Terms of Service, Privacy Policy & Data Processing and Intelligence Use Addendum

"Company"

Means Arms & McGregor International FZE together with its parent entities, subsidiaries, affiliates, controlled entities, successor entities, associated SPVs, investment vehicles, operating brands, shareholders, directors, officers, employees, contractors, consultants, representatives, licensors, and agents, and any future affiliated entities.

"Platform"

Means all digital products, software, systems, websites, portals, mobile applications, APIs, dashboards, analytics systems, CRM platforms, AI systems, property management systems, data rooms, investor interfaces, transaction systems, and related infrastructure operated by the Company.

"User"

Means any individual, corporation, legal entity, institution, government body, intermediary, representative, or other party accessing or using the Platform.

"Corporate User"

Means a User acting on behalf of a legal entity.

"Consumer User"

Means a User acting in an individual personal capacity.

"Services"

Means any services, features, technologies, analytics, tools, consultancy, property-related services, investment-related services, digital services, AI-generated outputs, or transaction facilitation provided through the Platform.

"Content"

Means all information, data, files, documents, media, records, communications, analytics, AI outputs, text, graphics, code, models, reports, valuations, transaction records, and digital materials.

"Confidential Information"

Means all non-public information disclosed directly or indirectly by the Company including business models, methodologies, systems, pricing, analytics, investment structures, transaction data, trade secrets, source code, AI models, proprietary frameworks, and operational processes.

"Applicable Law"

Means all applicable laws, regulations, directives, sanctions rules, judicial decisions, governmental requirements, and regulatory obligations in any relevant jurisdiction.

1. Scope

These Terms govern all use of the Platform and all Services provided by the Company.

2. Binding Acceptance

By accessing or using the Platform, the User:

• confirms legal capacity to enter into binding agreements;
• confirms authority to bind any represented entity;
• accepts these Terms electronically;
• acknowledges that electronic acceptance constitutes legally binding consent.

3. Corporate Authority

Where a User acts for a corporation, partnership, trust, SPV, fund, family office, or other entity, the User warrants they possess full authority to bind such entity.

The entity shall remain fully liable for all acts and omissions of its personnel, representatives, agents, and users.

4. No Financial, Legal, Tax, or Investment Advice

The Platform and Services:

• do not constitute regulated financial advice;
• do not constitute legal advice;
• do not constitute tax advice;
• do not constitute investment recommendations;
• do not constitute brokerage services unless expressly documented separately in writing.

All information provided through the Platform is for informational and operational purposes only.

Users remain solely responsible for obtaining independent professional advice.

5. No Fiduciary Relationship

Nothing within the Platform or Services creates:

• fiduciary duties;
• trustee obligations;
• agency relationships;
• partnerships;
• joint ventures;
• advisory relationships;
• custodial obligations.

No reliance relationship is created through Platform usage.

6. Investment Risk Disclaimer

All investments, real estate transactions, analytics, forecasts, valuations, projections, and financial models involve substantial risk.

The Company makes no guarantees regarding:

• profitability;
• capital preservation;
• appreciation;
• occupancy;
• rental yields;
• investment outcomes;
• financing availability;
• market performance.

Past performance does not guarantee future results.

7. Verification Requirements

Users may be required to provide:

• Emirates ID;
• passport;
• trade license;
• UBO declarations;
• source of funds documentation;
• proof of address;
• biometric verification;
• corporate ownership structures.

8. AML/CFT Compliance

The Company reserves the unrestricted right to:

• conduct sanctions screening;
• conduct PEP screening;
• conduct ongoing monitoring;
• freeze accounts;
• reject transactions;
• suspend Services;
• file regulatory disclosures;
• refuse onboarding.

The Company may cooperate fully with:

• UAE authorities;
• financial intelligence units;
• law enforcement;
• courts;
• regulators.

9. Ongoing Monitoring

Users acknowledge that monitoring may occur continuously throughout the business relationship.

Failure to provide requested information may result in immediate suspension or termination.

