Terms and Conditions of the Participatory Loyalty Program Provided by AL-RADI RUKMIYYA Company (For Vendors)
Introduction
These Terms and Conditions (hereinafter referred to as the Terms and Conditions) govern the participation in the Uplines Loyalty Program offered by AL-RADI RUKMIYYA Company (Uplines) and regulate the use of the Platform by its vendors to acquire membership and accumulate points. By accessing any part of the Platform's portals and utilizing its services, vendors acknowledge that they have thoroughly read, understood, and agreed to be fully bound by these Terms and Conditions.
Definitions:
The following definitions apply in these Terms and Conditions unless the context requires otherwise shall have the following meanings:
The Company: Refers to AL-RADI RUKMIYYA Company, operating under the brand name Uplines.
The Platform: the Uplines Super App, a proprietary application of AL-RADI RUKMIYYA Company (Uplines), is designed to allow members to earn points through their purchases and the purchases made by individuals they refer to through the Platform.
Commission of Uplines Super App Platform: A commission agreed upon between the Company and the Vendor, which the Company is entitled to from the Vendor in cash refund for platform members' purchases.
Vendors platform: The array of traditional and online retailers is accessible through the Uplines Super App, where members can shop and earn points.
Member: An individual who uses the Uplines Super App platform.
Membership Number: The unique identifier assigned to the Vendor within the Platform.
Vendor's Portfolio: The fund designated for the Vendor to deposit its marketing budget within the Platform from which the marketing commission is deducted.
Company's Account: The AL-RADI RUKMIYYA Company (Uplines) Bank Account is where the Vendor transfers its marketing budget.
Purchasing Operations: Transactions conducted through the Uplines Super App that result in a member earning points.
Verification Code: A unique code sent to the member's registered mobile number by the Vendor for verification purposes must be approved by the Ministry of Commerce and registered with AL-RADI RUKMIYYA Company (Uplines).
Platform Membership:
1. Registration on the Platform is free and available to all vendors who wish to register in the Kingdom of Saudi Arabia.
2. The Vendor must comply with Saudi regulations, rules, and laws relevant to the application of these Terms and Conditions.
3. The Vendor may exploit the Platform to sell its products and services to its members.
4. The Company may, after registration, create a virtual office on the Platform through which the Vendor can know the sales volume, the portfolio balance and methods of filling it.
5. The Vendor is solely liable for all taxes and bank fees pertaining to the transfer or other current or future taxes or fees.
6. The Vendor agrees to abide by any local or international laws, rules, and regulations in connection with this Agreement.
1. Cases of closure of the Vendor's business or its bankruptcy.
2. upon a request from the Vendor to the Platform to terminate their membership.
4. The Company is entitled to freeze or terminate the Vendor's membership in the Platform at any time for reasons other than those mentioned in Paragraph (3) above while notifying the Vendor before such action is implemented.
5. The Company may freeze or terminate the Platform at any time, provided notifying the Vendor before such action is implemented. If the Platform is frozen or terminated, all Vendor's accounts will be frozen or terminated accordingly, enabling the members to withdraw the remainder of their previous marketing credits, if any.
In case of termination, the Vendor is not liable to access or use the Platform.
The Commission:
1. The Vendor is liable to pay the agreed-upon commission, recorded in the registration form, to the Company (cash-back), which the program automatically deducts from the Vendor's Portfolio when platform members make purchases. The Vendor shall also be obligated to pay the value-added tax of this commission.
2. The commission is calculated from the total value of the member's purchasing invoice before adding value-added tax to the invoice.
3. The Vendor can view its electronic account statement on the Platform, including the sales transactions and operations according to which the commissions due to the Company were deducted and the available marketing balance that remains.
4. The Company does not market any vendor that sells products or services that are forbidden in Islamic law or prohibited by local and international laws and regulations, including, but not limited to, products and services that are directly or indirectly related to drugs, alcohol, prostitution, human trafficking or terrorism.
5. The Vendor may communicate with the Company through its official number (920000978) and agrees to record calls for quality, Personnel training, or auditing purposes.
The Vendor shall be solely liable for:
1. All information it publishes on the Platform.
2. Ensure that all information it publishes is accurate and appropriate regarding method and style.
3. Adherence at all times to all enforceable laws, rules and regulations applicable in the Kingdom of Saudi Arabia.
4. Defend and compensate the Company - at its own expense - for any claims, damages, liabilities or expenses arising due to the Vendor's violation of any of its obligations or pledges stipulated in these terms and conditions.
