TERMS & CONDITIONS

Version 1.0. Latest updates published on 01.06.2026

BSO REAL ESTATE MANAGEMENT L.L.C

BSO CLUB PORTAL L.L.C

BSO CLUB APP

THIS IS A BINDING LEGAL AGREEMENT BETWEEN YOU, AND BSO REAL ESTATE MANAGEMENT L.L.C S.O.C, ACTING FOR ITSELF AND, WHERE APPLICABLE, ON BEHALF OF ITS GROUP ENTITIES INCLUDING BSO CLUB PORTAL L.L.C AND BSO REAL ESTATE MANAGEMENT L.L.C S.P.C (COLLECTIVELY, “BSO”). YOU MUST READ AND ACCEPT THESE TERMS AND CONDITIONS IN THEIR ENTIRETY BEFORE USING BSO CLUB PORTAL. IF YOU DO NOT AGREE TO OR CANNOT COMPLY WITH THE TERMS CONTAINED IN THIS AGREEMENT IN THEIR ENTIRETY, YOU ARE NOT AUTHORIZED TO USE BSO CLUB PORTAL.

1. AGREEMENT TO THE TERMS

1.1 These terms and conditions (“Terms”) govern your access to and use of BSO Club web-based portal (“BSO Club Portal”), are made available by BSO Real Estate Management L.L.C S.O.C, acting for itself and, where applicable, on behalf of its group entities, including BSO Club Portal L.L.C, facilitated by its affiliated service partners (“Facilitator(s)”): BSO Real Estate Management L.L.C S.P.C (together “BSO”, or “we”, or “us”, or “our”) and our payment gateway service providers (“Payment Provider(s)”): Emirates Telecommunication Group Company PJSC (“E&”), and/or Network International Payment Solutions (“NI”), and/or Stripe Inc (“Stripe”), and/or Direct Debit System FZ LLC (“DDS”), and/or PayBy Technology Projects LLC (“PayBy”) to and between BSO and our registered vendor(s) (“BSO Vendor”, or “you”, or “your”), i.e., property management entity(ies), and/or real estate valuation service provider(s), and/or real estate snagging and inspection service provider(s), and/or real estate owners association service provider(s), and/or real estate fit out service provider(s), and/or e-commerce portal service provider(s), and/or cleaning and deliveries service provider(s), and/or moving and packing service provider(s), and/or legal service provider(s), and/or financial and non-financial damages recovery service provider(s), and/or insurance service provider(s), and/or financial service provider(s), and/or utilities service provider(s), who are registered with BSO Club Portal and/or who are appointed by BSO via Facilitator(s), and who may interact with registered customer(s) (the “BSO Client(s)” or “Client(s)”, being the Client as defined in the Master Services Agreement (“MSA”), who is registered with BSO Club App and/or BSO Club Portal acting in the capacity declared in accordance with the Client’s Service Capacities Policy, and, where applicable, the Client’s Representative(s) acting strictly within the authority granted under the Client’s Representative(s) Capacities Profile (“CRC”) executed pursuant to the MSA, including developer(s), and/or buyer(s), and/or seller(s), and/or landlord(s), and/or tenant(s), and/or any other person or entity falling within the definition of Client under the MSA), and/or registered real estate broker(s) (“BSO Broker(s)”), any other user type(s) registered with BSO, and/or any other third-party service provider(s) associated or engaged with BSO via Facilitator(s);

1.2 These Terms, together with the Privacy Policy and any applicable Service Agreements made available through BSO Club Portal from time to time (including, without limitation, any applicable Master Services Agreement (“MSA”), Subscription Services Agreement(s) (“SSA”), On-Demand Services Agreement(s) (“OSA”), Order(s), Advertising Permits, Subcontracting Permits, Particulars, Schedules, Appendices, Addenda, Undertakings, and any other documents expressly accepted and/or executed by you and/or applicable to your activities conducted through BSO Club App and/or BSO Club Portal), govern your access to and use of BSO Club Portal, including any content, functionality, communications, listings, transactions, Services requests, payments and Services offered to you. These Terms supersede any previous agreements you have previously signed and agreed to with BSO in relation to access to or use of BSO Club Portal or any earlier portal-based, application-based, offline, or manual processes, unless expressly agreed otherwise in writing by BSO;

1.3 Please read these Terms before using BSO Club Portal. Your access to and use of BSO Club Portal is conditioned on your acceptance and compliance with these Terms. By accessing and/or using BSO Club Portal, registering an account, or continuing to use BSO Club Portal after any updates to these Terms, you agree to be bound by these Terms. If you disagree with any part(s) of these Terms, then you must not register any account or access the Services provided through BSO Club Portal. Acceptance of these Terms may be effected by electronic acceptance and/or execution through an electronic signature process.

2. ACCESS & USE OF BSO CLUB PORTAL

2.1 You, as a registered BSO Vendor of BSO Club Portal, agree to access and use BSO Club Portal only for lawful purposes. You are solely responsible for the knowledge of and adherence to any and all laws, statutes, rules and regulations pertaining to your use of BSO Club Portal;

2.2 In order to utilize the Services available through BSO Club Portal, you will be asked to register for a vendor account and provide certain company and/or personal information, and a required set of documents and information (i.e., trade license copy, authorized signatory details, passport copy and/or country ID copy, residency copy where applicable, email, mobile number, company contact details, bank account details and/or any other operational or compliance documents requested by BSO). You agree to provide accurate and current information and to update any submitted documents as necessary to maintain their validity and accuracy. You agree not to mask your identity by providing false information about your company, your relationship with BSO, or by providing another person’s information that you are not authorized to provide;

2.2.1 Where required by BSO, the BSO Vendor shall complete, execute, and maintain the BSO Vendor Profile. The BSO Vendor Profile forms an integral part of these Terms and shall be read and construed together with these Terms. The BSO Vendor shall ensure that all information contained in the BSO Vendor Profile remains true, accurate, complete, and up to date, and shall promptly notify BSO of any changes thereto. Where such information is updated through the BSO Club Portal, the BSO Vendor shall, where requested by BSO, complete and execute an updated BSO Vendor Profile. Upon execution, the updated BSO Vendor Profile shall supersede and replace all previously submitted or executed BSO Vendor Profiles, and BSO shall be entitled to rely solely on the most recently executed BSO Vendor Profile;

2.2.2 Failure to provide any document, information and/or other matter(s) to BSO upon request through BSO Club Portal, whether during the time of initial registration or during the use of BSO Club Portal, and/or providing any false information in relation to any submitted documents may result in the suspension and/or termination of your account;

2.2.3 You are only authorized to present yourself as a BSO Vendor in accordance with the status assigned to you by BSO under these Terms and any applicable Service Agreements. You may not alter and/or misrepresent the status assigned to you by BSO. If we discover that you have masked your identity and/or the true nature of your relationship to BSO, BSO Club App and/or BSO Club Portal, and/or any of our affiliates, we may suspend and/or terminate your access to BSO Club Portal.

2.3 BSO shall maintain and use your information in accordance with the Privacy Policy and may request from you to update and/or add any document(s), license(s), certification(s), insurance documents, or contact information at any stage during and/or after your registration period on BSO Club Portal. Failure to do so may result in the suspension and/or termination of your account;

2.4 BSO may request that you provide clearance certificate(s), compliance confirmation(s), background verification document(s), or other verification documents issued by relevant governmental authorities, regulatory bodies, or professional licensing authorities within the United Arab Emirates. You agree to provide such document(s) to BSO whenever reasonably requested. Failure to provide any requested document(s) may result in the suspension and/or termination of your account;

2.5 You are required to maintain and store all documents and information submitted to BSO (including, without limitation, licenses, certificates, authorizations, warranties, or compliance documentation) and any information received from BSO (including, without limitation, Work Order(s), Services requests, instructions, permits, approvals, contracts, or communications) through BSO Club App and/or BSO Club Portal, email, or any other communication platform used by BSO, in a confidential manner and not disclose or make accessible such information to unauthorized third parties;

2.6 Where applicable, you may be required to provide bank account details and/or payment information through BSO Club Portal for the purpose of receiving payments relating to Services performed under the MSA, SSA, OSA, or any other applicable Service Agreement. You are responsible for maintaining the confidentiality and accuracy of such information and ensuring that the payment details provided remain valid and updated;

2.7 You agree that you are responsible for maintaining security of any passwords and/or other registration information. You agree to notify us of any unauthorized use of your password and/or other registration information immediately after you become aware of such use. BSO will not be responsible for any losses arising out of the unauthorized use of your registration information and/or your account;

2.8 By providing your email address to BSO, you consent to its use for the purpose of sending Services-related notices, operational communications, system notifications, and other information related to the Services available through BSO Club App and/or BSO Club Portal, including notices required by law. BSO may also send you communications relating to operational updates, new Services, or other relevant commercial communications. You may opt out of non-essential communications where such option is made available;

2.9 You may only maintain one vendor account on BSO Club Portal unless otherwise approved in writing by BSO. If we discover multiple vendor accounts created under the same entity or individual without prior authorization, BSO reserves the right to suspend or terminate such accounts;

2.10 BSO Club Portal may maintain internal records relating to vendor account suspensions, restrictions, or terminations. You acknowledge that where required under applicable laws or regulations, BSO may report certain violations, fraudulent activities, or unlawful conduct to the relevant authorities;

2.11 BSO Club Portal contains a profile page for each registered BSO Vendor in which information relating to the vendor’s Services, areas of operation, capabilities, certifications, and other relevant operational details may be displayed for operational coordination and Services delivery purposes. You acknowledge that certain information submitted through your profile may be accessible to BSO, BSO Client(s), BSO Broker(s), and/or other authorized users registered on BSO Club App and/or BSO Club Portal, to the extent reasonably required for the coordination, administration, and execution of Services provided through BSO Club App and/or BSO Club Portal;

2.12 By using BSO Club Portal and its Services, you agree to act towards BSO conscientiously and in good faith and not allow any personal and/or external interests to conflict with your duties and obligations under these Terms or any applicable Service Agreements. You shall not act in any manner that may create liability for BSO;

2.13 BSO may coordinate Services involving BSO Vendor, multiple vendors other than you, BSO Client(s), and/or BSO Broker(s) through BSO Club App and/or BSO Club Portal. By participating in BSO Club Portal, you acknowledge that your operational contact details, Services capabilities, and other relevant information may be made accessible to BSO and to other authorized participants registered on BSO Club App and/or BSO Club Portal, solely for the purpose of facilitating Services coordination, tender participation, Services execution, and related operational activities;

2.14 You acknowledge and agree to be contacted and/or approached by other registered users of BSO Club App and/or BSO Club Portal.

