TERMS & CONDITIONS

Expo 2020 Dubai Online Marketplace V.1 June 2018

IMPORTANT NOTICE: PLEASE READ THROUGH THESE TERMS AND CONDITIONS CAREFULLY

These Terms (“Terms”) describes the Terms & Conditions under which Bureau Expo 2020 Dubai and/or Expo Dubai 2020 LLC-SO, and/or any of its affiliates (collectively “Expo 2020”) offers each individual, entity or syndicated members access to various Software-as-a-Service solutions through the EXPO 2020 DUBAI ONLINE MARKETPLACE (“OMP”) located at:

https://omp.expo2020dubai.com (the “Website”)

By accessing the Website or any content found on the Website, you agree to comply with and to be bound by the Terms set out below, including the policies and guidelines linked to (by way of the provided URLs) from these Terms.

If you do not understand or agree with these Terms, please do not use the Website or the Services (as defined below):

Content

1. INTRODUCTION
2. DEFINITIONS
3. COPYRIGHT STATEMENT
4. USE OF THE WEBSITE
5. RESPONSIBILITIES OF THE PARTIES
6. ACCESS TO THE EXPO 2020 DUBAI ONLINE MARKETPLACE (OMP)
7. ACCOUNT AND SECURITY
8. CONTENT
9. DATA PROTECTION
10. COOKIES, WEB BEACONS AND WEBSITE USAGE DATA
11. LIMITATION OF LIABILITY
12. INDEMNITY
13. TRADEMARKS AND DENIAL OF MARKETING RIGHTS
14. VARIATION AND SEVERABILITY
15. WAIVER
16. ENTIRE AGREEMENT
17. THIRD PARTY RIGHTS
18. JURISDICTION AND APPLICABLE LAW
19. CONTACT

1. INTRODUCTION

1.1. These Terms govern the access to and use of the Expo 2020 Dubai, Online Marketplace (“OMP”) which BiP Solutions Limited (“BIP”) operates on behalf of Expo 2020 Dubai (“Expo 2020”) from the URL https://omp.expo2020dubai.com;

1.2. By viewing and/or registering to use OMP, you indicate that you accept these Terms and that you agree to abide by them. If you do not agree to these Terms, you may not use OMP. If you are registering as or on behalf of an entity, you represent that you have the authority to bind that entity to these Terms;

1.3. OMP gives access to websites hosted or operated by or on behalf of entities other than BiP and Expo 2020 Dubai. These Terms are not displaced or subordinated in any circumstances in which they are or could be applicable, and they apply in favor of Expo 2020 Dubai in respect of your access to and/or use of such other websites, irrespective of the terms and conditions of those websites, which may also bind you;

1.4. For the purposes of these Terms and Conditions and in operating OMP, BIP is acting on behalf of or in conjunction with Expo 2020 Dubai.

2. DEFINITIONS

In these Terms the following expressions have the following meanings:
2.1. “Affiliate” means any entity which directly or indirectly controls, is controlled by, or is under common control with the subject entity. Control, for the purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity;

2.2. “BiP” refers to BiP Solutions Limited, a company registered in Scotland with Company Registration Number SC086146 whose registered office is Medius, 60 Pacific Quay, Glasgow, G51 1DZ, United Kingdom;

2.3. “Buying Organisation” refers to any entity or person that uses OMP to advertise its opportunities or to run tenders;

2.4. “Designated Third Parties” means an Interested Third Party who is not acting as a Buying Organisation;

2.5. “Expo 2020 Dubai” refers to the World Expo which be hosted in Dubai from October 20th 2020 until April 10th 2021 under the theme of Connecting Minds, Creating the Future and sub themes: Opportunity, Mobility and Sustainability. In these Terms and Conditions references to “us”, “our” and “we” are references to Expo 2020;

2.6. “OMP” means the electronic brokerage system operated by BiP on behalf of Expo 2020 for use by Buying Organisations and Suppliers in order to match the needs of Buying Organisations to Suppliers who can potentially meet those needs;

2.7. “Opportunities” means a contract opportunity available which is related (in whole or part) to any public or private sector organisation and their Supply chain;

