Elite Downtown Residence 2

TERMS AND CONDITIONS
FOR REAL ESTATE BROKERS

Elite Downtown Residence 2 – Downtown Dubai

1. DEFINITIONS AND INTERPRETATION

In these Terms and Conditions, unless the context otherwise requires, the following expressions shall have the meanings set out below:

"Landlord"
means the registered owner(s) of the units within Elite Downtown Residence 2, Downtown Dubai, or any duly authorised representative acting on the Landlord’s behalf.
"Hera Holiday Homes"
means Hera Holiday Homes LLC, the DTCM-licensed short-term rental operator appointed by the Landlord to manage, market, and operate the units within the Building on a short-term basis.
"Building"
means Elite Downtown Residence 2, located in Downtown Dubai, United Arab Emirates.
"Broker or Real Estate Broker"
means any RERA-licensed real estate brokerage firm or individual agent duly registered with the Dubai Land Department (DLD) and holding a valid trade licence to conduct real estate brokerage activities in the Emirate of Dubai.
"Tenant or Guest"
means any individual or entity that enters into a tenancy agreement or short-term lease to occupy a unit within the Building.
"Broker Registration Form"
means the onboarding form prescribed by the Landlord and/or Hera Holiday Homes that a Broker must complete and submit in order to register the Broker’s agency to work on the project. The Broker Registration Form requires submission of the agency’s corporate documentation, including but not limited to the company trade licence, Memorandum of Association, RERA ORN certificate, RERA broker card, Tax Registration Number (TRN) certificate, bank reference letter, and the details of the authorised signatory, finance contact, and administrative contact. Completion of the Broker Registration Form is a prerequisite for the Broker to receive marketing materials, access building information, submit Client Registration Forms, and become eligible to earn commission. The Broker Registration Form is available at: https://elitedowntowndubai.com/broker-registration/
"Client Registration Form"
means the form prescribed by the Landlord and/or Hera Holiday Homes that a registered Broker must complete and submit each time the Broker wishes to introduce a specific prospective Tenant or Guest. The Client Registration Form records the Broker’s individual agent details (name, email, phone number) alongside the prospective Tenant’s or Guest’s name, preferred unit type, and requested viewing date and time. The purpose of the Client Registration Form is to register the Broker’s introduction of a specific client so as to establish priority, prevent duplication, and minimise commission disputes where multiple Brokers may be approached by the same prospective Tenant or Guest. The Client Registration Form is available at: https://elitedowntowndubai.com/client-registration/
"Tenancy Agreement"
means the lease or rental agreement executed between the Landlord (or Hera Holiday Homes on behalf of the Landlord) and the Tenant or Guest, whether on a short-term, monthly, or longer-term basis.
"DTCM"
means the Dubai Department of Tourism and Commerce Marketing (or any successor authority).
"RERA"
means the Real Estate Regulatory Agency, a division of the Dubai Land Department.
"Ejari"
means the tenancy contract registration system administered by the Dubai Land Department.

2. SCOPE AND APPLICATION

  1. These Terms and Conditions govern the relationship between the Landlord, Hera Holiday Homes, and any Broker who registers to work on the project and sources, introduces, or refers prospective Tenants or Guests for units within the Building.
  2. By submitting the Broker Registration Form, the Broker acknowledges that they have read, understood, and agreed to be bound by these Terms and Conditions in their entirety, and that they will comply with all applicable laws, regulations, directives, and standards issued by the relevant authorities in the Emirate of Dubai and the United Arab Emirates, including but not limited to RERA, DLD, DTCM, and the Department of Economy and Tourism.
  3. These Terms and Conditions apply to all units within the Building, regardless of unit type, floor, or configuration.

