Terms of Service

About these terms

These Terms of Service (the "Terms") govern your access to and use of the ProQ website at https://proq.ae, the ProQ web platform, and the ProQ mobile application for iOS and Android (together, the "Services").

The Services are operated by ASSIST PLUS TRADING BROKERAGE - L.L.C - S.P.C, whose registered office is at Office MO02, Plot No. C26, Ammar Bin Yassar Street, Al Muntazah, Abu Dhabi, United Arab Emirates ("ProQ", "we", "us", "our").

By creating an account, signing in or otherwise using the Services, you agree to these Terms. If you do not agree, do not use the Services.

In these Terms, "you" means both the individual using the Services and the company on whose behalf that individual acts. "Buyer" means a company posting procurement requests. "Supplier" means a company submitting proposals.

Who may use ProQ

ProQ is a business-to-business platform. To use the Services you must:

• Be at least 18 years old.
• Use the Services on behalf of a company that is validly registered and licensed to operate in the United Arab Emirates.
• Have the authority to enter into these Terms on behalf of that company and to bind it.
• Provide accurate, current and complete information about yourself and your company, and keep it up to date.

If you do not have authority to bind your company, you must not accept these Terms or use the Services on its behalf.

Your account and UAE PASS sign-in

Registration and sign-in are handled through UAE PASS, the UAE national digital identity service. You are responsible for keeping your UAE PASS credentials and your device secure.

You are responsible for all activity that takes place under your account. Notify us immediately at info@assistplus.ae if you believe your account has been accessed without your authorisation.

A company account may have one or more users, depending on your plan. Company administrators can invite, manage and remove users, and can see the profile and activity of users attached to the company account.

Do not share your account, transfer it to another person, or create an account on behalf of someone else without their authority.

Company verification

Before your company can trade on the platform, you must complete verification. This requires you to upload documents such as your trade licence, tax certificate, company profile and copies of owner identity documents. Verification is carried out by us and by our verification provider.

Your company account moves through a number of states, including draft, pending, under review, active, alerting, inactive and banned. Access to features depends on the state of your company account.

You must keep your documents current. If a document expires or a compliance issue arises, we may place your account in an alerting state with a deadline to resolve it, and may restrict your account if that deadline passes.

We may reject a verification, request further information, or reverse a verification at any time if we believe the information provided is inaccurate, incomplete, out of date or fraudulent. We will normally give you a reason.

ProQ's role in transactions

ProQ is a venue that helps buyers and suppliers find each other. We are not a party to any contract, purchase order, quotation or transaction agreed between users.

We do not buy, sell, supply, ship, inspect or guarantee any goods or services listed or requested on the platform. We do not act as agent, broker, escrow agent or payment intermediary for transactions between users, and we do not hold or transfer funds between users.

We do not charge a commission or transaction fee on business agreed through the platform. Our charges are for subscriptions to the Services only.

Verification means that we have carried out checks on the documents a company has provided. It is not a guarantee of that company's solvency, capability, quality, honesty or performance. You remain responsible for your own due diligence before contracting with any counterparty.

Any contract you enter into with another user is solely between you and that user. You are responsible for agreeing your own terms, including price, specification, delivery, payment, warranties, liability and governing law.

Posting procurement requests

If you post a procurement request, whether a request for quotation, a request for information or a request for proposal, you agree that:

• The request is genuine and you have a real intention to procure the goods or services described.
• You have the authority to procure on behalf of your company.
• The information in the request, including specification, quantities, timelines and budget, is accurate and not misleading.
• You will not use requests to gather pricing intelligence, benchmark competitors or collect supplier information without a genuine intention to procure.
• You will treat the proposals you receive as confidential, in line with the confidentiality section below.

Requests move through draft, published, closed and archived states. You are responsible for closing requests you no longer intend to pursue. We may remove a request that breaches these Terms.

Submitting proposals

If you submit a proposal, you agree that:

• You are able and willing to supply what you offer, on the terms you state.
• Your pricing, specification, lead times, certifications and references are accurate and not misleading.
• You hold the licences, approvals and insurances required to supply the goods or services in the United Arab Emirates.
• Any documents you attach are yours to share, or you have permission to share them.