3. SERVICES REQUESTS, TENDER PARTICIPATION AND QUOTATION SUBMISSION

3.1 BSO Club Portal enables registered BSO Vendor and/or vendors other than you to receive, review, and participate in Services requests coordinated by BSO on behalf of BSO Client(s) in relation to Property Unit(s) and/or Building(s) managed, serviced, or otherwise associated with BSO. Such Services requests may relate to property maintenance services, repair services, installation services, inspection-based repair works, replacement of damaged materials, equipment, or fixtures, or other operational services connected with the maintenance, repair, servicing, or operational management of Property Unit(s) and/or Building(s). Services requests may originate from BSO Client(s), including but not limited to landlords, tenants or subtenants occupying or responsible for the relevant Property Unit(s) and/or Building(s), and may be submitted to BSO. Following receipt of such request, BSO may review the request, arrange inspection where required, prepare a scope of Services, and publish the relevant Services request through BSO Club Portal for participation by BSO Vendor. Participation in such Services opportunities through BSO Club Portal is conditional upon successful registration of BSO Vendor, submission and verification of all documentation required by BSO, and continued compliance with these Terms and any applicable Service Agreements;

3.2 Where a Services request requires technical evaluation or confirmation of the issue reported by the BSO Client(s) in relation to a Property Unit(s) and/or Building(s), BSO may arrange for an inspection to be conducted at the relevant Property Unit(s) and/or Building(s). Such inspection may be performed by inspectors, technicians, engineers, or other personnel engaged by BSO and may involve site visits, examination of the condition of the Property Unit(s) and/or Building(s), identification of defects, damages, or operational issues, photographic documentation, recording of technical observations, and preparation of an inspection report describing the condition of the relevant Property Unit(s) and/or Building(s) and the Services required to address the identified issue. The inspection report prepared following such inspection may be reviewed internally by BSO for completeness and accuracy and may subsequently be shared with BSO Vendor and/or selected vendors other than you through BSO Club Portal. Such inspection reports may include descriptions of the issue identified, the scope of the Services required, any recommended repair, replacement, or maintenance services, relevant photographs or supporting documentation, and any operational instructions necessary for BSO Vendor to prepare quotations for the requested Services relating to the relevant Property Unit(s) and/or Building(s);

3.3 Following completion of inspection and preparation of the scope of Services, BSO may issue a tender through BSO Club Portal relating to the requested Services for the relevant Property Unit(s) and/or Building(s). Such tender may contain the inspection report, the scope of Services, description of required repair or maintenance works, technical specifications, required materials or equipment, estimated timelines for commencement and completion of the Services, operational instructions, and any other technical, operational, or commercial information necessary for BSO Vendor to prepare quotations. BSO may determine, at its sole discretion, which vendor other than you or BSO Vendor is eligible to participate in a specific tender and may grant access to such tender only to selected vendors through BSO Club Portal;

3.4 In urgent, emergency, preventive, safety-related, time-sensitive, or operationally critical situations, BSO may directly allocate, assign, mobilize, or authorize the commencement of the relevant Services to any vendor other than you or to BSO Vendor prior to the completion of the standard quotation, tendering, approval, comparative assessment, or operational allocation process, subject to subsequent post-facto operational review, documentation, commercial and pricing confirmation, approval alignment, adjustment, or regularization by BSO. The relevant BSO Vendor shall cooperate with any subsequent documentation, quotation submission, pricing alignment, operational review, approval process, or regularization procedures required by BSO in connection with such Services;

3.5 BSO may publish Services requests, inspection reports, scopes of Services, or requests for quotation through BSO Club Portal from time to time in relation to specific Property Unit(s) and/or Building(s). Such Services requests may contain information relating to the nature of the Services required, the location of the relevant Property Unit(s) and/or Building(s), the description of the issue identified during inspection, materials or equipment required to perform the Services, estimated timelines for commencement and completion of the Services, and any other operational, commercial, or technical information necessary for BSO Vendor to prepare quotations. BSO Vendor who receive access to such Services requests through BSO Club Portal may review the information provided and may submit quotations for the requested Services within the timeframe specified by BSO. BSO may determine which vendor other than you or BSO Vendor receives access to specific Service requests relating to particular Property Unit(s) and/or Building(s) at its sole discretion;

3.6 BSO Vendor who receive access to a tender through BSO Club Portal may review the tender documentation and submit quotations for the requested Services within the timeframe specified by BSO. BSO Vendor shall ensure that any quotation submitted accurately reflects the scope of Services described in the tender and complies with any operational, technical, or commercial conditions specified by BSO. Quotations submitted by BSO Vendor through BSO Club Portal must include all information requested by BSO through the portal interface and may include, without limitation:

3.6.1 Itemized pricing for each component of the requested Services relating to the Property Unit(s) and/or Building(s);

3.6.2 The proposed timeline for commencement and completion of the Services;

3.6.3 Warranty or guarantee periods applicable to materials supplied or workmanship provided;

3.6.4 Manpower allocation, equipment resources, and operational capacity proposed for the Services;

3.6.5 The period during which the quotation remains valid;

3.6.6 Any additional technical, operational, or commercial information requested by BSO through BSO Club Portal.

All quotations must be submitted exclusively through BSO Club Portal in the format required by BSO and within the timeframe specified for the tender. BSO Vendor acknowledges that once a quotation has been submitted through BSO Club Portal, BSO Vendor may not modify the quotation even if the BSO Club Portal subsequently displays pricing comparisons or other vendor quotations;

3.7 Services requests relating to Property Unit(s) and/or Building(s) may contain multiple service components or items forming part of the overall scope of Services. In certain cases, BSO may identify specific service items as critical items within the tender documentation. Critical items represent service components that are considered essential for the repair, safety, or operational functionality of the relevant Property Unit(s) and/or Building(s) and therefore cannot be removed or excluded from the scope of Services once the tender process has been completed. Other service components may be classified as non-critical items, which may be adjusted or removed by the BSO Client(s) prior to confirmation of the Services without affecting the execution of the critical items. BSO Vendor submitting quotations through BSO Club Portal shall ensure that pricing for each service component is clearly itemized so that any removal or modification of non-critical items does not affect the pricing or execution of critical service items;

3.8 For certain Services requests relating to Property Unit(s) and/or Building(s), BSO may establish operational parameters applicable to the tender process conducted through BSO Club Portal. Such parameters may include indicative guidance relating to pricing ranges, commencement timelines, completion timelines, quotation validity periods, or other operational considerations relevant to the execution of the requested Services. These parameters may be determined by BSO or by personnel authorized by BSO to coordinate Services requests, including maintenance coordinators or other operational representatives responsible for preparing the scope of Services and administering the tender process. Where such parameters are established, BSO Club Portal may display notifications or guidance to BSO Vendor during the quotation submission process indicating that the submitted quotation falls outside the indicative parameters established for the relevant tender. BSO Vendor acknowledges that such parameters and notifications are intended to provide operational guidance during the tender process. BSO may review all quotations submitted through BSO Club Portal and may take into account operational, commercial, and technical considerations when evaluating quotations received;

3.9 Upon submission of a quotation through BSO Club Portal, BSO Vendor acknowledges and agrees that the quotation constitutes a binding commercial offer to perform the requested Services relating to the relevant Property Unit(s) and/or Building(s) in accordance with the scope of Services described in the tender and in accordance with the pricing, timelines, and conditions specified in the quotation submitted by BSO Vendor. Once submitted through BSO Club Portal, quotations may not be withdrawn, amended, or replaced unless such modification is permitted by the functionality of BSO Club Portal or expressly authorized by BSO;

3.10 Following submission of quotations by participating BSO Vendor, BSO may review the quotations received and may shortlist a number of quotations based on operational, commercial, and technical considerations. Such considerations may include pricing competitiveness, vendor performance history, BSO Vendor Rating(s) maintained by BSO, vendor availability, operational capacity, previous Services performance relating to Property Unit(s) and/or Building(s), and any other factors that BSO considers relevant in determining suitable vendors for the requested Services. Shortlisted quotations may be presented to the BSO Client(s) for review and selection. BSO Client(s) may select a vendor based on a combination of price, BSO Vendor Rating(s) maintained by BSO, and other operational or commercial considerations;

3.11 Following the submission and evaluation of quotations and the selection of the BSO Vendor for Services relating to Property Unit(s) and/or Building(s), BSO Client(s) and/or BSO may request a revision in the quoted price for the requested Services through BSO Club App and/or BSO Club Portal. Where such request is made, BSO Club Portal may notify the selected vendors other than you or the BSO Vendor of the proposed revised price and invite BSO Vendor to confirm whether the vendor agrees to provide the requested Services at the revised price. BSO Vendor may accept or decline the proposed price adjustment through BSO Club Portal. Where BSO Vendor agrees to the revised price, the Services shall proceed on the basis of the revised price confirmed through BSO Club Portal. Where BSO Vendor does not agree to the proposed price adjustment, BSO may, at its sole discretion, continue with the originally submitted quotation, negotiate further commercial revisions, reassign the relevant Services to another vendor, cancel the relevant Services request, or take such other operational measures as BSO considers appropriate in relation to the relevant Property Unit(s) and/or Building(s).Where a revised price is agreed through BSO Club App and/or BSO Club Portal, the portal may generate the corresponding invoice or payment instruction reflecting the agreed price for the Services relating to the relevant Property Unit(s) and/or Building(s);

3.12 Once a vendor has been selected by the BSO Client(s) and the selection has been confirmed by BSO, the selected vendor will be notified through BSO Club Portal or through official communication issued by BSO regarding the assignment of the Services request relating to the relevant Property Unit(s) and/or Building(s). Upon such notification, BSO Vanro and/or the vendor other than you shall prepare to commence the requested Services in accordance with the timeline proposed in the vendor’s quotation or any timeline communicated by BSO. Where required for the performance of the Services, BSO may assist the vendor with operational coordination including access arrangements for the relevant Property Unit(s) and/or Building(s), permits required for the performance of Services, or other administrative matters necessary for the execution of the requested Services;

3.13 BSO Club Portal may record the timeline proposed by BSO Vendor and/or the vendor other than you for commencement and completion of the Services relating to the relevant Property Unit(s) and/or Building(s). BSO Vendor is responsible for commencing the Services within the timeframe specified in their quotation or within the timeframe communicated through the portal. If the BSO Vendor and/or the vendor other than you fails to commence the Services within the agreed timeframe without reasonable justification, BSO may issue notifications requesting commencement of the Services. Where the BSO Vendor and/or the vendor other than you fails to commence the Services despite such notifications, BSO may take operational measures including reassignment of the Services request to another vendor without prejudice to any rights or remedies available to BSO under these Terms;

3.14 Upon completion of the Services relating to the relevant Property Unit(s) and/or Building(s), BSO Vendor shall update the status of the Services request through BSO Club Portal and upload any documentation required by BSO for verification of completion of the Services. Such documentation may include completion reports, photographic evidence of the Services performed, invoices issued by the vendor, warranties relating to materials installed, or any other documentation requested by BSO to verify that the requested Services have been completed. Completion of the Services may be subject to confirmation by the BSO Client(s), including completion of a Client Satisfaction Survey or similar confirmation process administered through the systems operated by BSO;

3.15 Where the BSO Vendor has been selected by the BSO Client(s) and confirmed by BSO for the provision of Services relating to a specific Property Unit(s) and/or Building(s), the vendor shall remain responsible for performing the Services in accordance with the scope of Services, timelines, and operational requirements communicated through BSO Club App and/or BSO Club Portal. If the BSO Vendor fails to commence the Services within the agreed timeframe, fails to perform the Services in accordance with the required professional standards, fails to complete the Services within the agreed timeline, or otherwise fails to comply with the operational requirements communicated by BSO, BSO reserves the right to remove the vendor from the assigned Services request. In such circumstances, BSO may, at its sole discretion, appoint another vendor other than you and/or the BSO Vendor to perform or complete the Services relating to the relevant Property Unit(s) and/or Building(s). The removal or replacement of a vendor under such circumstances shall not affect any rights or remedies available to BSO under these Terms, including the right to impose warnings, penalties, deductions, or suspension of the vendor’s participation in future Services requests.

