made against Kynect or its Affiliates under or in connection with this DPA (including, where applicable, the SCCs) shall be brought solely by the Customer entity that is a party to the Agreement.
9.3 Indemnification. Kynect provides no indemnity to Customer under this DPA.
10.1 This DPA shall remain in effect for as long as Kynect carries out Customer Data processing operations on behalf of Customer or until termination of the Agreement.
10.2 The parties agree that this DPA shall replace any existing data processing agreement or similar document that the parties may have previously entered into in connection with the Service.
10.3 In the event of any conflict or inconsistency between this DPA and the Agreement, the provisions of the following documents (in order of precedence) shall prevail: (i) SCCs; then (ii) this DPA; and then (iii) the Agreement.
10.4 Except for any changes made by this DPA, the Agreement remains unchanged and in full force and effect.
10.5 No one other than a party to this DPA, its successors and permitted assignees shall have any right to enforce any of its terms.
10.6 This DPA shall be governed by and construed in accordance with the governing law and jurisdiction provisions in the Agreement, unless required otherwise by applicable Data Protection Laws.
