Terms of service

This is the full text. A summary of the clauses that matter most is on the terms summary, and every section there opens the clause it summarises. The summary is a reading aid. This document is the agreement.

1. Parties and acceptance

1.1 Dardaris is a product of Techroun LLC, Shams Business Center, Sharjah Media City Free Zone, Al Messaned, Sharjah, trade licence number 2543150.01 issued by Sharjah Media City, tax registration number 105325244900001.

1.2 This Agreement is between that company ("we", "us", "our") and the business that opens an account or is named on an Order ("you", "Customer"). Your contract is with the company, not with the product: Dardaris is the name of software, and software is not a party to a contract. Where this Agreement says Dardaris does something, it means we do it through the product.

1.3 You accept this Agreement by accepting it on screen, by signing an Order that refers to it, or by using the Service. The individual accepting represents that they are at least 18, that they have authority to bind the Customer, and that the Service will be used for the Customer's business. If that representation proves false, that individual is personally responsible to the extent the law allows, and we may suspend the account under clause 22.

1.4 The Service is offered for business and professional use only. It is not offered to a consumer acting outside a trade, business or profession, and we may require evidence of business status and refuse or suspend an account that cannot provide it.

2. Definitions and interpretation

2.1 In this Agreement:

"Agreement" means these terms, together with any Order, the data processing agreement, the acceptable use policy and the Documentation.

"AI Processing" means the operations described in clause 4.

"AI Provider" means a sub-processor supplying a model, model hosting, text recognition, embedding, vector search or a related capability.

"Authorised User" means an individual you permit to use the Service.

"Confidential Information" has the meaning given in clause 19.1.

"Customer Data" means everything submitted, uploaded, imported, connected, synchronised or otherwise made available by you or for you, and everything generated from your sources, including the personal data of Tenants.

"Documentation" means the product documentation we publish for the Service.

"DPA" means our data processing agreement, which forms part of this Agreement.

"Order" means a signed order form or an online purchase page you accepted.

"Output" means what the Service produces from Customer Data or your instructions, including an answer, a draft, a summary, a classification, an extracted field, an estimate and a recommendation.

"Service" means the Dardaris platform, its features and its Documentation.

"Tenant" means a tenant, occupant, guest, applicant, guarantor, contractor, neighbour or other individual described in Customer Data.

"Usage Data" means technical, operational and statistical information about use and performance of the Service, excluding personal data in Customer Data except where aggregated or made genuinely non-identifying.

"Workflow" means an automated sequence you enable and configure in the Service.

2.2 Headings are for navigation and do not affect interpretation. "Including" and "for example" are not words of limitation. A reference to a clause is a reference to a clause of this document. The singular includes the plural.

2.3 If documents conflict, the following order applies unless a signed Order expressly says otherwise: (a) the signed Order; (b) the DPA, for its data protection subject matter only; (c) these terms; (d) the Acceptable Use Policy; (e) the Documentation. The privacy policy is a transparency notice: it tells individuals what happens to their data and it does not add to what we owe you.

2.4 Your purchase order, vendor form or supplier terms are administrative only and change nothing in this Agreement unless we have signed the change.

3. The Service

3.1 Dardaris is AI-assisted software that helps a business organise and retrieve property management information, draft and suggest, and configure and run Workflows.

3.2 It is a tool, and it is not a person or a firm. We are not a property manager, a managing agent, a syndic, a letting agent, a fiduciary, a lawyer, an accountant, a tax adviser, a credit provider or a licensed estate agent, and nothing the Service produces is legal, financial or professional advice. We take no possession or control of your properties, your money, your legal relationships or your professional duties.

3.3 You perform the acts; the Service prepares them. Where the law of a place regulates property management, letting, syndic or estate agency work, the person performing that regulated activity is you or the professional you engage, and holding any registration, licence or professional insurance that activity requires is your responsibility. The Service is not offered as, and must not be used as, a substitute for a registration you are required to hold.

3.4 We are not a bank, a payment institution or an escrow, and we do not hold client money. Money moves through your own bank.

3.5 Features, models, Workflows, jurisdiction packs, integrations and limits vary by plan and configuration and change under clause 23. A description, a screenshot, a statistic or an example in our marketing, our Documentation or our product illustrates intended functionality. It is not a warranty that a feature will reach a particular result, find every issue, reflect the current law or suit your circumstances. Clause 31.1 governs what you may rely on.

4. Core AI processing

4.1 AI Processing is a core and inseparable part of the Service. By uploading, importing, connecting, synchronising or otherwise making Customer Data available, you instruct us, and authorise us and our AI Providers, to process all of it, including documents, attachments, messages, connected mailbox content, property and tenancy records, and the personal data of Tenants, for the purposes of this Agreement and the DPA.

4.2 AI Processing may include reading, copying, transmitting, parsing, recognising text in an image or a scan, extracting, scanning, classifying, translating, summarising, structuring, splitting into chunks, generating embeddings and other vector representations, indexing, retrieving, matching, comparing, linking, identifying a pattern or an anomaly, generating metadata, prompts and Output, answering a question, recommending an action, and initiating or carrying out a Workflow you configured.

4.3 It may occur when data first arrives, when it changes, when you ask a question or run a Workflow, and when we reasonably reprocess data to maintain, secure, migrate or improve the Service or to move to a different model or index.