4. SUBSCRIPTION PLANS AND REGISTRATION FEES

4.1 BSO may offer to BSO Vendor, whether directly and/or through the Facilitator(s), various Services requests, quotation requests, tenders, Work Order(s), projects, referrals, transactions, communications, and other business opportunities through BSO Club Portal under one or more subscription-based schemes (“Subscription Plan(s)”) established by BSO from time to time. Such Subscription Plan(s) may provide BSO Vendor with access to different pricing structures, referral fee arrangements, Services categories, operational requirements, features, benefits, and participation opportunities, as determined by BSO from time to time. Access to and participation in any such Subscription Plan(s), Services request(s), quotation request(s), tender(s), Work Order(s), project(s), referral(s), transaction(s), communication(s), or other opportunity(ies) may be subject to successful registration, payment of any applicable registration fee and/or subscription fee, submission of required documents, satisfaction of applicable eligibility and onboarding requirements, and continued compliance with these Terms and any other requirements communicated by BSO from time to time;

4.2 All vendors other than you and the BSO Vendor shall be subject to a one-time registration fee as determined by BSO from time to time. Such registration fee shall be payable upon onboarding and registration and may include access credentials, onboarding materials, branded items, promotional materials, training materials, welcome kits, operational resources, and other items, Services, benefits, or materials determined by BSO at its sole discretion. Registration fees are non-refundable unless otherwise approved by BSO in writing;

4.3 Registration fees, subscription fees, referral fees, service fees, and other applicable charges may be imposed by BSO from time to time in connection with the registration, onboarding, participation, subscription, use of Services, receipt of referrals, Work Order(s), projects, transactions, or other opportunities made available to BSO Vendor. Unless otherwise specified, all fees are quoted in Arab Emirates Dirhams (“AED”) and are exclusive of applicable Value Added Tax (“VAT”) and any other taxes, duties, levies, or governmental charges, which shall be payable by the BSO Vendor where required by applicable law;

4.4 Upon registration as a BSO Vendor, you may be required to select a Subscription Plan made available by BSO from time to time. Subscription Plan(s) descriptions, registration fees, subscription fees, referral fee structures, pricing, terms of use, eligibility requirements, operational requirements, Services categories, available features, and other applicable conditions will be communicated to you during registration, activation, renewal, upgrade, downgrade, and/or subscription selection processes through BSO Club Portal, email, quotation, onboarding documentation, or other communication methods determined by BSO. You acknowledge and agree that by completing registration, selecting the Subscription Plan(s), and/or making payment of any applicable registration fee and/or subscription fee, you accept the entire Subscription Plan(s) description, pricing structure, referral fee arrangement, terms of use, and operational conditions applicable to the selected Subscription Plan. BSO offers three (3) following Subscription Plan(s) to BSO Vendor, each of which may contain different pricing structures, referral fee arrangements, operational requirements, Services categories, features, benefits, and participation opportunities as determined by BSO from time to time:

4.4.1 Free Plan

(Free Subscription) provides BSO Vendor with access to participate in quotation requests, tenders, Services requests, Work Order(s), projects, referrals, transactions, and other opportunities made available through BSO Club Portal without payment of any recurring subscription fee. The Free Plan shall be subject to such referral fee arrangements, Services categories, operational requirements, participation conditions, limitations, features, benefits, rights, obligations, and other applicable commercial and operational terms as may be determined by BSO from time to time and communicated to the relevant BSO Vendor in accordance with Clause 4.4 above;

4.4.2 Preventative Plan (Paid Subscription)

is intended for BSO Vendor primarily engaged in routine, recurring, preventive, scheduled, or single-service operational activities, including but not limited to cleaning services, pest control services, air-conditioning servicing, routine maintenance services, and other similar services determined by BSO from time to time. Access methods, operational requirements, onboarding requirements, subscription fees, referral fee arrangements, Services categories, quotation procedures, available features, and other applicable conditions of this Subscription Plan shall be determined by BSO from time to time and communicated to the relevant BSO Vendor. Details, terms, subscription fees, referral fee arrangements, operational requirements, access methods, Services categories, and available features of the Preventative Plan will be communicated to the relevant BSO Vendor from time to time;

4.4.3 Premium Plan

(Paid Subscription) provides BSO Vendor with access to participate in quotation requests, tenders, Services requests, Work Order(s), projects, referrals, transactions, and other opportunities made available through BSO Club Portal subject to payment of the applicable subscription fee determined by BSO from time to time. The Premium Plan shall be subject to such subscription fees, referral fee arrangements, Services categories, operational requirements, participation conditions, limitations, features, benefits, rights, obligations, and other applicable commercial and operational terms as may be determined by BSO from time to time and communicated to the relevant BSO Vendor in accordance with Clause 4.4 above.

4.5 Upon renewal of your subscription cycle, BSO may automatically attempt to collect any applicable subscription fee using your selected payment method(s). If payment fails, BSO may retry payment collection, suspend access to certain features, suspend your account, restrict your participation in Services requests, quotations, tenders, referrals, projects, or Work Order(s), and/or require settlement of all outstanding amounts before restoring access;

4.6 BSO Club Portal may utilize one or more Payment Provider(s), Facilitator(s), Network Facility, banking institutions, payment processors, or third-party payment service providers to collect, process, store, settle, and administer payments. BSO reserves the right to instruct Payment Provider(s) to process applicable registration fees, subscription fees, referral fees, service fees, outstanding amounts, penalties, adjustments, or other charges payable by BSO Vendor;

4.7 BSO may revise, amend, increase, decrease, modify, suspend, withdraw, or replace any registration fee, subscription fee, referral fee structure, pricing arrangement, benefit, feature, Services category, or Subscription Plan from time to time. Any such changes may be communicated through BSO Club Portal, email, notifications, or other communication channels determined by BSO and such changes shall become effective from the date communicated by BSO;

4.8 BSO Vendor may request to upgrade, downgrade, change, replace, activate, deactivate, or migrate between available Subscription Plan(s) at any time, subject to applicable eligibility requirements, operational requirements, payment requirements, and approval processes determined by BSO. Any upgrade or downgrade shall not entitle the BSO Vendor to any refund, reimbursement, credit, or adjustment unless expressly approved by BSO in writing;

4.9 You acknowledge and agree that all registration fees, subscription fees, referral fees, service fees, and other amounts paid by you to BSO are final and non-refundable. Cancellation, suspension, downgrade, termination, expiry, non-use, discontinuation, or withdrawal from any Subscription Plan shall not entitle you to any refund, reimbursement, repayment, credit, adjustment, or compensation unless expressly approved by BSO in writing.

5. PERFORMANCE OF SERVICES AND OPERATIONAL OBLIGATIONS

5.1 Where the BSO Vendor has been selected by the BSO Client(s) and confirmed by BSO for the provision of Services relating to a specific Property Unit(s) and/or Building(s), BSO Vendor shall perform the requested Services strictly in accordance with the scope of Services communicated through BSO Club App and/or BSO Club Portal, the quotation submitted by BSO Vendor, and any operational instructions issued by BSO;

5.2 BSO Vendor shall perform all Services in a professional, diligent, and workmanlike manner consistent with industry standards applicable to the type of Services being provided, and shall ensure that all Services are executed with reasonable care, skill, and competence expected from a qualified professional service provider operating in the relevant field of work. BSO Vendor acknowledges that Services performed in relation to Property Unit(s) and/or Building(s) may directly affect the safety, operational functionality, and condition of such Property Unit(s) and/or Building(s). Accordingly, BSO Vendor shall ensure that all Services are performed in a manner that preserves the integrity of the Property Unit(s) and/or Building(s) and avoids unnecessary damage, disruption, or risk to the occupants or surrounding areas;

5.3 BSO Vendor shall at all times comply with all applicable laws, regulations, municipal rules, safety standards, and regulatory requirements applicable to the performance of Services relating to Property Unit(s) and/or Building(s), including any licensing requirements, municipal permits, regulatory approvals, safety regulations, or other legal requirements applicable within the relevant jurisdiction. Where the execution of Services requires permits, approvals, or regulatory authorizations from building management, municipal authorities, property developers, owners’ associations, or other competent authorities, BSO Vendor shall be responsible for obtaining such permits and shall ensure that no Services are commenced until all required permits and approvals have been properly obtained. BSO Vendor shall remain responsible for ensuring that its activities comply with all applicable regulatory and safety requirements throughout the execution of the Services;

5.4 BSO Vendor shall be solely responsible for obtaining Work Order(s) related NOCs, providing and maintaining all manpower, technicians, workers, supervisors, equipment, machinery, tools, materials, spare parts, and other resources necessary for the proper execution of the Services relating to the relevant Property Unit(s) and/or Building(s). BSO Vendor shall ensure that all personnel engaged in the execution of Services possess the appropriate qualifications, experience, and technical competence necessary to perform the assigned Services. All personnel deployed by BSO Vendor to perform Services shall remain under the supervision, control, and responsibility of BSO Vendor at all times. BSO Vendor shall be responsible for the conduct, actions, omissions, and compliance of its personnel while performing Services at the relevant Property Unit(s) and/or Building(s);

5.5 While performing Services at any Property Unit(s) and/or Building(s), BSO Vendor and its personnel shall conduct themselves in a professional, respectful, and responsible manner. BSO Vendor shall ensure that its personnel maintain appropriate standards of behavior when interacting with occupants, tenants, subtenants, landlords, building management personnel, BSO representatives, or any other persons present at the Property Unit(s) and/or Building(s). BSO Vendor shall ensure that all personnel performing Services at the Property Unit(s) and/or Building(s) wear appropriate work attire, uniforms, identification badges, or other identification requirements where required by BSO or by building management. BSO Vendor shall ensure that its personnel clearly identify themselves as service providers authorized to perform the relevant Services and shall comply with any access procedures, building entry requirements, or security protocols applicable at the relevant Property Unit(s) and/or Building(s);

5.6 BSO Vendor shall take all reasonable precautions to protect the Property Unit(s) and/or Building(s), including surrounding structures, fixtures, equipment, and personal property, from damage during the execution of the Services. BSO Vendor shall ensure that appropriate protective measures are implemented where necessary, including safeguarding floors, walls, furniture, installations, and other property components that may be affected during the performance of the Services. BSO Vendor shall further ensure that the work area remains safe, orderly, and free from unnecessary hazards during the execution of the Services;

5.7 BSO Vendor shall perform the Services within the timelines specified in the quotation submitted through BSO Club Portal or within the timelines communicated by BSO through BSO Club App and/or BSO Club Portal or other official communication channels. BSO Vendor shall commence the Services within the agreed commencement timeframe and shall complete the Services within the agreed completion period unless otherwise approved by BSO. Where circumstances arise that may reasonably delay the commencement or completion of the Services, BSO Vendor shall promptly notify BSO through BSO Club Portal or through other official communication channels and provide details regarding the cause of the delay and the estimated impact on the Service timeline. BSO Vendor shall take reasonable measures to minimize delays and ensure timely completion of the Services;

