BuildMate Supplier and Contractors Terms and Conditions

Introduction

These Terms and Conditions ("Agreement") govern the relationship between you (“Supplier” or “Contractor”) and BuildMate Platform (“Platform”, “we”, “us”) regarding the supply of construction materials, equipment, or services through our platform.

Definitions

“Platform” means the BuildMate digital platform that connects Contractors with Suppliers to help them find and access suitable construction materials, equipment, and machinery. The Platform facilitates introductions and interactions between users but is not a party to any transaction or agreement between the "Supplier"Any individual or entity registered to offer and supply construction materials or equipment.
“Contractor” means any individual or legal entity that is registered on the Platform in order to get construction materials or equipments.
“Transaction” means any agreement, order, or completed exchange of goods, services, or payments made between a Supplier and a Contractor through the Platform, whether partially or fully executed, and whether resulting in actual delivery, service provision, or confirmed payment .
Services: Includes all tools and features provided by the Platform to Suppliers and Contractors.

Acceptance of terms and conditions

By accessing, registering, or using any part of the Platform, the Supplier and/or Contractor expressly acknowledges that they have read, understood, and agreed to be legally bound by these Terms and Conditions, as well as any policies or guidelines incorporated by reference. Continued use of the Platform constitutes ongoing acceptance of any updated or modified terms as may be issued from time to time. If you do not agree to these Terms, you must immediately cease using the Platform

Platform Role and Scope

The Platform "BuildMate" acts solely as a digital intermediary between suppliers and contractors. Build Mate is not a party to any transaction, contract, or agreement concluded between the Supplier and the Contractor. Accordingly, Build Mate shall not be held liable for any claims, disputes, damages, losses, or obligations arising from or related to the performance, quality, delay, non-fulfillment, or breach of any agreement between the Supplier and the Contractor.
Build Mate does not guarantee the accuracy, availability, or legality of the products, services, or information provided by the Suppliers or Contractors on the platform. The Platform is provided "as is" and "as available" without warranties of any kind, express or implied. Users of the Platform acknowledge that all commercial dealings, including negotiation, payment, delivery, and dispute resolution, are conducted entirely at their own risk and responsibility.
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Build Mate shall not be responsible for verifying the identity, qualifications, or legal standing of Suppliers or Contractors using the platform, nor shall it be liable for any fraud, misrepresentation, or unlawful conduct by any party.

Role of the Platform

The Supplier agrees and undertakes to:

1. Suppliers must be legally registered companies or establishments with the authority to engage in commercial activities. All registration information must be complete, accurate, and up to date.

2. The supplier agrees to list and provide construction materials or equipment through the BuildMate platform. Services must meet professional standards and comply with legal and safety regulations and provide complete, truthful, and up-to-date information regarding the products, materials, or equipment listed on the Platform, including but not limited to technical specifications, pricing, availability, origin, and condition including delivery terms and any other clarifications that may be necessary.

3. Ensure timely and professional delivery of all goods or equipment, in accordance with the agreed specifications and timelines.

4. Suppliers must ensure timely and complete delivery. Delays or incomplete deliveries may lead to penalties or account suspension.

5. Comply at all times with all applicable local, national, and international laws, including but not limited to licensing, import/export rules, product safety standards, labor regulations, and environmental laws.

6. Maintain valid and adequate commercial insurance coverage for its operations, including product liability insurance and any other insurance reasonably required for the type of goods or services supplied.

7. Refrain from engaging in any misleading, fraudulent, unethical, or deceptive conduct or advertising in connection with the use of the Platform or any transactions with Contractors.

8. Bear sole responsibility for fulfilling any contractual obligations entered into with Contractors, including disputes, defects, warranty claims, returns, or other commercial issues.

9. Indemnify and hold harmless the Platform from any third-party claims, damages, or losses resulting from the Supplier’s breach of law or contract, negligence, or willful misconduct.