10. Prohibited Activities

Users shall not:

• engage in unlawful activity;
• upload malicious code;
• scrape or harvest data;
• reverse engineer systems;
• benchmark proprietary systems;
• attempt unauthorized access;
• interfere with infrastructure;
• use automated extraction tools;
• train competing AI models using Platform outputs;
• misuse confidential information;
• circumvent Platform protections;
• impersonate others;
• manipulate listings or analytics;
• violate sanctions laws;
• engage in money laundering;
• use the Platform fraudulently.

11. Enforcement Rights

The Company may investigate any suspected violation and may:

• suspend access;
• delete content;
• preserve evidence;
• report authorities;
• initiate legal proceedings.

12. Ownership

All intellectual property rights remain exclusively owned by the Company or its licensors.

This includes:

• software;
• algorithms;
• AI systems;
• methodologies;
• frameworks;
• databases;
• analytics;
• models;
• transaction systems;
• branding;
• interface designs;
• operational structures.

13. Proprietary Frameworks

Protected proprietary assets include, without limitation:

• proprietary valuation systems;
• property conversion methodologies;
• AI intelligence models;
• operational analytics frameworks.

14. License Restrictions

Users receive a limited, revocable, non-exclusive, non-transferable license solely for authorized Platform usage.

No ownership rights are transferred.

15. User Ownership

Users retain ownership of original materials submitted to the Platform.

16. Platform License

Users grant the Company a worldwide, irrevocable, perpetual, transferable, sublicensable license to:

• host;
• store;
• process;
• reproduce;
• analyze;
• index;
• aggregate;
• improve;
• commercialize anonymized datasets derived from Platform usage.

17. Derived Analytics

All:

• derivative intelligence;
• metadata;
• AI training outputs;
• behavioural analytics;
• market insights;
• transaction intelligence;
• system-generated enhancements;

remain exclusive property of the Company.

18. AI Limitations

Users acknowledge that AI systems:

• are probabilistic;
• may generate inaccurate outputs;
• may contain errors;
• may produce incomplete analysis;
• may produce hallucinations;
• may not reflect real-time market conditions.

Users must independently verify all outputs.

19. No Reliance

AI-generated outputs shall not be solely relied upon for:

• investment decisions;
• legal decisions;
• financial decisions;
• medical decisions;
• regulatory compliance;
• transactional execution.

20. AI Training Rights

The Company may use anonymized, aggregated, de-identified, or transformed datasets for:

• machine learning;
• predictive analytics;
• benchmarking;
• operational optimization;
• research;
• model development.

21. Data Collected

The Company may collect:

• identity data;
• financial data;
• property records;
• tenancy information;
• communications;
• transaction history;
• geolocation data;
• device data;
• metadata;
• browser data;
• biometric verification data;
• system logs;
• behavioural analytics.

22. Purposes of Processing

Data may be processed for:

• account management;
• transaction facilitation;
• compliance;
• fraud prevention;
• customer support;
• analytics;
• AI systems;
• legal enforcement;
• platform optimization;
• security monitoring.

23. Legal Basis

Processing may occur based on:

• consent;
• contractual necessity;
• legal obligations;
• legitimate business interests;
• fraud prevention;
• public interest obligations.

24. International Transfers

Data may be transferred internationally using:

• contractual safeguards;
• cloud infrastructure protections;
• approved transfer mechanisms.

25. Third-Party Providers

The Company may engage:

• cloud providers;
• payment processors;
• analytics providers;
• identity verification vendors;
• AI infrastructure providers;
• cybersecurity vendors.

The Company is not responsible for failures attributable to third-party providers.

26. Security Measures

The Company implements commercially reasonable safeguards.

However, no system can guarantee absolute security.

27. No Security Warranty

The Company disclaims all warranties regarding:

• uninterrupted access;
• cybersecurity integrity;
• data preservation;
• malware prevention;
• infrastructure continuity.

28. User Responsibilities

Users are solely responsible for:

• password security;
• credential confidentiality;
• endpoint protection;
• internal access controls.