5.8 BSO Vendor shall maintain regular communication with BSO during the execution of the Services and shall promptly respond to any operational instructions, clarifications, or requests for information issued by BSO in relation to the performance of the Services. Where required by BSO, BSO Vendor shall provide progress updates, site observations, or status reports relating to the execution of Services at the relevant Property Unit(s) and/or Building(s). BSO Vendor shall also notify BSO of any technical issues, unexpected site conditions, operational challenges, or circumstances that may affect the scope, quality, or timeline of the Services;

5.9 BSO Vendor shall maintain appropriate documentation relating to the Services performed at the relevant Property Unit(s) and/or Building(s). Such documentation may include work completion reports, Work Order(s) related NOCs, photographs documenting the condition of the property before and after the Services, installation records, warranty documentation relating to materials installed, technical test results, or any other documentation reasonably requested by BSO to verify that the Services have been properly completed. Where required by BSO, such documentation shall be uploaded through BSO Club Portal as part of the Services completion process;

5.10 BSO may monitor and evaluate the performance of BSO Vendor in connection with Services performed through BSO Club App and/or BSO Club Portal. Such monitoring may include, without limitation, review of compliance with agreed Services timelines, quality and standard of Services performed, adherence to operational instructions issued by BSO, feedback received from BSO Client(s), submission of required reports, invoices, photographs, warranties, or other documents relating to the completion of Services, and the overall reliability and responsiveness of BSO Vendor in the execution of Services relating to Property Unit(s) and/or Building(s);

5.11 BSO may maintain records relating to the performance of BSO Vendor in connection with Services performed through BSO Club Portal. Such records may be used by BSO for internal operational purposes including vendor performance evaluation, determination of BSO Vendor Rating(s), assessment of eligibility to participate in future Services requests or tenders, and operational decision-making relating to the selection or assignment of BSO Vendor for future Services coordinated through BSO Club Portal.

6. COMPLETION AND VERIFICATION OF SERVICES

6.1 Upon completion of the Services relating to the relevant Property Unit(s) and/or Building(s), BSO Vendor shall promptly update the status of the relevant Services request through BSO Club Portal to indicate that the Services have been completed. Such update shall be made only after BSO Vendor has completed all Services included within the scope of Services communicated through BSO Club Portal or otherwise confirmed by BSO;

6.2 At the time of marking the Services as completed through BSO Club Portal, BSO Vendor shall upload all information and documentation reasonably required by BSO for the purpose of verifying the completion of the Services. Such information may include, without limitation:

6.2.1 A work completion report describing the Services performed;

6.2.2 Photographic evidence showing the condition of the relevant Property Unit(s) and/or Building(s) before, during, and after completion of the Services, where applicable;

6.2.3 Invoices issued by BSO Vendor for the Services performed;

6.2.4 Warranties, guarantees, manuals, or maintenance instructions relating to materials, equipment, or installations provided as part of the Services;

6.2.5 Any other documents or supporting information reasonably requested by BSO in order to verify that the Services have been properly completed.

6.3 By marking the Services as completed through BSO Club Portal and submitting the required information, BSO Vendor represents and confirms that the Services have been fully executed in accordance with the scope of Services communicated through BSO Club Portal, that the Services have been performed in compliance with applicable laws and professional standards, and that the Services are complete and ready for review by BSO and the BSO Client(s);

6.4 BSO Vendor acknowledges that marking a Services request as completed through BSO Club Portal does not constitute acceptance of the Services by BSO or by the BSO Client(s). Verification and confirmation of the completion of Services may be subject to review by BSO and to confirmation by the BSO Client(s) in accordance with the procedures applicable within BSO Club App and/or BSO Club Portal;

6.5 Where BSO or the BSO Client(s) identifies that the Services have not been completed in accordance with the scope of Services, applicable standards, or operational requirements communicated through BSO Club App and/or BSO Club Portal, BSO may require BSO Vendor to rectify, complete, or correct the Services within a reasonable timeframe specified by BSO;

6.6 BSO Vendor shall cooperate with BSO and with the BSO Client(s) in connection with any verification, inspection, or confirmation process relating to the completion of Services at the relevant Property Unit(s) and/or Building(s). BSO Vendor shall promptly address any deficiencies, defects, or incomplete work identified during such verification process.

7. CLIENT SATISFACTION SURVEY

7.1 Upon completion of the Services relating to the relevant Property Unit(s) and/or Building(s), BSO Vendor shall update the status of the Services request through BSO Club Portal to indicate that the Services have been completed and shall submit all information and documents required by BSO in connection with the completion of the Services in accordance with clause 6 of these Terms;

7.2 Following submission of the completion update by BSO Vendor, the BSO Client(s) may be invited through BSO Club App and/or BSO Club Portal or through other systems operated by BSO to review the Services performed at the relevant Property Unit(s) and/or Building(s) and to confirm whether such Services have been satisfactorily completed. Such confirmation process may be conducted through a client satisfaction confirmation form, survey, or other confirmation mechanism administered through BSO Club App and/or BSO Club Portal (the “Client Satisfaction Survey” or “CSS”);

7.3 The purpose of the Client Satisfaction Survey is to enable the BSO Client(s) to confirm whether the Services performed by BSO Vendor have been carried out in accordance with the scope of Services communicated through BSO Club App and/or BSO Club Portal and whether the BSO Client(s) considers the Services performed at the relevant Property Unit(s) and/or Building(s) to have been completed in a satisfactory manner;

7.4 Where the BSO Client(s) confirms through the Client Satisfaction Survey that the Services have been satisfactorily completed, the relevant Services request may be marked as completed within BSO Club App and/or BSO Club Portal. Such confirmation may be used by BSO as part of the verification process for the Services performed and may form part of the operational process preceding the release of payment to BSO Vendor for the Services performed;

7.5 BSO Vendor acknowledges that confirmation of the Services through the Client Satisfaction Survey may be required as part of the Services completion verification process administered through BSO Club App and/or BSO Club Portal and that such confirmation may be taken into account by BSO when determining whether the Services have been completed in accordance with the scope of Services communicated through BSO Club App and/or BSO Club Portal;

7.6 Where the BSO Client(s) indicates through the Client Satisfaction Survey that the Services have not been satisfactorily completed, or where the BSO Client(s) identifies deficiencies, incomplete work, or quality concerns in relation to the Services performed at the relevant Property Unit(s) and/or Building(s), BSO may review the matter and may request BSO Vendor to address such deficiencies or incomplete work within a reasonable timeframe specified by BSO;

7.7 BSO Vendor shall cooperate with BSO and with the BSO Client(s) in connection with any review or verification process relating to the completion of Services and shall take reasonable steps to rectify, complete, or correct any deficiencies or incomplete work identified during the Services completion verification process;

7.8 BSO Vendor acknowledges that the CSS may also form part of the operational records maintained by BSO in connection with Services performed through BSO Club App and/or BSO Club Portal and may be taken into account by BSO for the purposes of monitoring Services quality, maintaining vendor performance records, and evaluating the performance of BSO Vendor in connection with Services performed at Property Unit(s) and/or Building(s);

7.9 Nothing in this clause shall prevent BSO from conducting its own review or verification of the Services performed where BSO considers such review necessary for operational, quality control, or compliance purposes.

8. PAYMENTS, FEES AND DEDUCTIONS

8.1 Payments relating to Services performed by BSO Vendor through BSO Club Portal in connection with Property Unit(s) and/or Building(s) shall be administered in accordance with the payment procedures established by BSO from time to time for Services coordinated through BSO Club App and/or BSO Club Portal. Such procedures may include, without limitation, payment by BSO Client(s) through BSO Club App and/or BSO Club Portal or through other payment mechanisms designated by BSO, verification of completion of the Services through the operational processes administered by BSO, and the subsequent release of payment to the relevant BSO Vendor in accordance with the applicable payment cycle or procedures established by BSO;

8.2 BSO Vendor acknowledges that payments for Services coordinated through BSO Club Portal may be processed only after completion of the applicable verification procedures administered by BSO and in accordance with the payment schedules and operational processes applied by BSO in relation to such Services:

8.2.1 Payment Processing and Release of Funds:

Payments for Services relating to Property Unit(s) and/or Building(s) coordinated through BSO Club App and/or BSO Club Portal shall be processed in accordance with the following procedures:

8.2.1.1 BSO Client(s) Payment: Where a BSO Vendor has been selected to perform Services relating to Property Unit(s) and/or Building(s), the BSO Client(s) may be required to make payment for the requested Services through BSO Club App and/or BSO Club Portal or through other payment mechanisms designated by BSO prior to or in connection with the commencement of the Services;

8.2.1.2 Custody of Funds: Payments made by BSO Client(s) for Services performed through BSO Club Portal may be held, administered, or processed by BSO or by payment service providers engaged by BSO until completion of the Services and verification of Services completion in accordance with the operational procedures administered through BSO Club App and/or BSO Club Portal;

8.2.1.3 Verification of Services Completion: BSO Vendor acknowledges that the release of payment may be subject to verification of completion of the Services relating to the relevant Property Unit(s) and/or Building(s), including confirmation through the Client Satisfaction Survey or other Services completion verification procedures administered by BSO;

8.2.1.4 BSO Vendor Invoice Submission: BSO Vendor shall submit invoices and any other payment documentation required by BSO through BSO Club Portal or through other communication channels designated by BSO for the purpose of processing payment for the Services performed;

8.2.1.5 Payment Cycle: Payments to BSO Vendor for Services performed through BSO Club Portal may be processed periodically in accordance with the payment cycle established by BSO. Where applicable, payments may be scheduled for release on or around the designated payment date applied by BSO for Services completed during the relevant payment period;

8.2.1.6 BSO Vendor Payment Details: BSO Vendor shall ensure that all bank account information, invoicing information, and payment details provided to BSO are accurate and up to date. BSO shall not be responsible for any delay in payment resulting from inaccurate or incomplete payment information provided by BSO Vendor;

8.2.1.7 Internal Verification and Payment Release: Where the completion confirmation, customer satisfaction confirmation, CSS form, inspection sign-off, acknowledgment, or related approval from the BSO Client(s), tenant, landlord, occupant, representative, or other relevant party is delayed, withheld, disputed, unreasonably refused, or not provided despite the completion of the relevant Services, BSO may, upon conducting its own operational review, inspection, verification, supporting documentation review, photographic confirmation, communication review, or internal assessment, determine whether the relevant Services have been substantially completed in accordance with the applicable operational requirements, work scope, or instructions. Upon such determination, BSO may process, approve, release, adjust, or settle the relevant payment notwithstanding the absence of such external sign-off, acknowledgment, or confirmation;

8.2.1.8 Advance Payments and BSO Vendor Acceptance: BSO may, on an order-by-order basis and depending on the nature, scale, operational requirements, scope, timelines, urgency, material requirements, complexity, or value of the relevant Services, determine whether any advance payment, partial payment, interim release, or other special payment structure shall apply in relation to a particular Services request, quotation, tender, bid, Work Order(s), Service Agreement, or operational engagement involving vendors other than you or the BSO Vendor. Such payment structure, including any applicable advance payment limitations, percentages, restrictions, milestones, eligibility conditions, release conditions, deductions, adjustments, supporting requirements, or operational requirements, may be specified, communicated, or made available by BSO at the time of tender participation, quotation submission, bid placement, vendor confirmation, work allocation, operational onboarding, Services commencement, or through the BSO Club App and/or BSO Club Portal. The relevant BSO Vendor’s participation in the tender process, submission of quotations or bids, acceptance of the Work Order(s), commencement of Services, request for advance payment, continuation of Services, or continued operational engagement in relation to the relevant order shall constitute acknowledgment and acceptance of the applicable payment structure, operational conditions, advance payment limitations, and related requirements communicated by BSO for such order. BSO shall have the sole and absolute discretion to approve, reject, withhold, suspend, limit, recover, reverse, deduct, or adjust any advance payment, interim release, partial payment, phased payment arrangement, or other payment release at any stage where the relevant Services are delayed, disputed, defective, incomplete, non-compliant, abandoned, operationally unsatisfactory, or otherwise not performed in accordance with the applicable operational requirements, timelines, scope of Services, Service Agreement(s), Work Order(s), or these Terms. Nothing contained in this clause shall obligate BSO to provide any advance payment or special payment arrangement unless expressly approved by BSO for the relevant order;

8.2.1.9 Operational Review: BSO may delay or withhold payment where reasonably necessary to review any complaint, dispute, operational issue, or suspected breach of these Terms relating to the Services performed by BSO Vendor.