2.8. “Services” means the services provided on this Website;

2.9. “Supplier” means a Supplier who responds to an opportunity using OMP;

2.10. “Third Parties” any entity defined as a contracting authority in the Public Contracts or a utility in the Utilities Contracts;

2.11. “Website” means the Website at www.omp.expo2020dubai.com;

2.12. “We” means BiP and where expressly stated Expo 2020 Dubai and “our” shall be construed accordingly;

2.13. “You” means users of the Website, including without limitation the Buying Organisations and/or Suppliers who have registered to use the OMP and accepted these Terms and Conditions, and “your” shall be construed accordingly. Users may include but are not limited to your employees, consultants, contractors and agents, or third parties with which you contract business.

3. COPYRIGHT STATEMENT

3.1. The contents of this Website (including but not limited to all Website designs, text, graphics, the selection and arrangement thereof and all software compilations, underlying source code, software and all other material) are copyright owned by Expo 2020or BiP except insofar as individually stated on particular materials or items;

3.2. You may view the Website and, unless specified otherwise, may download any part of it to a personal computer (or other device which is capable of accessing the Internet) for the purpose of using OMP only, but you are not permitted without our permission:

(a) to store it or any part of it other than for the purposes set out in this section 3.2;
(b) to print out copies except:
(i) in connection with your use of OMP;
(ii) for your own viewing;
(iii) for private purposes; or
(iv) for the purposes of your business (other than re-publishing such material for commercial purposes); or
(c) except in connection with OMP, to reproduce, copy or transmit it (or any part of it) in any other way for any purpose or in any other medium. You are also not entitled to alter the content, other than your profile or the opportunity, in any way.

4. USE OF THE WEBSITE

4.1. BiP provides you with access to and use of the Website. The Website may not be used by temporarily or indefinitely suspended users of OMP;

4.2. You must not attempt to gain unauthorized access to our Website, the server on which our Website is stored or any server, computer or database connected to our Website. You must not attack our Website via a denial-of-service attack or a distributed denial-of service attack;

4.3. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our Website or to your downloading of any material posted on it, or on any website linked to it;

4.4. You may not use the Website:
(a) In any way that breaches any UAE applicable laws and/or any international applicable laws;
(b) In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) To post or transmit any threatening, libelous, defamatory, inflammatory, obscene, pornographic, or discriminatory material or any other material that would infringe any intellectual property rights or any other rights of any third party; and
(d) To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware;

4.5. BiP and Expo 2020 (either individually or collectively) reserve the right to refuse your access to the Website and remove content at its discretion without notice. Neither BiP nor Expo 2020 will not be liable if for any reason the Website is interrupted and/or unavailable at any time or for any period;

4.6. The Website may contain links to third party websites. You acknowledge and agree that neither BiP nor Expo 2020 is responsible or liable for the content of, availability of, or services provided by, such third party websites.

5. RESPONSIBILITIES OF THE PARTIES

5.1 This section relates only to Buying Organisations and Suppliers who have registered on the Website to use OMP are responsible for any use of the Services, including without limitation for any data, submissions, materials and content (including the adequacy and accuracy thereof) uploaded to or transmitted using the Services by it or its employees, agents or authors;

5.2 Individuals and organisations are responsible for the backup of its data used in conjunction with the Services;

5.3 Buying Organisations can register on OMP to seek Suppliers for the Opportunities. Suppliers can register on OMP to respond to the Opportunities. OMP will match potential Suppliers to the Opportunities based on information contained in the Suppliers’ profile and the answers given to evaluation questions asked by the Buying Organisations;

5.4 You represent and warrant that your access to and use of OMP is exclusively for legitimate business purposes and that the information you submit when using OMP is about an opportunity and is accurate, complete and current. BiP and Expo 2020 reserve the right at its absolute discretion to remove an opportunity from the Website and to suspend your use of OMP if, in Expo 2020 or BiP’s opinion, you are in breach of this term;

5.5 Buying Organisations may use OMP in relation to the Opportunities only. Contracts identified by BiP and Expo 2020 at its absolute discretion as opportunities other than the Opportunities may be removed from OMP without warning;

