Contract terms
Last updated: March 2026
This is a courtesy English translation. In the event of any discrepancy between this version and the French version, the French version prevails and is legally binding. All engagements are governed by French law.
These Terms of Service ("Terms") govern all services provided by DAO Partners SAS to its professional clients. Any order for services implies unconditional acceptance of these Terms, save where specific provisions of an executed engagement letter provide otherwise, in which case the engagement letter shall prevail.
DAO Partners SAS
Société par actions simplifiée (French simplified joint-stock company) with share capital of €15,500
Registered office: 19 avenue Foch, 57000 Metz, France
SIREN: 921 275 244
SIRET: 921 275 244 00025
Trade and Companies Register: Metz 921 275 244
NAF code: 68.31Z — Real estate agencies
Intra-EU VAT number: FR 88 921 275 244
Hereinafter referred to as the "Provider" or the "Firm".
The Provider delivers economic arbitrage and decision-prescription services applied to real estate portfolios. These services include, depending on the engagement: portfolio economic analysis, financial modelling, prescription of arbitrage decisions and provision of decision-support tools.
The Provider acts exclusively as an economic advisor. The Provider does not provide any operational management, rental management, real estate brokerage or regulated investment advisory services.
These Terms apply exclusively to commercial relationships between the Provider and clients acting in a professional capacity (the "Client"). Consumer-protection provisions of the French Consumer Code do not apply.
In the event of any inconsistency between these Terms and a specific engagement letter signed by the parties, the provisions of the engagement letter shall prevail. These Terms complete the engagement letter on all matters not expressly covered therein.
Every engagement is preceded by a qualification conversation during which the Provider assesses the fit between the Client's need and the Firm's scope. This conversation does not constitute a contractual commitment.
Every engagement is formalised in a written engagement letter defining: the scope of work, the expected deliverables, the timeline, the fee structure and any specific conditions. The contract is formed by signature of both parties.
The Provider applies a structured methodological sequence. Access to certain phases of the engagement (notably the prescription phase) is conditional on prior completion of the diagnostic and analytical phases. The Provider reserves the right not to proceed to a prescription phase if the data collected is insufficient or if quality conditions are not met.
The Provider undertakes to deploy the skills, methods and tools necessary for the proper performance of the engagement in accordance with the Firm's professional standards. This is a reinforced best-efforts obligation ("obligation de moyens renforcée" under French law) and not an obligation to achieve a specific result.
The Provider undertakes to produce the deliverables defined in the engagement letter within the agreed timeframe. Any significant delay will be communicated to the Client together with a proposed revised schedule.
The Provider carries out its engagements in full independence. The Provider receives no remuneration, commission or benefit from third-party providers who may be recommended as part of an engagement. Any pre-existing commercial relationship with a third-party provider is disclosed to the Client.
The Client undertakes to transmit to the Provider, within the agreed timeframe, all data, documents and information necessary for the engagement, including: operating statements, management data (PMS, channel manager), accounting records, leases and legal documents relating to the assets concerned.
The Client warrants the accuracy and completeness of the data transmitted. The Provider may not be held liable for conclusions drawn from incomplete or inaccurate data.
The Client undertakes to designate a single point of contact with the authority required to validate interim deliverables and to take the decisions required by the engagement timeline. Any delay in validation or in data transmission by the Client may cause a proportional delay in the engagement schedule.
Where the engagement requires it, the Client shall provide the Provider with read-only access to the information systems required (PMS, management tools, dashboards). The Provider shall not modify any of the Client's data or parameters.
The Firm's fees are defined in the engagement letter. They may combine:
— a fixed component tied to analytical and modelling work, payable according to the schedule set out in the engagement letter;
— a variable component indexed on the performance of the engagement, measured using the indicators defined in the engagement letter.
The structure, amounts and payment terms are specified in each engagement letter. These Terms do not set any standard fee.
Invoices are issued in accordance with the schedule set out in the engagement letter. Unless otherwise agreed, fixed fees are invoiced as follows: a deposit upon signature, the balance upon delivery of the deliverables.
Variable fees, where applicable, are invoiced after joint verification of the results, in accordance with the measurement methodology defined in the engagement letter.
Invoices are payable by bank transfer within thirty (30) days of receipt, unless otherwise agreed in the engagement letter.