8.2.2 Fees, Platform Charges and Deductions:

Fees, platform service charges, and any applicable deductions relating to Services performed by BSO Vendor through BSO Club Portal in connection with Property Unit(s) and/or Building(s) shall be applied in accordance with the provisions set out below:

8.2.2.1 Platform Service Fee: In consideration for the sourcing of Services opportunities, coordination of Services, administration of BSO Club Portal, operational support, and payment processing Services provided by BSO in connection with Services relating to Property Unit(s) and/or Building(s), BSO shall be entitled to charge a platform service fee. Unless otherwise agreed in writing by BSO, such platform service fee shall be equal to the amount described under your selected active Subscription Plan(s) or more and exclusive of applicable taxes. BSO Vendor acknowledges and agrees that such platform service fee forms a fundamental commercial condition governing the participation of BSO Vendor in Services requests coordinated through BSO Club App and/or BSO Club Portal;

8.2.2.2 Deduction of Platform Service Fee: BSO shall be entitled to deduct the applicable platform subscription fee and/or service fee from any payment made by the BSO Client(s) for Services performed by BSO Vendor prior to releasing the remaining payment amount to BSO Vendor in accordance with the payment procedures administered through BSO Club App and/or BSO Club Portal;

8.2.2.3 Operational Deductions: Without prejudice to any other rights or remedies available to BSO under these Terms, BSO may deduct or withhold amounts from any sums otherwise payable to BSO Vendor in order to cover:

• a. The cost of rectifying defective, incomplete, or non-compliant Services performed at Property Unit(s) and/or Building(s);

• b. Damage to property, fixtures, equipment, or other assets caused by BSO Vendor or by personnel engaged by BSO Vendor;

• c. Costs, penalties, or losses arising from delays in commencement or completion of Services;

• d. Losses, claims, liabilities, fines, or penalties incurred by BSO or by the BSO Client(s) arising from the acts, omissions, negligence, or breach of these Terms by BSO Vendor;

• e. Reasonable administrative, operational, professional, or legal costs incurred by BSO in addressing issues, complaints, or disputes relating to Services performed by BSO Vendor.

8.2.2.4 Right of Set-Off: BSO may, to the extent permitted by applicable law, set off any amounts owed by BSO Vendor to BSO against any amounts otherwise payable by BSO to BSO Vendor in connection with Services performed through BSO Club Portal;

8.2.2.5 Payment Adjustments: Where any deductions, adjustments, or set-off amounts are applied in accordance with this clause, BSO may reflect such adjustments in the payment amount released to BSO Vendor and may provide notification of such adjustment through BSO Club Portal or through other communication channels used by BSO for operational coordination.

8.2.3 Non-Refundable Services:

Payments made by BSO Client(s) for Services relating to Property Unit(s) and/or Building(s) coordinated through BSO Club App and/or BSO Club Portal shall generally be treated as non-refundable in accordance with the provisions set out below:

8.2.3.1 General Non-Refundability: Payments made by BSO Client(s) for Services coordinated through BSO Club App and/or BSO Club Portal are intended to secure the coordination and execution of the requested Services and shall generally not be refundable once the Services request has been confirmed and operational coordination has commenced;

8.2.3.2 BSO Client(s) Cancellation After BSO Vendor Selection: Where the BSO Client(s) elects not to proceed with the requested Services after the BSO Vendor has been selected or after the tender process has been completed, such payments may remain non-refundable;

8.2.3.3 Alternative Contractor Engagement: Where a BSO Client(s) elects to appoint another contractor outside the Services coordinated through BSO Club App and/or BSO Club Portal after the tender process has been completed, payments previously made for the requested Services may remain non-refundable;

8.2.3.4 Operational Coordination Costs: Payments may also be treated as non-refundable where operational coordination activities have already been initiated by BSO in connection with the requested Services, including inspection arrangements, preparation of Services scope, tender administration, or vendor coordination relating to the relevant Property Unit(s) and/or Building(s);

8.2.3.5 Exceptional Adjustments: Notwithstanding the foregoing, BSO may, at its sole discretion or where required by applicable law, make financial adjustments or refunds in exceptional circumstances relating to Services coordinated through BSO Club Portal.

9. ACCESS PERMISSIONS, CAPACITIES & USER AUTHORITY

9.1 You acknowledge and agree that access to and use of BSO Club Portal, including access to dashboards, tenders, Services requests, quotations, workflows, operational tools, communications, portal features, permissions, functionalities, records, and related activities may vary depending upon your registered role, operational status, authorization level, assigned permissions, account category, verification status, and/or any other access criteria determined by BSO from time to time;

9.2 You acknowledge and agree that certain functionalities, permissions, Services requests, tenders, operational activities, communication tools, workflows, records, or portal capabilities may only be available to specific vendors other than you or to the BSO Vendor, authorized representatives, verified accounts, approved users, operational categories, or users satisfying applicable operational, compliance, verification, performance, technical, or authorization requirements determined by BSO from time to time;

9.3 Where access to BSO Club Portal is provided to any employee, representative, coordinator, supervisor, technician, administrator, consultant, accounts personnel, manager, agent, or other authorized person acting on your behalf, BSO shall be entitled to rely upon any activity, instruction, communication, quotation submission, operational action, confirmation, upload, approval, request, status update, or other interaction undertaken through such authorized access as being validly authorized by you;

9.4 You shall remain fully responsible and liable for all activities, submissions, quotations, communications, operational actions, uploads, approvals, instructions, requests, portal activities, account activities, access permissions, and other interactions conducted through your account and/or through any authorized or unauthorized access connected with your account, credentials, systems, devices, representatives, or personnel, except to the extent finally determined by a court of competent jurisdiction to have directly resulted from the fraud, willful misconduct, or gross negligence of BSO.

10. RATING

10.1 BSO will maintain and assign a profile rating for every registered BSO Vendor in BSO Club App and/or BSO Club Portal (“BSO Vendor Rating”) in order to evaluate operational performance, reliability, responsiveness, operational participation, behavior, workflow participation, compliance history, Services quality, and overall engagement within BSO Club App and/or BSO Club Portal. Such rating may be publicly displayed, disclosed, published, prioritized, categorized, and/or otherwise made visible and available within BSO Club App and/or BSO Club Portal to BSO, Client(s), BSO Broker(s), other vendors than you or to the BSO Vendor, and/or other authorized users involved in the coordination, administration, and execution of Services relating to Property Unit(s) and/or Building(s), as determined by BSO from time to time, and shall not be treated as confidential information between such users;

10.2 BSO Vendor Rating scheme and allocated grading of BSO Vendor may be determined by BSO based on various operational activities, Services performed, performance indicators, operational participation, user activity, behavioral patterns, workflow participation, and engagement metrics, including but not limited to the following factors:

10.2.1 Completion status of BSO Vendor’s registration process and submission of required documentation within BSO Club Portal;

10.2.2 Operational status of BSO Vendor’s account, including profile completeness, activity status, responsiveness to Services requests, and participation in tenders published through BSO Club Portal;

10.2.3 Participation of BSO Vendor in Services requests or tenders relating to Property Unit(s) and/or Building(s);

10.2.4 Number of quotations submitted by BSO Vendor in response to tenders published through BSO Club Portal;

10.2.5 Number of Services assignments successfully awarded to BSO Vendor following the tender process;

10.2.6 Number of Services successfully completed by BSO Vendor in relation to Property Unit(s) and/or Building(s);

10.2.7 Compliance with agreed Services timelines, including commencement and completion timelines proposed by BSO Vendor;

10.2.8 Quality of Services performed and professional conduct during execution of Services relating to Property Unit(s) and/or Building(s);

10.2.9 Feedback received from BSO Client(s) following completion of Services, including confirmations provided through Client Satisfaction Survey(s);

10.2.10 Number and nature of complaints, operational issues, or Services deficiencies recorded in relation to BSO Vendor’s performance;

10.2.11 Compliance with operational instructions issued by BSO during coordination and execution of Services;

10.2.12 Any other operational, behavioral, performance-related, engagement, compliance, workflow, technical, commercial, or activity-based factors that BSO may determine necessary for the purpose of evaluating BSO Vendor performance within BSO Club Portal.

10.3 BSO may continuously monitor the activities and performance of BSO Vendor within BSO Club App and/or BSO Club Portal (as per clause 10.2) and may at any time change, update, recalculate, increase, reduce, suspend, prioritize, categorize, rank, display, or otherwise modify BSO Vendor Rating based on the above. BSO reserves the right, at its sole discretion, to amend, adjust, or update the BSO Vendor Rating scheme and allocated grading algorithm, visibility settings, ranking methodology, operational criteria, behavioral criteria, performance metrics, engagement metrics, workflow participation metrics, and/or related rating mechanisms without prior notice where operationally necessary;

10.4 You acknowledge and agree that BSO Vendor Rating, BSO Client Rating, and BSO Broker Rating constitute operational and performance-monitoring mechanisms administered by BSO across different user roles within BSO Club App and/or BSO Club Portal and may be used, displayed, disclosed, published, categorized, prioritized, and/or otherwise relied upon by BSO in connection with operational administration, workflow management, platform participation, user engagement, Services coordination, performance evaluation, and related commercial and operational activities;

10.5 Every BSO Vendor Rating given to the BSO Vendor will be out of a total scale of ten (10) or other evaluation format as decided by BSO from time to time.

