Аймактык жалпыга ачык оферта (КМШ)2026-ж., 7-апрель күнкү редакция

Version dated: April 7, 2026

LANGUAGE CLAUSE

This Offer is made in Russian and English. In case of any discrepancy, the Russian version shall prevail for all commercial, tax, and legal purposes. The English version is for reference only.

PREAMBLE

This document is a public offer under Articles 367-370 of the Civil Code of the Republic of Uzbekistan from Unitify LLC ("Distributor"), Tax ID: 311849914, address: Tashkent Region, Chirchik, Vohid Haydarov MFY, Vohid Haydarov Street, 32.

This Offer is addressed to legal entities and sole proprietors ("Customer") registered in the Territory and interested in accessing the Unitify cloud property management platform.

The Distributor is an authorized distributor of Unitify Limited (Hong Kong, Reg. No. 76842989) — the Platform IP owner ("Unitify HK"). The Distributor acts in its own name and on its own account as an independent reseller, not as agent or representative of Unitify HK.

SECTION 1. DEFINITIONS

Platform — Unitify cloud-based property management SaaS, including web interface, mobile apps, and API, provided as a service. No software code is transferred.

Platform Access — Customer's right to use Platform functionality via the internet during the Subscription Term.

Services — Platform Access plus Tier 1 and Tier 2 technical support services provided by the Distributor.

Subscription — Customer's selected pricing plan as published at unitify.com/pricing.

Subscription Term — subscription period specified in the Invoice or selected during registration (monthly / annual).

Invoice — document issued by the Distributor to the Customer containing payment terms.

Act of Services — bilateral document confirming the provision of Services for the reporting period.

Territory — CIS member states, expressly excluding Russia, Belarus, and occupied territories (see Section 4).

MSA — Unitify HK's Master Subscription Agreement governing IP rights, data protection, and liability, published at unitify.com/legal.

End-User — Customer's employees and contractors authorized to use the Platform.

SECTION 2. SUBJECT MATTER

2.1. The Distributor shall provide the Services to the Customer, and the Customer shall accept and pay for them in accordance with this Offer.

2.2. Nature of Services (tax classification). The subject of this Offer is the provision of cloud service access (SaaS) and related technical support. This Offer is not a software license agreement and does not involve any transfer of IP rights. Rights to source code, algorithms, and other Platform IP belong to Unitify HK and are governed by the MSA.

2.3. By accepting this Offer, Customer also accepts the MSA regarding Platform use, data protection, and IP. In case of conflict on commercial terms, this Offer prevails over the MSA.

SECTION 3. ACCEPTANCE

3.1. Acceptance occurs upon any of the following: (a) account registration on the Platform; (b) payment of the Distributor's Invoice; (c) first login / access activation; (d) signing an Act of Services.

3.2. Electronic acceptance (clicking "Accept" in the Platform or email confirmation) is legally valid under Uzbekistan e-document laws.

SECTION 4. SANCTIONS AND TERRITORY RESTRICTIONS

4.1. This Offer applies exclusively within the Territory. Expressly excluded: Russian Federation, Republic of Belarus, and any territories recognized as occupied under UN General Assembly resolutions.

4.2. Customer warrants that: (a) it, its beneficial owners, and End-Users are not on OFAC, EU, UK, or UN sanctions lists; (b) the Platform will not be used for properties on excluded territories; (c) payments are not routed through sanctioned financial institutions.

4.3. Breach of this Section entitles Distributor to terminate immediately without refund and without liability.

SECTION 5. SCOPE OF SERVICES

5.1. Platform Access. Under the Subscription, Customer receives access to Platform functionality per the selected plan, including: property management module, resident CRM, billing module, resident and technician mobile apps, API integrations. Current feature sets: unitify.com/pricing.

5.2. Tier 1 Support (L1). Distributor provides L1 support with its own resources in Russian (Mon-Fri, 09:00-18:00 UTC+5), including: (a) initial issue diagnosis; (b) account setup assistance; (c) Platform functionality consulting; (d) escalation to Tier 2.

5.3. Tier 2 Support (L2). Distributor provides L2 support with its own resources, including: (a) functional issue diagnosis on Customer's side; (b) data migration and integration setup; (c) escalation of confirmed software bugs to Tier 3 (Unitify HK).

5.4. Implementation and Onboarding. Under paid plans, Distributor provides implementation services: initial account configuration, property and resident data upload, user training (online / in-person), payment gateway setup assistance.

5.5. Transactional Services. Where technically available, the Platform enables acceptance of resident payments via integrated PSPs. Distributor and/or its authorized partners facilitate connection to Territory-based PSPs. Neither Distributor nor Unitify HK is a bank or payment institution and is not liable for PSP delays or account freezes.

SECTION 6. PRICING AND PAYMENT

6.1. Subscription fees are denominated in USD and published at unitify.com/pricing or specified in individual Invoices. All prices exclude taxes unless expressly stated otherwise.

6.2. Settlement Currency. Uzbekistan residents: payment in UZS at CBU rate on invoice date. Non-residents (Kyrgyzstan, Kazakhstan, etc.): payment in USD by SWIFT bank transfer.

6.3. Payment is made in advance. Payment due within 5 business days of invoice date. Services are activated upon receipt of payment.

6.4. Suspension. Non-payment for more than 7 calendar days entitles Distributor to suspend Platform access without additional notice until full payment is received.

