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Terms & Conditions

Welcome to our carbon exchange platform. These Terms and Conditions govern your access to and use of our platform, as well as any services provided through the platform. By accessing or using our platform, you agree to be bound by these Terms and Conditions.

1. Account Creation and Use: In order to access certain features of our platform, you may be required to create an account. You agree to provide accurate and complete information when creating an account, and to keep your account information up to date. You are responsible for maintaining the confidentiality of your account login credentials, and for all activities that occur under your account.

2. Use of Our Platform: You agree to use our platform only for lawful purposes and in accordance with these Terms and Conditions. You may not use our platform to:

a. Upload or transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable;

b. Infringe on any intellectual property rights;

c. Violate any applicable laws or regulations; or

d. Engage in any activity that could harm our platform or our users.

3. Payment and Refunds: Our platform allows you to buy and sell carbon credits. You agree to pay any applicable fees for using our platform, and to provide accurate billing information. We may offer refunds in certain circumstances, such as if there is an error in the calculation of carbon credits. We reserve the right to modify our fees and billing methods at any time, and we will provide notice to you of any changes.

4. Intellectual Property: Our platform and its content are protected by copyright, trademark, and other intellectual property laws. You agree not to copy, distribute, or otherwise use any content from our platform without our express written permission. You may use our platform for your own personal, non-commercial use only.

5. Disclaimer of Warranties: Our platform is provided “as is” and without warranties of any kind, whether express or implied. We do not guarantee that our platform will be error-free, uninterrupted, or secure. We make no representations or warranties about the accuracy, completeness, or reliability of any information on our platform.

6. Limitation of Liability: To the maximum extent permitted by law, we will not be liable for any indirect, incidental, special, or consequential damages arising out of your use of our platform.

7. Governing Law: These Terms and Conditions will be governed by and construed in accordance with the laws of [The Kingdom of Saudi Arabia], without regard to its conflicts of law provisions. Any dispute arising out of these Terms and Conditions or your use of our platform will be resolved in the courts of [The Kingdom of Saudi Arabia].

PRIVACY POLICY

REFUND POLICY

We understand that there may be situations in which you need to request a refund for a carbon credit transaction. Our Refund Policy outlines our procedures for issuing refunds.

1. Eligibility for Refunds: We may offer refunds in certain circumstances, such as if there is an error in the calculation of carbon credits or if you have been overcharged. Refunds will be issued at our sole discretion.

2. Requesting a Refund: To request a refund, please contact us at [info@saudigreen.com] and provide the following information:

a. Your name and email address;

b. The transaction ID;

c. The reason for the refund request; and

d. Any supporting documentation.

3. We may require additional information before issuing a refund.

4. Processing Refunds: Refunds will be processed within [7] business days of our receipt of the refund request. Refunds will be issued to the payment method used for the original transaction.

5. Contact Us: If you have any questions about our Refund Policy, please contact us at [info@saudigreen.exchange].

We hope that these terms and policies provide you with a clear understanding of how our carbon exchange platform operates and how we protect your privacy and handle refunds. If you have any questions or concerns, please don't hesitate to contact us.

Supplier Terms & Conditions

1. Contract: Seller's acknowledgment or commencement of performance of this Purchase Order shall be deemed to be an acceptance of this Purchase Order subject to all of the terms and conditions contained and incorporated by reference herein. These Standard Terms and Conditions, the Vendors' Code of Conduct issued by the Buyer (the current version of which forms an integral part of this Purchase Order) and all attachments and exhibits to this Purchase Order comprise the entire and final agreement between the Buyer and the Seller concerning its subject matter, and supersedes all prior negotiations, proposals, representations, commitments, understandings, or agreements between the parties, either written or oral. These Standard Terms and Conditions apply to the exclusion of any other terms that the Seller seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. No other agreement, quotation, or acknowledgment in any way modifying any of the documents constituting this Purchase Order will be binding upon the Buyer unless made in writing and signed by the Buyer's authorized representative. For the avoidance of doubt, in case of any discrepancy between these Standard Terms and Conditions and any attachments or exhibits to this Purchase Order, the provisions of these Standard Terms and Conditions shall prevail.

