Vendor Terms & Conditions

In this Agreement, unless the context otherwise requires, the following terms shall have the meanings ascribed to them below:

Beez shall not be obligated to activate the Vendor on the Beez Platform unless and until all of the following conditions have been satisfied to Beez's reasonable satisfaction:

• A valid and current commercial license issued by the competent authority in the Sultanate of Oman;
• A valid food-safety / health certificate issued by the relevant municipal or governmental authority;
• A copy of the authorised signatory's identification document;
• Valid bank account details in the name of the Vendor entity;
• Signed copy of this Agreement and, where required, the Email Declaration Addendum; and
• Any additional documents Beez reasonably requested for KYC (Know Your Customer) or compliance purposes.

The Vendor shall have no right to use the Beez Platform unless and until Beez has confirmed in writing (including by email) that the conditions set out in Article 2.1 have been satisfied and the go-live date for the Vendor. Beez reserves the right to decline any Vendor application without being obligated to provide reasons.

The Vendor must maintain valid and current licenses throughout the term of this Agreement. Expiry, suspension, or revocation of any mandatory license shall be treated as a material breach of this Agreement, and Beez reserves the right to immediately suspend the Vendor from the Platform pending resolution.

This Agreement shall commence on the Go-Live Date and shall remain in full force and effect for a period of one (1) year (the "Initial Term"), unless earlier terminated in accordance with Article 11.

At the expiry of the Initial Term, and at the expiry of each subsequent renewal term, this Agreement shall automatically renew for successive periods of one (1) year each (each, a "Renewal Term"), unless either Party provides the other with written notice of its intention not to renew at least thirty (30) calendar days prior to the expiry of the then-current term.

The provisions of Articles 1, 7 (Intellectual Property), 8 (Confidentiality), 9 (Data Protection), 10 (Liability), 11 (Termination), and 12 (Governing Law & Dispute Resolution) shall survive the expiry or termination of this Agreement.

• The Vendor shall only offer Items that are duly licensed, halal-certified where applicable, and approved by the relevant governmental or municipal authorities in Oman.
• If Beez reasonably suspects that any Item is unlicensed or non-compliant, it shall notify the Vendor in writing. The Vendor shall either rectify the non-compliance or provide written evidence of compliance. Failure to do so entitles Beez to remove the Item from the Platform.
• The Vendor shall ensure all required operating licenses, food-safety permits, and health certificates remain valid throughout the term of this Agreement and shall promptly provide Beez with updated copies upon renewal.

• The Vendor is solely responsible for determining the pricing, descriptions, photographs, and availability of all Items listed on the Platform.
• The Vendor shall use commercially reasonable efforts to ensure that prices listed on the Beez Platform remain fair, competitive, and generally aligned with prices offered through the Vendor's direct sales channels. The Vendor shall not apply excessive or unreasonable markups. Beez reserves the right to discuss or review pricing practices it reasonably believes are detrimental to customers or the Platform.
• The Vendor undertakes to keep menu information accurate, current, and not misleading. Photographs must represent the actual Item served.

• Beez reserves the right, at its sole discretion, to reject or remove from the Platform any Item that it reasonably determines to be non-compliant, offensive, or likely to expose Beez to legal or reputational risk.
• Beez may offer to create photographs and content for Vendors at separately agreed fees and terms.

• The Vendor shall prepare and fulfil all accepted Orders in a timely manner consistent with the estimated preparation time displayed on the Platform.

• The Vendor shall display its accurate operating hours on the Platform and shall update them promptly in case of any changes, closures, or holidays.
• If the Vendor is temporarily unable to accept orders, it shall immediately mark its store as "busy" on the Platform to prevent customer disappointment.

• The Vendor acknowledges that customers may submit ratings and written reviews following Order delivery, which may be publicly displayed on the Platform.
• Beez shall not be liable for any customer ratings or reviews. However, Beez reserves the right to moderate content in accordance with its content policy.
• The Vendor shall not attempt to manipulate, fabricate, or unduly influence customer ratings or reviews.