4.4 The indexes, embeddings, extracted fields, classifications, summaries and other machine-generated representations are stored for your account and used to answer later questions and run later Workflows. Where they contain personal data or can be linked to it, they are Customer Data, they fall under the DPA, and they are deleted with the material they came from.

4.5 You cannot opt out of the AI Processing the standard Service requires, unless we have expressly offered a different configuration in a signed Order. If you do not want particular data processed this way, if you lack authority to provide it, or if the law forbids it, do not submit it, and remove it from a connected source before that source synchronises.

4.6 This clause is your instruction to us. It is not consent from a Tenant, and it does not give you a lawful basis you do not otherwise hold.

5. Your account and Authorised Users

5.1 You are responsible for your account, your Authorised Users, your administrators, the roles and permissions you grant, the devices used, the sources you connect, any API keys and credentials, and everything done through them, except to the extent directly caused by our breach of this Agreement or of a duty we cannot exclude.

5.2 Use reasonable security controls. Do not share credentials. Prefer a passkey where the device offers one. Remove a former user's access promptly. Protect the mailbox your account recovers through.

5.3 Your administrator may access and control the account and Customer Data, including data associated with an individual Authorised User, and we may act on an administrator's instructions.

5.4 Tell us without undue delay at support@dardaris.com if you suspect a compromise. We will use commercially reasonable efforts to revoke the affected sessions once we have enough information to identify them. We do not guarantee containment of activity outside our control.

5.5 Keep your account details accurate and current. An email address that no longer works means a verification code that never arrives.

6. Your Content

6.1 As between us, Customer Data remains yours and we claim no ownership of it.

6.2 You grant us, for the term and the retention periods that follow it, a worldwide, non-exclusive, royalty-free licence to host, reproduce, transmit, adapt for technical purposes, parse, scan, analyse, transform, index, embed, retrieve, display, generate Output from and otherwise process Customer Data as necessary to provide, secure, support and improve the Service under this Agreement and the DPA, including the right to sublicense those activities to our authorised sub-processors and AI Providers.

6.3 The licence continues for copies held in backups, in a legal hold or in a security record until deleted on the ordinary cycle described in clause 26.

6.4 Customer Data being yours does not make our technology yours. Clause 18 governs what we own.

7. Model training, improvement and feedback

7.1 Unless an Order or the DPA expressly says otherwise, we will not use personal data in Customer Data to train a general purpose or shared model for anybody else, and we contractually restrict our AI Providers from using Customer Data to train their own models.

7.2 Clause 7.1 does not prevent us from building and maintaining the indexes, embeddings, retrieval systems and configuration belonging to your own account; from using Usage Data to run, secure, analyse and improve the Service; from using feedback under clause 7.3; or from using data made anonymous so that no person and no customer can reasonably be identified.

7.3 If you send us a suggestion, an idea, a correction or other feedback about the Service, we may use and build on it, anywhere, indefinitely and without payment. We will not name you publicly as the source without asking.

8. Data protection

8.1 For personal data we process only to run the Service for you, you are the controller, or a processor for another controller, and we are your processor or sub-processor. The DPA governs that processing. For account, billing, security and compliance data we are a controller, as described in the privacy policy. Roles depend on the facts and on applicable law.

8.2 You warrant that your instructions are lawful and authorised by the relevant controller, including the AI Processing in clause 4, our use of AI Providers, the creation of embeddings and indexes, automated retrieval, international transfers and every Workflow you configure.

8.3 Selecting your lawful bases, giving the notices, answering the requests individuals make about their data, carrying out the assessments the law requires of you and obtaining any consent you need are yours to do. We have no relationship with your Tenants and you do.

8.4 Clause 8.3 allocates your obligations. It does not exclude ours, which are in the DPA and in the law, and nothing in this Agreement removes an obligation that cannot be removed.

9. Your warranties

9.1 You represent and warrant, throughout the term, that:

(a) you collected Customer Data lawfully and hold every right, permission and authority required to submit it and to instruct the processing described in this Agreement and the DPA;

(b) your own privacy notices accurately describe us, the AI and model processing, the automated analysis, the categories of recipient, the international transfers and the purposes for which you use Output and Workflows;

(c) Customer Data, your prompts, your instructions, your configuration and your use of Output comply with data protection, electronic communications, housing, tenancy, anti-discrimination, consumer, credit, employment and intellectual property law, and anything else applicable to you;

(d) Customer Data is relevant, accurate enough for the use you put it to, limited to what is necessary, and not retained longer than you are permitted to retain it;

(e) you will not connect a mailbox, drive, database or other source unless you control it and are authorised to expose everything that synchronises from it to us and to our AI Providers;

(f) you will use the filters and permissions available to keep personal, confidential and unrelated material out of what you connect;

(g) you will keep your list of Authorised Users current, grant least access, and remove access when it is no longer needed;

(h) where you act as a processor for another controller, that controller has authorised us, the AI Processing, the sub-processors and the transfers; and

(i) you hold every registration, licence, permission and insurance that the activity you carry out through the Service requires of you.

9.2 We do not verify whether you have complied with clause 9.1 and are entitled to rely on your instructions and warranties.

9.3 We may remove, quarantine, refuse to process or require you to remove anything we reasonably believe is unlawful, unsafe, outside the permitted scope or likely to expose us or another person to risk.