2. Delivery: Time of delivery of the subject matter of this Purchase Order is of the essence and all delivery dates are set firmly. The terms of delivery for goods shall be "Delivered Duty Paid" (pursuant to the latest applicable version of incoterms issued by the International Chamber of Commerce) where the Site identified herein shall be the named place of delivery, and the Seller's delivery obligations shall only be considered fulfilled upon unloading of the goods at the Site and their proper positioning in accordance with the requirements of this Purchase Order. Shipment and delivery shall be in strict accordance with the instructions contained in this Purchase Order with packing slip included. In cases where freight is to be paid by the Buyer, all goods and services shall be shipped by Seller via the particular route specified by the Buyer, if the Buyer has specified a route in this Purchase Order; otherwise, the difference in freight and extra cost in cartage shall be at Seller's sole expense. The Buyer reserves the right to accept or reject, in whole or in part, partial or excess deliveries of goods.
If the Seller fails to deliver the goods by the applicable dates or fails to progress at a pace or quality which is reasonably required for the proper and timely performance of this Purchase Order, the Buyer shall, without limiting its other rights or remedies under this Purchase Order or the applicable laws, have one or more of the following rights:
(a) to rescind this Purchase Order by giving written notice to the Seller in which case the Seller shall refund to the Buyer all sums previously paid by the Buyer as advances and, if relevant, all sums paid in consideration of any prior deliveries made by the Seller (in case of phased delivery). The Buyer will return to the Seller any deliveries made by the Seller prior to such breach giving rise to rescission of this Purchase Order subject to the Seller making the aforementioned refund to the Buyer; or
(b) terminate this Purchase Order with immediate effect by giving notice to the Seller and refuse to accept any subsequent performance or delivery which the Seller attempts to make. The Seller shall then return to the Buyer all sums paid by the Buyer in advance for goods, works or services that have not been delivered by the Seller prior to the effective date of such termination.
General Obligations with respect to Works and Services: Where the subject matter of this Purchase Order concerns any works and/or services, the Seller shall:
(a) co-operate with the Buyer in all matters relating to the works and/or services, and comply with the Buyer's instructions;
(b) perform the works and/or services with the best care, skill and diligence in accordance with best practice in the Seller's industry, profession or trade and based on diligent appraisal of all local, regional and national conditions which could affect the performance of the services;
(c) meet any performance dates for the Services specified in this Purchase Order or notified to the Seller by the Buyer. The provisions of clause 2 shall govern the provision of works and services mutatis mutandis;
(d) use personnel who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Seller's obligations are fulfilled in accordance with this Purchase Order;
(e) ensure that the works, services and deliverables will conform with all descriptions and specifications set out in this Purchase Order, and that the deliverables shall be fit for any purpose expressly or impliedly made known to the Seller by the Buyer;
(f) obtain and at all times maintain all necessary licenses and consents, and comply with all applicable laws and regulations; and
(g) if so specified in the header of this Purchase Order, obtain at its own cost (i) a performance bond guaranteeing proper performance of this Purchase Order which shall be valid until the date on which this Purchase Order shall have been performed in full by the Seller or until such other date as may be specified herein; or (ii) an advance payment bank guarantee guaranteeing the recovery of any sums advanced by the Buyer hereunder which shall be valid until the full recovery of the whole of the advance payments made by Buyer hereunder; or (iii) both. Each of foregoing security instruments shall be in the amount specified in this Purchase Order, and issued in a form and by an entity acceptable to the Buyer.· ·

3. Site: The goods shall be delivered to, and/or works/services performed at the specific location as may directed by the Buyer (the "Site"). The Buyer shall provide the Seller with reasonable access to the Site at such times as may be necessary and in accordance with the applicable laws relating to the Site and working hours thereof. The Seller acknowledges to have inspected and examined the Site, its surroundings, access thereto, and information available in connection therewith, and based on that inspection and examination, it is satisfied as to the suitability and availability of the Site for the performance of the works and/or services. Except for the permanent works which fall within the scope of the Seller's works or services hereunder, the Seller shall be entitled to make only necessary temporary alterations or amendments to, or carry out temporary works at, the Site, and shall remove such alteration, amendment or temporary works without undue delay from the moment they are no longer required. Upon completion, the Seller shall leave the Site in a clean and safe condition.
The Seller shall keep the Site free from all unnecessary obstruction, shall not interfere with or otherwise obstruct other contractors from carrying out works or services for the Buyer at the Site and shall not interfere unnecessarily or improperly with the convenience of the public (in particular damage and nuisance to people and property resulting from pollution, noise and other results of its operations).

