Terms of Service

1.Definitions

• “Authorised User” means an individual you permit to access the Service under your account, including your staff, and where you enable them, your tenants, property owners, vendors and inspectors.
• “Customer Data” means all data, records, documents and files you or your Authorised Users submit to or generate in the Service, including property, lease, tenant, owner, vendor, financial and inspection records.
• “Add-on” means an optional module purchased in addition to the core platform, such as ChannelSync, ServiceHub, SpaceHub, GuestFlow, ReportStudio, Legal, EngageHub or Snaglist.
• “Unit” means a lettable property unit recorded in your account, which is the basis on which subscription fees are calculated.
• “Third-Party Service” means any service not provided by us that you choose to connect to the Service, such as an accounting system, payment provider, booking channel or property portal.

2.The Service and right to use it

Subject to these Terms and to payment of the applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your subscription term, for your own internal business purposes of managing the properties in your portfolio.

The Service is provided on a software-as-a-service basis. We host it, and we may update, improve or modify how it works over time. We will not make a change that materially reduces the core functionality you are paying for without giving you reasonable notice.

Features not included in your subscription — including Add-ons you have not purchased — are not part of the Service made available to you, even if they are visible in the interface or described on our website.

3.Your account and Authorised Users

You are responsible for configuring roles and permissions appropriately, for the accuracy of the account information you provide, and for all activity that occurs under your account, including activity by your Authorised Users.

You must keep credentials confidential, must not share individual logins between people, and must notify us promptly if you believe an account has been compromised. You remain responsible for ensuring that access is removed when an Authorised User leaves your organisation.

Where you enable tenant, owner or vendor access, you are responsible for deciding who receives access and what they can see.

4.Customer Data and ownership

You retain all rights in and to Customer Data. We do not claim ownership of it. We use Customer Data only to provide, maintain, secure and support the Service for you, and as otherwise permitted in these Terms or our Privacy Policy.

You grant us the limited right to host, copy, process, transmit and display Customer Data as necessary to operate the Service, including through the sub-processors identified in our Privacy Policy.

We may generate aggregated, de-identified statistics about how the Service is used, and use those to operate and improve the Service. Such statistics will not identify you, your Authorised Users, or any individual, and will not be published in a form that could reasonably be attributed to you.

5.Your responsibilities for personal data you upload

This is an important clause. Much of the personal data in the Service does not relate to you — it relates to your tenants, property owners and vendors. For that data, you act as the controller and we act as your processor.

You are responsible for having a lawful basis to collect that personal data and to place it in the Service, for providing whatever notices and obtaining whatever consents the applicable law requires, and for responding to requests those individuals make about their own data. We will assist you with such requests as described in our Privacy Policy.

You must not upload data that you are not permitted to process, and must not use the Service to send unlawful, misleading or unsolicited communications.

6.Acceptable use

You must not, and must not permit anyone to:

• copy, modify, translate or create derivative works of the Service, or attempt to derive its source code except to the extent applicable law prohibits us from restricting this;
• resell, sublicense, rent or provide the Service to a third party as a service bureau, other than managing properties on behalf of your own clients as part of your property management business;
• probe, scan or test the vulnerability of the Service, or circumvent any authentication, rate limit or access control;
• upload malicious code, or interfere with the integrity, performance or availability of the Service;
• use automated means to extract data at a volume or rate that degrades the Service for others; or
• use the Service in breach of applicable law, including data protection, anti-money-laundering, tax and real estate regulation.

7.Fees, billing and taxes

Subscription fees are calculated on a per-Unit basis, plus any per-Unit amount for Add-ons you purchase, at the rates set out in your order form or proposal. Fees are invoiced in advance for the billing period stated there unless agreed otherwise in writing.

If the number of Units in your account increases during a billing period, fees for the additional Units are chargeable from the point they are added. Adding an Add-on increases your subscription from the date it is enabled.

Fees are exclusive of VAT and any other applicable taxes or duties, which you are responsible for paying. Where we are required to collect a tax, it will be shown on the invoice.

Unless required by law or expressly stated otherwise, fees already paid are non-refundable, including where you stop using the Service or reduce usage during a period you have paid for.

8.Late payment and account restriction

Invoices are payable by the due date stated on them. If an invoice remains unpaid, we may suspend or restrict access to the Service, and where an account is more than 60 days overdue, access may be restricted automatically.

We will give you notice before restricting access for non-payment. Restriction does not relieve you of the obligation to pay amounts already due, and does not by itself delete Customer Data — see the termination clause for how data is handled when the agreement ends.

9.Add-ons and Third-Party Services

The Service can connect to Third-Party Services. Whether to connect one is your decision, and doing so is governed by your agreement with that provider, not by these Terms.

We do not control Third-Party Services and are not responsible for their availability, accuracy, security, pricing or their acts and omissions. If a Third-Party Service changes or withdraws its interface, an integration may stop working, and that will not constitute a failure of the Service on our part. Where you instruct us to transmit Customer Data to a Third-Party Service, you authorise us to do so.

10.AI-assisted features

The Service includes AI-assisted features, including RiaAI, which can answer questions and summarise information drawn from data in your account.