10. Commitment to Quality and Specifications, the Supplier shall warrant that all materials and equipment offered through the BuildMate Platform conform strictly to the descriptions provided, comply with the relevant technical specifications and applicable Saudi laws and regulations, are free from any defects, and are suitable for the intended and mutually agreed-upon use and that all product descriptions, quantities, prices, and images are accurate. Misleading information is strictly prohibited.

11. Submission of Required Legal Documents, the Supplier must submit all required legal documents through the Platform during registration and/or application, including but not limited to: valid commercial registration, an updated tax certificate, and any other licenses or legal documents as may be required.

12. If products are defective or not as described, the supplier shall be responsible for refunds, replacements, or repairs as required.

Contractor Obligations

The Contractor agrees and undertakes to:

1. No Subcontracting Without Prior Approval, the Contractor shall not subcontract or engage any third party to use the rented equipment received through the Platform without obtaining the prior written consent of the Supplier.

2. Project Specifications: The Contractor is responsible for providing accurate and complete specifications for the Goods required for their projects. This includes quantities, quality standards, technical requirements, and any other relevant details.

3. Compliance with Laws: The Contractor is responsible for ensuring that the Goods purchased comply with all applicable laws, regulations, and building codes in the jurisdiction where the Goods will be used.

4. Site Conditions: The Contractor is responsible for informing the supplier of any special site conditions that may affect the delivery, storage, or use of the Goods.

5. Installation and Use: The Contractor is responsible for the proper installation, use, and maintenance of the Goods, unless otherwise agreed in writing with the supplier.

6. Permits and Approvals: The Contractor is responsible for obtaining any necessary permits, approvals, or inspections required for the use of the Goods at the project site.

7. Indemnify and hold harmless the Platform from any claims, disputes, damages, or liabilities arising from breach of contract, negligence, or misconduct by the Contractor or its personnel.

8. Timely Payment: the Contractor shall be obligated to pay the Supplier the due amounts in accordance with the agreed terms and within the specified timeframe.

9. Receipt of Materials and Equipment: the Contractor must ensure the presence of an authorized representative to receive the materials and equipment at the agreed time and location.

10. The Contractor shall use the Platform solely for legitimate project-related purposes and it is strictly prohibited to use the Platform to submit false orders or requests for products or services

Confidentiality

All registered suppliers and contractors undertake to maintain strict confidentiality regarding all non-public, proprietary, or sensitive information exchanged or accessed during the course of their relationship through the Platform, including but not limited to business operations, pricing, customer information, technical data, contractual terms, and any other confidential materials.

Neither party shall disclose, share, publish, or use such information for any purpose other than the fulfillment of their obligations under these Terms, except as required by law or with prior written consent from the disclosing party. This obligation shall survive the termination or expiration of the relationship between the parties.

Intellectual Property

Each party, whether Supplier or Contractor, represents and warrants that all content, products, materials, documentation, images, trademarks, or any other items provided, uploaded, or used through the Platform do not infringe upon any third-party intellectual property rights, including but not limited to copyrights, trademarks, patents, trade secrets, or design rights.

Each party shall bear sole responsibility for any legal claims, damages, or liabilities arising from any actual or alleged infringement of intellectual property rights. Build Mate is not obligated to verify ownership of any content but reserves the right, at its sole discretion, to remove any potentially infringing material without prior notice.

Suppliers and Contractors jointly and separately agree to indemnify and hold harmless Build Mate, its owners, managers, employees, and affiliates from any claims, losses, damages, or legal proceedings resulting from a breach of this provision.

Payments and Fees

‍1.Subscription Fees:
The Supplier and the contractor shall pay monthly or annual fees to use the platform as per the pricing plans announced. Prices are exclusive of VAT.

2.Invoicing
Invoices will be sent electronically at the start of each period. Payment is due within 7 days from receiving the invoice , payment will be made through bank transfer or through credit/debit cards. Failure to pay may result in account suspension.