6.5. Auto-Renewal. Subscription auto-renews for the same term unless Customer notifies non-renewal at least 30 days before expiry. Renewal is at rates current on the renewal date.

SECTION 7. TAXES AND GROSS-UP

7.1. All amounts payable to Distributor exclude Customer's country taxes: VAT, digital services tax, withholding tax (WHT), and similar taxes. Customer is solely responsible for calculating and remitting all applicable taxes.

7.2. Gross-Up Clause. If Customer's country requires WHT deduction, Customer shall gross-up the payment so that Distributor receives the full invoiced amount net of any withholding.

Example (Kyrgyzstan, 10% WHT): Invoice USD 100 → Customer pays USD 111.11 → deducts WHT USD 11.11 → remits to KG budget → Distributor receives USD 100.00 ✓

7.3. Upon Customer's request, Distributor provides a Tax Residency Certificate of Uzbekistan for purposes of applying the applicable Double Taxation Agreement.

SECTION 8. DOCUMENT MANAGEMENT

8.1. Following each paid period, Distributor issues an Act of Services electronically. Customer must sign within 5 business days. Silence constitutes unconditional acceptance of the Act.

8.2. Electronic document exchange is conducted via Territory-accepted systems (e.g., E-IMZO for Uzbekistan), or by exchange of scanned copies with originals provided upon Distributor's or tax authority's request.

SECTION 9. LIABILITY AND DISCLAIMERS

9.1. The Platform is provided "AS IS". Uptime and service level commitments (SLA) are published separately at unitify.com/legal/sla and apply exclusively to paid plans.

9.2. Distributor's aggregate liability is limited to fees actually paid by Customer in the 12 months preceding the claim. Distributor is not liable for indirect damages, lost profits, or data loss.

9.3. Distributor is not liable for PSP actions, third-party network failures, or force majeure events.

9.4. Startup Risk Acknowledgment. Customer acknowledges that the Platform is developed by an early-stage company dependent on funding availability. Customer accepts the risk of potential service discontinuation. This clause is material to Distributor; without it, this Offer would not be made.

SECTION 10. SERVICE DISCONTINUATION (WIND-DOWN)

10.1. Distributor and/or Unitify HK may decide to discontinue Services ("Wind-Down") at any time, including due to insufficient funding, strategic changes, or dissolution.

10.2. Notice. Distributor provides Wind-Down notice at least 60 days before the Wind-Down date. Notice is valid if delivered by at least one of: (a) email to Customer; (b) publication at unitify.com/legal; (c) in-Platform notification. Website publication alone is sufficient notice.

10.3. Customer Rights. During the Wind-Down period, Customer may: (a) export all Customer Data in CSV/JSON format via the standard export interface; (b) receive a pro-rata refund of prepaid fees for the period after the Wind-Down date.

10.4. Source Code Release (optional). At Unitify HK's sole discretion, on the Wind-Down date Customers may be granted a limited perpetual license to the Platform source code for internal self-hosting purposes per MSA Section 8.3(d). Unitify HK makes no commitment to provide source code.

10.5. Liability Limitation upon Wind-Down. Customer's sole and exclusive remedies upon Wind-Down are: (a) refund per Section 10.3; (b) optional source code per Section 10.4. No other liability of Distributor or Unitify HK arises in connection with a Wind-Down.

SECTION 11. DATA AND CONFIDENTIALITY

11.1. Personal data processing is governed by the Unitify Privacy Policy at unitify.com/privacy-policy and applicable data protection laws of the Territory.

11.2. Parties shall not disclose each other's confidential information to third parties without written consent. This obligation survives for 3 years after Subscription termination.

SECTION 12. TERM AND TERMINATION

12.1. This Offer takes effect upon Acceptance and continues for the Subscription Term with auto-renewal per Section 6.5.

12.2. Customer may cancel by written notice at least 30 days before Subscription Term expiry. No refund for the unused period unless required by Uzbekistan law or agreed in writing.

12.3. Distributor may terminate immediately without refund upon: (a) breach of Section 4 (sanctions); (b) systematic (2+ times) payment default; (c) use of the Platform for illegal purposes.

SECTION 13. GOVERNING LAW AND DISPUTE RESOLUTION

13.1. This Offer is governed by the laws of the Republic of Uzbekistan.

13.2. Parties shall attempt to resolve disputes through negotiations within 30 days of a written claim.

13.3. Commercial Dispute Forum. Uzbekistan residents: Tashkent Inter-District Economic Court. Non-residents: TIAC (International Commercial Arbitration Court at the Chamber of Commerce of Uzbekistan), language — Russian, seat — Tashkent.

13.4. This Section governs commercial disputes (payment, support). IP disputes are governed by the MSA and resolved at HKIAC (Hong Kong) in English.

SECTION 14. AMENDMENTS

14.1. Distributor may amend this Offer by publishing a new version at unitify.com/legal/cis-offer with the effective date. Changes take effect 30 days after publication. Continued Platform use constitutes acceptance of changes.

14.2. Pricing changes apply only to the next Subscription Term and do not affect already-paid periods.

DISTRIBUTOR DETAILS

• Company Name: Unitify LLC
• Tax ID: 311849914
• Address: Tashkent Region, Chirchik, Vohid Haydarov MFY, Vohid Haydarov Street, 32
• Bank: Aloqabank
• Account (UZS): 20208000907191510001
• Account (USD): 20208840107191510001
• SWIFT: JSCLUZ22
• Email: [email protected]
• Website: unitify.com