5.6 OMP serves purely as a brokerage service to facilitate, but not to ensure, the matching of Buying Organisations and Suppliers for the Opportunities. BiP and Expo 2020 accept no responsibility and exclude all liability to Suppliers and to Buying Organisations in the event that OMP fails to match Suppliers to Buying Organisations. Nor is liability accepted if an opportunity is withdrawn, amended or terminated at any time, including if the relevant Buying Organisation is Expo 2020 or BiP;

5.7 You acknowledge and agree that both BiP and Expo 2020 only make limited, if any, enquiries of users of OMP, including Buying Organisations and Suppliers, and cannot verify that every contract opportunity registered by Buying Organisations is in fact an Opportunity. You are responsible for making your own enquiries of the relevant user and using your own judgement before offering or responding to an Opportunity;

5.8 You acknowledge and agree that neither BiP nor Expo 2020 independently verifies the content that is submitted to OMP by Buying Organisations or Suppliers. BiP and Expo 2020 do not and will not accept responsibility or liability whatsoever for any content that the Buying Organisations or Suppliers submit to OMP or any reliance Buying Organisations or Suppliers may place upon such content. Neither BiP nor Expo 2020 recommends, endorses or otherwise supports any Buying Organisation or Supplier or any offer of or response to an Opportunity;

5.9 You acknowledge and agree that any transaction entered into by a Buying organisation and a Supplier as a result of using OMP will be a contract between the Buying Organisation and the Supplier, and neither BiP nor Expo 2020 will have any liability in respect of or arising out of or in connection with such contract unless Expo 2020 or BiP is the applicable Buying Organisation;

5.10 If you are a Buying Organisation, you:
(a) agree that you will use OMP in order to advertise the Opportunities only;
(b) agree, when completing or updating the information and any images relating to the opportunity, to comply with the guidance or rules regarding the content of such information and images given on the Website;
(c) agree that you will comply with all applicable laws and regulations and, in particular, (without limitation) with any relevant procurement rules in the UAE;
(d) agree to keep information provided to you through OMP in relation to Suppliers confidential and not share it with any Third Party;
(e) agree that, at the end of the procurement process for the Opportunities, you will:
(i) provide BiP and Expo 2020 with an update on the outcome of the tender process;
(ii) cooperate with BiP and Expo 2020 in the evaluation of the tender process;
(iii) provide feedback to Suppliers; and
(f) acknowledge that, in using OMP, you are not, subject to the provisions of clauses 13.2 to 13.4 below, restricted or discouraged from advertising the opportunities via other means.

5.11 If you are a Supplier you:
(a) acknowledge that a Buying Organisation is under no obligation to select a Supplier from the shortlist provided through OMP, and may, subject to the provisions of clauses 13.2 to 13.4 below, advertise the opportunities via other means, and that BiP nor Expo 2020 accept any liability whatsoever for any opportunity or other opportunity which the Supplier obtains or does not obtain;
(b) agree, when completing or updating the information and any images in your profile, to comply with the guidance or rules regarding the content of such information and images given on the Website; and
(c) agree to ensure that your profile remains accurate by updating it without delay in respect of any material change. Failure to comply with this term may result in BiP suspending your use of OMP;
(d) Use the Website as a source of material for republication via any alternative medium unless you agreed to beforehand, which is covered by a separate agreement.

5.12 BiP and Expo 2020 reserve the right to suspend your use of or registration with OMP at its discretion and without liability, and/or where relevant to seek compensation for any loss caused, including in the event that:
(a) you are in breach of your obligations under these Terms; or
(b) If you are a Buying Organisation or a Supplier, there is currently no charge for your use of OMP for the opportunities in accordance with these Terms and Conditions provided always that BiP reserves the right, where agreed by Expo 2020 and following notification to you by a notice on this Website or otherwise, to introduce a charge for OMP in the future. You will not be charged without having an Opportunity to withdraw.