• The Vendor shall promptly notify Beez in writing of any changes to its legal name, ownership, commercial registration, bank account details, authorized signatory, or business location, and shall provide supporting documentation.
• A change of ownership of the Vendor shall be notified to Beez at least thirty (30) days in advance. Beez reserves the right to re-evaluate the Agreement in the event of a change in ownership.

• Beez shall provide the Vendor with access to the Beez Platform to receive, manage, and fulfil customer Orders during the Vendor's designated operating hours.
• Beez shall use commercially reasonable efforts to maintain platform availability.
• Beez shall notify the Vendor of any scheduled maintenance or Platform downtime at least twenty-four (24) hours in advance where practicable.

• Beez shall list the Vendor's brand, menu, and Items on the Beez Platform and shall promote the Vendor through standard in-app marketing features, including featured listings, promotional banners, and deal highlights, at Beez's discretion.
• Additional premium marketing campaigns or sponsored placements may be offered to the Vendor at separately agreed fees.

• Where applicable, Beez shall provide the Vendor with the necessary hardware device(s) — BENA Device (Beez Electronic Notification Agent) — required to receive and manage Orders on the Platform, as specified in Schedule A.
• The equipment always remains the property of Beez. The Vendor is responsible for the safekeeping, proper use, and maintenance of the equipment.
• In the event of loss, damage, or theft of the equipment due to Vendor negligence, the Vendor shall bear the replacement cost as set out in Schedule A.

• Beez shall act as the Vendor's sole payment collection agent for all Orders placed through the Beez Platform.
• Beez shall collect all customer payments (whether by credit/debit card, digital wallet, or cash on delivery) on behalf of the Vendor.
• Beez shall issue tax invoices and receipts to customers on behalf of the Vendor for Items sold through the Platform.
• Beez shall process and transfer net revenues (after deduction of all applicable fees, commissions, refunds, chargebacks, taxes, penalties, reserves, and other authorized deductions) to the Vendor within two (2) business days following the end of each Settlement Period.

• Beez shall provide the Vendor with a monthly settlement statement detailing total Orders, gross revenue, deductions, and net payable amount.

• Beez shall handle customer complaints, refund requests, and disputes arising from Order delivery or Platform issues. The Vendor shall cooperate with Beez in resolving any complaints related to food quality or preparation.
• In cases where a customer complaint is determined to be attributable to the Vendor (e.g., incorrect order, food quality issues), Beez may deduct the refund amount from the Vendor's next settlement payment.

• Beez shall deduct the Commission and applicable fees from the Total Order Value collected by Beez on behalf of the Vendor.
• The net amount due to the Vendor shall be calculated as: Total Order Value minus Commission minus Card Processing Fee (if applicable) minus any Refunds or Chargebacks attributable to the Vendor.
• All deductions shall be itemized in the monthly settlement statement provided by Beez.

• If the Vendor disputes any settlement amount, it must notify Beez in writing within fifteen (15) calendar days of receiving the settlement statement. Disputes raised after this period shall be deemed waived.
• Beez shall investigate disputed settlements and provide a written response within ten (10) business days.

• If Beez is unable to process a scheduled payment for reasons attributable to Beez (and not due to incorrect Vendor bank details or force majeure), Beez shall notify the Vendor and process the payment within five (5) business days of the original due date.
• Beez shall not be liable for settlement delays caused by incorrect or outdated bank account information provided by the Vendor.

• Both Parties shall comply with the VAT Laws applicable in the Sultanate of Oman.
• Where the Vendor is VAT-registered, it shall provide Beez with its VAT registration certificate. Where it is not VAT-registered, it hereby declares that it is not legally required to register and assumes sole liability for any false declaration.
• Each Party shall be responsible for its own income tax obligations.