Proposals move through states including submitted, under review, question and answer, price negotiation, technical and commercial qualification, awarded, rejected and withdrawn. A proposal is an offer to the buyer. It does not bind either party unless and until the parties agree otherwise between themselves.

Awarding and contracts between users

A buyer may award a proposal on the platform. Awarding records the buyer's selection of a supplier and makes the parties' identities visible to each other.

Awarding on the platform is a record of selection. Whether an award creates a binding contract, and on what terms, is a matter between the buyer and the supplier and depends on what they agree and on applicable law. ProQ is not responsible for negotiating, concluding, performing or enforcing that contract.

The conversation attached to an award becomes read-only 30 days after the award, so keep your own copies of anything you need. We may reopen a conversation in exceptional circumstances, for example to deal with a dispute.

Messaging

The platform provides messaging between buyers and suppliers in the context of a request or a proposal. Messages, and any files you attach, are visible to the participants in the conversation and to our authorised staff where necessary to operate the platform, investigate a dispute or comply with the law.

Do not use messaging to send spam, unsolicited marketing, malicious files, or content that breaches the acceptable use section below.

Buyer identity and request visibility

Depending on your plan and the visibility you choose for a request, your company may appear to suppliers as named or as anonymous. Requests may be public, limited to your preferred suppliers, or anonymous.

Anonymity applies to the display of your company name on the platform. It is not a guarantee that your identity cannot be inferred from the content of your request, and it ends when you award a proposal.

Plans and usage limits

The Services are offered on subscription plans, and each plan sets limits on how much you can use the platform.

• Starter is free and allows a limited number of procurement requests and proposals per month, a single user, and one role, either buyer or supplier.
• Standard allows a higher monthly number of requests and proposals, several users, and both buyer and supplier roles.
• Professional allows unlimited requests and proposals, unlimited users, and both roles.

The specific limits, features and prices that apply to you are those shown on our pricing page and in your account at the time you subscribe. We may change plans, limits, features and prices in future. Such changes will not affect the price or the limits of a subscription term you have already paid for.

Billing and payment

• Paid subscriptions are billed annually in advance, in UAE dirhams (AED).
• Payments are processed by our payment provider. We do not store your full card details.
• Prices are exclusive of value added tax and any other applicable taxes and charges unless stated otherwise. You are responsible for any taxes that apply to you.
• We issue an invoice for each payment, available in your account.
• If a payment fails or is reversed, we may restrict or suspend paid features until the amount due is settled.
• Subscriptions do not renew automatically. When a paid subscription term ends, your account moves to the free Starter plan and the limits of that plan apply.

Upgrades, cancellation and refunds

You may upgrade to a higher plan during a subscription term. The amount payable is prorated to reflect the unused portion of your current term, and an upgrade starts a new subscription term.

Downgrades during a term are not supported. To move to a lower plan, cancel and select the lower plan when your current term ends.

You may cancel at any time. Cancellation takes effect at the end of your current subscription term, and you keep access to your paid plan until then.

Except where a refund is required by law, subscription fees are non-refundable. We do not refund for partial terms, unused periods, downgrades, cancellation, or suspension or termination resulting from your breach of these Terms.

The free Starter plan has no charge and no minimum term.

Acceptable use

You must not, and must not allow anyone else to:

• Use the Services for any unlawful purpose, or in breach of UAE law, including sanctions, export control, competition, anti-bribery and anti-money-laundering law.
• Post false, fraudulent, deceptive, defamatory, obscene or infringing content, or content that offends the public morals or values of the United Arab Emirates.
• Impersonate any person or company, or misrepresent your identity, licences, certifications or affiliation.
• Post a request or a proposal that is not genuine, including bids you do not intend to honour and requests placed in order to obtain competitor information.
• Engage in bid rigging, price fixing, collusion or any other anti-competitive practice.
• Offer, solicit or accept a bribe, kickback or other improper inducement.
• Circumvent, disable or interfere with security features, rate limits, plan limits or verification requirements, including by creating additional accounts.
• Scrape, crawl, harvest or bulk-extract data from the Services, or use automated means to access the Services, except through an API we have expressly authorised.
• Copy, resell, sublicense or make the Services available to any third party who is not an authorised user under your plan.
• Reverse engineer, decompile or attempt to derive the source code of the Services, except to the extent that this restriction is prohibited by law.
• Upload malware, or otherwise damage, overburden or impair the Services or the infrastructure they run on.
• Use personal data obtained through the Services for any purpose other than the transaction for which it was shared, including unsolicited marketing.