10. Sensitive data

10.1 Do not submit or connect special category personal data, criminal offence data, medical records, a full payment card number, an account password, a highly sensitive government identifier, biometric data or information about a child, unless all of the following are true: the feature and its Documentation expressly support that data; you hold a documented lawful basis and satisfy every additional statutory condition; the processing is strictly necessary and proportionate; and you have implemented any further safeguard we or the law require.

10.2 Do not connect a general mailbox or a shared repository containing unrelated sensitive material because it is convenient.

10.3 If such data arrives accidentally, delete it promptly and tell us where assistance or an incident assessment may be needed. We may suspend AI Processing of it, quarantine it or delete it, subject to the DPA and the law, and we are not responsible for the consequences of a failure to comply with this clause 10.

10.4 What the document store expressly supports. The document store is designed to hold a tenant file, and for that purpose clause 10.1 is satisfied for a proof of identity and a proof of income where you hold a lawful basis for keeping one. Store the minimum that the letting actually needs, redact what it does not, and delete it when the reason for holding it is gone. That express support does not extend to the other categories in clause 10.1: special category data, criminal offence data, medical records, a full payment card number, an account password, biometric data and information about a child remain outside what the feature supports, whatever a folder is called.

10.5 What we do with a stored file. A file you upload is held as an object under your account, and no feature reads inside it unless you use one that does. Which those are, and what a model is given when you do, is set out in section 16 of the privacy policy.

11. Output and human review

11.1 Output is probabilistic. It may be inaccurate, incomplete, inconsistent, out of date, biased, unsuitable, or founded on a wrong reading of Customer Data. A model may state a fact that is not one, cite a source that does not exist, and fail to notice what is missing.

11.2 Output is not professional advice and is not a substitute for the source document, the official register, the applicable law or a qualified person's judgement.

11.3 You must review Output before it is relied on or affects any person, except where you have knowingly enabled unattended execution under clause 12, in which case clause 12.4 applies. Reviewing means checking the Customer Data, the source documents, the figures, the rules, the recipients and the Output itself.

11.4 Deciding whether and how to use, edit, approve, send or act on Output is yours, as are the consequences. Maintain human oversight proportionate to the risk, and ensure that whoever reviews has the authority, the context and the training to do so.

11.5 Output may not be unique, and another customer may receive the same or similar content. We do not represent that Output is protected by any intellectual property right, that it infringes none, or that it is accurate, complete or fit for a particular purpose. Obtaining any permission your use of Output requires is yours to do, and you must not present Output as verified by us.

12. Configured Workflows and unattended execution

12.1 Depending on the feature, the plan and your configuration, the Service may draft, recommend, schedule, send, file or carry out an action automatically. You decide whether to enable a Workflow, you choose its settings, its spending limits and its permissions, you name the reviewers, and you monitor the results.

12.2 Enabling an automated action is your documented instruction to us to carry that action out within the parameters you set. As between us, you are responsible for actions carried out in accordance with your account, your instructions and your configuration, including instructions given by an Authorised User or an integration.

12.3 We provide technical processing. We do not become your agent, your fiduciary, your employee or the property manager by carrying out what you configured the Service to do.

12.4 Unattended execution, and what you accept when you enable it. Where you configure a Workflow to act without a person approving each action, you do so knowingly, you accept that Output will be acted on without the review described in clause 11.3, and you accept the risk that an action will be taken which a reviewer would not have taken. That is the purpose of the feature and it is the limit of it. Your remedy for an action correctly carried out within the parameters you set is in clause 13.6 and in clause 24, and nowhere else.

12.5 The Service is designed to provide approval tiers, spending limits, quiet hours, audit records and explanations, and is designed so that a rule resolving a tier makes it stricter and never looser. Which of those you receive depends on the feature and on your configuration. They reduce risk; they do not remove your obligations under clauses 11 and 12.

12.6 An audit record may be delayed, incomplete or unavailable. It is not a legally authoritative system of record, and you must keep the independent records the law requires of you.

12.7 We do not warrant that the Service will identify every legally significant action, prevent every erroneous communication, meet every deadline, or require approval in every circumstance. Do not enable unattended execution where an error could materially affect a person's rights, housing, money, safety or legal position.

12.8 Deadlines and omissions. The Service may draw attention to a date, a limitation period, a registration requirement or a renewal. Whether it does so, and whether it does so correctly, depends on the Customer Data you provided and on the configuration you chose. Identifying and meeting a legal deadline remains yours, and we are not liable for a deadline the Service did not raise, raised late or raised wrongly.

13. Maintenance, contractors and attendance at a property

13.1 This clause 13 applies wherever the Service arranges, books, instructs or communicates with a contractor, tradesperson, cleaner, inspector or other attendee.

13.2 We instruct on your behalf and as your disclosed agent for that purpose only. The contract for the works is between you and the contractor. We are not a party to it, we do not owe the price of the works, and we do not guarantee payment. We will identify you as the contracting party in the instruction we send.

13.3 We do not select, vet, approve, license, insure or supervise a contractor, and we do not verify a contractor's registration, qualification, competence or insurance, unless a signed Order expressly says otherwise. Where the Service proposes a contractor it does so from information you provided or a list you maintain. Satisfying yourself that an attendee is competent, registered and insured is yours to do.