3. LEASING MODEL AND TENANCY STRUCTURE

  1. The Building is operated primarily on a short-term rental basis in accordance with DTCM regulations and licensing requirements. The minimum lease term is one (1) calendar month, with tenancy agreements renewing on a monthly basis thereafter, unless otherwise agreed in writing.
  2. All tenancy agreements shall be structured and executed in compliance with DTCM standards for short-term and holiday home rentals, as applicable.
  3. Ejari registration may be provided at the Landlord’s sole and absolute discretion for longer-term lease arrangements. The Broker and/or Tenant should not assume that Ejari registration will be available for any particular tenancy unless expressly confirmed in writing by the Landlord or Hera Holiday Homes.
  4. The Landlord and Hera Holiday Homes reserve the right, at their sole and absolute discretion, to modify, adjust, or withdraw at any time and without prior notice: rental prices, unit availability, minimum or maximum lease durations, security deposit amounts, and any other commercial or operational terms pertaining to the Building. No Broker shall have any claim, right, or entitlement arising from any such modification.

4. BROKER REGISTRATION AND ONBOARDING

  1. Before a Broker may introduce, refer, or present any prospective Tenant or Guest, the Broker must first complete and submit the Broker Registration Form available at https://elitedowntowndubai.com/broker-registration/ in order to register its agency to work on the project.
  2. The Broker Registration Form requires the submission of the following information and documentation:
    1. Registered company name, address, and trade licence number;
    2. Company ORN (RERA Office Registration Number);
    3. Company TRN (Tax Registration Number), if applicable;
    4. Company landline number;
    5. Authorised signatory name, email address, and mobile number;
    6. Finance contact person name, email address, and mobile number;
    7. Administrative contact person name, email address, and mobile number;
    8. Email address for Agreement and NOC signing via DocuSign;
    9. Copies of: company trade licence, Memorandum of Association, personal documentation for the authorised signatory (passport, Emirates ID, and residence visa), RERA ORN certificate, RERA broker card, TRN certificate, and bank reference letter.
  3. Upon successful submission and review of the Broker Registration Form, the Broker will be authorised to receive marketing materials relating to the Building, access current availability and pricing information, and submit Client Registration Forms for prospective Tenants or Guests.
  4. The Broker must hold a valid RERA broker registration card and a valid trade licence issued by the relevant licensing authority in Dubai. The Landlord reserves the right to reject any Broker Registration Form that is incomplete or that does not satisfy the Landlord’s onboarding requirements.
  5. Submission of the Broker Registration Form does not guarantee the Broker’s entitlement to any commission. Commission entitlement is subject to the eligibility criteria set out in Section 6 below and the Landlord’s sole discretion.

5. CLIENT REGISTRATION AND SOURCING

  1. Once a Broker has been registered and approved through the Broker Registration Form process, the Broker must complete and submit a separate Client Registration Form for each individual prospective Tenant or Guest that the Broker wishes to introduce. The Client Registration Form is available at https://elitedowntowndubai.com/client-registration/
  2. The Client Registration Form requires the following information: the agency name, the individual agent’s full name, email address, and phone number, the prospective Tenant’s or Guest’s name, the preferred number of bedrooms, and the requested viewing date and time.
  3. The Client Registration Form must be submitted before any viewing is arranged, any offer is made, or any reservation is confirmed for the particular client. Retroactive submissions will not be accepted.
  4. The purpose of the Client Registration Form is to establish the Broker’s priority in introducing a specific prospective Tenant or Guest. In cases where multiple Brokers submit Client Registration Forms for the same prospective Tenant or Guest, the Client Registration Form shall serve as the primary reference for determining which Broker first introduced the client (subject to the dispute resolution provisions in Section 7 below).
  5. Submission of a Client Registration Form does not guarantee that the prospective Tenant or Guest will be accepted by the Landlord, that a unit will be available, or that the Broker will be entitled to a commission. All such matters remain at the Landlord’s sole and absolute discretion.
  6. Upon submission of the Client Registration Form, the Landlord’s hospitality-trained concierge team, available in the Building 24/7, will coordinate and manage the viewing on the Broker’s behalf. The Broker is welcome to attend the viewing in person but is not required to do so. Feedback on the viewing will be provided to the Broker on the contact details registered in the Client Registration Form.