11. WARNINGS AND PENALTIES

11.1 BSO Vendor participating in Services requests, tenders, or Services assignments coordinated through BSO Club App and/or BSO Club Portal in relation to Property Unit(s) and/or Building(s) shall comply with all operational instructions, Services timelines, scope of Services, technical specifications, safety requirements, and coordination procedures communicated by BSO through BSO Club App and/or BSO Club Portal or through official communications issued by BSO. BSO Vendor shall perform all Services with reasonable care, professional skill, and diligence and in accordance with applicable laws, industry standards, and the operational requirements established by BSO for the execution of Services relating to Property Unit(s) and/or Building(s);

11.2 Where BSO determines that a BSO Vendor has failed to comply with the operational requirements governing the performance of Services relating to Property Unit(s) and/or Building(s), including but not limited to delays in Services commencement, failure to meet agreed Services timelines, failure to comply with operational instructions issued by BSO, defective workmanship, safety violations, failure to cooperate with operational coordination, failure to provide required documentation, or other operational deficiencies affecting the execution of Services, BSO may initiate an operational review in relation to such vendor performance;

11.3 Where operational deficiencies or Service issues are identified, BSO may issue written warnings, notices, or operational instructions to BSO Vendor through BSO Club Portal or through other official communication channels used by BSO. Such warnings may require BSO Vendor to take corrective measures within a timeframe determined by BSO in order to address the identified deficiencies and ensure proper completion of the Services relating to the relevant Property Unit(s) and/or Building(s);

11.4 Corrective measures required by BSO may include, without limitation:

11.4.1 Rectification or re-performance of defective Services;

11.4.2 Completion of incomplete or delayed service components;

11.4.3 Replacement or repair of materials or equipment installed improperly;

11.4.4 Submission of additional documentation or clarification relating to the Services performed;

11.4.5 Implementation of safety measures or operational improvements necessary to ensure proper execution of the Services;

11.4.6 Any other operational measures reasonably required by BSO to ensure proper completion of the Services relating to Property Unit(s) and/or Building(s).

11.5 Where a BSO Vendor fails to implement the corrective measures required by BSO within the timeframe specified by BSO, or where operational deficiencies continue despite the issuance of warnings or corrective instructions, BSO may take additional operational measures including increased monitoring of BSO Vendor performance, restriction of participation in certain tenders or Services requests, temporary suspension from participation in new Services assignments, or other operational actions considered necessary by BSO in order to protect the interests of BSO Client(s) and ensure proper completion of Services relating to Property Unit(s) and/or Building(s);

11.6 Where Services deficiencies, delays, negligence, or operational failures by a BSO Vendor result in operational disruption, additional coordination costs, damage to Property Unit(s) and/or Building(s), or financial impact on BSO or BSO Client(s), BSO may impose operational penalties or financial adjustments. Such penalties may include deductions from amounts otherwise payable to BSO Vendor in relation to the relevant Services request, adjustments to the vendor’s payment entitlement, or other financial measures reasonably determined by BSO to address the operational impact caused by the BSO Vendor’s actions or omissions;

11.7 In the event the BSO Vendor fail to commence, continue, complete, rectify, or perform the relevant Services within the applicable timelines, operational requirements, work schedule, Services scope, quality standards, or instructions communicated by BSO, BSO shall have the right to issue corrective instructions, impose revised deadlines, apply penalties, withhold payments, suspend further work allocation, reduce operational access, or take any other operational action deemed necessary by BSO. Where the relevant Services remain delayed, incomplete, defective, abandoned, non-compliant, or operationally unsatisfactory beyond the timelines or corrective period communicated by BSO, BSO may, without prejudice to any other rights or remedies, reassign, transfer, or allocate the relevant Services or remaining scope of work to another vendor, contractor, or service provider at the risk and cost of the defaulting BSO Vendor, and the defaulting BSO Vendor may forfeit any pending payment, release, or entitlement relating to such Services, subject to the deductions, penalties, losses, damages, rectification costs, operational adjustments or additional vendor coordination costs determined or incurred by BSO in connection with the reassignment, rectification, or completion of the relevant Services;

11.8 Where BSO receives complaints or negative feedback from BSO Client(s) relating to the Services performed by a BSO Vendor in connection with Property Unit(s) and/or Building(s), BSO may conduct a review of the relevant Services request. As part of such review, BSO may request clarification from the vendor, require additional Services performance, request corrective actions, or impose operational measures where the Services are determined to have been performed below the required standard;

11.9 All warnings, operational notices, complaints, corrective measures, penalties, or other actions taken by BSO in relation to the performance of a BSO Vendor may be recorded within the systems operated by BSO, including within BSO Club App and/or BSO Club Portal. Such records may form part of the BSO Vendor’s operational performance history and may be considered by BSO for purposes including BSO Vendor performance evaluation, BSO Vendor Ratings maintained under clause 10, eligibility for participation in future tenders or Services requests, and operational decision-making relating to BSO Vendor participation within BSO Club Portal;

11.10 The issuance of warnings, operational notices, corrective instructions, or penalties under this clause shall be without prejudice to any other rights or remedies available to BSO under these Terms, including the right to remove BSO Vendor from a Services request, appoint another vendor to complete the Services relating to the relevant Property Unit(s) and/or Building(s), suspend the BSO Vendor’s participation in BSO Club Portal, or terminate the BSO Vendor’s account in accordance with the applicable provisions of these Terms.

12. DIGITAL CONSENT, ELECTRONIC ACCEPTANCE & AUDIT TRAILS

12.1 You acknowledge and agree that all activities, submissions, quotations, confirmations, uploads, communications, status updates, operational actions, tender participation activities, workflow interactions, and other interactions conducted by BSO Vendor through BSO Club Portal may be electronically recorded, stored, monitored, processed, maintained, and relied upon within the systems operated by BSO;

12.2 You acknowledge and agree that BSO Club App and/or BSO Club Portal may generate and maintain electronic records, audit trails, system logs, timestamps, workflow records, operational histories, portal activity records, communication records, confirmation records, and other digital records relating to activities performed through BSO Club App and/or BSO Club Portal, including activities relating to vendor registration, quotation submissions, tender participation, Services requests, workflow activities, operational communications, uploads, approvals, confirmations, and Services completion activities;

12.3 Where the BSO Vendor submits any quotation, tender response, operational update, status confirmation, document, communication, approval, request, instruction, upload, or other information through BSO Club Portal, BSO Club App and/or BSO Club Portal may generate electronic confirmations, timestamps, audit logs, workflow records, tracking records, and related digital records evidencing such activities;

12.4 You acknowledge and agree that records maintained within BSO Club App and/or BSO Club Portal, including electronic records, system logs, audit trails, operational communications, workflow records, timestamps, and portal activity records, may serve as valid operational and evidentiary records of activities conducted through BSO Club App and/or BSO Club Portal and may be relied upon by BSO for operational coordination, Services administration, workflow management, payment processing, vendor performance evaluation, internal reviews, dispute resolution, compliance monitoring, enforcement activities, and other administrative, operational, legal, or commercial purposes;

12.5 You shall not manipulate, interfere with, alter, falsify, suppress, circumvent, compromise, or otherwise attempt to undermine the integrity, accuracy, security, operation, or reliability of BSO Club App and/or BSO Club Portal, portal records, workflow systems, audit trails, system logs, electronic confirmations, operational records, or other systems operated by BSO. Any such activity may result in warnings, restrictions, suspension, termination, operational action, legal action, and/or other enforcement measures by BSO;

12.6 BSO may retain portal records, audit trails, workflow records, system logs, operational records, communications, uploads, confirmations, and related information for such period as BSO reasonably considers necessary for operational administration, vendor performance monitoring, Services coordination, compliance review, dispute resolution, regulatory compliance, enforcement activities, audit purposes, legal proceedings, or enforcement of these Terms and applicable Service Agreements;

12.7 Records maintained within BSO Club App and/or BSO Club Portal may be used by BSO for purposes including vendor performance monitoring, tender administration, quotation review, workflow administration, BSO Vendor Rating evaluation, Services verification, operational coordination, dispute management, compliance monitoring, enforcement activities, and ensuring compliance with these Terms and applicable Service Agreements;

12.8 You acknowledge and agree that BSO may communicate with you through BSO Club Portal, dashboards, notifications, alerts, pop-ups, banners, activity feeds, email communications, SMS, push notifications, BSO Chat, BSO Broadcast, automated system notifications, workflow updates, account alerts, reminders, and/or any other electronic communication methods implemented by BSO from time to time in connection with the Services, tenders, quotations, workflow activities, operational coordination, and activities conducted through BSO Club App and/or BSO Club Portal. Any such communication, notification, alert, confirmation, reminder, workflow update, operational update, request, approval, rejection, negotiation, quotation activity, tender activity, or other information made available or transmitted through BSO Club App and/or BSO Club Portal or through the contact details associated with your account shall be deemed validly delivered and received by you at the time such communication is sent, posted, displayed, transmitted, made available, or otherwise accessible through the applicable system or communication channel, whether or not actually reviewed, accessed, opened, acknowledged, or read by you;

12.9 Without prejudice to clause 12.8, you acknowledge and agree that BSO may use the contact details, communication channels, account information, and electronic communication methods associated with your registered account for the purposes of sending operational updates, Services-related communications, commercial information, promotional campaigns, marketing materials, announcements, platform updates, referral campaigns, advertisements, newsletters, partnership-related communications, and other business or platform-related communications relating to BSO, BSO Club App and/or BSO Club Portal, affiliated entities, Facilitator(s), Network Facility, partners, vendors, brokers, clients, Services, products, campaigns, collaborations, events, or operational activities. You further acknowledge and agree that such communications are authorized communications initiated in connection with your registration, account activity, platform participation, and continued use of BSO Club Portal;

12.10 You acknowledge and agree that BSO Club App and/or BSO Club Portal may from time to time integrate with, connect to, rely upon, interact with, or utilize UAE PASS and/or other government-authorized digital identity, authentication, verification, electronic signature, consent, approval, authorization, validation, access-control, and/or digital authentication systems, Services, integrations, technologies, frameworks, or platforms made available by governmental authorities, regulatory authorities, third-party providers, or authorized service providers from time to time for the purposes of identity verification, user authentication, access authorization, electronic approvals, workflow validation, digital confirmations, electronic signatures, transaction processing, consent management, platform security, operational administration, and/or related digital activities in connection with BSO Club App and/or BSO Club Portal;

12.11 You acknowledge and agree that any authentication request, verification request, digital approval, electronic confirmation, consent action, authorization activity, digital signature, access validation, workflow approval, transaction authorization, attribute-sharing consent, or other activity initiated, approved, confirmed, authenticated, validated, or completed through UAE PASS and/or other digital identity or authentication systems associated with your account, credentials, registered mobile number, registered email address, device, PIN, authentication method, biometric method, or other verification mechanism may be relied upon by BSO as valid, binding, authorized, authentic, and attributable to you, unless otherwise proven by you through satisfactory evidence acceptable to BSO or competent authorities;

12.12 You shall be solely responsible for maintaining the confidentiality, security, control, and authorized use of your UAE PASS credentials, authentication methods, registered devices, PINs, passwords, access permissions, verification mechanisms, linked communication channels, and associated authentication approvals. You shall immediately notify BSO of any suspected unauthorized access, compromise, misuse, fraudulent activity, security breach, unauthorized authentication, unauthorized approval, identity misuse, or unauthorized use relating to your account, UAE PASS integration, authentication credentials, or digital identity activities associated with BSO Club App and/or BSO Club Portal. BSO shall not be liable for any loss, delay, unauthorized activity, access issue, verification issue, authentication failure, suspension, rejection, system interruption, digital identity issue, security incident, or other consequence arising from UAE PASS, third-party authentication systems, user negligence, device compromise, credential misuse, regulatory restrictions, technical failures, force majeure events, or circumstances beyond BSO’s reasonable control.