• Beez reserves the right to amend the Commission rate or any other fee by providing the Vendor with written notice at least fourteen (14) calendar days in advance.
• Continued use of the Beez Platform following the notice period shall constitute acceptance of the revised fees. If the Vendor does not accept the amended fees, it may terminate this Agreement with thirty (30) days' written notice, without penalty.

• The Vendor represents and warrants that it owns or has obtained all necessary rights and permissions to provide the Content to Beez, and that such Content does not infringe any third-party Intellectual Property rights.
• Beez shall remove the Vendor's Content from the Platform within seven (7) business days following termination of this Agreement.

• The Vendor retains exclusive ownership of its trade name, brand, and associated Intellectual Property at all times. Beez shall not register, sublicense, or use the Vendor's trade name in a manner that could cause confusion or damage to the Vendor's brand.

• The confidentiality obligations under this Article shall not apply to information that: (a) is or becomes publicly available other than through a breach of this Agreement; (b) was already known to the receiving Party prior to disclosure; (c) is required to be disclosed by applicable law or court order, provided the receiving Party promptly notifies the disclosing Party.
• Each Party shall use the other Party's Confidential Information solely for the purposes of performing its obligations under this Agreement.

• This Article shall survive termination of this Agreement for a period of three (3) years.

• Beez collects and processes customer personal data as an independent data controller for the purposes of operating the Beez Platform. The Vendor shall not access, use, or retain customer personal data obtained through the Beez Platform for any purpose other than fulfilling Orders, without express written consent from the data subject and Beez.
• The Vendor shall implement appropriate technical and organizational measures to protect any personal data of customers it processes in connection with Order fulfilment.
• The Vendor shall not share, sell, or transfer customer personal data to any third party.
• The Vendor shall comply with Beez's Privacy Policy, as updated from time to time and available on the Beez Platform.
• In the event of a data breach involving customer personal data, the Vendor shall notify Beez within twenty-four (24) hours of becoming aware of the breach.

The Vendor shall indemnify, defend, and hold harmless Rising Star Enterprise LLC (trading as Beez), its officers, employees, affiliates, and agents from and against all claims, losses, damages, penalties, or expenses (including reasonable legal fees) arising from:

• Any breach of the Vendor's obligations under this Agreement;
• Any food safety violation, personal injury, or illness caused by Items prepared or sold by the Vendor;
• Any infringement of a third party's Intellectual Property rights by the Vendor's Content; or
• Any false or misleading representations made by the Vendor.

• Beez shall not be liable for any Order fulfilment delays, quality issues, or customer complaints arising from the Vendor's acts or omissions.

• If a Force Majeure event continues for more than sixty (60) consecutive days, either Party may terminate this Agreement with immediate effect upon written notice, without liability to the other Party.

Either Party may terminate this Agreement at any time without cause by providing the other Party with thirty (30) calendar days' prior written notice.

Beez may terminate this Agreement with immediate effect, without prior notice or penalty, in the event of:

• The Vendor's material breach of this Agreement that remains unremedied for fifteen (15) calendar days following written notice from Beez;
• Expiry, revocation, or suspension of the Vendor's commercial or food-safety licence;
• The Vendor's insolvency, bankruptcy, or cessation of business operations;
• The Vendor's engagement in fraudulent, illegal, or deceptive conduct;
• Any act or omission by the Vendor that poses a risk to public health, food safety, or Beez's reputation; or
• The Vendor providing false information in connection with this Agreement.

Beez reserves the right to immediately suspend the Vendor's access to the Beez Platform, without prior notice, in the following circumstances: (a) pending investigation of a material breach or complaint; (b) where continued operation presents a risk to customers or to Beez; or (c) where the Vendor's licence has lapsed. Beez shall notify the Vendor in writing within twenty-four (24) hours of such suspension.