The Seller shall observe and comply with all applicable laws and regulations related to health, hygiene, safety, security and environment that are applicable to the performance of the works/services.

4. Variations and Suspension: The Buyer may, at any time before complete delivery is made hereunder, make changes within the general scope of this Purchase Order, including changes to quantities, drawings, designs, or specifications, by giving a notice signed by the Buyer's authorized signatory to the Seller.
The Buyer may, by notice to the Seller, suspend, in whole or in part, delivery of goods or performance of works/services. If the Buyer directs any such change or suspension, the parties shall agree on any adjustments in prices or dates necessitated thereby and shall execute a revised Purchase Order reflecting such adjustments.

5. Inspection and Testing: The Buyer may inspect or test, at all reasonable times and places, any goods, works and services pertaining to this Purchase Order. The exercise of, or failure to exercise, this right shall not relieve Seller from any of its obligations under this Purchase Order, including, without limitation, to furnish all goods, works and services in strict conformance with this Purchase Order. If, prior to acceptance by the Buyer, any of the goods, works or services are found not to be in strict conformance with this Purchase Order, the Buyer shall (i) have the right to reject the same and (ii) at no additional cost to the Buyer require that such goods be repaired or replaced promptly with satisfactory goods at Seller's risk and expense (including transportation charges) and/or require the performance or re-performance of such works or services.
6. Passing of Title and Risk: The Seller warrants that it has full clear and unencumbered title to all goods and services free from any claims, liens or encumbrances. The title to goods, works, services and/or deliverables purchased hereunder shall pass to the Buyer upon the earlier of (i) the Buyer making payments to the Seller in respect of the same, or (ii) their delivery to the Site. Notwithstanding the foregoing, the risk of loss of, or damage to, goods, works, services and/or deliverables purchased hereunder shall pass to the Buyer upon their takeover and acceptance by the Buyer.

7. Warranty: The Seller warrants that all goods, works and services furnished hereunder meet the applicable specifications set out in this Purchase Order and that all services shall be performed by qualified personnel with diligence and to the Buyer's reasonable satisfaction.
Without prejudice to any statutory express or implied warranty, the Seller further warrants that such goods, works and services ((including, without limitation, all goods incorporated in the works and services furnished hereunder) shall be free from any defects in design, engineering, workmanship or otherwise for a period of one (1) year from their acceptance by the Buyer hereunder or for such longer period as may be stipulated by the laws of Saudi Arabia and/or afforded by the original manufacturer of the goods.
Upon discovery of any defect in the goods, works or services within said warranty period, the Buyer may, in addition to any other remedies available under this Purchase Order or the applicable laws, either (i) reject the defective goods, works or services by sending written notice to Seller, or (ii) require Seller to replace or repair the goods, works or services to a condition acceptable to the Buyer at the Seller's cost and risk. If the Seller fails to commence the work necessary to remedy such defect within a reasonable time (which shall in no event be more than fifteen (15) days) flowing notice to the Seller, Buyer may, or may have others, do such work, and may recover the costs incurred by the Buyer in connection therewith as a debt due from the Seller.
If the goods, works or services or any part thereof cannot be used by reason of such defect, the warranty period of the same shall be extended by a period equal to the period during which they cannot be used by the Buyer due to any of the aforesaid reasons.
Any repaired, modified or replaced goods, works and services shall be additionally warranted against defects for the duration of warranty period, such period commencing on the day the Seller repaired, modified or replaced the affected goods, works and services.

8. Liability for Errors and Omissions: Where the Seller carries out any services which involve the preparation of a design or provision of construction supervision services, the Seller shall be liable for the consequence of any negligence, error, omission or lack of skill, care or diligence by the Seller or its personnel in the design and/or the provision of the relevant services for a period of ten (1O) years from the accepted delivery of the design to the Buyer and/or completion of the relevant services.
The Seller shall fully and effectively indemnify the Buyer (including without limitation its successors, assigns, personnel, subcontractors, representatives and agents) against any and all claims, losses, fees, expenses, liabilities, costs, actions, demands or damage which the Buyer may incur or which may be made against it as a result of or in connection with any negligence, error, omission or lack of skill, care or diligence by the Seller or its personnel in the design and/or the provision of the relevant services if the consequence of such negligence, error, omission or lack of skill, care or diligence materialized within the period during which the Seller is liable for the same.

