1. Introduction

These Terms and Conditions (“Terms”) govern the use of this website (“Website”), operated by SORAGDOOR88 & SHUNA LIMITED, a company registered in Israel with registered office at Plot 88, Livadia, Larnaca District, 7060 Cyprus (“Company”, “we”, “us”).

By accessing or using this Website, you agree to be legally bound by these Terms.

2. Nature of the Platform

The Website operates as:

• a property marketing platform
• a lead generation and referral platform
• an introduction service between users, property developers, sellers, and/or agents

The Company is not acting as a real estate broker, agent, or fiduciary, unless expressly agreed in writing.

3. Users (Clients and Agents)

The Website may be used by:

• private buyers / investors (“Clients”)
• real estate agents / intermediaries (“Agents”)

All users are bound by these Terms.

4. Lead Ownership and Protection (Critical Clause)

All enquiries, leads, and user interactions generated through the Website (“Leads”):

• are the exclusive property of the Company
• may be assigned, shared, or distributed by the Company at its discretion
• may not be:
• bypassed
• redirected
• used outside the platform to avoid fees or commissions

Non-Circumvention

Users (including Agents and Clients) agree that they shall not:

• contact property owners, property developers, or other parties introduced through the Website outside the Company’s involvement
• attempt to complete transactions directly or indirectly to avoid paying fees

Commission Protection

The Company shall be entitled to:

• commissions
• referral fees
• introduction fees

for any transaction arising directly or indirectly from a Lead, even if completed after initial contact or outside the Website.

This protection shall remain valid for [12–24 months recommended] from the date of introduction.

5. Property Listings Disclaimer

All listings:

• are for information purposes only
• do not constitute offers or contractual commitments
• may contain errors, omissions, or outdated information

The Company does not guarantee:

• accuracy of prices or availability
• legal status (including title deeds, encumbrances, zoning, or permits)

Users must obtain independent legal advice in Cyprus prior to any transaction.

6. No Legal, Tax, or Investment Advice

The Website does not provide:

• legal advice
• tax advice
• investment advice

Any reliance is at the user’s own risk.

7. Reservation Fees and Escrow Disclaimer

The Website may facilitate the payment of reservation or booking fees.

Important:

• The Company acts solely as a facilitator or intermediary (if applicable)
• Funds may be:
• transferred to third parties (property developers, agents, lawyers), or
• held temporarily without constituting a formal escrow

No Escrow Relationship

Unless explicitly agreed in a separate written agreement:

• the Company is not acting as an escrow agent, trustee, or fiduciary
• funds are not held in a regulated client account

User Responsibility

Users acknowledge that:

• reservation fees may be non-refundable depending on third-party terms
• risks exist when entering cross-border property transactions

Users are strongly advised to:

• appoint independent legal counsel in Cyprus
• verify contractual terms before making any payment

8. Third-Party Services

The Website may connect users with:

• property developers
• real estate agents
• lawyers
• financial advisors

The Company:

• does not control or guarantee these parties
• is not liable for their acts or omissions

9. Cross-Border Transactions

Users acknowledge that:

• properties are located in the Republic of Cyprus
• transactions are governed by Cypriot law
• users may have obligations under Israeli and EU laws

10. Compliance with Israeli Law

The Company operates in accordance with applicable Israeli legislation, including:

• Israeli Consumer Protection Law

Nothing in these Terms limits mandatory consumer rights under Israeli law.

11. Anti-Money Laundering (AML) and KYC

Users may be required to provide:

• identification documents
• source of funds information

in accordance with:

• Cypriot AML regulations
• EU Directives

Failure to comply may result in refusal of service.

12. Limitation of Liability

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

• any direct or indirect damages
• loss of investment or profits
• failed transactions
• inaccuracies in listings
• actions of third parties

13. Indemnity

Users agree to indemnify and hold harmless the Company from any claims arising from:

• misuse of the Website
• breach of these Terms
• disputes with third parties

14. Intellectual Property

All Website content is owned by or licensed to the Company.

No content may be copied or used without prior written consent.