13.4 We are not liable for the acts or omissions of a contractor, including damage to a property, injury to a person, defective work, delay, theft or a failure to attend.

13.5 Access to an occupied property. Giving a Tenant the notice the law requires before an attendance, obtaining the consent that a tenancy requires, and respecting a right of quiet enjoyment are yours. A proposed appointment communicated through the Service is a proposal, not a lawful notice, and an absence of refusal is not consent.

13.6 Attendance where no fault is found. An estimate produced by the Service is an estimate. Where a Workflow you enabled dispatches an attendance and no fault is found, or the wrong trade attends, the cost of that attendance is yours, because the attendance was instructed within the limits you set. If the dispatch resulted from a defect in the Service rather than from the information available to it, tell us within 30 days and we may, at our discretion and as your sole remedy, credit your account with the lesser of the attendance charge and one month's subscription fee, up to two credits in any twelve month period. That credit is a goodwill remedy, is not an admission, and does not affect clause 24.

13.7 Emergency features are not an emergency service. A Workflow that responds to an urgent report is software running on best efforts. It is not a monitored alarm, a 24-hour call centre, a safety system or an emergency service, it is not designed or certified as one, and it must not be relied on as one. It may fail to trigger, may classify a report wrongly, may be delayed and may not deliver a message at all. Keep the emergency arrangements the law and prudence require of you, independently of the Service, and give your Tenants the emergency contacts they need. We are not liable for a failure to detect, classify, escalate or respond to an urgent report, except to the extent liability cannot be excluded under clause 24.1.

14. Communications, consent and debt recovery

14.1 The Service sends communications in your name and on your instruction. Deciding who is contacted, on what channel, how often and about what is yours.

14.2 Consent. Obtaining and recording every consent, opt-in and permission that applicable law requires before a communication is sent, and honouring every withdrawal, opt-out, unsubscribe and stop request, is yours. This applies in particular to text messages, automated calls, marketing communications and messages sent outside ordinary hours. You warrant that every recipient you load into the Service may lawfully be contacted on the channel you have selected. We may require evidence of consent, and may suspend a channel under clause 22 where we reasonably believe consent is absent.

14.3 Quiet hours. The Service provides quiet hours. Where you override them, or enable a Workflow that overrides them, the decision and its consequences are yours.

14.4 Debt recovery. Where you use the Service to pursue money owed to you, you remain the creditor and the person conducting the recovery. Verifying that a sum is genuinely outstanding before a demand goes out, applying only the interest and costs the law permits, observing every statutory limit on frequency, timing, content and escalation, and honouring a dispute, are yours. The Service acts on the payment information available to it, which may be incomplete or wrong, and we are not liable for a demand made against a person who does not owe the sum.

14.5 You must not use the Service to pursue a debt owed to anybody other than you without telling us first in writing, because doing so may make one or both of us a debt collector under laws that would not otherwise apply.

14.6 Nothing in this clause 14 makes us the sender of a communication for the purposes of a law that fixes responsibility on the person who determines its content and its recipients. That person is you.

15. Tenant selection, housing and credit decisions

15.1 The Service must not be the sole or determining basis of a decision about a person. You must not use the Service or Output as the sole or determining basis to screen, rank or select an applicant or tenant; to assess creditworthiness; to decide eligibility for housing, a rent, a benefit or an accommodation; to end a tenancy; to evict or enforce against a person; or to make any other decision producing a legal effect on somebody or a similarly significant effect, unless we have approved that specific use in a signed agreement and every applicable requirement has been implemented.

15.2 Non-discrimination. You must not use a protected characteristic, or a proxy for one, to treat people differently through the Service. You are responsible for reviewing your own use for unlawful differential treatment and for any disparate impact your criteria produce, including in advertising, screening, terms, communications and automated handling.

15.3 Any score, rank, order, estimate or comparison the Service displays is an aid to your own assessment. It is not a recommendation, not an assessment of a person, and not a basis for a decision on its own.

15.4 You must provide meaningful human involvement in any decision affecting a person, allow individuals to exercise the rights they hold, and carry out any impact assessment required of you.

15.5 We may block or suspend a feature or a use we reasonably believe creates a prohibited or high risk.

16. Jurisdiction packs and legal content

16.1 A jurisdiction pack encodes a rule, such as an indexation formula, a deposit ceiling or a notice period, so that the Service can apply it consistently. Jurisdiction packs are maintained with care and are not a statement of the law.

16.2 A value the Service marks as unverified is a placeholder, not a rule. Where the Service indicates that a rule is unconfirmed, generic or requires your confirmation, you must establish the correct position before relying on it, and you must not treat the displayed value as legal advice or as accurate.

16.3 A jurisdiction pack, a template, a clause library and generated correspondence may lag behind a change in law or administrative practice. Using one creates no lawyer and client relationship and no advisory relationship.

17. Access credentials and property security

17.1 Where the Service issues, sends or revokes an access code, a key collection instruction or a similar credential, you are responsible for the security consequences at the property.

17.2 You must ensure that the contact details held for a recipient are correct and belong to the intended person, that a credential is delivered on a channel appropriate to its sensitivity, and that credentials are revoked when they should be.

