Domie Partner Terms
For Residencies and Service Providers using the Domie Partner Panel
These terms are a business-to-business contract. They apply to organisations that use the Domie partner panel (web and mobile, "the Partner Panel"), either as:
• a Residency: a management company, homeowners' association (MTK, OSI or similar) or building manager that subscribes to Domie (Part B); or
• a Provider: an independent business that offers services to residents through the Domie marketplace (Part C).
Part A applies to everyone. Schedule 1 (Data Processing Agreement) applies to Residencies, and to Providers where stated. By accepting these terms (by signing an order form, ticking the box at signup, or using the Partner Panel), the person accepting confirms that they are authorised to bind the organisation.
PART A: GENERAL TERMS
A1. Parties
A1.1 The Domie contracting company is:
• [COMPANY LEGAL NAME – AZ] (registration no. / VÖEN [REG NO], [ADDRESS]) for organisations registered in Azerbaijan [CHECK: not yet registered]; and
• [COMPANY LEGAL NAME – EE] OÜ (registry code [REG NO], [ADDRESS]) for organisations registered anywhere else.
In these terms, "Domie", "we" and "us" mean that company, and "Partner" or "you" means your organisation.
A1.2 If you sign an order form, it forms part of this contract. If the order form conflicts with these terms, the order form prevails.
A2. Accounts and staff
A2.1 Organisation owner. Each Partner has at least one owner account. The owner invites staff and assigns their roles. For a Residency these are Manager, Accountant, Reception or Watchman. For a Provider they are Manager or Operator, plus the per-member "can accept and decline orders" permission.
A2.2 Your responsibility for staff. You are responsible for everything done under your organisation's accounts. You must:
• give each staff member only the access they need;
• remove access promptly when someone leaves;
• keep passwords confidential and not share accounts.
Tell us at once at [SECURITY CONTACT EMAIL] if you suspect unauthorised access.
A2.3 Verification. We may ask for documents to verify your organisation, such as your registration extract, tax number (VÖEN), the authority of signatories and your bank account. We may refuse or delay activation until verification is complete.
A3. Acceptable use
You must not:
• use the Partner Panel unlawfully or to harass, mislead or spam residents;
• upload data you have no right to process;
• try to access other organisations' data or test security without our written permission;
• scrape, resell or reverse-engineer the Partner Panel;
• use resident contact details for anything other than running your building or carrying out orders. In particular, you must not use them for unrelated marketing.
A4. Data protection
A4.1 Each party complies with the data protection laws that apply to it. For Domie these are the Law of the Republic of Azerbaijan "On Personal Data" (No. 998-IIIQ) and, for the Estonian company, the EU General Data Protection Regulation (GDPR) and the Estonian Personal Data Protection Act.
A4.2 The roles are set out in the Privacy Policy, section 3, and in Schedule 1:
• a Residency is the controller of its resident register and residency records, and Domie is its processor;
• a Provider and Domie are each independent controllers of order data;
• Domie is the controller of user accounts, the marketplace and community features.
A5. Confidentiality
Each party keeps the other's non-public business information confidential and uses it only for this contract. This lasts for the term and for 3 years after it ends, and longer for trade secrets and personal data. Disclosures required by law are allowed, and where lawful the other party is told first.
A6. Intellectual property and feedback
A6.1 Domie (or its licensor) owns the Partner Panel, the apps and all related IP. [CHECK: IP owner; planned to be the EE company, licensed to the AZ company] You get a non-exclusive, non-transferable right to use them during the term for your own business.
A6.2 You keep ownership of your data and content. You give Domie a licence to use them to provide and improve the service, and, for Providers, to show your listings, logo and reviews in the apps and in Domie marketing about the marketplace.
A6.3 Domie may freely use suggestions and feedback you give it.
A6.4 Domie may use aggregated, anonymised statistics that don't identify you or any person.
A7. Service availability and support
A7.1 We aim for [99.5]% monthly availability of the Partner Panel, excluding planned maintenance (announced in advance where possible) and events beyond our control. [CHECK: whether to promise an SLA at all; if so, Enterprise only, with service credits as the sole remedy]
A7.2 Support is available through the Partner Panel, [CONTACT EMAIL] and [WhatsApp/phone] during [SUPPORT HOURS, Baku time].
A7.3 We may update the Partner Panel. We won't materially reduce the core features of your paid plan during a paid period without notice and a pro-rata refund if you choose to terminate.
A8. Warranties and liability
A8.1 Each party warrants that it may enter into this contract.