6. ACCESS TO THE EXPO 2020 DUBAI ONLINE MARKETPLACE (OMP)

6.1. BiP and Expo 2020 grant you a revocable, non-exclusive, non-transferable license to access and use OMP subject to your continuous compliance with these Terms;

6.2. The license referred to in section 6.1 above does not allow you to:
(a) collect and use substantial parts of the Website or databases for the commercial purpose of sharing with Third Parties;
(b) use the Website in conjunction with data extraction and data gathering tools; or
(c) create and/or publish a database that contains substantial portions of the Website, or the contents of the Website, without Expo 2020’s prior written consent and you acknowledge that in its consideration of requests for such the licensee shall be required to seek the prior written approval of Expo 2020 of the granting of any such consent.

6.3. You are responsible for making all arrangements necessary for you to have access to OMP. You are also responsible for ensuring that all persons who access OMP through your internet connection are aware of these Terms and that they comply with them;

6.4. Expo 2020 reserves the right to refuse access to OMP and remove content at its discretion without notice. Neither BiP nor Expo 2020 will be liable if for any reason OMP is unavailable at any time or for any period.

7. ACCOUNT AND SECURITY

7.1. You will need a User ID and password in order to access and use OMP, when signed in you agree to maintain your account in a secure way;

7.2. You may not reveal your user name or password or any other piece of information as part of our security procedures to others in any way or for any reason and shall have sole responsibility for keeping the confidentiality of same. In order to secure your confidentiality, we strongly recommend that you change your password frequently;

7.3. You may not provide access to the Services by;
(a) allowing others to use your account after you log in, whether intentional or otherwise;
(b) creating an account for someone who is not authorized to perform the role or view the information for which you have granted access; or
(c) failing to revoke access for those who are no longer authorized to access the Services for any reason.

7.4. Expo 2020 have the right to disable any user identification code or password at any time if in BiP’s or Expo 2020’s opinion you have failed to comply with any of the provisions of these Terms or for any other reason at the discretion of Expo 2020 and/or BiP.

8. CONTENT

8.1. All of the content featured or displayed on the Website (other than content which you submit) including but not limited to text, graphics, photographs, images, moving images, sound, illustrations and software are owned by and/or subject to intellectual property rights of Expo 2020, Expo 2020 Dubai’s Official Partners, BiP, its licensors and/or other content providers, unless otherwise stated. You acknowledge that Expo 2020, its Official Partners, BiP its licensors and other content providers own and/or hold intellectual property rights in such content;

8.2. You represent and warrant that your own (or have the relevant rights to) the content that you submit to OMP and that such content is up–to–date, accurate and not misleading in any way and that the use of the content does not breach any law or the rights of any Third Parties;

8.3. If any of the content that you submit to OMP ceases to be accurate, you agree to inform us of this inaccuracy immediately and to take all reasonable measures to correct such information or, if this is not possible, to remove it from the Website as soon as reasonably practicable;

8.4. Permission is granted to you to electronically copy and to print hard copy portions of this Website for the purpose of using OMP only. Any other use of materials on this Website including reproduction for purposes other than those noted above, modification, distribution, or republication without the prior written permission of Expo 2020 is strictly prohibited;

8.5. Neither BiP nor Expo 2020 make any representation or warranty that the information accessible via OMP is accurate, complete or current;

8.6. Except where specifically stated otherwise on the Website, any material, information or any other communication you transmit or post when accessing and using OMP (other than your personal information) will be visible to other registered users of OMP and will be considered non-confidential and neither BiP nor Expo 2020 will have any liability for it or for the use to which it may be put;

8.7. BiP and Expo 2020 have the right to copy, disclose, distribute and use the content uploaded to the Website by you for the purposes set out in these Terms and Conditions and for statistical analysis, diversity profiling, marketing and communications and targeting business support and resource. For the avoidance of doubt, Expo 2020 Dubai shall not disclose any information related to the award value, except as required for the operation of the OMP;

8.8. You have the right and ability at your sole discretion to remove any content that you may upload to the Website when using OMP.

9. DATA PROTECTION

9.1 You will need to be a registered user in order to access and use OMP. BiP may (on its own behalf and that of Expo 2020) collect personal information when you register and use OMP. The quick registration process involves providing BiP and Expo 2020 with your email address, first name, last name, and organisation. Expo 2020 and/or BiP may use this information, in accordance with its obligations under the Data Protection Law applicable in the UAE:
(a) provide you with access to and take action in respect of OMP;
(b) contact you in connection with OMP, the opportunities, other business opportunities, and other business support advice and information;
(c) evaluate OMP;
(d) monitor diversity; and
(e) target resources.