17.3 We are not liable for loss, damage, theft or injury arising from a credential issued to, intercepted by or used by a person other than the intended recipient, or from a credential that was not revoked, except to the extent liability cannot be excluded under clause 24.1.

18. Intellectual property

18.1 We and our licensors own the Service and everything in and around it: the software, the models we build, the prompts, the Workflows, the templates, the interfaces, the Documentation, the methods, the schemas, the taxonomies, and every improvement to any of them, together with all intellectual property rights in them. Except for the licence in clause 18.2, nothing is transferred to you. You do not come to own our technology because it was configured with Customer Data or because it produced an index or Output for your account.

18.2 Subject to payment and to compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right, during your subscription term, for your Authorised Users to access and use the Service for your internal business purposes within your plan limits.

18.3 You may use Output for your internal business purposes and for external communications this Agreement permits. To the extent we own any transferable right in Output generated for you, we grant you a worldwide, non-exclusive, royalty-free right to use it. That grant does not cover our technology, third-party material, another person's content, or a right that does not legally exist.

19. Confidentiality

19.1 "Confidential Information" means non-public business, technical and commercial information disclosed by one of us to the other. It excludes information the recipient can show is public without breach, was already lawfully known, was independently developed, or was lawfully received from a third party without restriction.

19.2 Each of us will protect the other's Confidential Information with at least reasonable care and use it only to perform this Agreement or exercise a right under it.

19.3 We may disclose your Confidential Information to our personnel, professional advisers and sub-processors, including AI Providers, where they need it to provide, secure or support the Service and are bound by appropriate confidentiality obligations.

19.4 Either of us may disclose what the law requires, after telling the other where permitted. Either of us may seek urgent relief against actual or threatened misuse, and that is not the only remedy available.

19.5 On termination, each of us will return or delete the other's Confidential Information on request, subject to ordinary backups, legal retention and the DPA.

20. Providers, sub-processors and integrations

20.1 We may use and replace models, AI Providers, hosting providers and other sub-processors, subject to the notice and objection mechanism in the DPA. You authorise those on the current list in the privacy policy.

20.2 When a provider or a model version changes, behaviour, context limits, availability, moderation and Output may change with it.

20.3 A third-party integration may be governed by separate terms between you and that third party. We are not responsible for a third-party service, its availability, its acts or omissions, its use of data or a change it makes, except where responsibility cannot be excluded or the DPA provides otherwise.

20.4 You authorise us to exchange Customer Data with an integration at your direction, and the permissions and settings at both ends are yours.

20.5 Clause 20.3 does not exclude our responsibility for our sub-processors under data protection law.

21. Data location

21.1 Except where a signed Order or a data residency addendum expressly says otherwise, the Service runs on globally distributed infrastructure and we do not guarantee that Customer Data, embeddings, indexes, Output, backups, traffic, metadata or support data are stored, replicated, accessed or otherwise processed only in a particular country or region. Processing may occur outside your country and outside the European Economic Area, the United Kingdom and Switzerland, subject to the transfer safeguards in the DPA and in the privacy policy.

21.2 If a location is mandatory for you, contact us before you create an account, connect a source or submit anything. We may assess a requested configuration for technical, legal and commercial feasibility.

21.3 A support answer, a sales conversation, a location hint or a statement of where a database currently sits is information and not a commitment. A residency commitment exists only in a signed document identifying the covered data, the services, the locations, the exceptions and the fees.

21.4 Until such a document exists, determining whether the standard Service meets your legal, regulatory, contractual and procurement requirements is yours, and you must not submit data if a particular location is mandatory for you.

21.6 Where an uploaded file sits today. A file you upload through the document store is held in object storage configured for the European Union, separately from the database, which is not pinned to a region. That is a statement of the current configuration and clause 21.3 applies to it: it is information, and a residency commitment still exists only in a signed document. We will not move uploaded files out of that configuration without publishing the change first.

21.5 Nothing in this clause 21 removes an obligation that cannot lawfully be removed.

22. Suspension

22.1 We may limit, throttle or suspend all or part of the Service immediately where reasonably necessary to address a security risk or incident; to prevent harm, unlawful conduct or infringement; to protect another customer or a provider; to comply with the law or an authority; to respond to a material breach of this Agreement or the Acceptable Use Policy; to stop excessive or abusive use; or to address overdue fees.

22.2 Where practicable and lawful we will give notice and an opportunity to cure. In an urgent case we may act without notice.

22.3 We will restore access once the issue is resolved to our reasonable satisfaction. We are not liable for a suspension made in good faith under this clause 22, except to the extent liability cannot be excluded. A suspension does not cancel accrued payment obligations.

23. Availability, support and changes to the Service

23.1 Unless a signed service level agreement says otherwise, the Service is provided without a guaranteed availability, response time or resolution time, and without service credits. It may be unavailable because of maintenance, an update, capacity, an incident, a network, a third-party model or provider, or something beyond our reasonable control.

23.2 We may carry out maintenance and will give notice where commercially reasonable. Urgent maintenance may occur without notice.

23.3 Support is by email, in English, Dutch or French, on a commercially reasonable best efforts basis during published business hours. Scope, languages and response targets vary by plan. Support does not include legal work, property management work, data cleaning, model validation or custom integration unless purchased.