13. BSO ONLINE CHAT

13.1 BSO offers an online chat networking service (“BSO Chat”) that is available through BSO Club Portal in order to connect BSO Vendor together, and with BSO Client(s), and with BSO Broker(s), and with any other user type(s) registered in BSO Club App and/or BSO Club Portal to communicate, network, exchange information, contact details, relevant contributions, knowledge, expertise, and to offer, coordinate, request, provide, or delegate Services (if approved by BSO);

13.2 BSO offers an online chat marketing and communication service (“BSO Broadcast”) that may be made available through BSO Club App and/or BSO Club Portal in order to connect BSO Vendor together with other vendors than you, and with BSO Client(s), and with BSO Broker(s), and with any other user type(s) registered in BSO Club App and/or BSO Club Portal via advertisements, announcements, Services promotions, user profile catalogues, Services catalogues, notifications, communications, and other content approved by BSO;

13.3 Access to BSO Chat and/or BSO Broadcast may be subject to your Subscription Plan(s), account status, verification status, operational status, Services category, permissions assigned by BSO, and/or any other eligibility criteria determined by BSO from time to time. Certain features, functionalities, communication rights, visibility rights, broadcast permissions, and participation opportunities may be restricted, suspended, limited, activated, or made available by BSO at its sole discretion;

13.4 Any communication occurring between you and other vendors, BSO Client(s), BSO Broker(s), any other user type(s) registered in BSO Club App and/or BSO Club Portal, and/or with BSO regarding any subjects, activities, Services, projects, tenders, Work Order(s), referrals, quotations, transactions, requests, complaints, disputes, or other matters falling under BSO may be conducted through BSO Chat and/or BSO Broadcast, and/or other communication channels approved by BSO;

13.5 All your communications with other vendors, BSO Client(s), BSO Broker(s), any other user type(s) registered in BSO Club App and/or BSO Club Portal, and/or with BSO should be conducted through BSO Chat where such functionality is available. You are prohibited from using BSO Chat for any purpose that is unlawful, unethical, fraudulent, misleading, abusive, defamatory, threatening, discriminatory, criminal, or otherwise prohibited by these Terms or applicable law;

13.6 If you receive any communication, content, material, instruction, request, advertisement, offer, or other information from any other registered user that you believe to be unlawful, unethical, misleading, fraudulent, abusive, or otherwise inappropriate, you are expected to report such communication, account, or activity to BSO through the Help Center, BSO Club App and/or BSO Club Portal, email, telephone, or any other reporting channel designated by BSO from time to time;

13.7 If BSO suspects that you and/or any other registered account(s) are engaging in unlawful, unethical, fraudulent, misleading, abusive, prohibited, or otherwise inappropriate activities, BSO shall have the right, to the fullest extent permitted by applicable law, to restrict, suspend, monitor, review, access, investigate, retain records of, or otherwise take action in relation to your account and/or any other registered account(s), and may take any legal, operational, disciplinary, or administrative action it deems necessary at its sole discretion;

13.8 You acknowledge and agree that any conversation, communication, message, instruction, confirmation, approval, request, negotiation, submission, response, attachment, file, or other interaction conducted through BSO Chat and/or BSO Broadcast may constitute an official communication and may be relied upon by BSO as evidence of the applicable activities, communications, transactions, requests, approvals, negotiations, disputes, complaints, investigations, operational actions, and other matters conducted through BSO Club App and/or BSO Club Portal. BSO may monitor, retain, review, process, and utilize such communications in accordance with Clause 12 of these Terms.

14. PRIVACY POLICY

The Privacy Policy is considered part of these Terms. You must review the Privacy Policy provided in BSO Club Portal by visiting the Privacy Policy page.

15. COOKIES

We employ the use of cookies and/or similar technologies: web beacons, browser analysis tools, server logs, pixels, mobile identifiers, and etc. By accessing BSO Club Portal, you agree to use cookies and/or similar technologies in agreement with these Terms and our Privacy Policy. Most interactive web-based platforms use cookies to retrieve their users’ details for each visit. Cookies and similar technologies are used by BSO Club App and/or BSO Club Portal to enable the functionality of certain areas to make it easier for you and any other registered accounts of BSO Club App and/or BSO Club Portal. Some of our affiliate/advertising partners may also use cookies and/or similar technologies.

16. INTELLECTUAL PROPERTY RIGHTS

16.1 The coding and content of BSO Club App and/or BSO Club Portal must not be copied, reproduced, reverse engineered, used or otherwise dealt with other than as expressly permitted under these Terms to use BSO Club App and/or BSO Club Portal or by law. You may not compete or engage in any manner with any other service provider that competes with BSO's Services through BSO Club App and/or BSO Club Portal or any other platform(s);

16.2 BSO Club App and/or BSO Club Portal may contain our Services marks or trademarks as well as those of our affiliates or other companies, in the form of words, quotes, graphics, and logos. Your use of BSO Club Portal does not constitute any right or license for you to use our Services marks or trademarks, without our prior written permission;

16.3 Our content, as found within BSO Club App and/or BSO Club Portal, is protected under United Arab Emirates and foreign copyrights. The copying, redistribution, use or publication by you of any such content, is strictly prohibited. Your use of BSO Club Portal does not grant you any ownership rights to our content;

16.4 You retain ownership of any information, data, materials, listings, photographs, documents, advertisements, descriptions, or other content that you submit, upload, publish, transmit, or otherwise make available through BSO Club App and/or BSO Club Portal (“User Content”). By submitting User Content, you grant BSO a worldwide, non-exclusive, royalty-free license to use, host, store, reproduce, modify, publish, display, distribute, and otherwise process such User Content for the purposes of operating, providing, promoting, improving, and developing BSO Club App and/or BSO Club Portal and related Services. You represent and warrant that you have all necessary rights, permissions, and authority to grant the above license and that the User Content does not infringe any third-party rights or violate any applicable law. BSO reserves the right to remove, modify, or refuse any User Content at its discretion if it considers such content to be unlawful, inaccurate, misleading, or otherwise in breach of these Terms.

17. VARIATION

BSO will periodically revise the information, Services and resources contained in BSO Club App and/or BSO Club Portal and reserves the right to make such changes without any obligation to notify past, current or prospective visitors and users including you.

18. BSO CLUB PORTAL FUNCTIONALITY AND SYSTEM UPDATES

We may automatically update BSO Club App and/or BSO Club Portal and change its functionality to improve performance, enhance functionality and reflect changes to the operating environment or address security issues. Alternatively, we may ask you to update your browser settings or system compatibility requirements in order to access BSO Club App and/or BSO Club Portal for these reasons. If you choose not to implement such updates or if your systems are not compatible with such updates you may not be able to continue using or accessing BSO Club Portal. BSO has sole discretion in terms of deciding which functionalities, releases, updates and/or upgrades are allocated to different services, functionalities, or access levels of BSO Club App and/or BSO Club Portal, and whether they form part of standard updates or paid releases, independent of past or proposed trends and tendencies. You expressly understand and agree that we may collect information related to your user experience, activities statistics, system interactions, usage analytics and similar operational data and may use it and/or share it with third parties engaged by BSO for operational, analytical, or service improvement purposes.

19. FORCE MAJEURE

In the event that BSO claims Force Majeure (defined below) and is unable to perform its duties and provide its Services as set out in these Terms, BSO shall be excused from the performance of all its obligations and of any payments, repayment, refunds or transfer of funds to you or any other registered account of BSO Club App and/or BSO Club Portal, to the extent that such failure of performance of BSO is prevented by Force Majeure. For the purpose of these Terms, Force Majeure shall include conditions beyond the control of BSO, including an act of God, pandemics, bankruptcy, acts of terrorism, voluntary or involuntary compliance with any regulation, law or order of any government, war, acts of labor strike or lock-out, civil commotion, epidemic, failure or default of public utilities or common carriers, destruction of production facilities or materials by fire, earthquake, pandemic diseases, storm or other catastrophe.

20. CHANGES TO OUR TERMS

We reserve the right to change these Terms at any time by notifying you of any changes via BSO Club Portal and/or email. Your continued use of BSO Club Portal, Services, and products after any change to these Terms, and your receipt of these changes, will constitute your acceptance. If you do not agree with the changes to these Terms, you can choose to discontinue the use of BSO Club Portal, Services, and products.

21. DISCLAIMER OF WARRANTY

21.1 You expressly understand and agree that your use of BSO Club Portal and/or any material available through BSO Club App and/or BSO Club Portal is at your own risk. Neither BSO nor its’ employees warrant that BSO Club App and/or BSO Club Portal will be uninterrupted, problem-free, free of omissions, or error-free; nor do they make any warranty as to the results that may be obtained from the use of BSO Club App and/or BSO Club Portal. The content and function of BSO Club Portal are provided to you "as is", without warranties of any kind, either express or implied, including, but not limited to, warranties of title, merchantability, fitness for a particular purpose or use, or currency;

21.2 BSO acts solely as a platform facilitating interactions between users and does not provide the underlying Services offered by BSO Vendor or other third parties. BSO shall not be responsible or liable for the performance, quality, legality, or safety of Services provided by such third parties;

21.3 BSO does not guarantee uninterrupted or continuous availability of BSO Club App and/or BSO Club Portal. Access may be suspended or restricted temporarily for maintenance, upgrades, security reasons, or circumstances beyond BSO’s control.

22. LIMITATION OF LIABILITY

In no event will BSO or its’ employees be liable for any incidental, indirect, special, punitive, exemplary on consequential damages, arising out of your use of or inability to use BSO Club Portal, including without limitation, loss of revenue or anticipated profits, loss of goodwill, loss of business, loss of data, computer failure or malfunction or any other damages.

