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Legal
The Subscription Agreement governing Oliva Pro and Oliva Concierge SaaS subscriptions, contracted with Oliva Real Estate Technology LLC (Delaware, EIN 32-0830351). Includes the Match Quality, Data Accuracy, and Founder Access guarantees.
Table of Contents
1.1 This Subscription Agreement (the "Agreement") is entered into between:
1.2 Oliva Real Estate Technology LLC is wholly owned by Javier Sanz Alvarez. Real estate brokerage activity in the United Arab Emirates is performed by a separate licensed entity, Oliva DB Properties CO. L.L.C. S.O.C. (RERA BRN 1573501), under the separate Brokerage Engagement Letter. Both entities are wholly owned by Javier Sanz Alvarez. Nothing in this Agreement creates a brokerage, advisory, or fund-management relationship between Oliva Real Estate Technology LLC and the Subscriber.
2.1 Oliva provides a software-as-a-service platform for the analysis of off-plan real estate projects in Dubai. The service includes, depending on the subscription tier purchased:
2.2 The service is software and information. It is not investment advice, financial advice, tax advice, legal advice, or a recommendation to purchase, sell, or hold any property or financial instrument. Oliva does not assess whether any property is suitable for the Subscriber's individual circumstances. All investment decisions are the Subscriber's alone and are made entirely at the Subscriber's own risk.
2.3 Oliva is not regulated by the United Arab Emirates Securities and Commodities Authority, the Dubai Financial Services Authority, the Central Bank of the United Arab Emirates, the United States Securities and Exchange Commission, or any other financial-services regulator. The service is a software and data product.
3.1 The Subscriber selects a tier (Pro or Concierge) and a billing interval (monthly or annual) at checkout. Pricing in effect at the time of checkout applies.
3.2 The initial term begins on the date the first payment is processed and continues for one calendar month (monthly subscriptions) or twelve calendar months (annual subscriptions).
3.3 The subscription renews automatically for successive terms of the same length unless the Subscriber cancels before the renewal date or Oliva terminates as permitted under this Agreement. Renewal occurs at the then-current published price for the tier and interval, except where a founder-issued promotional code locks a different rate for a stated period.
3.4 The Subscriber may cancel at any time through the Stripe Customer Portal accessible from the Subscriber's account, by email to hello@joinoliva.com, or through any in-product cancellation flow Oliva provides. Cancellation takes effect at the end of the then-current billing period; the Subscriber retains access until that date.
3.5 Oliva may terminate any subscription at the end of a billing period for convenience on at least thirty (30) days written notice, or immediately for cause as described in Section 11.
3.6 Refunds are not available for unused portions of a billing period except as expressly provided in Sections 4, 5, 6, and 3.7, or where required by mandatory consumer-protection law in the Subscriber's jurisdiction.
3.7 Cooling-off period (EU/UK consumers). If the Subscriber is a consumer resident in the European Union or the United Kingdom, the Subscriber has a 14-day right of withdrawal from the date of subscription. The right of withdrawal does not apply where (a) the service is fully performed during the cooling-off period and (b) the Subscriber expressly consented to begin performance during the cooling-off period and acknowledged the loss of the right of withdrawal at checkout. To exercise the right, the Subscriber emails hello@joinoliva.com within 14 days. Where the right applies, Oliva refunds the fees within 14 days of receiving the request.
4.1 Oliva guarantees that, if the Subscriber:
and Oliva does not surface, within that thirty-day window, at least five (5) off-plan projects in our catalogue that match the Subscriber's stated profile, the Subscriber may request a full refund of the first month, or the prorated equivalent of the first month for an annual subscription.
4.2 The Subscriber must request the refund in writing to hello@joinoliva.com within seven (7) days of the end of the thirty-day window. Oliva will issue the refund within fourteen (14) days of confirming the request. If Oliva disputes whether the threshold of five matches was met, Oliva will provide the matching log used to evaluate the claim.
4.3 This guarantee anchors solely on whether the platform surfaced five matches against the Subscriber's stated profile (budget band, horizon, and goals). It does not guarantee any score floor, yield, return, appreciation, or investment outcome. Whether the Subscriber chooses to pursue any matched project is the Subscriber's decision.
5.1 If, after the Subscriber purchases an off-plan property using a Concierge-tier Oliva Underwriting Report, Oliva later determines that a metric published in that report was materially inaccurate at the time of publication, Oliva will:
5.2 A metric is "materially inaccurate at the time of publication" only if both:
5.3 A metric is not materially inaccurate by reason of:
5.4 The Subscriber must submit a claim under this Section in writing to hello@joinoliva.com within ninety (90) days of discovering the alleged inaccuracy and provide reasonable evidence. Oliva will evaluate the claim within thirty (30) days and respond in writing.