5. The Company may not review or monitor any information published on the Platform or provided by the Vendor.
6. The Company will not be liable for returning any published information whatsoever to the Vendor upon any termination or freezing of its access to the Platform, including , but not limited to, any information the Vendor publishes in such portals.
The Property Rights:
The Company and the Vendor continue to own all trademarks, patents, copyrights, and other intellectual property rights owned by each party from the date of this document. Except as stated in these terms and conditions, such rights may not include anything that would grant any rights over the intellectual property to the Vendor or any third parties. The Vendor acknowledges and agrees that the software supplier(s) affiliated with third parties which are available on the Platform will own the rights, title and interest in such software worldwide (and any intellectual property rights therein) under the license granted by the supplier to the Company (if any) for such software programs.
Data Protection and Confidentiality:
1. The Vendor agrees that the Company will process any information or data related to the Vendor, the Vendor's accounts and/or the Vendor's transactions within the Platform's vendors and others for the purposes of workflow and development of the Platform. The Vendor may revoke this approval provided that the Company is notified.
2. The Company is committed to taking sufficient steps to verify vendor data's accuracy, completeness and update.
3. The Vendor represents and acknowledges that the Company may disclose the Vendor's data whenever any government entity requests, for security purposes, to execute another system or to fulfill judicial orders and requirements per the regulations in force in the Kingdom of Saudi Arabia.
4. The Vendor is obligated to maintain the confidentiality of the Company's confidential information and not use it for any purpose other than the necessary extent for using the Platform. The Vendor shall not disclose confidential information to any other party except as required upon these terms and conditions and per confidentiality obligations and as outlined in these terms and conditions without limiting the inclusivity of what is mentioned above.
5. The Vendor must use the same diligence to prevent the disclosure of its own confidential information as it exercises to prevent the disclosure of confidential information that has been disclosed to it by the Company.
6. The Vendor shall assume full responsibility for the unauthorized use, loss, or theft of its membership password. It undertakes not to share it with others. In addition, the Vendor shall be responsible for its loss, theft, or abuse and any losses resulting from using its password.
7. The Vendor shall be responsible for keeping its verification code safe from theft. It undertakes not to share it with anyone else, and it is liable for its loss, theft, or abuse and for any losses resulting from using its verification code, phone number, or email address.
8. The Vendor shall obligate not to use the Platform to publish, send, transmit, provide, distribute, Vendor, or damage any content, photographs, descriptions, drawings, content, audio materials, texts, messages, or other information (hereinafter referred to collectively as "published information") that:
A. Violates Islamic law, public morals, law, legislation, order, circular, or regulation in force.
B. In a manner that violates the intellectual property rights of others.
C. In a manner that is defamatory or obscene.
D. In a manner that contains any virus, Trojan horse, Computer worm, time bomb, cancellation robot, or any other computer program that targets the destruction of the technical system, data, or personal information or interferes with those systems, data, or information in a manner that harms or takes control of them secretly.
E. In a manner that is false, misleading, or inaccurate.
F. In a manner that occasionally violates any acceptable use policy or other policy posted on the Platform.
G. In a manner that violates or attempts to violate the security of the Platform.
H. dissimilating engineering, disassembling, decompiling, or attempting to obtain the Platform's source code or other trade secrets, including but not limited to any software part of the Platform.
I. Exports or re-exports or allows any third party to export or re-export the Platform directly or indirectly, where the system blocks exports and re-exports in force without the appropriate licenses and clearances.
Warranties:
Except as expressly set out in these terms and conditions, the Company, its affiliates (or the owners of intellectual property rights in those Companies), its directors, officers, employees, agents, suppliers, members, or its authorized affiliates do not make any warranties of any kind, whether express or implied, including, but not limited to:
1. Warranties of merchantability or those that fit a particular purpose.
2. The Platform is error-free.
3. The minimum period of operation of the Platform.
4. The results the Vendor obtains by accepting these terms and conditions or using the Platform.
Limitations of Liability:
The Vendor agrees that the Platform is licensed or submitted under these terms and conditions, and the Vendor acknowledges and agrees under these terms and conditions that:
1. The Company shall not be responsible for loss, theft, damage, or unauthorized use of the Vendor's password or any technical failure beyond the Company's control.