23.4 We may add, change, replace or withdraw a feature, a model, a provider, an interface, a limit or a piece of Documentation for security, legal, technical, commercial or product reasons.

23.5 If a change during a paid committed term materially reduces a core paid capability, we will give reasonable prior notice where practicable and may offer a replacement. If no reasonably comparable replacement is offered, you may terminate the materially affected part of the Service and receive a pro-rata refund of prepaid unused fees, and that is your sole remedy. A change required for security, for the law, or because a provider ceased to be available may take effect immediately.

24. Disclaimer and limitation of liability

24.1 Nothing in this Agreement excludes or limits liability to the extent it cannot lawfully be excluded or limited, including for fraud or wilful misconduct, for death or personal injury caused by negligence, or for anything else applicable law makes non-excludable. Every other paragraph of this clause 24 is subject to this one.

24.2 Disclaimer. To the maximum extent permitted by law, the Service, the AI Processing, the Output, the jurisdiction packs, the integrations, the Documentation and the support are provided as is and as available, and we disclaim every implied or statutory warranty, including merchantability, satisfactory quality, fitness for a particular purpose, accuracy, completeness, non-infringement, quiet enjoyment and results.

24.3 We do not warrant that the Service or the Output will be uninterrupted, secure, error-free, current, recoverable, compliant with an obligation of yours, or suitable as your system of record; that a model will return the same answer twice; or that a Workflow will detect or prevent every error.

24.4 Your own backups, source records, legal and professional advice, compliance programme, human review, continuity arrangements and decisions are yours. A beta, preview, trial or free feature may be changed or withdrawn at any time and comes without support, warranty or indemnity unless the law requires otherwise.

24.5 Aggregate cap. Our total aggregate liability arising out of or relating to this Agreement, the Service, Customer Data, the AI Processing and the Output, whether in contract, in tort including negligence, under statute, for misrepresentation, in restitution or otherwise, will not exceed the fees paid or payable by you for the affected Service in the twelve months immediately before the first event giving rise to the claim. For a free Service the cap is EUR 100. Related events and related claims count as one claim.

24.6 Excluded loss. To the maximum extent permitted by law we are not liable for indirect, incidental, special, punitive, exemplary or consequential loss; for lost profit, revenue, business, contracts, goodwill, anticipated savings or opportunity; for business interruption; for the loss, corruption or restoration of data; for the cost of a substitute service; for a fine, a penalty or a sum you owe a Tenant or anybody else; or for loss arising from Customer Data, your instructions, your configuration, a service you connected, a failure to review Output, or a decision or action taken using Output, even if we were advised such loss was possible.

24.7 Mitigation and time limit. You must take reasonable steps to prevent and mitigate loss, and must notify us of a claim without undue delay after discovery. To the extent permitted by law, a claim under this Agreement must be brought within twelve months after you knew, or reasonably should have known, the facts on which it rests.

25. Your indemnity

25.1 To the maximum extent permitted by law, you will defend us, our affiliates, our personnel and our suppliers, hold us harmless, and cover our losses, damages, penalties, settlements, costs and reasonable legal fees, against a claim or regulatory proceeding brought by a third party arising from or relating to:

(a) Customer Data, your prompts, your instructions, a source you connected, or an allegation that you lacked the rights or the lawful basis for any of them;

(b) your use, sending or implementation of Output;

(c) your Workflows, your notices, your communications, and the property or tenancy actions and decisions you took;

(d) an attendance at a property instructed through your account, and the acts of a contractor or other attendee;

(e) a decision about a person taken in breach of clause 15, or an allegation of discrimination arising from your use;

(f) a communication sent through your account in breach of clause 14;

(g) your breach of this Agreement, the DPA, the Acceptable Use Policy or the law; or

(h) an Authorised User or an integration acting through your account.

25.2 Clause 25.1 does not apply to the extent a claim is finally determined to have resulted from our breach of this Agreement, our wilful misconduct, our gross negligence or a duty of ours that cannot be excluded, and does not apply where the law applicable to you does not permit it. Where a regulatory fine cannot lawfully be passed on, this clause does not purport to pass it on.

25.3 We will notify you of a claim reasonably promptly, permit you to conduct the defence with competent counsel, and provide reasonable assistance at your cost. You may not settle in a way that admits fault by us, imposes an obligation on us or fails to release us fully, without our written consent, which will not be unreasonably withheld.

26. Fees, term, termination and deletion

26.1 The subscription, the billing period, what is included, any usage limits or credits, and the renewal are in your Order or on the pricing page you purchased from. Unless the Order says otherwise, a subscription renews automatically for successive periods of the same length until cancelled before renewal. Fees are charged in advance; usage and overage may be charged in arrears. You authorise us and our payment provider to charge the method you selected.

26.2 Prices exclude VAT and other taxes. Taxes, duties and withholding arising from your purchase are yours, other than tax on our net income. Pay without set-off, counterclaim or deduction except where the law requires one. Where withholding is legally required, provide evidence and, where lawful, gross up the payment so that we receive the invoiced amount.

26.3 Dispute an invoice in writing, with sufficient detail, within 15 days. Amounts not disputed remain due. An overdue amount carries the commercial interest, the fixed recovery compensation and the reasonable recovery costs applicable law provides. We may suspend after notice for non-payment, and fees continue during a suspension you caused.