9. Payment: The price set out in this Purchase Order is the full and exclusive remuneration of the Seller in respect of the goods, works and/or services furnished hereunder. The Seller shall invoice the Buyer following the delivery and acceptance of the goods, works and services. If applicable, amounts determined pursuant to the retention money rate specified in the header of this Purchase Order shall be withheld by the Buyer from the Seller's invoices and retained by the Buyer until the satisfaction of the conditions for the release of the same set out in this Purchase Order. Such retention money may be used by the Buyer to remedy any breach or default of the Seller under this Purchase Order.
Unless agreed otherwise, amounts properly payable under this Purchase Order and not otherwise disputed by the Buyer will be paid by the Buyer within forty-five (45) working days from the approval of the relevant invoice. All amounts payable by the Buyer under this Purchase Order are subject to deductions required by the applicable laws on account of any and all taxes, withholdings, imposts, levies or duties, if. any, present or future, of any nature that may be imposed by any taxing authority without any obligations to gross-up such deductions.

10. Intellectual Property Rights: To the extent permissible by the applicable laws, the Seller shall assign the entire interest of it or its personnel in any right or authorship, invention, improvement, formula, utility model, copyright, design right, patent, know-how and any other intellectual property right of any nature whatsoever throughout the world (whether registered or unregistered and including all applications and rights to apply for the same) (the "Intellectual Property Rights") that may vest in the deliverables contracted for under this Purchase Order, to the Buyer as absolute beneficial owner without any payment to the Seller or its personnel for the same. To the extent that the applicable laws do not permit the Buyer to become the absolute beneficial owner of such Intellectual Property Rights, the Seller hereby grants the Buyer a perpetual (or for such maximum term as allowed by the applicable laws during which such Intellectual Property Right and any renewals or extensions thereof shall subsist), irrevocable, world-wide, royalty-free, transferable (by assignment, sub-license or otherwise) license to use, display, reproduce, translate, adapt, lease, publish and transmit the deliverables hereunder or create derivative works.
The Seller represents, warrants and covenants to the Buyer that the use of the deliverables or the Intellectual Property Rights in the deliverables by the Buyer does and will not infringe the rights of any third party. The Seller shall fully and effectively indemnify the Buyer (including without limitation its successors, assigns, personnel, subcontractors, representatives and agents) against all claims, losses, fees, expenses, liabilities, costs, actions, demands or damage which may be made against the Buyer or which the Buyer may incur as a result of or in connection with any claim brought against the Customer for actual or alleged infringement of a third party's Intellectual Property Rights arising out of, or in connection with, the receipt or use of the goods, works or services provided by the Seller hereunder.

11. Indemnity: The Seller shall fully and effectively indemnify the Buyer (including without limitation its successors, assigns, personnel, subcontractors, representatives and agents) against all claims, losses, fees, expenses, liabilities, costs, actions, demands or damage which may be made against it or which it may incur as a result of or in connection with the breach, negligent performance or failure or delay in performance of this Purchase Order by the Seller, its employees, agents or subcontractors.

12. Insurance: The Seller shall maintain at least: (i) workmen's compensation and employer's liability insurance as required by the applicable laws, if the Seller (including its employees, agents or contractors) enters upon the Buyer's premises or performs services for the Buyer at a location (other than the Seller's premises) designated by the Buyer; and (ii) comprehensive motor vehicle third party liability insurance for death, personal injury and property damage, if motor vehicles are used. All insurances hereunder shall contain a clause indemnifying the Buyer, its officers, directors, employees, agents and appointed representatives as though they are the insured and a waiver by the insurers of any and all rights of subrogation they might otherwise be able to exercise, against the Buyer, its officers, directors, employees, agents and appointed representatives. The Seller shall also maintain such insurance as a reasonable and prudent supplier exercising that degree of skill, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced supplier would maintain to cover its contractual liability and/or damage and loss resulting from ordinarily foreseeable risks. Upon the Buyer's request, the Seller shall provide satisfactory proof of such insurance.

