Seller Agreement – Bazar Alward

This Seller Agreement (the “Agreement”) governs the relationship between Bazar Alward Marketing Company, Commercial Registration No. (7040701679), the owner and operator of the Bazar Alward electronic marketplace (the “Platform”), and each seller registered and accepted on the Platform (the “Seller”). It sets out the terms and conditions governing the use of the Platform’s services and the listing, marketing, and sale of products through the Platform.

By registering on the Platform and electronically accepting this Agreement, the Seller agrees to be bound by its terms and by the policies and documents referred to herein.

1. Platform Definition and Nature of the Relationship

Bazar Alward is a multi-vendor electronic marketplace that acts as an electronic intermediary, enabling Sellers to list, market, and sell their products to customers through the Platform. The Platform provides related technical and operational services, including facilitating ordering, payment, communication, and shipping processes, depending on the services available.

The Platform is not the owner, manufacturer, or supplier of products listed by Sellers unless expressly stated otherwise.

The sale of products listed through the Platform takes place between the Seller and the Customer, and the Seller remains responsible for the products it lists and for fulfilling its obligations relating to such products in accordance with applicable laws, this Agreement, and the Platform’s policies.

Nothing in this Agreement creates a partnership, commercial agency, employment, franchise, or similar relationship between the Platform and the Seller.

2. Eligibility to Register as a Seller

To be accepted as a Seller on the Platform, the Seller must:

• Hold a valid Commercial Registration, Freelance Work Document, or other valid licence or authorization permitting the relevant commercial activity in the Kingdom of Saudi Arabia.
• Provide all information and documentation requested by the Platform accurately and keep such information up to date.
• Provide valid bank account details belonging to the Seller or the registered business, in accordance with the requirements of the Platform and its payment service provider.
• Ensure that the person creating the account and accepting this Agreement is duly authorized to act on behalf of the Seller where registration is made on behalf of a business entity.

The Seller is responsible for the accuracy, completeness, and ongoing validity of all information and documents provided.

The Platform may request additional information or documents to verify the Seller’s identity, business activities, banking information, or continued eligibility to use the Platform.

3. Seller Responsibilities and Obligations

The Seller shall:

• Provide accurate, correct, and non-misleading product information.
• Use genuine product images or images that the Seller is legally entitled to use.
• Clearly display product prices inclusive of VAT where VAT is legally applicable.
• Keep inventory, pricing, and product information up to date.
• Not list products that are unavailable for sale.
• Comply with applicable e-commerce, consumer protection, and other relevant laws and regulations in the Kingdom of Saudi Arabia.
• Prepare orders and hand them over for shipment within the specified timeframe.
• Comply with the Platform’s approved return, exchange, and shipping policies.
• Deal with Customers professionally and respectfully.
• Cooperate with the Platform in resolving complaints, returns, and disputes relating to its orders.
• Maintain the confidentiality and security of its account credentials and not permit unauthorized persons to use them.

The Seller is responsible for all activities conducted through its account unless unauthorized use has occurred and the Platform is notified promptly upon its discovery.

4. Products and Product Information

The Seller is fully responsible for the accuracy of all information relating to its products, including, without limitation:

• Product name and description.
• Images.
• Sizes.
• Colours.
• Materials and fabrics.
• Country of origin where disclosure is required.
• Price.
• Preparation time.
• Inventory status.
• Any necessary instructions or warnings.

Product information, images, and offers must not mislead Customers or materially differ from the actual product.

The Platform may modify the formatting of product information, request amendments, or suspend a listing if information is incomplete, inaccurate, or contrary to applicable policies or laws.

5. Product Quality and Seller Warranties

The Seller represents and warrants that all products listed through the Platform:

• Are genuine, lawful, and permitted to be sold and distributed.
• Conform to the descriptions, images, and specifications displayed.
• Are free from undisclosed defects.
• Do not infringe the rights of any third party.
• Comply with applicable laws, regulations, and regulatory requirements.

The Seller is responsible for manufacturing defects, non-conformity, and product-related claims where such issues are attributable to the product or the Seller.

Nothing in this Agreement shall limit any mandatory consumer rights under the applicable laws of the Kingdom of Saudi Arabia.

6. Order Preparation and Shipping

The Seller shall prepare orders and hand them over to the relevant shipping provider within the timeframe stated on the product page or otherwise specified under the Platform’s policies.

The Platform may facilitate shipping services through logistics companies or service providers contracted with or technically integrated into the Platform.

