Indemnification

This Indemnification Agreement outlines the obligations and responsibilities of parties engaging with Tara Hospitality Group Pte Ltd (UEN: 201836709E) and its services.

1. Client Indemnification

By engaging with Tara Hospitality Group's services or using our website, you agree to indemnify, defend, and hold harmless Tara Hospitality Group, its parent companies, subsidiaries, affiliates, partners, officers, directors, employees, consultants, agents, and representatives (collectively, the "Indemnified Parties") from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees and litigation costs) arising from or relating to:

• Your use or misuse of our website, services, or information provided
• Your breach of these terms, any agreement, or applicable laws and regulations
• Your violation of any third-party rights, including intellectual property, confidentiality, or privacy rights
• Any negligent or wrongful acts, errors, or omissions by you or your representatives
• Investment decisions made by you, whether or not based on our advisory services
• Failure to disclose material information or providing false or misleading information to us
• Non-compliance with regulatory requirements in Singapore, UAE, DIFC, or other jurisdictions

2. Investment Risk Acknowledgment

You acknowledge and agree that:

• All real estate and hospitality investments involve significant risk, including the risk of total loss of capital
• Past performance is not indicative of future results
• Investment decisions are made at your sole discretion and risk
• We do not guarantee any specific investment returns or outcomes
• Market conditions, economic factors, regulatory changes, and other variables beyond our control may affect investment performance
• You have conducted your own independent due diligence or engaged qualified professionals to do so

You agree to hold the Indemnified Parties harmless from any losses, claims, or damages arising from your investment decisions.

3. Third-Party Claims

You agree to indemnify the Indemnified Parties against any claims, demands, or actions brought by third parties, including but not limited to:

• Co-investors, partners, or joint venture parties
• Regulatory authorities or government agencies
• Creditors, lenders, or financial institutions
• Tenants, operators, or service providers
• Contractors, suppliers, or vendors

This indemnification applies to claims arising from your actions, representations, warranties, or breaches in connection with our services or any investment transactions.

4. Defense of Claims

In the event of any claim subject to indemnification:

• The Indemnified Parties will promptly notify you in writing of any such claim
• You will assume the defense of the claim using counsel reasonably acceptable to the Indemnified Parties
• The Indemnified Parties may participate in the defense at their own expense
• You shall not settle any claim without the prior written consent of the Indemnified Parties, which consent shall not be unreasonably withheld
• You shall reimburse the Indemnified Parties for all reasonable costs and expenses incurred in connection with the claim

5. Regulatory and Compliance Indemnification

You agree to indemnify the Indemnified Parties from any claims, penalties, fines, or sanctions arising from:

• Your failure to comply with anti-money laundering (AML) or counter-terrorism financing (CTF) laws
• Your violation of securities laws or regulations in any jurisdiction
• Failure to obtain necessary licenses, permits, or regulatory approvals
• Breach of tax laws or failure to meet tax obligations
• Violation of data protection or privacy laws
• Non-compliance with sanctions, export controls, or foreign investment restrictions

6. Limitation on Tara Hospitality Group Liability

To the maximum extent permitted by applicable law:

• Our liability for any claim shall be limited to the fees actually paid by you to us in the six (6) months preceding the event giving rise to the claim
• We shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages
• We shall not be liable for any loss of profits, revenue, business opportunities, goodwill, or data
• We shall not be liable for any damages arising from third-party actions, market conditions, or force majeure events

7. Professional Services Disclaimer

While we provide institutional-grade advisory and asset management services, you acknowledge that:

• We are not acting as your fiduciary unless explicitly agreed in writing
• We may have conflicts of interest, which will be disclosed to the extent required by law
• Our services do not constitute a guarantee of performance or outcome
• You should seek independent legal, tax, and financial advice before making investment decisions

8. Governing Law and Jurisdiction

This Indemnification Agreement shall be governed by and construed in accordance with:

Singapore Law: For matters relating to our Singapore operations and services provided by Tara Hospitality Group Pte Ltd, the laws of the Republic of Singapore shall apply.

UAE and DIFC Law: For matters relating to our UAE operations, including services provided in Dubai and the Dubai International Financial Centre (DIFC), the applicable laws of the United Arab Emirates and DIFC shall govern.

Other Jurisdictions: For services in other jurisdictions (London, Luxembourg, Spain), the laws of the respective jurisdiction may apply as specified in separate service agreements.

9. Arbitration of Disputes

Any dispute, claim, or controversy arising out of or relating to this Indemnification Agreement shall be resolved through binding arbitration:

Singapore Arbitration: Disputes related to Singapore operations shall be arbitrated under the Singapore International Arbitration Centre (SIAC) Rules. The arbitration shall be conducted in English in Singapore.

UAE and DIFC Arbitration: Disputes related to UAE or DIFC operations shall be arbitrated under the Dubai International Arbitration Centre (DIAC) Rules or DIFC-LCIA Rules, as appropriate. The arbitration shall be conducted in English in Dubai.

The arbitral award shall be final and binding on all parties. Judgment on the award may be entered in any court having jurisdiction.

Notwithstanding the foregoing, either party may seek interim or injunctive relief from a court of competent jurisdiction to protect confidential information, intellectual property rights, or prevent irreparable harm.

10. Severability and Survival

If any provision of this Indemnification Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The indemnification obligations shall survive the termination or expiration of any service agreement and shall continue indefinitely.

11. Modification and Waiver

No modification, amendment, or waiver of any provision of this Indemnification Agreement shall be effective unless in writing and signed by authorized representatives of both parties. No waiver of any breach shall constitute a waiver of any subsequent breach.

12. Entire Agreement

This Indemnification Agreement, together with our Terms of Service, Privacy Policy, and any separate written service agreements, constitutes the entire agreement between you and Tara Hospitality Group regarding indemnification obligations.

13. Contact Information

For questions or notices regarding this Indemnification Agreement, please contact:

Tara Hospitality Group Pte Ltd
160 Robinson Road #14-04
Singapore 068914
UEN: 201836709E
Email: info@tarahg.com