5.5 The remedy in this Section 5 is the Subscriber's sole and exclusive remedy for data-accuracy claims under the subscription. It does not create any obligation to refund the purchase price of the property itself, to indemnify the Subscriber for any investment loss, or to repurchase the property.
6.1 Concierge Subscribers are entitled to scheduled strategy sessions with a member of the Oliva team, including Founder Strategy Sessions with Javier Sanz Alvarez, on the cadence described on the pricing page in effect at the time of subscription.
6.2 If, after a Founder Strategy Session, the Subscriber notifies Oliva in writing within seven (7) days that the session did not yield concrete next steps the Subscriber can act on, Oliva will credit one additional Founder Strategy Session at no charge.
6.3 The remedy in this Section is the Subscriber's sole and exclusive remedy for dissatisfaction with a strategy session.
7.1 Oliva does not guarantee, and the Subscriber accepts that the service does not provide any guarantee of:
7.2 Past performance of any developer, project, or area is not a reliable indicator of future performance. The Subscriber is solely responsible for all investment decisions.
8.1 Where the service produces AI-generated content, including AI Investment Memos, the AI-Generated Content Disclaimer published at joinoliva.com/legal/ai-content-disclaimer applies and is incorporated into this Agreement by reference.
8.2 The Subscriber acknowledges that AI-generated content is informational, may contain errors, must be verified against source data before any transactional decision, and is not investment advice.
9.1 The Subscriber pays the price published for the selected tier and billing interval at checkout, plus any applicable taxes.
9.2 Entity-specific invoicing. Each Oliva entity invoices only under its own tax registration. Where Oliva DB Properties CO. L.L.C. S.O.C. is the supplier, invoices are issued under UAE Tax Registration Number 105237083800001, with 5% UAE VAT charged where required by UAE VAT Law. Where Oliva Real Estate Technology LLC (Delaware) is the supplier, invoices are issued under that entity's own tax registration in the jurisdictions where it is registered, and the entity does not represent itself as registered for UAE VAT, nor as a RERA-licensed broker, nor as providing regulated brokerage services in Dubai. The contracting Oliva entity for any given supply is identified at point of sale and on the resulting invoice.
9.3 Multi-jurisdiction tax. Sales to Subscribers resident in the European Union, the United Kingdom, or other jurisdictions with VAT or sales-tax obligations are subject to the applicable rate, collected through Stripe Tax. Oliva will register in additional jurisdictions as nexus thresholds are crossed.
Subscriber tax responsibility. Oliva commits to complying with the tax obligations that apply to Oliva as a supplier in each jurisdiction where it has nexus. Subscribers remain responsible for their own tax filings and registrations, including any reverse charge VAT, withholding tax, or income tax on the value of services received in their jurisdiction of tax residence. Subscribers should consult their own tax advisors.
9.4 Payments are processed by Stripe Payments Inc. and are subject to Stripe's terms. Oliva does not store full credit-card details.
9.5 If a payment fails, Oliva may retry the charge through Stripe's standard recovery process and send dunning notices. If payment is not received within fourteen (14) days of the original charge date, Oliva may suspend access until payment is made and may terminate the subscription if the failure is uncured for thirty (30) days.
9.6 Oliva may change subscription pricing for future billing periods on at least thirty (30) days written notice. Price changes do not affect the current paid period. The Subscriber may cancel before the price change takes effect.
10.1 Oliva and its licensors own all right, title, and interest in and to the platform, the Oliva Score and underlying methodology, the matching engine, all software, all data compilations and databases, all reports and outputs, all documentation, and all related intellectual property (the "Oliva IP"). No ownership in the Oliva IP transfers to the Subscriber.
10.2 Oliva grants the Subscriber a limited, non-exclusive, non-transferable, revocable license to access and use the service for the Subscriber's own internal investment-evaluation purposes during the subscription term. The license does not permit the Subscriber to:
10.3 The Subscriber retains all rights in any data the Subscriber inputs into the platform, including investor-profile information. The Subscriber grants Oliva a non-exclusive, royalty-free license to use that input data for the purpose of providing the service, improving the platform, and producing aggregated, anonymized analytics.
10.4 Feedback voluntarily provided by the Subscriber may be used by Oliva without restriction.
11.1 Either Party may terminate this Agreement as provided in Section 3.
11.2 Oliva may suspend or terminate the subscription immediately on written notice if the Subscriber:
11.3 On termination:
12.1 To the maximum extent permitted by applicable law, Oliva's total aggregate liability under or in connection with this Agreement, whether in contract, tort, strict liability, or otherwise, in any twelve-month period shall not exceed the total subscription fees actually paid by the Subscriber to Oliva in the twelve months immediately preceding the event giving rise to the liability.
12.2 In no event shall Oliva be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including:
12.3 Carve-outs. Nothing in this Section excludes or limits liability for: fraud or fraudulent misrepresentation; gross negligence or willful misconduct; breach of confidentiality; breach of data-protection obligations under PDPL, GDPR, UK GDPR, or any equivalent applicable law; intellectual-property infringement; death or personal injury caused by Oliva's negligence; or any liability that cannot lawfully be excluded.