The Seller shall:

• Provide an accurate and current pickup address.
• Package products safely and appropriately.
• Provide the correct product in the quantity and specifications ordered.
• Comply with the requirements of the shipping provider.
• Retain any necessary evidence of handover to the shipping provider.

The Seller shall bear the consequences of delays, cancellations, or reshipments where the cause is attributable to the Seller, in accordance with the Platform’s applicable policies.

The Platform shall not be responsible for delays directly caused by the shipping provider or circumstances beyond the Platform’s control, without prejudice to any mandatory obligations imposed on the Platform by applicable law.

7. Platform Commission and Fees

Bazar Alward shall be entitled to a standard commission of 20% of the value of each completed sale made through the Platform unless a different rate has been agreed with the Seller in writing or electronically.

The Platform may offer specific commission plans, rates, incentives, or exemptions to selected Sellers under particular commercial arrangements, campaigns, or programs. This shall not give other Sellers the right to demand the same rate or benefit.

The commission rate applicable to each Seller may be displayed in the Seller’s commercial plan, account, or any written or electronic commercial arrangement approved between the parties.

The commission rate applicable to the Seller may not be changed without notifying the Seller of the change in accordance with this Agreement.

8. Payment Collection and Settlement of Seller Proceeds

The Seller authorizes Bazar Alward and its approved payment service providers to facilitate the collection of payments from Customers and the processing of payments relating to sales made through the Platform.

The Seller agrees that amounts payable to the Platform or relating to an order may be deducted before settlement of the Seller’s proceeds, including, as applicable:

• Platform commission.
• Amounts refunded to Customers.
• Cancelled orders.
• Chargebacks or payment disputes relating to the Seller’s transactions.
• Fees or costs for which the Seller is responsible under this Agreement or the applicable policies.
• Any other amounts owed by the Seller that have been notified to the Seller or agreed to under this Agreement or the applicable policies.

The Seller’s net proceeds shall be settled in accordance with the settlement cycle and mechanism adopted by the Platform and its payment service provider.

The Platform is not a bank or financial institution and does not provide independent banking services to the Seller outside transactions conducted through the Platform.

Where an order is subject to a dispute, return, reasonably suspected transaction, or potential financial liability, the Platform may temporarily withhold settlement of the amount relating to that order to the extent and for the period reasonably necessary to investigate and resolve the matter in accordance with applicable laws and policies.

9. Returns, Cancellations, and Refunds

The Seller shall comply with Bazar Alward’s approved return, exchange, and cancellation policies and with all mandatory consumer rights under applicable laws.

Where a Customer refund is approved because of:

• A defect in the product.
• A material difference between the product and its description or images.
• Delivery of an incorrect product.
• Failure to fulfil the order due to the Seller.
• Any other reason for which the Seller is responsible under applicable law or the Platform’s policies,

the Platform may deduct the refunded amount and any costs properly attributable to the Seller under the applicable policies from the Seller’s current or future proceeds.

Nothing in this Agreement shall be interpreted as limiting mandatory consumer rights.

10. Taxes, Zakat, and Invoicing

Each party shall be responsible for its own tax and Zakat obligations as required by applicable law.

The Seller is responsible for registering for VAT where legally required and for providing the Platform with accurate tax information and keeping such information up to date.

The Seller is also responsible for the accuracy of tax information relating to its products and sales as required under applicable laws and regulations.

The Platform or an approved technical service provider may facilitate the issuance or provision of invoices or other documents relating to orders. Such facilitation shall not transfer the Seller’s tax obligations to the Platform except to the extent required by applicable law.

11. Return and Exchange Policy

The Seller shall comply with the return and exchange policy published and adopted by the Platform and with applicable laws in the Kingdom of Saudi Arabia.

The Seller is responsible for handling returns and exchanges relating to product defects, products not conforming to their description, or errors in order fulfilment.

Where certain products are manufactured or prepared according to Customer-specific requirements, they shall be handled in accordance with the exceptions permitted under applicable law and the Platform’s approved return and exchange policy.

A product may not be treated as non-returnable where it is defective, does not conform to the agreed specifications, or where applicable law otherwise grants the Customer a mandatory right of return.

12. Prohibited Products and Activities

The Seller shall not list or sell:

• Products that are prohibited or unlawful in the Kingdom of Saudi Arabia.
• Counterfeit products or products that infringe intellectual property rights.
• Products requiring a licence or authorization that the Seller does not possess.
• Products contrary to applicable laws or public morals.
• Products containing misleading information or claims.
• Any product prohibited under the Platform’s policies.