Any late payment shall automatically incur, without prior notice: late-payment interest calculated at the European Central Bank's most recent refinancing rate plus ten (10) percentage points, in accordance with article L.441-10 of the French Commercial Code; a fixed collection-cost indemnity of forty (40) euros, in accordance with article D.441-5 of the French Commercial Code.
The Provider reserves the right to suspend the performance of any current or subsequent engagement in the event of non-payment of an invoice when due.
Fees are exclusive of tax. The applicable VAT rate is the rate in force on the invoice date, currently twenty percent (20%) for standard B2B services under French law.
Where the engagement letter provides for a variable fee component, the parties shall establish a contractual reference known as "Point Zero". This reference constitutes the economic snapshot of the portfolio at the start of the engagement and serves as the baseline for any performance measurement.
Point Zero is established on the basis of actual data transmitted by the Client, validated by both parties and attached to the engagement letter. It may not be modified unilaterally after signature. Any modification requires a written amendment signed by both parties.
Each party undertakes to treat as confidential all information to which it has access in the course of the engagement, whether of a financial, commercial, technical or strategic nature.
The confidentiality obligation applies throughout the engagement and continues for a period of two (2) years following the end of the contractual relationship.
Information shall not be considered confidential where it: was already publicly available at the time of disclosure; became public without fault of the receiving party; was lawfully disclosed by an authorised third party; must be disclosed pursuant to a legal or regulatory obligation.
The methodologies, tools, models, matrices, databases and know-how developed by the Provider remain the exclusive property of DAO Partners SAS, including where they are customised within a specific engagement.
The Client is granted a non-exclusive and non-transferable right to use the deliverables produced in the engagement, for its internal purposes only. Any distribution, reproduction or communication of the deliverables to third parties requires the prior written consent of the Provider.
Data transmitted by the Client remains its property. The Provider undertakes to return or destroy such data at the end of the engagement, upon the Client's request.
The Provider's liability is limited to the amount of fees actually received for the engagement concerned. The Provider may not be held liable for any indirect damage, loss of revenue, loss of data or loss of profit, even if informed of the possibility of such damage.
The Provider may not be held liable for: decisions taken by the Client on the basis of the prescriptions delivered; the quality, accuracy or completeness of data transmitted by the Client; the economic results actually realised, the Provider being bound only by a best-efforts obligation.
Neither party may be held liable for any breach of its contractual obligations caused by a force majeure event within the meaning of article 1218 of the French Civil Code.
The duration of each engagement is defined in the corresponding engagement letter. These Terms remain in force for as long as a contractual relationship exists between the parties.
Either party may terminate the engagement letter in the event of a serious breach by the other party of its obligations, not remedied within fifteen (15) days of formal notice sent by registered mail with acknowledgement of receipt.
In the event of early termination at the Client's initiative, without breach by the Provider: fixed fees corresponding to work already performed remain fully payable; any variable fees are calculated pro rata to the period elapsed, based on results observed at the effective date of termination.
The Provider may terminate the engagement in the event of: repeated failure by the Client to transmit the required data; non-payment of an invoice when due after formal notice that has remained without effect; technical impossibility of continuing the engagement under satisfactory quality conditions. In such cases, fixed fees are due pro rata to progress. No variable fees are payable.
In the course of the engagement, the Provider may process personal data on behalf of the Client. The Provider undertakes to process such data in accordance with the General Data Protection Regulation (GDPR) and French Law No. 78-17 of 6 January 1978 as amended.
Personal data is processed only for purposes strictly necessary to the engagement and is deleted or returned at its conclusion.
During the engagement and for a period of twelve (12) months thereafter, the Client undertakes not to solicit or hire, directly or indirectly, any of the Provider's personnel who participated in the engagement, without the Provider's prior written consent.
Unless the Client expressly objects in writing, the Provider is authorised to mention the Client's name and a general description of the engagement for commercial-reference purposes, without disclosure of confidential information.
These Terms, together with the applicable engagement letter, constitute the entire agreement between the parties and supersede any prior agreement, negotiation or proposal, written or oral, relating to the same subject matter.
The Provider reserves the right to modify these Terms. The Terms applicable are those in force at the date of signature of the engagement letter. Any subsequent modification shall apply only to new engagements.
If any provision of these Terms is declared void or unenforceable, the remaining provisions shall remain in full force and effect.
The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
These Terms are governed by French law. Any dispute relating to their interpretation, validity or enforcement shall be submitted to the exclusive jurisdiction of the Commercial Courts of Metz, notwithstanding any plurality of defendants or third-party claims.