Your content

You keep ownership of the content you submit to the Services, including requests, proposals, documents, messages and company information ("Your Content").

You grant us a non-exclusive, worldwide, royalty-free licence to host, store, copy, transmit, display and adapt Your Content, solely to the extent necessary to operate, secure, support and improve the Services and to comply with the law. This licence ends when the content is deleted, except for copies we are required to retain or that have already been shared with counterparties.

You are responsible for Your Content. You confirm that you have the rights necessary to submit it and that it does not infringe the rights of any third party, breach any law, or breach any duty of confidence you owe.

We do not routinely monitor content, but we may review, restrict or remove content that we reasonably believe breaches these Terms or the law. Removing content is a right, not an obligation.

AI-assisted features

The Services include optional features that use artificial intelligence to help you draft procurement text, such as a description, a project overview or a scope of work. Text you submit to these features is sent to our AI provider in order to generate a suggestion.

AI-generated suggestions may be inaccurate, incomplete or unsuitable. They are drafting assistance only and are not legal, technical, commercial or professional advice. You are responsible for reviewing and verifying any suggestion before you use it, and you remain fully responsible for the content you publish.

Do not submit identity documents, personal data or confidential information to AI features where it is not necessary.

AI features are rate limited and are restricted to procurement-related topics. We may change, limit or withdraw them at any time.

Intellectual property

The Services, including the ProQ name and logo, software, design, text, graphics and databases, are owned by ProQ or our licensors and are protected by intellectual property law.

Subject to these Terms and to payment of any applicable fees, we grant you a limited, non-exclusive, non-transferable and revocable licence to access and use the Services for your company's internal business purposes for as long as your account is active.

You must not use our name, logo or branding without our prior written permission, except to identify ProQ as a platform that you use.

If you send us feedback or suggestions, we may use them without restriction and without any obligation to you.

Disputes between users

Disputes about a transaction are between the users involved, and you should try to resolve them directly with your counterparty first.

The platform provides a formal dispute process. You can report another company for reasons including non-responsiveness, non-delivery, fraud or breach of these Terms, and you can submit supporting evidence.

Our team acknowledges and reviews reports, and may ask the reported party to respond within a deadline. We may then mediate, issue a warning, restrict, suspend or ban an account, or dismiss the report.

Our role in the dispute process is limited to enforcing these Terms and maintaining the integrity of the platform. We do not adjudicate the underlying commercial contract, award damages, order payment or compel performance, and our decisions do not affect your legal rights against the other party.

We are not obliged to act on any report, and any decision we take is at our discretion.

Suspension and termination

We may restrict, suspend or terminate your access to all or part of the Services, with or without notice, if:

• You breach these Terms, or we reasonably suspect that you have.
• Your verification is incomplete, has expired, has been withdrawn, or is found to be inaccurate.
• Your company fails to meet a compliance deadline.
• A dispute is resolved against you.
• We are required to do so by law or by a competent authority.
• Your use poses a security, legal, reputational or financial risk to us, to other users or to third parties.
• Amounts due to us remain unpaid.

Where a company account is banned, access to the Services ends and any active subscription is cancelled without a refund. We will normally tell you the reason for a restriction and give you an opportunity to respond, unless we are prevented from doing so.

Closing your account

You can delete your account at any time from your account settings, in the mobile app or on the web platform.

If you are the only administrator of a company account, transfer administration or close the company account before deleting your own account.

Closing your account does not entitle you to a refund, and does not end obligations that arose before closure, including any contract you agreed with another user.

How we handle your personal data after closure is described in our Privacy Policy.

Disclaimers

The Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we exclude all warranties, conditions and representations that are not expressly set out in these Terms.

We do not warrant that the Services will be uninterrupted, error free or secure against every threat, or that any defect will be corrected. We may carry out maintenance and may change or discontinue features.

We give no warranty as to the identity, solvency, capability, licensing, honesty, conduct or performance of any user, or as to the accuracy, quality, legality or availability of any request, proposal, price, document or other content posted by users.