A8.2 Except as stated in these terms, the Partner Panel is provided "as is". Domie doesn't guarantee any particular business result, such as more fee collection or more orders.
A8.3 Neither party is liable for indirect or consequential loss, lost profits, lost revenue or loss of goodwill.
A8.4 Cap. Each party's total liability under this contract in any 12-month period is limited to:
• for a Residency, the subscription fees paid or payable in the 12 months before the claim;
• for a Provider, the commission Domie earned from that Provider in the 12 months before the claim, or [AMOUNT], whichever is higher.
A8.5 What the cap doesn't cover. It doesn't apply to:
• your payment obligations;
• breach of confidentiality or data protection, which has a separate cap of [2×] the amount above [CHECK];
• indemnities;
• fraud, intentional misconduct, or liability that can't be limited by law.
A9. Indemnity
You will compensate Domie for third-party claims, fines and reasonable costs arising from:
• data or content you upload without a lawful basis;
• your breach of law or of these terms;
• for Providers, the services you perform, your staff and your products, including injury, property damage, theft or poor work at a resident's home.
A10. Suspension and termination
A10.1 Suspension. We may suspend access, with notice where reasonable, for:
• non-payment (see B5);
• serious breach;
• security risk;
• a legal requirement.
A10.2 Termination for breach. Either party may terminate for material breach not fixed within 14 days of written notice.
A10.3 Data export. After termination, you can export your data for 30 days (for a Residency, the resident register, balances, payments and receipts). After that, we delete it within [90] days, except records the law requires us to keep and backups that are overwritten in the normal cycle. [CHECK: export period and deletion timeline]
A10.4 Sections A5, A6, A8, A9, A10.3, A12 and any unpaid amounts survive termination.
A11. Changes to these terms
We may change these terms with at least 30 days' notice by email or in the Partner Panel. If a change materially harms you, you may terminate before it takes effect and get a pro-rata refund of prepaid fees. Changes required by law or for security may take effect sooner. [CHECK: for EE Providers, the P2B Regulation requires at least 15 days' notice and a right to terminate]
A12. Governing law and disputes
A12.1 With [COMPANY LEGAL NAME – AZ]: the laws of the Republic of Azerbaijan apply. Disputes go to the economic courts of Baku [CHECK: or arbitration, e.g. under the Baku International Arbitration Centre rules].
A12.2 With [COMPANY LEGAL NAME – EE] OÜ: Estonian law applies. Disputes go to Harju County Court in Tallinn [CHECK: or arbitration at the Arbitration Court of the Estonian Chamber of Commerce and Industry].
A12.3 Before going to court, the parties try in good faith to settle a dispute within 30 days. For Providers of the EE company, an internal complaint-handling system and named mediators will be offered as required by the EU P2B Regulation. [CHECK]
A13. General
A13.1 These terms (with any order form) are the whole agreement on their subject.
A13.2 Neither party may assign this contract without consent, except Domie to a group company or a buyer of its business.
A13.3 Notices go by email to the addresses on the account or in the order form.
A13.4 Neither party is liable for delays caused by events beyond its reasonable control.
A13.5 The English version prevails, unless local law requires otherwise. [CHECK: AZ language requirements for B2B contracts with state-registered entities]
PART B: RESIDENCY SUBSCRIPTION
B1. What you get
B1.1 A subscription gives your Residency access to the Partner Panel and connects your residents' Domie app to your Residency. Residents use the app free of charge.
B1.2 Features depend on your plan, as described on the pricing page or in your order form at the time you subscribe. [CHECK: the feature list per plan is not final; link the plan matrix as an annex]
B2. Plans and prices
B2.1 Plans are based on the number of apartments or houses (units) set up in your Residency on Domie:
Plan · Units included · Price per month
Starter · up to 20 · USD 19
Bronze · up to 100 · USD 89
Silver · up to 300 · USD 249
Gold · up to 500 · USD 349
Enterprise · over 500 · By quote (order form)
[CHECK: billing currency (AZN for the AZ company?) and whether prices exclude VAT; the AZ VAT rate is 18% and the Estonian rate is 24%]
B2.2 Overage. If you have more units than your plan includes, each extra unit costs USD 0.90 per month. Overage is measured on the highest number of active units during the billing period and billed in arrears. You can move to a higher plan at any time. [CHECK: "active unit" definition (a unit in the register, or a unit with at least one verified resident?)]
B2.3 Annual billing. If you pay annually in advance, you pay for 10 months and get 12 (2 months free). Overage is still billed monthly or quarterly in arrears.
