Terms & Conditions

Back to home

SERVICE PROVIDER TERMS AND CONDITIONS

This Terms and Conditions ("Agreement") is entered into between Takhles alaamal, a company organized under the laws of Kingdom of Saudi Arabia ("Platform", "Company", "We", "Us"), and the individual or entity registering as a Service Provider ("Service Provider", "Provider", "You").

By creating an account, accessing, or using the Platform, the Service Provider acknowledges that it has read, understood, and agrees to be bound by this Agreement.

1. DEFINITIONS

For purposes of this Agreement:

"Platform" means Khalesaha website, mobile application, software, systems, databases, and services operated by the Company.

"Customer" means any end user seeking services through the Platform.

"Service Provider" means any person or entity providing services through the Platform.

"Services" means any work, project, deliverable, consultation, labor, or professional service offered through the Platform entered You.

"Account" means a registered Platform profile entered by You.

"Escrow Funds" means funds received and held by the Platform pending completion of Services.

"Confidential Information" means all non-public information relating to the Platform, Customers, pricing, operations, technology, reports, or business affairs.

"Work Product" means all deliverables, reports, documents, designs, content, code, data, and materials created during performance of Services.

2. ACCEPTANCE OF TERMS

Registration, access to, or use of the Platform constitutes acceptance of this Agreement and he has read the terms and conditions.

The Platform may amend these terms at any time. Continued use of the Platform following publication of revised terms constitutes acceptance of such revisions.

3. ELIGIBILITY

The Service Provider represents and warrants that:

a. It is legally capable of entering into binding contracts;

b. All information provided is accurate and complete;

c. It possesses all necessary licenses, permits, certifications, and approvals;

d. It shall comply with all applicable laws and regulations of the Kingdom of Saudi Arabia;

e. It shall maintain qualifications necessary to perform Services.

4. INDEPENDENT CONTRACTOR RELATIONSHIP

The Service Provider is an independent contractor.

Nothing contained herein shall create:

  • Employment;
  • Partnership;
  • Agency;
  • Joint venture;
  • Franchise relationship.

The Service Provider is solely responsible for taxes, insurance, permits, social contributions, and legal compliance, and shall submit all prices inclusive of VAT and any other applicable fees.

5. PLATFORM OWNERSHIP OF CUSTOMER RELATIONSHIPS

All Customers introduced through the Platform shall be deemed Platform customers.

The Platform retains ownership of all customer relationships generated through the Platform.

No proprietary rights over Platform customers shall be acquired by the Service Provider.

6. EXCLUSIVITY

The Service Provider agrees that all services initiated through the Platform shall be completed exclusively through the Platform.

The Service Provider shall not bypass the Platform for purposes of avoiding commissions, fees, monitoring, payment processing, or Platform policies.

The Platform reserves exclusive rights to facilitate and administer customer engagements sourced through the Platform.

7. NON-CIRCUMVENTION AND NON-SOLICITATION

The Service Provider shall not:

a. Solicit Customers outside the Platform;

b. Request direct payment;

c. Share contact information for purposes of bypassing the Platform;

d. Encourage Customers to discontinue use of the Platform;

e. Market competing services to Platform Customers;

f. Divert Platform Customers to third-party platforms.

g. Request the Customer to enter into any of his personal or governmental account on his behalf.

This restriction shall remain in effect during the Provider's use of the Platform and for twenty-four (24) months following the last interaction with any Customer introduced through the Platform.

Violation shall constitute a material breach.

8. LIMITED NON-COMPETE

The Service Provider agrees that during use of the Platform and for five (5) years within the Kingdom of Saudi Arabia thereafter, it shall not:

a. Establish a substantially similar competing platform using Confidential Information obtained through the Platform;

b. Copy Platform systems, workflows, databases, pricing models, or business methods;

c. Recruit or solicit Platform employees, contractors, or affiliates.

9. ACCOUNT REGISTRATION AND VERIFICATION

The Platform may require:

  • Identity verification;
  • Business verification;
  • Background checks;
  • Professional certifications;
  • Financial verification;
  • KYC documentation.

The Platform may reject any application at its sole discretion.

10. ACCOUNT MANAGEMENT RIGHTS

The Platform may at any time:

  • Suspend Accounts;
  • Restrict functionality;
  • Freeze transactions;
  • Place accounts under review;
  • Delete Accounts;
  • Refuse future registration.

No prior notice shall be required.