26.4 Except where the law, your Order or an express service credit provides otherwise, fees are non-cancellable and non-refundable, and a service credit is your sole financial remedy for a failure to meet an agreed service level. If a payment fails we will tell you and allow a reasonable opportunity to cure before anything is suspended, and we will not delete your portfolio because an invoice is late.

26.5 We may change fees, usage metrics or plan limits for a renewal period on at least 30 days' notice. During a committed term we may introduce or change a usage charge only where your Order permits it, or where a new tax, law or material third-party cost reasonably requires it, on prior notice and with a right for you to terminate the affected Service before it takes effect. Your sole remedy for a change you reject is to cancel before it applies.

26.6 You may cancel a renewal from the account or by written notice. Cancellation does not shorten the paid term and creates no refund.

26.7 We may terminate immediately for a material breach not cured within 10 days of notice, or immediately where the breach cannot be cured, where payment remains overdue, where the use is unlawful or dangerous, where you become insolvent, or where continuing would expose us or a provider to material legal or security risk. We may terminate for convenience on 30 days' notice, refunding prepaid unused subscription fees for the terminated period; usage fees and accrued charges are not refunded.

26.8 Export before you go, and verify the export. Apart from clause 27, we are not obliged to maintain access or build a custom export after termination, and retaining the records the law requires of you is yours.

26.9 After the retrieval period we delete Customer Data, including account-linked embeddings and indexes, from active systems under the DPA and the schedule in the privacy policy. A copy may remain in an isolated backup or in database history until overwritten on the ordinary cycle, and material may be retained for a legal obligation, for security, to prevent fraud or for a claim. If a backup is restored we will reapply the deletion where reasonably feasible. After the recovery periods deletion is irreversible, and we are not responsible for a failure to export in time.

26.10 Survival. Clauses 2, 6.3, 7, 9, 12.2, 12.3, 13.4, 13.6, 14.6, 17.3, 18, 19, 24, 25, 26.8 to 26.10, 30 and 31 survive termination, together with anything else that by its nature is intended to survive.

27. Switching to another service

27.1 Where the EU Data Act applies to the Service, this clause 27 applies and prevails over clause 26 to the extent of any conflict.

27.2 You may start a switching process on notice of no more than two months. The transition period is 30 calendar days from the end of that notice period, extended as the statute provides where a transition is technically infeasible in that time and never beyond seven months. You may request one extension.

27.3 During the transition we will provide reasonable switching assistance, the continuity information you need, and appropriate security while data is moved.

27.4 Exportable material is Customer Data and your digital assets, in a structured, commonly used and machine-readable format, and we publish the data structures, formats and interoperability information for it. Excluded, only so far as the law permits and only to protect our trade secrets without impeding your switch, is our internal material: model weights, system prompts, algorithms, internal security data and provider-wide aggregated analytics.

27.5 You have at least 30 calendar days of retrieval after the transition ends, after which we erase the exportable data, subject to retention that mandatory law requires.

27.6 Until 12 January 2027 any switching charge will not exceed our direct costs of switching and will be disclosed before you contract. From that date no switching charge is imposed where the statute forbids one. Bespoke professional services outside the statutory switching process remain separately chargeable where clearly scoped and lawful.

28. United States

28.1 This clause 28 applies in addition to the rest of this Agreement where you are established in the United States or use the Service there, and prevails for you where it conflicts with another clause.

28.2 We are not a consumer reporting agency. The Service is not a consumer reporting agency, the Output is not a consumer report or an investigative consumer report, and nothing in it is assembled or evaluated for the purpose of establishing a person's eligibility for credit, insurance, employment, housing or any other purpose under the Fair Credit Reporting Act. Do not use the Service or the Output as a factor in deciding whether to rent to a person, and do not use it in place of a tenant screening report from a consumer reporting agency. If you take an adverse action against an applicant or a tenant, the notices and procedures the law requires are yours, and you may not rely on us for them.

28.3 Fair housing and credit. You are responsible for compliance with the Fair Housing Act, the Equal Credit Opportunity Act, state and local fair housing law, and every other law concerning discrimination in housing and credit, including as they apply to advertising, screening, terms, communications and the use of an automated tool. You must not use the Service, the Output or a Workflow to treat people differently on the basis of a protected characteristic or a proxy for one, and you must test your own use for disparate impact where the law requires it.

28.4 Communications. Where you send a communication through the Service, compliance with the Telephone Consumer Protection Act, CAN-SPAM, state anti-robocall and anti-spam law, and the consents and opt-outs they require, is yours. We provide the tool; you determine the recipients, the content and the frequency. You warrant that you hold the prior express consent each recipient and channel requires.

28.5 Debt collection. You remain the creditor for money owed to you and you conduct the recovery. You must not use the Service to collect a debt owed to another person without our prior written agreement, and you are responsible for compliance with the Fair Debt Collection Practices Act and its state equivalents where they apply to you.

28.6 State artificial intelligence law. Where a state law places obligations on the deployer of an artificial intelligence system, including a law governing the use of an automated system in a consequential decision about housing, those obligations are yours, and you will give the notices, perform the impact assessments and provide the human review that law requires.

28.7 Waiver of jury trial. To the maximum extent permitted by law, each party knowingly, voluntarily and intentionally waives any right to a trial by jury in any proceeding arising out of or relating to this Agreement, the Service, the AI Processing or the Output.