29. Data Loss Disclaimer

The Company shall not be liable for:

• data loss;
• corruption;
• ransomware;
• cyberattacks;
• backup failures;
• telecommunications failures;
• cloud infrastructure outages;
• unauthorized access.

Users are solely responsible for maintaining independent backups.

30. Audit Logs

The Platform may maintain immutable records, timestamps, metadata, blockchain logs, and audit trails.

31. Admissibility

Users agree that:

• electronic records;
• metadata;
• clickstream logs;
• IP records;
• audit logs;
• electronic signatures;
• OTP confirmations;
• digital communications;

shall constitute admissible evidence.

32. No Uptime Guarantee

The Platform is provided on an "as available" and "as is" basis.

The Company does not guarantee:

• uninterrupted availability;
• error-free operation;
• permanent accessibility.

33. Maintenance Rights

The Company may:

• suspend systems;
• conduct maintenance;
• modify infrastructure;
• discontinue features;
• restrict access;

without liability.

34. Confidentiality Obligations

Users shall maintain strict confidentiality regarding all Confidential Information.

35. Restrictions

Users shall not disclose, replicate, commercialize, or misuse Confidential Information.

36. Injunctive Relief

Unauthorized disclosure may cause irreparable harm.

The Company may seek:

• injunctions;
• equitable relief;
• emergency court orders;

without posting bond.

37. Payment Obligations

All fees are:

• non-refundable unless required by law;
• exclusive of taxes;
• payable when due.

38. Taxes

Users remain solely responsible for:

• VAT;
• withholding taxes;
• reporting obligations;
• international tax compliance.

39. Exclusion of Damages

To the maximum extent permitted by law, the Company shall not be liable for:

• indirect damages;
• consequential damages;
• special damages;
• punitive damages;
• lost profits;
• loss of opportunity;
• business interruption;
• reputational harm;
• investment losses;
• data loss;
• cybersecurity incidents.

40. Liability Cap

The Company's aggregate liability shall not exceed the total fees paid by the User during the twelve (12) months preceding the claim.

41. Exclusive Remedy

The remedies expressly stated herein constitute the User's exclusive remedies.

42. User Indemnity

Users shall fully indemnify and hold harmless the Company against all claims arising from:

• misuse of the Platform;
• regulatory violations;
• sanctions violations;
• unlawful activity;
• infringement;
• negligence;
• fraud;
• disputes with third parties.

43. Force Majeure Events

The Company shall not be liable for delays or failures caused by:

• war;
• terrorism;
• sanctions;
• cyberattacks;
• pandemics;
• governmental action;
• banking disruption;
• internet outages;
• telecom failures;
• cloud infrastructure failures;
• labor disputes;
• natural disasters;
• geopolitical instability.

44. Suspension Rights

The Company may suspend or terminate access immediately and without notice.

45. Post-Termination Rights

The Company may retain records:

• for compliance;
• litigation defense;
• operational continuity;
• fraud prevention.

46. Survival

All provisions concerning:

• liability;
• confidentiality;
• indemnification;
• intellectual property;
• dispute resolution;
• payment obligations;

shall survive termination.

47. Governing Law

This Agreement shall be governed exclusively by the laws of the United Arab Emirates.

48. Jurisdiction

All disputes shall be subject exclusively to:

• Dubai Courts; or
• DIFC Courts where applicable and elected by the Company.

49. Arbitration Option

The Company reserves the right to require confidential arbitration under applicable UAE arbitration frameworks.

50. Assignment

The Company may assign or transfer this Agreement without consent.

Users may not assign rights without prior written approval.

51. Entire Agreement

This Agreement constitutes the complete agreement between the parties.

52. Severability

If any provision is deemed unenforceable, remaining provisions remain valid.

53. Waiver

Failure to enforce any provision shall not constitute waiver.

54. Language

The English language version shall prevail unless otherwise required by Applicable Law.

55. Consumer Rights

Nothing herein excludes mandatory non-waivable consumer protections under UAE law.

56. Modifications

The Company may modify these Terms at any time.

Continued use constitutes acceptance of revised Terms.