13. Rescission: In addition and without prejudice to the remedies for late delivery stipulated in above, the Buyer may, by giving the Seller written notice, rescind this Purchase Order in whole or in part:
(a) if an event of force majeure prevents the Seller from performing this Purchase Order for a consecutive period of more than sixty (60) days;
(b) if the Seller fails to observe or comply with any of the terms, conditions, specifications, warranties or instructions applicable to this Purchase Order;
(c) if the Seller ceases to hold any valid licenses required under the applicable laws for the supply of goods, works or services that are subject matter of this Purchase Order;
(d) if the Seller's financial position deteriorates to such an extent that in the Buyer's opinion the Seller's capability adequately to fulfill its obligations hereunder has been placed in jeopardy, and the Seller failed to comply with the Buyer's requirement for prompt delivery of financial statement or other documents (to contain such reasonable information as the Buyer may request) for the purpose of determining the Seller's financial responsibility;
(e) if the Seller is subjected to any proceedings by or against it in bankruptcy or insolvency, for appointment of a receiver or trustee, or' for an assignment for the benefit of its creditors.
Notwithstanding that the Buyer may rescind this Purchase Order pursuant to the above, the Buyer shall also be entitled to (i) recover from the Seller any costs incurred by the Buyer in obtaining substitute services from a third party; and (ii) claim damages for any additional costs, loss or expenses incurred by the Buyer which are in any way attributable to the event giving rise to rescission of this Purchase Order hereunder.

14. Termination for Convenience: The Buyer shall have the right, at its sole discretion, to terminate this Purchase Order for convenience in whole or in part by giving the Seller not less than five (5) working day prior written notice. In such event, the Buyer shall be responsible for payment of only those goods, works and services received and accepted by the Buyer prior to the effective date of such termination.

15. Confidentiality: A party (the " Receiving Party" ) shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to, or otherwise obtained by, the Receiving Party by the other party (the "Disclosing Party"), its employees, agents or subcontractors, and any other confidential information concerning the Disclosing Party's business or its products or its services which the Receiving Party may obtain. The Receiving Party shall restrict disclosure of such confidential information to such of its employees, agents or subcontractors as need to know it for the purpose of discharging the Receiving Party's obligations under this Purchase Order, and shall ensure that such employees, agents or subcontractors are subject to obligations of confidentiality corresponding to those which bind the Receiving Party.

16. Force Majeure: Neither party shall be liable to the other as a result of any delay or failure to perform its obligations under this Purchase Order if and to the extent such delay or failure is caused by an event or circumstance which is beyond the reasonable control of that party which by its nature could not have been foreseen by such a party or, if it could have been foreseen, was unavoidable.

17. Assignment and Subcontracting: The Seller shall not assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under this Purchase Order without the prior written consent of the Buyer. Any dealing of the Seller in violation of this clause 17 shall be null and void. Notwithstanding that the Buyer may grant consent to subcontracting, the Seller shall procure and be liable, that the contractor shall have, and shall comply with, all the obligations that this Purchase Order assigns to the Seller.
18. Severability: If any provision of this Purchase Order shall be held invalid or unenforceable by any court of competent jurisdiction or as a result of future legislative action, such holding or action shall be strictly construed and it shall not affect the validity or effect of any other provision of this Purchase Order, as long as the remaining provisions, taken together, are sufficient to carry out the overall intentions of the parties hereto as evidenced hereby. The parties agree to use their best efforts to replace any such invalid or unenforceable provisions by new provisions achieving the same result as was intended by any such invalid or unenforceable provisions.

19. Governing Law: This Purchase Order, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the laws enacted or to be enacted in the Kingdom of Saudi Arabia and any other relevant decrees, regulations and/or rules of the Kingdom as applied by the courts of Riyadh in the Kingdom of Saudi Arabia that relate to or govern any of the matters referred to in this Purchase Order whether enacted before or after the date of this Agreement including, for clarity, any decrees, regulations and/or rules enacted or to be enacted by the Chamber of commerce.