12A.1 By the Subscriber. The Subscriber agrees to indemnify, defend, and hold harmless Oliva, its directors, officers, employees, agents, and affiliates from claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) the Subscriber's breach of this Agreement or applicable law; (b) the Subscriber's misuse of the platform; (c) inaccurate or misleading information provided by the Subscriber; or (d) the Subscriber's investment decisions and their outcomes.
12A.2 By Oliva. Oliva will defend the Subscriber against any third-party claim that the platform infringes intellectual-property rights, and pay damages finally awarded by a court or agreed in settlement, provided the Subscriber (a) notifies Oliva promptly, (b) gives Oliva sole control of defense and settlement, and (c) cooperates as reasonably required.
12B.1 Oliva targets 99.5% service availability, measured monthly. There are no contractual SLA penalties at this version of the Agreement.
12B.2 Where the Subscriber experiences chronic outages (defined as unavailability of more than 1% of any calendar month over two consecutive months), the Subscriber may escalate to hello@joinoliva.com. Oliva will, in good faith, discuss a service credit, prorate refund, or alternative remedy.
13.1 The following documents, as published on joinoliva.com from time to time, are incorporated into this Agreement by reference:
13.2 In the event of conflict between this Agreement and any incorporated document, this Agreement prevails as to the subscription relationship.
14.1 Oliva may update this Agreement from time to time. Material changes will be notified to the Subscriber by email at the address on file at least thirty (30) days before they take effect.
14.2 Continued use of the service after the change takes effect constitutes acceptance. If the Subscriber does not agree to a material change, the Subscriber may cancel the subscription before the change takes effect under Section 3.4.
15.1 This Agreement is governed by the laws of the State of Delaware, United States, without regard to conflict-of-laws principles.
15.2 Informal resolution. Before initiating any formal proceeding, the Parties shall attempt to resolve any dispute through good-faith negotiation for at least thirty (30) days. The Subscriber shall direct any complaint to hello@joinoliva.com.
15.3 Forum and arbitration. Any unresolved dispute shall, at the election of either Party, be:
15.4 Class-action waiver. To the maximum extent permitted by law, the Subscriber agrees to bring any claim only in an individual capacity and not as a plaintiff or class member in any class, collective, or representative action.
15.5 Mandatory consumer rights. Nothing in this Section limits or waives any non-waivable consumer-protection right under the law of the Subscriber's country of residence. If mandatory local consumer law requires a specific forum (including small-claims jurisdiction) or procedure, those requirements prevail to the extent legally required.
15.6 Limitation period. Any claim arising under this Agreement must be commenced within two (2) years from the date the cause of action arose, except where a longer period is required by applicable law.
15.7 RERA carve-out. Where a dispute arising under this Agreement also involves the regulated brokerage activity of Oliva DB Properties CO. L.L.C. S.O.C., the Subscriber's right to complain to RERA, the DLD, or any other competent UAE authority is preserved and is not waived, suspended, or subordinated by this Section. RERA's regulatory powers and complaint mechanisms apply alongside, and not instead of, the contractual dispute resolution procedure set out above.
16.1 Entire agreement. This Agreement, together with the documents incorporated by reference in Section 13, constitutes the entire agreement between the Parties on the subject matter and supersedes all prior understandings.
16.2 Severability. If any provision is found unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, or, if not possible, severed. The remaining provisions stay in effect.
16.3 Assignment. The Subscriber may not assign this Agreement without Oliva's prior written consent. Oliva may assign to an affiliate or successor in connection with a corporate reorganization or sale of substantially all of its assets.
16.4 Force majeure. Neither Party is liable for failure to perform caused by events beyond its reasonable control, including acts of government, regulatory changes, war, civil unrest, fire, flood, pandemic, internet outage, or third-party platform failure, other than the obligation to pay sums due.
16.5 Notices. Notices to Oliva are sent to hello@joinoliva.com (with copy to hello@joinoliva.com for billing matters). Notices to the Subscriber are sent to the email address on the Subscriber's account.
16.6 No waiver. Failure to enforce any provision is not a waiver.
16.7 Language. This Agreement is provided in English. Translations are for convenience; the English version controls.
16.8 Independent advice. The Subscriber acknowledges that the Subscriber has had the opportunity to seek independent legal, tax, and financial advice before subscribing.
By completing checkout, the Subscriber confirms that the Subscriber has read and accepted this Agreement, the documents incorporated by reference in Section 13, and the Off-Plan Risk Disclosure (presented as a separate click-through on first paid checkout).
Oliva Technology: Oliva Real Estate Technology LLC, 8 The Green, Ste A, Dover, DE 19901, EIN 32-0830351. Wholly owned by Javier Sanz Alvarez.
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