9.2. You acknowledge and agree that Expo 2020 and BiP may share the information collected from and about you with other parties. BiP and Expo 2020 send personally identifiable information about you (which you have supplied in connection with the opportunities) to other companies, organisations or people in the following situations:
(a) Agents and partners: Expo 2020 may share your information with Expo 2020 Dubai Official Partners, Designated Third Parties and persons which it engages or with which we cooperate to support business improvement. These agents and partners may have access to personal data for the purposes set out in section 9.1 but may not use it for any other purpose;
(b) Compliance with applicable laws, fraud and risk avoidance: BiP and Expo 2020 will release personal information where it is required or permitted to do so by law or by the regulations and other rules (including auditing requirements) to which it is subject. Expo 2020 may in particular exchange information with other companies and organisations for fraud protection and credit risk reduction; and
(c) Consent: Other than as set out in these Terms BiP and Expo 2020 will not share personal information with Third Parties without your consent.

9.3 You have the right to require us to correct any inaccuracies in your information;

9.4 You also have the right to ask for a copy of the information held about you by BiP or Expo 2020 in its records.

10. COOKIES, WEB BEACONS AND WEBSITE USAGE DATA

10.1 Full details of the way in which we use cookies on the Website and how we hold and process information from which we can identify you or any third party are set out in our Data Privacy and Cookie Policy. https://www.expo2020dubai.com/en/privacy-and-cookie-policy.

11. LIMITATION OF LIABILITY

11.1 BiP and Expo 2020 accept no responsibility for and exclude all liability in connection with the use of OMP,including but not limited to any liability for errors, inaccuracies, omissions or misleading or defamatory statements in the content submitted by Buying Organisations and Suppliers when using OMP unless Expo 2020 or BiP is the applicable Buying Organisation. You shall notify BiP immediately in the event that you are aware that any of the content on the Website contains errors, inaccuracies, omissions or misleading or defamatory statements;

11.2 Neither BiP nor Expo 2020 guarantees continuous, uninterrupted or secure access to the Website and OMP or that the operation of the Website and OMP will not be interfered with due to factors outside BiP’s and/or Expo 2020’s control. The materials on the Website and OMP are provided “as is”, and Expo 2020 and BiP make no representations, do not warrant and accept no liability (to the fullest extent permitted by law) for any representations, warranties (express or implied) of any kind including but not limited to warranties of satisfactory quality, merchantability or fitness for a particular purpose with respect to OMP or any materials on the Website.

11.3 Neither Expo 2020 nor BiP nor any of its affiliates, directors, officers, employees agents or other representatives will be liable for any losses or damage of any kind (including (without limitation) compensatory, direct, indirect or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties) arising out of or in connection with any information from and/or the use of OMP or the Website;

11.4 For the avoidance of doubt, neither BiP nor Expo 2020 limits its liability for fraudulent misrepresentation, death or personal injury where such liability arises as a result of the negligence of BiP or Expo 2020.

12. INDEMNITY

12.1 You agree to indemnify and hold BiP, Expo 2020 and any of their Affiliates, directors, officers, employees agents or other representatives harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of these Terms, or your violation of any law or the rights of a Third Party.

13. TRADEMARKS AND DENIAL OF MARKETING RIGHTS

13.1. Any trademark, and/or trade name, and/or logos relating to Expo 2020are trademarks of Expo 2020. Other product, organisation and company names and/or logos and/or depictions of the same mentioned on the Website may be the trademarks or registered trademarks of their respective owners;

13.2. You confirm and acknowledge that you shall not, by your use of the Website and OMP, nor by your having been awarded a contract in respect of an opportunity or otherwise, have any right to use any trademarks, trade names, logos or other intellectual property rights of any members of Expo 2020 or Expo 2020 official partners or to use any trademarks, trade names or logos so resembling the “Protected Marks” as to be likely to cause confusion with the “Protected Marks”;