B2.4 Trial. New Residencies may get a free trial of [14] days. At the end, the subscription starts on the plan you chose, unless you cancel before the trial ends. [CHECK: whether a card is required for the trial]
B2.5 Price changes. We may change prices with at least 60 days' notice. Changes apply from your next renewal. Annual prepaid prices are fixed for the prepaid year.
B3. Term and renewal
Monthly plans renew every month, and annual plans renew every year, unless cancelled before the renewal date in the Partner Panel or by email. If you cancel, access continues until the end of the paid period. Fees already paid aren't refunded, except as stated in A7.3, A11 or B5.3, or where the law requires it.
B4. Invoicing and payment
B4.1 We invoice in advance for the plan and in arrears for overage. Payment is due within [7] days by card, bank transfer or the payment method in the Partner Panel. [CHECK: AZ e-invoice (e-qaimə) requirements; for the EE company, a reverse-charge VAT notice for EU B2B customers]
B4.2 Fees exclude taxes. You pay any applicable VAT or sales tax. If you must withhold tax, you gross up the payment so we receive the full amount. [CHECK: AZ withholding tax on payments to a foreign (EE) company]
B5. Late payment
B5.1 If an invoice is more than 14 days overdue, we may send a reminder and then restrict the Partner Panel to read-only access.
B5.2 After 30 days overdue, we may suspend the subscription. Residents keep access to their own payment history. Fee collection through the app may be paused until you pay. [CHECK: the effect on residents' ability to pay fees while a Residency is suspended]
B5.3 Late interest at [RATE / statutory rate] may apply.
B6. Your responsibilities as a Residency
B6.1 Lawful basis for resident data. You are the controller of the resident register you upload or import, including names, phone numbers, emails, apartment details, car plates, ownership and role, balances and payment records. You confirm that:
• you have a lawful basis to give this data to Domie and to process it, for example to manage the building, collect fees or meet your legal duties;
• you have told your residents that you use Domie, for example by using the notice template we provide. [CHECK: whether residents must be informed before import, or whether consent is needed under AZ law]
B6.2 Accuracy. You are responsible for:
• the accuracy of fees, balances, debts, tariffs, receipts and financial reports you enter or approve;
• approving or rejecting residents' membership requests fairly and promptly.
Domie calculates amounts using your settings but doesn't check that your fees are lawful or correct.
B6.3 Your content. You are responsible for your announcements, polls, replies to requests and moderation decisions in residency-only community areas. Poll results in Domie are informational. Domie doesn't certify them as legally binding votes of owners. [CHECK: whether polls could be read as formal general-meeting votes under the AZ Housing Code]
B6.4 Staff access to resident data. Reception and watchman roles see limited resident data, for example the gate card shows apartment, owner, balance and, where enabled, phone, plates and household members. You decide which staff get which roles and make sure they use the data only for their job.
B6.5 Cash and offline payments. Cash and bank payments recorded by your staff are your responsibility, including issuing any legally required receipts.
B7. Fee collection through the app
B7.1 When residents pay residency fees in the app, the payment is processed by our licensed payment service provider (currently [PSP NAME]). Funds settle to your verified bank account [directly / within [N] business days], less the PSP fees and any Domie collection fee shown in your plan. [CHECK: (a) whether funds go directly to the Residency through a split or sub-merchant set-up, or via Domie; (b) whether Domie charges a collection fee on fee payments (none decided); (c) CBAR payment-agent rules]
B7.2 You must hold a bank account in your Residency's name and pass the PSP's checks. Chargebacks and refunds of residency fees are deducted from your settlements.
PART C: SERVICE PROVIDERS (MARKETPLACE)
C1. Your role and Domie's role
C1.1 You are an independent business. You contract directly with residents for the services you sell. You are solely responsible for:
• the quality, safety, legality and timing of the services and any goods;
• your staff and subcontractors, including their vetting, training, conduct in residents' homes, wages and social contributions;
• holding the licences, permits and qualifications your services need;
• holding adequate insurance, including public liability insurance of at least [AMOUNT] [CHECK: whether to require it, and the minimum];
• your own taxes on your income;
• the accuracy of your listings, prices, durations and availability.
C1.2 Domie is a marketplace and your limited commercial agent for payment collection. You appoint Domie to:
• (a) show your listings to residents;
• (b) receive booking requests on your behalf;
• (c) collect payment from residents on your behalf through the PSP;
• (d) handle cancellations, refunds and disputes under the rules in C4 and C6.