6. COMMISSION STRUCTURE AND ELIGIBILITY

  1. The Landlord agrees to pay the Broker a commission of five percent (5%) of the total rental amount for any deal accepted by the Landlord, subject to the eligibility conditions set out herein.
  2. A deal shall be deemed eligible for commission payment only when all of the following conditions have been satisfied:
    1. The Broker has completed the Broker Registration Form and has been approved to work on the project;
    2. The Broker has submitted a valid Client Registration Form for the specific Tenant or Guest prior to their introduction;
    3. The prospective Tenant or Guest has been accepted by the Landlord or Hera Holiday Homes;
    4. The Tenant or Guest has paid the full rental amount and any applicable security deposit to the Landlord or Hera Holiday Homes;
    5. The Tenant or Guest has signed the Tenancy Agreement in the form prescribed by the Landlord or Hera Holiday Homes;
    6. The Broker has submitted a valid tax invoice in the proper format, including the Broker’s Tax Registration Number (TRN) for Value Added Tax (VAT) purposes where applicable, and in compliance with UAE Federal Tax Authority requirements.
  3. Commission shall be calculated on the base rental amount only, excluding any security deposits, service charges, utility deposits, cleaning fees, or any other ancillary charges.
  4. The Landlord and Hera Holiday Homes will continue to pay the Broker commission for every month that the Tenant or Guest sourced by the Broker renews their monthly tenancy for up to 3 Months for any Tenancy Agreement signed for a term of less than 3 Months initially and up to 12 Months for any Tenancy Agreement signed for a term of more than 3 Months initially, provided that the Tenancy Agreement remains in good standing and the Tenant or Guest continues to make timely rental payments.
  5. If the Tenant or Guest pays for multiple months in advance, the Broker commission will be eligible for the total amount received by the Landlord and paid to the Broker upon completion of the remaining commission eligibility requirements.
  6. The Landlord reserves the right to withhold, reduce, or deny commission payment in any case where the Broker has failed to comply with these Terms and Conditions.
  7. Payment of commission shall be made within thirty (30) business days of all eligibility conditions being satisfied and the valid tax invoice being received and approved.

7. COMMISSION DISPUTES AND CLIENT SOURCING CONFLICTS

  1. In the event of a dispute between two or more Brokers regarding which Broker sourced or introduced a particular Tenant or Guest, the Landlord shall refer to the Client Registration Forms on file to determine which Broker first registered the client.
  2. Notwithstanding the foregoing, the Landlord retains sole and absolute discretion in determining which Broker is eligible for the commission payment in any dispute. The Landlord’s decision shall take into account the unique circumstances of each case, including but not limited to: the date and time of the Client Registration Form submission, the nature and extent of the Broker’s involvement, the quality and accuracy of the information provided, and any other factors the Landlord deems relevant.
  3. The Landlord’s decision on any commission dispute shall be final and binding on all parties. No Broker shall have any right of appeal against the Landlord’s determination, save for any rights that may exist under applicable law.
  4. Brokers are prohibited from submitting Client Registration Forms for clients they have not genuinely sourced or with whom they have no bona fide relationship, or from registering the same client through multiple agencies or agents, for the purpose of circumventing these provisions. Any such conduct may result in the immediate disqualification of the Broker from any commission entitlement and the termination of the Broker’s registration with the Landlord and Hera Holiday Homes.

8. BROKER OBLIGATIONS AND PROFESSIONAL CONDUCT

  1. The Broker shall at all times act in a professional, ethical, and transparent manner, in compliance with RERA’s Code of Ethics and Professional Conduct for real estate brokers.
  2. The Broker shall not make any representations, warranties, promises, or guarantees to any prospective Tenant or Guest regarding unit availability, pricing, lease terms, Ejari registration, or any other matter relating to the Building without prior written approval from the Landlord or Hera Holiday Homes.
  3. The Broker shall not collect or receive any payment from the Tenant or Guest on behalf of the Landlord or Hera Holiday Homes unless expressly authorised in writing. All rental payments and deposits must be made directly to the Landlord or Hera Holiday Homes.
  4. The Broker shall not sublet, assign, or transfer any rights or obligations under these Terms and Conditions to any third party without the prior written consent of the Landlord.
  5. The Broker shall comply with all applicable anti-money laundering (AML) regulations and know-your-customer (KYC) requirements as mandated by UAE federal law and any relevant regulatory guidance issued by RERA, DLD, or any other competent authority.
  6. The Broker shall ensure that all prospective Tenants or Guests are informed of the short-term nature of the tenancy and the applicable DTCM regulations before any booking or reservation is made.
  7. The Broker shall not engage in any misleading, deceptive, or fraudulent advertising or marketing in connection with the Building, its units, or the Landlord’s offerings.
  8. The Broker shall treat all commercial information, pricing, availability, and other details shared by the Landlord or Hera Holiday Homes as strictly confidential and shall not disclose such information to any third party without prior written consent.