Miscellaneous

- These Terms and Conditions constitute the entire and exclusive agreement between the parties regarding the use of the Platform.
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- If any provision of these Terms is held to be invalid, illegal, or unenforceable under applicable law, such invalidity shall not affect the validity or enforceability of the remaining provisions.

- Build Mate reserves the right to update, modify, or replace these Terms at any time. It is the responsibility of Suppliers and Contractors to regularly review any updates.

- Continued access to or use of the Platform after changes to the Terms constitutes acceptance of those changes.

Pricing, Payments, and Platform Fees

Prices must be inclusive of applicable taxes .The platform may charge a commission or service fee deducted from the supplier’s payments. Payment schedules will be according to agreed terms.

Compliance with Laws and Regulations

Suppliers and contractors must comply with all applicable local laws, including trade, labor, safety, customs and cybersecurity regulations.

Platform Usage Restrictions

The Supplier and the contractor agree not to misuse the Platform, including but not limited to uploading malware, engaging in fraudulent transactions, or attempting to extract data through scraping or reverse engineering.

Platform Downtime and Maintenance

BuildMate may occasionally suspend platform access for maintenance or upgrades. It is not liable for losses arising from such downtime.

Anti-Fraud Measures

BuildMate may monitor transactions and suspend accounts suspected of fraud or deceptive practices, in accordance with applicable Saudi anti-fraud and anti-money laundering laws and report it immediately.

Anti-Bribery and Anti-Corruption

The Parties shall comply with all applicable anti-bribery and anti-corruption laws, including those of the Kingdom of Saudi Arabia. Any violation of this clause shall entitle the non-breaching party to terminate the Agreement immediately.

Force Majeure

Neither party shall be held liable for failure to perform obligations under this Agreement due to events beyond reasonable control, including but not limited to natural disasters, war, pandemics, or internet outages.

If such an event continues for more than 90 days, either party may terminate the Agreement with written notice.

Suspension and Termination

BuildMate reserves the right to suspend or terminate any supplier and or contractor account for violations of these terms, breach of contract, or harmful conduct to the platform.

in the event of a material breach of any of the essential contractual obligations set forth herein, provided that the breaching party fails to remedy such breach within five (5) business days from the date of receiving a written notice specifying the nature of the breach.
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BuildMate also reserves the right, without prejudice to any of its other rights, to suspend or terminate the Supplier’s or contractors’ access to the Platform in any of the following cases:

- If required to do so by applicable laws or upon the order of a competent authority.

- If the Supplier or the contractors becomes insolvent, is declared bankrupt, or files for preventive settlement or reorganization.

- In the event of repeated violations of the terms and conditions of this Agreement

Termination or account suspension shall not relieve either party from any financial or legal obligations
upon termination of this Agreement for any reason, the Supplier or the contractor shall immediately:

- Cease using the Buildmate platform and branding.

- Return or securely destroy any confidential information.

- Settle any outstanding obligations.

Dispute Resolution

1. Amicable Settlement: The Parties shall make all reasonable efforts to resolve any dispute, controversy, or claim arising out of or relating to this Agreement through good-faith negotiations. A written notice of dispute must be provided by either Party, and both Parties shall attempt to resolve the matter amicably within fifteen (15) calendar days from the date of receipt of such notice.

2. Legal Jurisdiction: If the dispute is not resolved amicably within the stated period, it shall be referred to the competent courts in the city of Jeddah, Kingdom of Saudi Arabia, which shall have exclusive jurisdiction to hear and decide any such dispute.

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Governing Law and Jurisdiction

This terms and conditions shall be governed by and construed in accordance with the laws and regulations of the Kingdom of Saudi Arabia, including the Civil Transactions Law. Any disputes arising out of or in connection with thist shall be subject to the exclusive jurisdiction of the competent courts in Jeddah, KSA.

By accessing or using the Platform, you expressly acknowledge and confirm that you have read, understood, and unconditionally accepted these Terms and Conditions in full. You further agree that this constitutes a binding legal agreement between you and Build Mate, enforceable under applicable laws and regulations.

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