A resident's payment to Domie (through the PSP) discharges the resident's obligation to you. Domie doesn't act as your employer, and doesn't become a party to the service contract. Domie also doesn't guarantee that a resident will book or pay. [CHECK: (a) the commercial agency structure under the AZ Civil Code; (b) the PSD2 Art. 3(b) commercial-agent exclusion for the EE company; (c) whether Domie must hold or avoid holding client funds, given that the build uses a split or sub-merchant set-up so Domie never holds funds]
C1.3 No employment. Nothing in these terms creates employment, partnership or a joint venture. You decide how to perform the services.
C2. Onboarding and listings
C2.1 You can go live only after:
• your profile, working hours, service area and at least one listing are complete;
• your payout account (IBAN) is verified;
• Domie approves your catalogue.
C2.2 New listings, and changes to names, photos or categories, are reviewed before they go live. Price and stock changes go live at once, but we may review and remove them later.
C2.3 We may refuse or remove listings that are illegal, misleading or unsafe, or that otherwise break these terms. We will give reasons as required by law.
C3. Bookings
C3.1 Every booking needs your acceptance. You must reply within 12 of your working hours, and in any case within 24 hours, or the request expires. ASAP requests expire after 30 minutes. Each recurring visit must be confirmed at least 48 hours before.
C3.2 Only the owner and members with the "can accept and decline orders" permission may accept, decline, counter-propose or propose a new time.
C3.3 You may counter-propose once per request, offering up to 3 alternative slots. You may propose a new time on an accepted order. If the resident keeps the original time, you must attend or cancel, and a cancellation gives the resident a full refund.
C3.4 You must attend the agreed slot and mark jobs as started and completed truthfully. Starting a job more than [60] minutes before the booked slot isn't allowed. [CHECK: align with the build rule]
C4. Cancellations and refunds
C4.1 Resident cancellations: they are free while the order is requested, within 15 minutes of acceptance, and until 12 hours before the slot. After that, a late-cancellation fee of 50% of the order total is paid to you, and Domie's commission applies to it.
C4.2 Your cancellations: if you cancel at any time, the resident gets a full refund, and you receive nothing for that order.
C4.3 Disputes: a resident may report a problem within 72 hours of completion. While a dispute is open, the earning for that order is on hold. Domie reviews the evidence from both sides, including proof-of-visit photos, and may refund the resident in full or in part. The refunded amount is deducted from your earnings. You may contest the decision within [7] days. [CHECK: dispute decision-making authority and the appeal route]
C4.4 Chargebacks: if a resident's bank reverses a payment, the amount (and any PSP chargeback fee caused by your service) may be deducted from your future payouts, unless the chargeback was caused by Domie's error.
C5. Commission, payouts and taxes
C5.1 Commission. Domie charges a commission on each completed order and on each late-cancellation fee, at the rate shown in the Partner Panel or your order form (percentage and/or fixed fee, by category). The rate that applies is the one in force when the order was accepted. No commission is charged on orders that are declined, expire or are cancelled for free, or on orders you cancel.
C5.2 Earnings. Your earning is the amount captured, less refunds and commission. Earnings are pending for 72 hours after capture and then become available. Earnings under dispute are on hold.
C5.3 Payouts. Available earnings are paid weekly (currently each Tuesday, Baku time) to your verified bank account, with a statement in the Partner Panel. Payouts pause while a changed bank account is being re-verified. [CHECK: the minimum payout amount and who bears transfer fees]
C5.4 Rate changes. We may change commission rates with at least 30 days' notice. The new rate applies to orders accepted after that date.
C5.5 Invoicing and tax. Domie issues you an invoice for its commission. You are responsible for invoicing residents or issuing receipts where the law requires it. [CHECK: who issues the consumer receipt or fiscal document for the service in AZ (the provider or Domie as agent), and the VAT treatment of the commission and the agent model; AZ cash-register / e-receipt rules]
C5.6 Set-off. Domie may set off amounts you owe (refunds, chargebacks, unpaid fees) against your payouts.
C6. Ranking, reviews and conduct
C6.1 Ranking. Listings are ranked mainly by:
• relevance to the search;
• whether you serve the resident's address;
• your rating, a smoothed average of reviews;
• your reliability, which falls if you often let requests expire, cancel or move accepted orders.
New Providers get a neutral score for their first 10 requests. You can see your own metrics in the Partner Panel. You can't pay for better ranking. [CHECK: this paragraph is the main-parameters disclosure under P2B Regulation Art. 5; update it if paid placement is ever added]
C6.2 Reviews. Residents may review completed orders. You may reply publicly once. You must not offer incentives for reviews, post fake reviews or pressure residents. Reviews are removed only if they break the content rules.