AI-generated output is produced automatically and may be incomplete or incorrect. It is provided to assist your team, not to replace professional judgement. You should not rely on it as legal, tax, accounting, valuation or other professional advice, and you remain responsible for verifying output before acting on it — particularly for financial, contractual or regulatory decisions.

Our Privacy Policy describes which third-party AI providers process data as our sub-processors, and on what basis.

11.Intellectual property

The Service, including its software, interfaces, documentation, and the HappyTenant name and marks, remains our property and that of our licensors. Nothing in these Terms transfers any of those rights to you beyond the right to use the Service as described here.

If you send us suggestions or feedback, we may use them to improve the Service without obligation or compensation to you. This does not give us any right to Customer Data.

12.Confidentiality

Each party may receive information from the other that is marked confidential or would reasonably be understood to be confidential, including pricing, product roadmaps and Customer Data. Each party will protect the other's confidential information with at least reasonable care and use it only for purposes of this agreement.

These obligations do not apply to information that is public through no fault of the receiving party, was already lawfully known to it, or is independently developed by it. A party may disclose confidential information where legally required, giving the other party notice where it is lawfully able to do so.

13.Security

We maintain administrative, technical and organisational measures designed to protect Customer Data, including role-based access controls, encryption of data in transit, and separation of each customer's data.

No internet-facing service can be guaranteed to be completely secure. You are responsible for the security decisions within your control, including how you configure roles and permissions, who you grant access to, and the security of your own devices and email accounts.

If we become aware of a security incident affecting your Customer Data, we will notify you without undue delay and provide the information reasonably available to us so you can meet your own reporting obligations.

14.Availability and support

We aim to keep the Service available and to provide support during our normal business hours. We do not commit to a specific uptime percentage, response time or resolution time under these Terms. Where you require contractual service levels, those must be agreed with us separately in writing.

We may carry out maintenance that temporarily interrupts the Service, and will seek to schedule planned maintenance to limit disruption.

15.Warranties and disclaimers

We warrant that we will provide the Service with reasonable skill and care, and that we have the right to grant the rights we grant here.

Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Service is provided “as is” and we disclaim all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. In particular, we do not warrant that the Service will be uninterrupted or error-free, that it will meet every requirement you have, or that any figure, report, calculation or AI-generated output it produces is accurate or fit for a regulatory, tax or accounting filing without your own verification.

The Service is a tool for managing property operations. It is not a substitute for legal, tax, accounting or valuation advice.

16.Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for loss of profit, revenue, anticipated savings, goodwill or business opportunity, however arising.

To the maximum extent permitted by law, each party's total aggregate liability arising out of or relating to this agreement is limited to the fees paid or payable by you for the Service in the twelve months immediately before the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation. Your obligation to pay fees due is not limited by this clause.

17.Indemnity

You will indemnify us against third-party claims arising from Customer Data or your use of the Service in breach of these Terms or applicable law, including claims by an individual whose personal data you placed in the Service without a lawful basis.

We will indemnify you against third-party claims that the Service, as provided by us and used in accordance with these Terms, infringes that third party's intellectual property rights. This does not apply to claims arising from Customer Data, from a Third-Party Service, or from use of the Service in a way we have not authorised.

18.Term, termination and what happens to your data

These Terms apply for as long as you have an active subscription. Either party may terminate for material breach that the other has not remedied within 30 days of written notice, and either party may terminate for convenience with effect from the end of the current subscription period by giving written notice before that period ends.

On termination, your right to access the Service ends. For a period of 30 days after termination, we will on request provide a reasonable means for you to export Customer Data. After that period, and subject to any longer retention required by law, we will delete or de-identify Customer Data in accordance with our Privacy Policy and our backup cycle.

Clauses that by their nature should survive termination — including those covering fees already due, confidentiality, intellectual property, disclaimers, liability and governing law — continue to apply.

19.Changes to these Terms

We may update these Terms from time to time. Where a change is material, we will give you reasonable advance notice by email or in the Service, and the updated Terms will apply from the start of your next subscription period. If you do not accept a material change, you may terminate before it takes effect.

Changes that are not material take effect when the updated Terms are posted here.

20.Governing law and disputes

These Terms and any dispute arising out of them are governed by the laws of the federal laws of the United Arab Emirates and the laws of the Emirate of Dubai, together with the DMCC regulations applicable to us. The parties submit to the exclusive jurisdiction of the Dubai Courts, United Arab Emirates.

Before commencing proceedings, each party will use reasonable efforts to resolve the dispute through discussion between senior representatives.

21.General

• Assignment: you may not assign this agreement without our written consent, except to a successor of your business that is not a competitor of ours. We may assign it to an affiliate or in connection with a merger, acquisition or sale of assets.
• Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control, excluding obligations to pay money.
• Notices: we may give notice by email to the address on your account or by posting in the Service. Notices to us should be sent to the email address below.
• No waiver: failure to enforce a right is not a waiver of it.
• Severability: if a provision is unenforceable, the rest remains in force.
• Entire agreement: these Terms, together with any order form or proposal referencing them and our Privacy Policy, are the entire agreement between us on this subject.
• No partnership: nothing here creates a partnership, agency or employment relationship between the parties.

Questions about these Terms can be sent to info@happytenant.ae.