13.3. You acknowledge the importance to Expo 2020 Dubai of preserving the value of the “Protected Marks” and of ensuring that only official sponsors and licensees of the Expo 2020 Dubai obtain an association with the Expo 2020 and you acknowledge that you shall not, by your use of the Website and OMP, nor by your having been awarded a contract in respect of an Expo 2020 Opportunity, gain any right to associate yourself with Expo 2020. You agree not to represent that you, any of your products or services, or any Expo 2020 Opportunity, has been or is endorsed or approved by, Expo 2020 Dubai or any other official partners of Expo 2020 Dubai, or that you, your products or services are in any way associated with Expo 2020 Dubai, including by communicating to the media or otherwise publishing or issuing any statement (factual or otherwise) about your use of the Website and OMP or by your having been awarded a contract in respect of an Expo 2020 opportunity, unless you have the authority of Expo 2020 Dubai entitled to grant such authority;

13.4. You further agree not to:
(a) undertake any form of ambush marketing, which shall include any activity, whether commercial or non-commercial, that creates, implies or refers to a direct or indirect association of any kind (including an association in the minds of members of the public) between you or any of your products or services and Expo 2020, and includes the display or distribution of advertising materials or products with the intention of gaining exposure for any brand in or within the vicinity of venues at which Expo 2020 is taking place, unless such activity has been authorised by Expo 2020 Dubai which is entitled to give such authorization;
(b) cause to be done, or permit anyone reasonably within the your control to do, anything which might damage or endanger the validity or distinctiveness of, or the goodwill in, the “Protected Marks” or other intellectual property rights of Expo 2020 Dubai; or
(c) do anything which would have an adverse effect on or embarrass Expo 2020 Dubai, or any official supporter or Partner of Expo 2020 Dubai.

14. VARIATION AND SEVERABILITY

14.1 BiP and/or Expo 2020 reserve the right to reserve these Terms at any time. In the event that we make any substantial changes to these Terms and Conditions we will notify you by notice on this Website or by such other means as we choose including emailing you to inform you of any such changes. If any part of these Terms is held to be void or unenforceable, such provision will be struck out and the remaining provisions will remain enforceable.

15. WAIVER

15.1 No waiver of any of the provisions of these Terms shall be effective unless it is expressly stated to be a waiver and communicated to the other party in writing. The single or partial exercise of any right, power or remedy under these Terms shall not in any circumstances preclude any other or further exercise of it or the exercise of any other such right, power or remedy.

16. ENTIRE AGREEMENT

16.1 These Terms contain all of the terms which the parties have agreed relating to the subject matter of these Terms and Conditions and supersede and extinguish any prior drafts, agreements, undertakings, representations, warranties and arrangements of any nature whatsoever, whether or not in writing relating to OMP and/or the Website. Neither party has been induced to enter into these Terms by a statement which the Terms and Conditions do not contain; and you shall make no claim against BiP and/or Expo 2020 in respect of any misunderstanding affecting the basis of your use of OMP and/or the Website or any incorrect or incomplete information howsoever obtained;

16.2 Nothing in this clause 16 excludes any liability which one party would otherwise have in respect of any statement it has made fraudulently to the other party.

17. THIRD PARTY RIGHTS

17.1 In the event that you access content on the Website that has been provided by an Interested Third Party, such Interested Third Party shall in connection with such content be deemed to be a party to these Terms and/or shall be entitled to rely on these Terms (including but without limitation to sections 12 and 13) as against you; and in particular but without limitation Expo 2020 shall be entitled to rely on sections 13.2 to 13.4 inclusive and you acknowledge that the provisions therein are of such importance to Expo 2020 that damages may not be an adequate remedy for breach and that injunctive relief may be a more appropriate remedy.

18. JURISDICTION AND APPLICABLE LAW

18.1 These Terms shall be governed and construed in accordance with United Arab Emirates law and subject to the exclusive jurisdiction of the United Arab Emirates courts.

19. CONTACT

19.1 If you have any questions about these Terms and Conditions or any queries in relation to personal data held by BiP or Expo 2020 in respect of you, please contact the OMP Team at omp.helpdesk@expo2020.ae