The Platform may remove or suspend any product reasonably suspected of violating applicable laws or policies and may request documentation demonstrating its authenticity or lawful sale.

13. Intellectual Property and Seller Content

The Seller represents that it owns or possesses all necessary rights and licences to use and publish any trade names, trademarks, images, designs, descriptions, logos, and other content uploaded or provided to the Platform.

For as long as the Seller’s products are listed, and to the extent necessary to operate and market the Platform and the Seller’s products, the Seller grants Bazar Alward a non-exclusive licence to use, display, reformat, and publish such materials for the purposes of:

• Displaying the Seller’s products and storefront.
• Operating the Platform.
• Marketing the products, Seller, and Platform.
• Advertising through the Platform’s digital and marketing channels.

The Seller retains ownership of its original intellectual property rights in its content.

The Seller is responsible for claims by third parties arising from content, trademarks, images, or designs supplied by the Seller where the Seller did not possess the necessary rights to use them.

14. Customer Data and Privacy

The Seller shall use Customer data obtained through the Platform only to the extent necessary to fulfil an order and comply with applicable legal obligations relating to that order.

Unless there is a separate lawful basis permitting such processing, the Seller shall not:

• Use Customer data for its own marketing purposes outside the scope of the order.
• Add Customers to marketing lists or send advertising communications merely because their information was obtained through the Platform.
• Sell or share Customer data with third parties.
• Use Customer data for purposes unrelated to order fulfilment.

The Seller shall implement appropriate measures to protect Customer data against unauthorized access, use, or disclosure and shall promptly notify the Platform upon becoming aware of any security incident, unauthorized disclosure, or unlawful use involving Customer data obtained through the Platform.

Each party shall comply with applicable personal data protection laws and regulations in the Kingdom of Saudi Arabia according to its respective role and legal responsibilities.

15. Complaints and Order-Related Disputes

Where a complaint or dispute arises between a Customer and Seller, Bazar Alward may intervene to facilitate and organize the resolution process in accordance with the Platform’s policies and applicable laws.

The Seller shall cooperate with the Platform and provide information or documentation relating to the relevant order within a reasonable period specified by the Platform.

The Platform’s intervention shall not prevent either the Customer or Seller from exercising any rights available to them under applicable law.

16. Platform Liability

Bazar Alward shall exercise reasonable care in providing and operating its electronic services but does not guarantee that the Platform will operate continuously without interruption or be entirely free from technical errors.

The Platform shall not be responsible for the quality, safety, or conformity of products supplied by Sellers, except to the extent that liability results directly from an act or omission of the Platform or is otherwise imposed by applicable law.

Nothing in this Agreement shall exempt the Platform from any liability that cannot lawfully be excluded.

17. Seller Liability and Indemnification

The Seller shall be responsible for direct damages, claims, losses, and costs incurred by the Platform as a result of the Seller’s breach of this Agreement or applicable law, including matters arising from:

• The sale of unlawful or counterfeit products.
• Infringement of third-party intellectual property rights.
• Product defects or non-conformity.
• Misleading information or advertising supplied by the Seller.
• Unlawful use of Customer data.
• Breach of laws or regulatory requirements applicable to the Seller’s activities.

To the extent permitted by applicable law, the Seller shall indemnify the Platform against claims, amounts, and reasonable costs directly incurred as a result of the Seller’s breach or products, where the Seller’s responsibility has been established.

Such indemnification shall not apply to losses resulting from the Platform’s own act, omission, or negligence.

18. Account Suspension or Termination

The Platform may suspend the Seller’s account, restrict certain account functions, or terminate the account in the following circumstances:

• Breach of this Agreement or the Platform’s policies.
• Repeated material Customer complaints or reliable indicators of poor service quality.
• Listing products contrary to applicable laws.
• Selling counterfeit products or products reasonably suspected of being inauthentic.
• Providing false or inaccurate information or documents.
• Misusing Customer data.
• Repeated failure to fulfil orders.
• Engaging in fraudulent or reasonably suspected fraudulent activity.
• Any unlawful activity or activity causing material harm to the Platform or its Customers.

Where appropriate, the Platform may provide the Seller with an opportunity to remedy a breach before termination, except in serious cases or where immediate action is necessary to protect Customers, the Platform, or comply with applicable law.