9. REGULATORY COMPLIANCE

  1. The Broker warrants and represents that it holds all necessary licences, registrations, and permits required under UAE and Dubai law to carry out real estate brokerage activities, including a valid RERA registration and broker card.
  2. The Broker shall ensure that all agents or representatives acting under its authority are likewise duly licensed and registered with RERA.
  3. Any brokerage or listing activity in connection with the Building must comply with RERA Regulation No. 85 of 2006 and any subsequent amendments, directives, or circulars issued by RERA or the DLD.
  4. The Broker acknowledges that Hera Holiday Homes operates under a valid DTCM holiday home licence and that all short-term tenancies are governed by the DTCM regulatory framework, including but not limited to DTCM’s requirements for guest registration, safety standards, and reporting obligations.
  5. The Broker shall not engage in any activity that may jeopardise the Landlord’s or Hera Holiday Homes’ standing with RERA, DTCM, DLD, or any other regulatory authority.

10. LIMITATION OF LIABILITY AND INDEMNIFICATION

  1. The Landlord and Hera Holiday Homes shall not be liable for any loss, damage, cost, or expense incurred by the Broker arising from or in connection with any change in pricing, availability, lease terms, or any other commercial aspect of the Building.
  2. The Broker shall indemnify and hold harmless the Landlord and Hera Holiday Homes from and against any and all claims, liabilities, damages, costs, and expenses (including legal fees) arising from or in connection with any breach of these Terms and Conditions by the Broker, or any negligent, fraudulent, or unlawful act or omission by the Broker or its agents.
  3. The Broker acknowledges that the Landlord’s acceptance of any Tenant or Guest is at the Landlord’s sole discretion, and the Landlord shall have no obligation to provide reasons for rejecting any prospective Tenant or Guest.

11. TERMINATION

  1. The Landlord or Hera Holiday Homes may terminate the Broker’s registration and authorisation to source Tenants or Guests for the Building at any time and for any reason, with or without notice, and without liability.
  2. Upon termination, the Broker shall have no further right to introduce or refer prospective Tenants or Guests, and any pending Client Registration Forms that have not resulted in a completed and eligible deal at the time of termination shall be deemed void.
  3. Termination shall not affect any commission entitlement that has already been fully earned and become payable in accordance with Section 6, provided that all eligibility conditions were satisfied prior to the date of termination.

12. GOVERNING LAW AND JURISDICTION

  1. These Terms and Conditions shall be governed by and construed in accordance with the laws of the Emirate of Dubai and the federal laws of the United Arab Emirates.
  2. Any dispute, claim, or controversy arising out of or in connection with these Terms and Conditions shall be subject to the exclusive jurisdiction of the Courts of Dubai.
  3. The parties agree to attempt to resolve any dispute amicably through good faith negotiation before resorting to litigation.

13. GENERAL PROVISIONS

  1. These Terms and Conditions constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior discussions, negotiations, representations, and agreements, whether oral or written.
  2. The Landlord and Hera Holiday Homes reserve the right to amend, modify, or update these Terms and Conditions at any time and without prior notice. Continued submission of Broker Registration Forms or Client Registration Forms following any amendment shall constitute the Broker’s acceptance of the revised terms.
  3. If any provision of these Terms and Conditions is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
  4. No failure or delay by the Landlord or Hera Holiday Homes in exercising any right under these Terms and Conditions shall constitute a waiver of that right.
  5. These Terms and Conditions shall be binding upon and inure to the benefit of the parties and their respective successors, assigns, and legal representatives.
  6. The Broker confirms that by submitting the Broker Registration Form, the Broker is voluntarily opting in and agreeing to abide by these Terms and Conditions, including all requirements imposed by the Landlord, Hera Holiday Homes, RERA, DTCM, DLD, and all other relevant authorities in the Emirate of Dubai and the United Arab Emirates.