11. ESCROW AND CUSTODIANSHIP OF FUNDS

The Service Provider expressly authorizes the Platform to:

a. Receive payments on its behalf;

b. Hold funds in escrow or custodial accounts;

c. Delay release of funds;

d. Investigate disputed transactions;

e. Refund Customers where appropriate;

f. Deduct Platform fees and charges.

The Platform's records regarding payments and disbursements shall be deemed accurate unless proven otherwise.

The Service Provider irrevocably authorizes the Platform to administer all funds associated with transactions facilitated through the Platform.

12. FEES, COMMISSIONS AND DEDUCTIONS

The Platform may charge:

  • Service fees;
  • Commissions;
  • Subscription fees;
  • Processing fees;
  • Withdrawal fees;
  • Penalties;
  • Administrative fees.

The Platform may deduct such amounts directly from funds payable to the Service Provider.

13. FIXED PRICING REQUIREMENT

Once a Service is accepted:

a. The agreed amount shall remain binding;

b. The Service Provider may not increase pricing unilaterally;

c. Additional charges require written approval through the Platform;

d. Off-platform charges are prohibited.

14. SERVICE LEVEL OBLIGATIONS

The Service Provider shall:

  • Perform Services professionally;
  • Meet deadlines;
  • Maintain communication;
  • Deliver quality work;
  • Follow Platform standards;
  • Act honestly and ethically.

15. DELAYS AND PERFORMANCE FAILURES

Where the Service Provider fails to perform Services in a timely manner, the Platform may:

a. Issue warnings;

b. Reduce visibility;

c. Withhold funds;

d. Impose penalties;

e. Replace the Service Provider;

f. Suspend the Account.

Repeated delays shall constitute grounds for termination.

16. RIGHT TO REPLACE SERVICE PROVIDER

If the Platform determines that progress is unsatisfactory, deadlines are missed, or Customer interests are jeopardized, the Platform may appoint a replacement Service Provider.

The original Service Provider shall have no claim against the Platform regarding such reassignment.

17. THREE-STRIKE PERFORMANCE POLICY

The Platform may suspend or permanently terminate any Service Provider who:

  • Fails to demonstrate progress;
  • Abandons projects;
  • Misses milestones;
  • Receives substantiated complaints;

on three (3) occasions.

The Platform's determination shall be final.

18. QUALITY CONTROL

The Platform may:

  • Audit Services;
  • Review communications;
  • Monitor milestones;
  • Request updates;
  • Evaluate performance.

Failure to cooperate may result in suspension and/or termination.

19. CUSTOMER COMMUNICATIONS

All communications regarding Services must occur through Platform-approved channels.

The Service Provider shall not:

  • Request personal contact details;
  • Transfer communications off-platform;
  • Request direct payment.

20. DISPUTE RESOLUTION AND MEDIATION

The Service Provider authorizes the Platform to act as mediator in disputes.

The Platform may:

  • Request evidence;
  • Investigate claims;
  • Hold funds;
  • Allocate funds;
  • Issue resolutions.

The Service Provider agrees to cooperate fully.

The Platform's decision regarding Platform-held funds shall be final.

21. REFUNDS AND CHARGEBACKS

The Platform may:

  • Issue refunds;
  • Reverse transactions;
  • Recover losses;
  • Deduct future earnings;
  • Hold reserves.

The Service Provider remains responsible for chargebacks resulting from misconduct or non-performance.

22. INTELLECTUAL PROPERTY

All intellectual property belonging to the Platform remains the sole property of the Platform.

This includes:

  • Software;
  • Databases;
  • Source code;
  • Trademarks;
  • Branding;
  • Business methods;
  • Algorithms;
  • Platform content.

No rights are granted except those expressly stated herein.

23. WORK PRODUCT OWNERSHIP

Upon full payment by the Customer, ownership of Work Product shall transfer to the Customer unless otherwise specified.

The Platform reserves rights necessary to host, store, review, and administer such Work Product.

24. CONFIDENTIALITY

The Service Provider shall maintain confidentiality of:

  • Customer information;
  • Customer Documents;
  • Platform information;
  • Pricing;
  • Trade secrets;
  • Technology;
  • Internal procedures.

The service provider shall delete and destroy all personal documents and information related t the customer once the service is completed. This obligation survives termination indefinitely.