23. CONFIDENTIALITY

23.1 You must not directly or indirectly disclose or make available any and all confidential or proprietary information (“Confidential Information”) in whole or in part to any third party, except as expressly permitted by BSO and in accordance with these Terms relating to:

23.1.1 The business, affairs, customers, clients, suppliers, or plans, intentions, or market opportunities of BSO or of any of BSO’s group companies;

23.1.2 The operations, processes, product information, know-how, technical information, designs, trade secrets or software of BSO, or of any of BSO’s group companies;

23.1.3 Any information, findings, data or analysis derived from Confidential Information;

23.1.4 Any other information that is identified as being of a confidential or proprietary nature.

23.2 Information is not confidential if it is, or becomes, generally available to the public through any means other than as a direct or indirect result of the information being disclosed in breach of these Terms;

23.3 For avoidance of doubt, Confidential Information shall not include any profile rating, operational status, workflow participation status, platform visibility mechanism, ranking, categorization, activity indicator, or other platform-related evaluation or visibility feature that BSO may display, disclose, publish, categorize, prioritize, or otherwise make visible within BSO Club App and/or BSO Club Portal in accordance with these Terms;

23.4 You shall establish and maintain adequate security measures (including any reasonable security measures that may be proposed by BSO from time to time) to safeguard any Confidential Information from unauthorized access and/or use;

23.5 By using BSO Club Portal, you agree to keep the Confidential Information secret and confidential and not use and/or exploit the Confidential Information except if instructed by BSO and these Terms;

23.6 You agree not to share, disclose and/or publish any Confidential Information shared to you by BSO through BSO Club Portal, email and/or any other BSO platform(s) (i.e. in person and/or online) to any other third party (i.e. service provider, competitor, broker, client, landlord, tenant, subtenant and/or otherwise) unless authorized by BSO. You understand that any reputational damage caused by you to BSO, its employees, Services and other third-party member(s) may result in an investigation and termination of your use and access to BSO Club Portal;

23.7 Without prejudice to any other rights or remedies that BSO may have, you acknowledge and agree that damages alone would not be an adequate remedy for any breach of these Terms. Accordingly, BSO shall be entitled to seek interim, injunctive, or other equitable relief for any threatened or actual breach of these Terms by you;

23.8 You shall be liable for the actions or omissions of any of your representatives, attorneys and/or their representatives in relation to the Confidential Information as if they were the actions or omissions of yourself;

23.9 You may only disclose Confidential Information to the minimum extent required by an order of any court of competent jurisdiction or any regulatory, judicial, governmental, similar body and/or any taxation authority of competent jurisdiction.

24. INDEMNIFICATION

24.1 You shall indemnify, defend, and hold harmless BSO, its affiliates, BSO Client(s), property owners, tenants, subtenants, and their respective directors, officers, employees, agents, and representatives (collectively, the “Indemnified Parties”) from and against any and all claims, demands, actions, proceedings, losses, damages, liabilities, fines, penalties, costs, and expenses (including legal and professional fees) arising out of or in connection with:

24.1.1 Your performance, non-performance, or improper performance of the Services relating to Property Unit(s) and/or Building(s);

24.1.2 Any breach of these Terms by you or your personnel;

24.1.3 Any negligent act, omission, misconduct, or unlawful act by you or your personnel;

24.1.4 Damage to or loss of property belonging to BSO Client(s), tenants, subtenants, occupants, or third parties;

24.1.5 Your breach of these Terms or any applicable Service Agreements;

24.1.6 Your violation of any applicable law, regulation, or third-party rights;

24.1.7 Any Services, transactions, representations, or activities carried out by you through BSO Club Portal;

24.1.8 Any misuse of BSO Club App and/or BSO Club Portal;

24.1.9 Any negligent, fraudulent, or unlawful act or omission by you or by any person acting on your behalf.

24.2 This obligation shall survive the suspension or termination of your account and the termination of these Terms.

25. PROHIBITED USE

By using BSO Club Portal, you agree on behalf of yourself, not to disrupt, violate, modify, prepare derivative works of, or reverse engineer our Services, knowingly or negligently use our Services in a way that abuses or disrupts our reputation, networks, BSO Clients’ accounts, BSO Brokers’ accounts, BSO Vendor’s and/or vendors’ accounts other than you, or any other registered accounts and/or Services. You understand that any damage(s) caused by you to BSO, BSO Client(s), BSO Broker(s), BSO Vendor and/or other registered users on BSO Club Portal and any third party(s) affiliated and/or engaged with BSO, may result in your immediate suspension and/or termination of your use of BSO Club Portal and cause additional potential investigations to be conducted by and through BSO. You also agree never to perform or arrange any Services, works, maintenance activities, repairs, installations, inspections, or any other services directly with BSO Client(s), BSO Broker(s), vendors other than you and/or any other third-party service provider(s) associated or not with BSO without informing and involving BSO in such activities (during the entire process of such Services execution), and in the event where you are found involved in any of the above listed activities, and the result of your such actions caused financial and/or reputational damages to BSO, you agree to pay a compensation to BSO equal to but not limited to the full amount of such damages.

26. SUSPENSION AND TERMINATION OF USE

26.1 BSO may, in its’ sole discretion, suspend, restrict, or terminate your access to and use of BSO Club Portal without prior notice and for any reason, including but not limited to violation of these Terms, breach of any applicable Service Agreements, failure to comply with operational instructions issued by BSO, failure to comply with applicable laws or regulatory requirements, or any conduct which BSO, in its’ sole discretion, believes to be unlawful, harmful to others, detrimental to the proper functioning of BSO Club App and/or BSO Club Portal, or likely to negatively affect the interests of BSO Client(s), property owners, tenants, subtenants, occupants of Property Unit(s) and/or Building(s), or other registered users of BSO Club App and/or BSO Club Portal;

26.2 In the event of suspension or termination of your account, you will no longer be authorized to access BSO Club Portal, participate in tenders, submit quotations, receive Services requests, communicate through portal systems, upload documentation, or otherwise engage in any operational activities coordinated through BSO Club Portal. BSO reserves the right to disable your account credentials, restrict system access, remove vendor listings or vendor participation privileges, and use any technical, operational, or administrative measures reasonably necessary to enforce such suspension or termination;

26.3 Where the BSO Vendor has been selected or appointed to perform Services relating to a Property Unit(s) and/or Building(s), BSO reserves the right to remove the BSO Vendor from the relevant Services request or Services assignment where BSO determines that the BSO Vendor has failed to comply with operational requirements governing the performance of the Services. Such circumstances may include, without limitation, failure to commence Services within the agreed timeframe, failure to perform Services in accordance with the scope of Services communicated through BSO Club App and/or BSO Club Portal, failure to comply with safety requirements or operational instructions issued by BSO, provision of defective or substandard Services, or any other conduct that may adversely affect the proper execution of the Services or the safety, condition, or operational functionality of the relevant Property Unit(s) and/or Building(s);

26.4 In circumstances where the BSO Vendor is removed from a Services request or Services assignment, BSO may, at its sole discretion and without liability to the removed vendor, appoint the vendor other than you to perform or complete the Services relating to the relevant Property Unit(s) and/or Building(s). The appointment of a replacement vendor may occur where BSO determines that such action is necessary to ensure timely completion of Services, maintain Services quality standards, protect the interests of BSO Client(s), or prevent operational disruption relating to the relevant Property Unit(s) and/or Building(s);

26.5 BSO may also suspend, limit, or restrict the participation of the BSO Vendor in future tenders, Services requests, or other operational activities coordinated through BSO Club Portal where the vendor’s performance records, BSO Vendor Ratings, complaints received from BSO Client(s), repeated operational deficiencies, or non-compliance with these Terms indicate that continued participation by the vendor may adversely affect Services coordination or operational reliability;

26.6 In case of suspension and/or termination of your account, all payments previously settled to BSO and/or any remaining credits, balances, or other amounts associated with your participation in BSO Club Portal will not be refunded nor transferred. Any financial adjustments, deductions, or set-offs relating to Services performed in connection with Property Unit(s) and/or Building(s) may continue to be applied by BSO in accordance with the provisions of these Terms;

26.7 Where the BSO Vendor has ongoing obligations in relation to Services previously assigned through BSO Club Portal, suspension or termination of the BSO Club Portal shall not relieve the BSO Vendor from obligations relating to Services already commenced or completed prior to the suspension or termination, including obligations relating to Services warranties, rectification of defective Services, submission of documentation, or cooperation with operational reviews conducted by BSO;

26.8 Suspension or termination of your access to BSO Club Portal shall be without prejudice to any rights, obligations, liabilities, or remedies accrued prior to such suspension or termination. BSO reserves the right to pursue any remedies available under these Terms, applicable Service Agreements, or applicable law in relation to losses, damages, operational disruption, or other consequences arising from the conduct of the BSO Vendor;

26.9 BSO may retain records relating to vendor participation, Services performance, operational communications, documentation uploads, tender submissions, and other activities conducted through BSO Club App and/or BSO Club Portal for purposes including operational management, dispute resolution, compliance review, vendor performance monitoring, and enforcement of these Terms.

27. LANGUAGE

The language of these Terms is English. All documents, notices, waivers, variations and other written communications relating to this agreement will be in English and in the event of any document being translated into another language, the English version shall prevail in case of any dispute.

28. RELATIONSHIP OF THE PARTIES

Nothing in these Terms shall be deemed to create any partnership, joint venture, employment, agency, franchise, or fiduciary relationship between BSO and you. You act solely as an independent service provider and are not authorized to represent, bind, or incur obligations on behalf of BSO unless expressly authorized in writing by BSO. You acknowledge that you are responsible for your own business operations, licenses, taxes, employees, subcontractors and compliance with applicable laws. BSO does not supervise, direct, or control the manner or means by which you perform the Services. These Terms do not grant you any exclusive rights to provide Services through BSO Club Portal, and BSO reserves the right to engage other vendors, or service providers at its sole discretion.

29. ENTIRE AGREEMENT

You acknowledge and agree that these Terms together with the Privacy Policy and the terms against any Services and/or additional features offered in BSO Club Portal (including, without limitation, any applicable Master Service Agreement (“MSA”), Subscription Service Agreement(s) (“SSA”), On-Demand Service Agreement(s) (“OSA”), Orders, Particulars, Schedules, Appendices, Addenda, Undertakings, and any other Service Agreements executed pursuant to the MSA) constitute the complete agreement between BSO and you in relation to your use of BSO Club Portal, and supersede all prior agreements, communications and understandings.

30. SEVERABILITY

If any provision of these Terms is determined by a court or other competent authority to be invalid, unlawful, or unenforceable, in whole or in part, such provision shall, to the extent of the invalidity, unlawfulness, or unenforceability, be deemed severed from these Terms and shall not affect the validity or enforceability of the remaining provisions, which shall continue in full force and effect. Where a provision is found to be invalid or unenforceable, the parties agree that such provision shall be interpreted or modified to the minimum extent necessary to make it valid and enforceable while preserving, as far as possible, the original intent and commercial purpose of the provision.

31. WAIVER

No failure or delay by BSO in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right, power, or remedy, nor shall any single or partial exercise of any right, power, or remedy prevent any further or other exercise of that or any other right, power, or remedy. Any waiver of a provision of these Terms shall be effective only if made in writing and expressly stated to be a waiver. A waiver of any breach shall not be deemed a waiver of any subsequent breach of the same or any other provision of these Terms.

32. ASSIGNMENT

You shall not assign, transfer, novate, subcontract, or otherwise dispose of any of your rights or obligations under these Terms, in whole or in part, without the prior written consent of BSO, which shall not be unreasonably withheld. BSO may, at any time, assign, transfer, novate, subcontract, or otherwise dispose of any of its rights or obligations under these Terms to any of its affiliates, group companies, or licensed service entities without your consent. These Terms shall be binding upon and shall inure to the benefit of the parties and their respective permitted successors and assigns.

33. GOVERNING LAW & JURISDICTION

These Terms and any dispute or claims arising out of, or in connection with it, its subject matter or formation (including non-contractual disputes or claims) shall be governed by, and construed in accordance with the laws of the Dubai International Financial Centre (“DIFC”), specifically the Small Claims Tribunal, and the DIFC Courts shall have exclusive jurisdiction in relation to it.