28.8 Class action waiver. To the maximum extent permitted by law, each party may bring a claim against the other only in an individual capacity, and not as a plaintiff or class member in a class, collective, consolidated or representative proceeding. No arbitrator or court may consolidate more than one party's claims or preside over a representative or class proceeding. If this clause 28.8 is held unenforceable in a particular case, it is severed for that case only.

28.9 Some jurisdictions do not permit the exclusion of certain warranties or the limitation of certain damages, so clause 24 applies to you only so far as your jurisdiction permits.

29. Artificial intelligence law and transparency

29.1 Each of us complies with the artificial intelligence obligations applicable to our own role. When you use the Service in your business you may be a deployer of an AI system, and the obligations that follow are yours.

29.2 You must preserve the notices, labels and machine-readable markings we supply; tell a recipient when they are dealing directly with an AI system or receiving AI-generated or AI-manipulated content wherever the law requires; maintain appropriate AI literacy and human oversight; follow the Documentation; monitor the outcomes in your hands; and notify us of a serious incident or an outcome you suspect is unlawful.

29.3 You must not remove, conceal or circumvent an AI disclosure, a safety control, a usage restriction or an output marking.

29.4 We may change the Service, or require further terms, to comply with a change in artificial intelligence law. If a use you propose would change our legal classification, or materially increase our obligations or risk, we may refuse it unless we have signed an Order allocating the cost and responsibility.

30. Changes to this Agreement

30.1 The effective date at the head of this document is a literal date that changes when the document changes.

30.2 We may update this Agreement for a valid legal, security, technical, provider, commercial or product reason. A material change adverse to you takes effect on at least 30 days' notice, or at your next renewal, unless a shorter period is reasonably necessary for the law, for security or to prevent harm.

30.3 If you object to a materially adverse change, your remedy is to terminate the affected Service before it takes effect and, where the change falls inside a committed term, to receive a pro-rata refund of prepaid unused fees.

30.4 A change that does not materially reduce your rights, and an update required by law or security, may take effect when posted or notified. Continued use after the effective date constitutes acceptance only so far as the law permits, and we may require express acceptance. A signed Order may provide that its negotiated terms are not varied by these online terms.

31. Governing law and disputes

31.1 This Agreement, and any non-contractual obligation arising out of it, is governed by the laws of the Emirate of Sharjah and the federal laws of the United Arab Emirates, excluding its conflict of laws rules and excluding the United Nations Convention on Contracts for the International Sale of Goods.

31.2 the courts of Sharjah, United Arab Emirates have exclusive jurisdiction over a dispute arising out of this Agreement, subject to any jurisdiction that cannot lawfully be excluded.

31.3 Clause 31.2 does not restrict the powers of a data protection, artificial intelligence or other regulator, and does not affect the statutory rights of persons who are not parties to this Agreement, including the Tenants whose data you place in the Service.

31.4 Before either party files a claim, it must write to the other describing the dispute and allow 30 days for good faith resolution. This does not prevent an urgent application for interim or injunctive relief, a debt recovery, a step to preserve evidence, or a filing needed to prevent a limitation period expiring.

32. General

32.1 Entire agreement and no reliance. This Agreement is the entire agreement on its subject matter and replaces every earlier proposal, statement, demonstration, marketing claim and understanding about it. Neither party has relied on anything not set out in it, and a statement on our website, in a product description or in a sales conversation is not a term of this Agreement and creates no warranty. Nothing in this clause excludes liability for fraudulent misrepresentation.

32.2 Assignment. You may not assign this Agreement without our consent. We may assign it to an affiliate, or in connection with a financing, merger, reorganisation or sale of our business or assets, giving notice where required.

32.3 Subcontracting. We may subcontract our performance and remain responsible for it to the extent this Agreement and the law require.

32.4 Force majeure. Neither party is liable for a delay or failure caused by something beyond its reasonable control that could not reasonably have been prevented or overcome. This does not excuse payment for services already provided, and a provider outage is not automatically force majeure.

32.5 Notices. A legal notice may be given by email or by notice in the account, to the current contact details, and is treated as received on the next business day unless there is evidence to the contrary. A service or marketing message is not a legal notice. Notices to us go to support@dardaris.com, or by post to Techroun LLC, Shams Business Center, Sharjah Media City Free Zone, Al Messaned, Sharjah.

32.6 No waiver and severability. A delay in enforcing a right does not waive it. An invalid term is narrowed only so far as necessary, or severed, and the remainder continues, subject to mandatory law.

32.7 Independent parties. Nothing in this Agreement creates a partnership, joint venture, employment, fiduciary or agency relationship, except the limited disclosed agency in clause 13.2, and no person outside this Agreement acquires a right under it unless expressly stated.

32.8 Export controls and sanctions. You warrant that your use complies with applicable export control and sanctions law and that you are not using the Service in or for a prohibited country or person.

32.9 Publicity. We will use your name or logo only with your permission.

32.10 Language. This document is written in English, and the English text is the operative version to the extent the law permits. We publish translations of it so that it can be read in the language you work in. A translation is an approximation offered as a reading aid, it is not a second original, nobody is bound by its wording, and where it differs from the English text the English text is the one that applies.