25. DATA COLLECTION AUTHORIZATION

The Service Provider expressly consents to the Platform collecting, storing, processing, analyzing, transferring, and using:

  • Identity data;
  • Contact information;
  • Transaction data;
  • Communication records;
  • Device information;
  • Usage analytics;
  • Performance metrics;
  • Location data where permitted.

26. BACKGROUND CHECKS

The Service Provider authorizes the Platform to conduct ongoing verification and background checks where legally permissible.

27. FRAUD PREVENTION

The Platform may freeze accounts, delay payments, request documentation, or terminate relationships where fraud or suspicious activity is suspected.

28. ANTI-BRIBERY AND COMPLIANCE

The Service Provider shall comply with all applicable anti-corruption, anti-money laundering, sanctions, and compliance laws of the Kingdom of Saudi Arabia.

29. PROHIBITED CONDUCT

The Service Provider shall not:

  • Commit fraud;
  • Misrepresent qualifications;
  • Harass users;
  • Submit false information;
  • Infringe intellectual property;
  • Circumvent Platform policies;
  • Engage in illegal conduct.

30. PLATFORM REPUTATION PROTECTION

The Service Provider shall not intentionally engage in conduct that damages the reputation, goodwill, or commercial interests of the Platform.

31. NON-DISPARAGEMENT

The Service Provider agrees not to publish knowingly false, misleading, or malicious statements concerning the Platform.

Nothing herein restricts truthful reporting required by law.

32. INSURANCE

The Platform may require the Service Provider to maintain insurance coverage appropriate to the Services offered.

33. CYBERSECURITY OBLIGATIONS

The Service Provider shall implement reasonable security measures to protect Platform and Customer data.

34. AUDIT RIGHTS

The Platform may audit compliance with this Agreement and request records relating to Services performed through the Platform.

35. INDEMNIFICATION

The Service Provider agrees to defend, indemnify, and hold harmless the Platform, its owners, officers, employees, affiliates, and agents from all claims, losses, liabilities, damages, costs, and expenses arising from:

  • Breach of this Agreement;
  • Negligence;
  • Misconduct;
  • Violation of law;
  • Intellectual property infringement.

36. LIMITATION OF LIABILITY

To the maximum extent permitted by law, the Platform shall not be liable for:

  • Lost profits;
  • Lost business opportunities;
  • Consequential damages;
  • Indirect damages;
  • Special damages.

The total liability of the Platform shall not exceed the total fees received by the Platform from the Service Provider during the preceding three (3) months.

37. NO GUARANTEE OF BUSINESS

The Platform does not guarantee:

  • Revenue;
  • Customer volume;
  • Project availability;
  • Earnings;
  • Continued access to the Platform.

38. RESERVE FUNDS

The Platform may establish reserve accounts and retain portions of earnings to cover refunds, disputes, chargebacks, penalties, or other liabilities.

39. RIGHT OF OFFSET

The Platform may offset any debt owed by the Service Provider against future payments.

40. FORCE MAJEURE

The Platform shall not be liable for delays or failures resulting from events beyond its reasonable control.

41. ASSIGNMENT

The Platform may assign this Agreement without restriction.

The Service Provider may not assign rights or obligations without prior written consent from the Platform.

42. TERMINATION

The Platform may terminate this Agreement:

  • At any time;
  • With or without notice;
  • With or without cause;
  • Immediately upon breach.

Termination shall not affect accrued rights or obligations.

43. SURVIVAL

The following provisions survive termination:

  • Confidentiality;
  • Intellectual Property;
  • Non-Circumvention;
  • Indemnification;
  • Payment Obligations;
  • Dispute Resolution;
  • Data Rights;
  • Limitation of Liability.

44. GOVERNING LAW

This Agreement shall be governed by the laws of Kingdom of Saudi Arabia.

45. Disputes

Any dispute arising from this Agreement shall be resolved through the competent courts in Riyadh City of the Kingdom of Saudi Arabia.

46. CLASS ACTION WAIVER

The Service Provider agrees that disputes shall be pursued only on an individual basis and not as part of any class action.

47. ELECTRONIC CONSENT

The Service Provider undertakes that he has the full capacity and agrees that clicking "Accept", registering an account, or using the Platform constitutes a valid and binding electronic signature.

48. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and communications.

BY REGISTERING AN ACCOUNT OR USING THE PLATFORM, THE SERVICE PROVIDER ACKNOWLEDGES THAT IT HAS READ, UNDERSTOOD, AND AGREES TO BE BOUND BY THIS AGREEMENT.