19. Effect of Seller Account Termination

Suspension or termination of the Seller’s account shall not discharge obligations relating to previous orders.

Following termination, the Seller remains responsible, as applicable, for outstanding orders, returns, complaints, amounts due, and obligations arising before the effective termination date.

The Platform may temporarily retain amounts relating to orders that remain subject to a return period, dispute, or payment objection, to the extent and for the period reasonably necessary to address those obligations.

Any remaining balance due to the Seller shall be settled after applicable lawful deductions and adjustments have been made.

20. Circumstances Beyond the Parties’ Control

Neither party shall be responsible for delay or failure to perform resulting directly from circumstances reasonably beyond its control, including natural disasters, government actions, widespread telecommunications or payment-system outages, or major logistics disruptions.

The affected party shall take reasonable measures to mitigate the effects of such circumstances and resume performance when reasonably possible.

This provision shall not affect mandatory Customer rights or obligations that cannot legally be excluded.

21. Related Policies and Documents

The policies and documents adopted and published by Bazar Alward, to the extent referenced by this Agreement or relevant to the Seller’s use of the Platform, form an integral part of this Agreement, including:

• Return and Exchange Policy.
• Shipping Policy.
• Privacy Policy.
• General Terms and Conditions of the Platform.
• Marketplace Intermediary Disclosure.
• Any Seller-specific operational policies adopted by the Platform and communicated to Sellers.

In the event of a conflict between this Agreement and a Seller-specific operational policy, this Agreement shall prevail unless expressly stated otherwise, subject always to applicable law.

22. Amendments to the Agreement

Bazar Alward may amend this Agreement or its related policies where necessary due to operational, commercial, or regulatory changes.

The Seller shall be notified of material amendments within a reasonable period before they take effect through email, the Seller’s account, or another electronic communication method adopted by the Platform.

For material amendments affecting commission rates, settlement mechanisms, or the Seller’s fundamental commercial obligations, the effective date of the amendment shall be clearly stated, and the Platform may require renewed electronic acceptance where appropriate.

Amendments shall not apply retroactively to transactions completed before their effective date unless required by law or agreed between the parties.

23. Electronic Notices and Communications

The Seller agrees that electronic means may be used for communications relating to its account, including email, notifications within the Seller’s account, and other communication channels registered with the Platform.

The Seller is responsible for maintaining accurate and current contact information.

Notices sent to the Seller’s registered contact details shall constitute valid notices in accordance with applicable laws.

24. Electronic Acceptance and Records

The Seller acknowledges that electronic acceptance of this Agreement constitutes an expression of its agreement to be bound by its terms in accordance with applicable laws in the Kingdom of Saudi Arabia.

The Platform may retain electronic records evidencing acceptance, including the account identity, date and time of acceptance, the version of the Agreement accepted, and other relevant technical records, in accordance with applicable laws and policies.

A person accepting this Agreement on behalf of a business entity represents that they have the necessary authority to bind that entity to this Agreement.

25. Governing Law and Dispute Resolution

This Agreement shall be governed by and interpreted in accordance with the laws and regulations of the Kingdom of Saudi Arabia.

If a dispute arises between the Platform and the Seller, the parties shall first seek to resolve the dispute amicably within a reasonable period following notification of the dispute.

If an amicable settlement cannot be reached, the dispute shall be referred to the competent court in the Kingdom of Saudi Arabia in accordance with applicable jurisdiction rules.

26. General Provisions

If any provision of this Agreement is determined to be invalid or unenforceable, this shall not affect the validity or enforceability of the remaining provisions.

Failure by the Platform to exercise any right under this Agreement shall not constitute a permanent waiver of that right.

This Agreement, together with the policies and documents incorporated into it, constitutes the contractual framework governing the relationship between the Platform and the Seller in relation to the Seller’s use of Bazar Alward, subject to any specific commercial terms separately agreed between the parties in writing or electronically.

Seller Acknowledgment and Acceptance

By selecting the acceptance checkbox during registration or activation, the Seller confirms:

“I acknowledge that I have read, understood, and agreed to the Seller Agreement and the related policies and documents of the Bazar Alward Platform. I agree to comply with their terms, confirm that the information and documents I have provided to the Platform are accurate, and confirm that I have the legal authority to accept this Agreement on behalf of the registered business entity, where applicable.”

Platform Operator: Bazar Alward Marketing Company Commercial Registration: 7040701679