Upon termination of this Agreement: (a) Beez shall process any outstanding settlement payments owed to the Vendor within fourteen (14) business days, after deducting all outstanding amounts owed by the Vendor; (b) the Vendor shall immediately cease using the Beez Platform; (c) Beez shall remove the Vendor's Content from the Platform within seven (7) business days; and (d) the Vendor shall return or confirm the safe return of any Beez equipment provided under Article 5.3.

This Agreement shall be governed by and construed in accordance with the laws of the Sultanate of Oman.

• If the dispute remains unresolved, either Party may refer the matter to mediation facilitated by a mutually agreed mediator in Muscat, Oman.
• If mediation fails or is declined, the dispute shall be submitted to the exclusive jurisdiction of the competent courts of the Sultanate of Oman.

No amendment, variation, or supplement to this Agreement shall be valid unless made in writing and signed (or electronically acknowledged) by duly authorised representatives of both Parties.

This Agreement may be executed electronically (including by email, digital signature, or clickwrap acceptance), and such execution shall have the same legal force and effect as a manually executed wet-ink signature, in accordance with the Electronic Transactions Law and applicable regulations of the Sultanate of Oman.

The Vendor may not assign, transfer, or subcontract any of its rights or obligations under this Agreement without the prior written consent of Beez. Beez may assign or subcontract its obligations (including delivery operations) to third-party service providers without the Vendor's consent, provided that Beez remains responsible for the performance of its obligations hereunder.

This Agreement, together with all Schedules and Addenda, constitutes the entire agreement between the Parties in relation to its subject matter and supersedes all prior negotiations, representations, or agreements, whether oral or written.

If any provision of this Agreement is held to be invalid, unlawful, or unenforceable, such provision shall be deemed severed, and the remainder of this Agreement shall continue in full force and effect.

Failure or delay by either Party to exercise any right or remedy under this Agreement shall not constitute a waiver of that right or remedy.

All notices under this Agreement shall be in writing and delivered by hand, registered post, or email to the addresses specified in the Particulars. Notices by email shall be deemed received on the day of sending, provided no delivery failure notification is received.

The email address(es) provided by the Vendor in the Particulars shall serve as the authorised communication channel for all contractual notifications, platform actions, and digital acceptances. The Vendor confirms that any action taken through such email address(es) shall be legally binding on the Vendor.

The Parties are independent contractors. Nothing in this Agreement shall create or be deemed to create a partnership, joint venture, employment, or agency relationship between the Parties.

This Agreement may be executed in counterparts, each of which shall constitute an original, and together they shall constitute one and the same instrument. Electronic transmission (PDF, email, or digital signature) shall be deemed an original.

• The Vendor undertakes to comply fully with all applicable laws and regulations of the Sultanate of Oman, including but not limited to: food-safety legislation, consumer-protection laws, electronic-transactions law, the PDPL, and all VAT regulations.
• The Vendor shall not use the Beez Platform for any purpose that is unlawful, deceptive, or contrary to public order or morals.
• The Vendor shall cooperate with any regulatory investigation or inquiry involving Items sold through the Beez Platform, and shall promptly notify Beez of any such inquiry.
• Beez reserves the right to take any action required to comply with applicable laws or regulatory directives, including suspending the Vendor's listing, without liability to the Vendor.

Beez Plus is Beez's premium Customer membership offering, rewarding loyal Customers with delivery benefits and exclusive deals — while helping Vendors access a larger, high-frequency customer base.

A paid Customer membership programme. Members will receive benefits such as free or discounted delivery, priority ordering, and exclusive rewards when ordering from Vendors enrolled in the programme. Eligible orders are those placed with participating Vendors that meet the defined minimum order value.

Vendors may be invited to participate in the Beez Plus Rewards programme, offering free delivery on qualifying orders. Customers eligible for Beez Plus can apply their "free delivery" benefit at checkout. Participation is optional and Vendors may opt out by informing Beez.

Selected Vendors may also be invited to offer flat discounts to Beez Plus members — charged to the Vendors — in addition to the free delivery benefit. Participation is optional, and Vendors may opt out by informing Beez.