15. Privacy and Data Protection

We process personal data in accordance with:

• Israeli data protection laws
• the General Data Protection Regulation (where applicable)

16. Suspension and Termination

We reserve the right to:

• suspend or terminate access
• refuse service

at our discretion, including for breach of these Terms.

17. Governing Law and Jurisdiction

These Terms shall be governed by the laws of Israel.

Any disputes shall be subject to the exclusive jurisdiction of Israeli courts.

However:

• property matters may be subject to Cypriot jurisdiction

18. Amendments

We may update these Terms at any time.

Continued use constitutes acceptance of changes.

19. Contact

SORAGDOOR88 & SHUNA LIMITED.
Plot 88, Livadia, Larnaca District, 7060 Cyprus.
sales@88residences.com
+972-36006006

20. Reservation Fee Structure and Due Diligence

20.1 Standard Reservation Fees

In order to reserve a property, the Client may be required to pay a reservation fee (the “Reservation Fee”), typically in the range of:

• €5,000 – €10,000 (or such other amount specified for each property)

The Reservation Fee is intended to:

• temporarily remove the property from the market
• initiate the transaction process

20.2 Holding Period

Upon payment of the Reservation Fee:

• the property may be reserved for a period of [7–30 days] (the “Reservation Period”)
• during this time, the seller agrees not to market the property to third parties (subject to separate agreements)

20.3 Due Diligence Period

The Reservation Period constitutes a due diligence period, during which the Client is expected to:

• appoint independent legal counsel in Cyprus
• conduct legal, financial, and technical checks
• review contracts and property status

20.4 Refund Conditions

The Reservation Fee may be refundable only under the following limited circumstances:

• material legal defect discovered (e.g. lack of title, prohibitive encumbrance)
• seller withdraws from the transaction
• inability to proceed due to reasons directly attributable to the seller

Refunds:

• are subject to written confirmation from the relevant seller or developer
• may be subject to administrative deductions

20.5 Non-Refundable Cases

The Reservation Fee shall be non-refundable where:

• the Client withdraws for personal or commercial reasons
• financing is not obtained
• the Client fails to complete due diligence within the Reservation Period
• the Client delays or refuses to proceed without legal justification

20.6 Application of Reservation Fee

Where the transaction proceeds:

• the Reservation Fee may be:
• credited toward the purchase price, or
• treated in accordance with the sale agreement

20.7 No Escrow Relationship (Reinforced)

For the avoidance of doubt:

• the Reservation Fee does not constitute an escrow deposit, unless expressly agreed in writing
• the Company does not act as trustee or fiduciary
• funds may be transferred to third parties

21. Agent Terms and Co-Brokerage Structure

21.1 Agent Participation

Agents using the Website agree to:

• act in good faith
• comply with all applicable laws and licensing requirements
• respect the Company’s lead ownership and non-circumvention provisions

21.2 Co-Brokerage Framework

Where a transaction involves:

• a Client introduced by the Company, and
• an Agent participating in the transaction

the arrangement shall be deemed a co-brokerage transaction, unless otherwise agreed in writing.

21.3 Commission Structure

Commissions may be:

• shared between the Company and the Agent
• structured as:
• percentage split, or
• fixed referral fee

Default Position (if not otherwise agreed):

• the Company retains the primary entitlement to commission
• any Agent share is subject to prior written agreement

21.4 Commission Protection

Agents acknowledge that:

• all Leads remain the property of the Company
• the Company is entitled to commission even if:
• the transaction is completed outside the platform
• the Agent continues negotiations independently

21.5 Non-Circumvention (Agent-Specific Reinforcement)

Agents shall not:

• bypass the Company
• deal directly with Clients or sellers introduced through the Website
• structure transactions to avoid commission payments

This restriction applies for [12–24 months] from the date of introduction.

21.6 Agent Responsibilities

Agents are solely responsible for:

• accuracy of information they provide
• compliance with real estate regulations
• handling negotiations and transaction execution

The Company shall not be liable for Agent conduct.

21.7 Indemnity by Agents

Agents agree to indemnify the Company against:

• claims arising from misrepresentation
• regulatory breaches
• disputes with Clients or third parties