We are not responsible for the acts or omissions of the third-party services on which the Services depend, including UAE PASS, our verification provider, our payment provider, our notification provider and our hosting providers.

Limitation of liability

Nothing in these Terms limits or excludes liability that cannot be limited or excluded under UAE law, including liability for fraud or for death or personal injury caused by negligence.

Subject to that, we are not liable for loss of profit, revenue, business, contracts, opportunity, anticipated savings, goodwill or reputation, for loss or corruption of data, for the cost of procuring substitute goods or services, or for any indirect or consequential loss, in each case however arising.

We are not liable for any loss arising out of a transaction, contract, dispute, communication or dealing between you and another user, or out of your reliance on content posted by another user or generated by AI features.

Subject to the above, our total aggregate liability arising out of or in connection with these Terms and the Services is limited to the greater of the total subscription fees you actually paid to us in the twelve months before the claim arose, and AED 1,000.

Indemnity

You will indemnify and hold harmless ProQ, its affiliates and their officers, employees and agents against all claims, liabilities, damages, losses and reasonable costs, including legal fees, arising out of or in connection with your use of the Services, Your Content, your breach of these Terms or of any law, any transaction or dispute between you and another user, and any claim that Your Content infringes the rights of a third party.

Confidentiality

Information you receive through the Services from another user, including pricing, specifications, documents and messages, is confidential. You may use it only to evaluate, negotiate and perform the transaction for which it was shared.

You must not disclose it to a third party, use it to compete unfairly, or share it publicly, unless the other user agrees in writing, the information is already public through no fault of yours, or disclosure is required by law.

This obligation continues after your account is closed.

Privacy and data protection

Our Privacy Policy explains how we handle personal data and forms part of these Terms.

Where you receive personal data about another user's staff through the Services, you act as a controller of that data in your own right. You must handle it in line with UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data and any other applicable law, use it only for the transaction for which it was shared, keep it secure, and not use it for unsolicited marketing.

Third-party services

The Services rely on and link to third-party services, including UAE PASS, our verification provider, our payment provider and our notification provider. Your use of those services may be governed by their own terms. We are not responsible for third-party services or for the content of third-party websites.

Changes to the Services and these Terms

We may change, add to or remove features of the Services. We will try to avoid changes that materially reduce the core functionality of a plan during a term you have already paid for.

We may update these Terms. We will update the date shown at the top of this page, and if a change is significant we will notify you through the Services or by email before it takes effect.

If you continue to use the Services after a change takes effect, you accept the updated Terms. If you do not accept a change, stop using the Services and close your account before the change takes effect.

General

• These Terms, together with our Privacy Policy and the plan details shown at the time you subscribe, form the entire agreement between you and ProQ about the Services, and replace any earlier agreement or understanding about them.
• You may not assign or transfer these Terms without our written consent. We may assign them to an affiliate, or in connection with a merger, acquisition or sale of assets.
• If any provision is found to be invalid or unenforceable, the rest of these Terms continue in force and that provision is applied to the greatest extent permitted.
• If we do not enforce a right or a provision, that is not a waiver of it.
• Nothing in these Terms creates a partnership, joint venture, agency or employment relationship between you and ProQ.
• We are not liable for any failure or delay caused by events beyond our reasonable control, including internet or utility failure, acts of government, or the unavailability of a third-party service on which the Services depend.
• Notices to you may be sent to the email address on your account or shown in the Services. Notices to us must be sent to info@assistplus.ae.

Governing law and jurisdiction

These Terms, and any dispute or claim arising out of or in connection with them, including non-contractual disputes, are governed by the laws of the United Arab Emirates as applied in the Emirate of Abu Dhabi.

The courts of Abu Dhabi have exclusive jurisdiction, save that we may bring proceedings to protect our intellectual property or to recover amounts due in any competent court.

Before starting proceedings, we ask that you contact us at info@assistplus.ae so that we can try to resolve the matter.

How to contact us

For any question about these Terms, contact us by email at info@assistplus.ae or by telephone on 02 641 6751.

You can also write to us at ASSIST PLUS TRADING BROKERAGE - L.L.C - S.P.C, Office MO02, Plot No. C26, Ammar Bin Yassar Street, Al Muntazah, Abu Dhabi, United Arab Emirates.