C6.3 Reliability actions. If your cancellation, expiry or reschedule rate is persistently high (currently above 40%), we may contact you and may pause your listings until things improve. We'll tell you the reason.
C6.4 Conduct in residents' homes and buildings. You and your staff must follow building rules, identify yourselves at the gate or reception, respect residents' privacy and property, and not contact residents outside the platform except about the order.
C6.5 No circumvention. You must not ask residents you met through Domie to book or pay outside Domie for [12] months after their last Domie order with you. [CHECK: enforceability, and competition-law risk of a non-circumvention clause]
C7. Resident data you receive
C7.1 For each order you receive the resident's name, the service address (entrance, floor, apartment, intercom), a contact phone and any notes. Some of this may be masked.
C7.2 You are an independent controller of this data for carrying out the order and keeping your own legally required records. You must use it only for the order, keep it secure, limit staff access to those assigned, and delete it when you no longer need it. You must not use it for marketing without the resident's separate consent.
C7.3 Proof-of-visit photos you upload must show only the work done. They must not show residents, their family members or unrelated personal items.
C8. Suspension and offboarding of Providers
C8.1 We may suspend or end your access with reasons and at least 30 days' notice, or immediately for serious breach, fraud, a safety risk or a legal requirement. [CHECK: P2B Regulation Art. 4 notice requirements for the EE company]
C8.2 If you ask to delete your account, open orders must be completed or cancelled and a final settlement made before offboarding.
SCHEDULE 1: DATA PROCESSING AGREEMENT (Residency ↔ Domie)
[CHECK: whether AZ Law 998-IIIQ requires specific contract terms with a processor ("operator acting on behalf of the owner"); adapt the terms and roles to the AZ "owner / operator" concepts]
• Roles. The Residency is the controller ("owner" under AZ law) of residency data. Domie is the processor and processes it only to provide the Partner Panel and the resident app features for that Residency, on the Residency's documented instructions (these terms and the settings it chooses).
• Residency data. It covers:
• the resident register: names, phone numbers, emails, apartment and building details, ownership and role, car plates, household members and internal notes;
• fees, balances, debts, payments recorded by staff and receipts;
• requests addressed to the Residency;
• announcements and polls;
• staff gate lookups;
• membership approvals.
• Data subjects: residents, owners, tenants and household members of the Residency, and the Residency's staff.
• Domie's duties. Domie will:
• (a) keep the data confidential and make sure its personnel are bound by confidentiality;
• (b) apply appropriate security measures (Annex 1);
• (c) use only the sub-processors listed in the Privacy Policy, giving 30 days' notice of changes, during which the Residency may object and terminate;
• (d) help the Residency answer data subject requests and meet its security and breach duties;
• (e) notify the Residency of a personal data breach affecting residency data without undue delay, and within 48 hours of becoming aware of it;
• (f) delete or return the data at the end of the contract (A10.3);
• (g) make available the information needed to show compliance, and allow reasonable audits, at most once a year and on 30 days' notice, normally met by documents.
• International transfers. Residency data is hosted with DigitalOcean in Frankfurt, Germany (EU). The Residency authorises this transfer. Domie will put in place the safeguards required by the applicable law. [CHECK: (a) AZ Law 998-IIIQ cross-border transfer conditions (adequate protection in the destination country, otherwise consent or another legal ground), and whether Germany/the EU qualifies; (b) whether the AZ information-system registration (state register of personal data information systems) applies to Domie and/or the Residency; (c) KZ needs in-country hosting, so a KZ addendum is needed]
• Domie as controller for its own purposes. When a resident uses the app, Domie also processes some of the same data as an independent controller for its own purposes: the resident's own account, verification status, payments made through the app (as a record of the transaction and for fraud prevention, accounting and legal duties), and community features. Those purposes are governed by Domie's Privacy Policy, not by this Schedule.
• Resident requests. If a resident asks Domie to correct or delete residency data (for example their balance or apartment details), Domie will pass the request to the Residency, which decides on it.
Annex 1: Security measures (summary):
• encryption in transit (TLS) and at rest for databases and backups [CHECK: confirm at-rest encryption on DigitalOcean volumes and backups];
• role-based access with per-organisation tenancy isolation;
• hashed staff passwords (argon2) and authenticator-app two-factor authentication for Domie admins;
• audit logs of access and changes;
• backups [frequency, retention];
• least-privilege access for Domie staff;
• vulnerability patching;
• an incident response procedure.