2. The Company shall not be responsible for any actions taken by any third party when using the Platform or reviewing any information published by the Vendor.
3. The Company does not recommend or approve any third party under these terms and conditions and does not submit warranties or obligations whatsoever regarding such party.
4. The Company is not a party to any transaction between the Vendor and any Member or entity on the Platform with which the Company has a business relationship. Therefore, any disputes related to purchases or any other aspect of any transaction or commercial transaction are between the Vendor and the relevant Third party.
5. The Company shall not be responsible for the failure of any Other party with the laws, regulations, and rules in force in the Kingdom.
6. The Company shall not be responsible for reviewing or monitoring any published information posted on the Platform or provided by the Vendor.
7. The Company shall not be responsible under any circumstances for any content, provision, photographs, or other published information, including any published information that may the applicable regulations in force and/or the intellectual property rights of a Third party.
8. The Company shall not be responsible for the Platform not working correctly or as always intended.
9. The Company shall not be responsible for any damage arising from the interruption or freezing of the Platform. The Vendor shall develop contingency plans to deal with the periodic interruption or freezing of the Platform.
10. The Company shall not be responsible to the Vendor for any delay or failure to perform any obligations under these terms and conditions if such failure or delay is returned to circumstances beyond the Company's control.
Amendment and Waiver:
1. The Company may make any amendments or changes to the terms and conditions at any time and the absolute discretion of the Company, provided that the merchant is informed of the amendments or changes by any means the Company deems before the effective date of those amendments or changes for a period of not less than 30 days, and the updated version of the terms and conditions will be published on the Platform, and the new amendment will be announced on the Platform. The Vendor continues to access any page of the platform portals and/or its use thereof, and the services provided therein after the amendment or change to the terms and conditions constitute its express acceptance thereof.
2. Any party that does not practice his rights based on these terms and conditions shall be not considered a waiver of it, and the waiver of any violation does not constitute a waiver of any other violations.
Force Majeure:
The Company shall not be responsible before any party in the event that it didn't fulfil its obligations under these terms and provisions due to an occurrence of an event that makes its implementation impossible, out of its control, can't be avoided or predicted, including but not limited to fires, floods, explosions, terrorist actions, wars, curfews, governmental laws, regulations or resolutions, civil or military authorities, acts, omissions of the transport or shipping authorities, service providers authorities or acts related to sabotage or hacking.
Compliance with the Laws:
1. Each Party shall comply with the applicable laws, regulations, and resolutions in the Kingdom related to its commitments under these terms and conditions.
2. These terms and conditions constitute the entire Agreement between the Company and the Vendor regarding the loyalty program subject, and these terms and conditions prevail over all previous written or oral agreements, undertakings and guarantees related to the Platform's subject matter.
General Provisions:
1. The Terms and Conditions shall not be construed as constituting or creating a partnership or joint venture relationship between the parties, and neither party shall have the power to bind or assume obligations on its behalf without prior written consent.
Expiration of the Vendor's Membership on the Platform:
2. These terms and conditions shall apply between the Company and the Vendor, and no one else is eligible to benefit from these terms and conditions.
3. The Company may, at its sole discretion, assign in any way or transfer any or all of its rights and obligations set forth in these Terms and Conditions to any third party.
4. The Vendor agrees on the Company's transformation from a Company with limited liability to a joint stock company or any form of statutory Company.
5. These terms and conditions are subject to the laws of the Kingdom of Saudi Arabia, and in the event of any dispute or conflict about their interpretation or application between the Company and the Vendor, it shall be resolved amicably. If the dispute cannot be resolved amicably within thirty (30) days, the dispute shall be referred to the competent court in Jeddah.
6. The language of these terms and conditions is Arabic, and in the event of translating these terms and conditions into any other language, the Arabic version shall prevail.
7. The Vendor acknowledges that it has reviewed the privacy policy (link) before agreeing to these terms and conditions.
8. The Vendor acknowledges that it has read and understood these terms and conditions and acknowledges its commitment to all that is stated in them.
9. The official language of “terms & conditions” is Arabic and this version is only translated of it. Legally only the Arabic version will be recognized.
The Vendor accepts, agrees and commits to these terms and conditions.