Terms and Conditions — Dismantly FZ-LLC

Terms and Conditions

Last updated: February 24, 2026

Introduction

You must accept these Terms and Conditions (T&Cs) before accessing and using the Services. If you do not agree to the terms of these T&Cs, then you must not use, and must ensure that no other person uses, the Services.

By accessing the Services, you consent to be bound by these T&Cs, and are deemed to be a party to this End User Agreement. If you do not agree with all of the terms and conditions of this End User Agreement, do not access the Services.

This End User Agreement is entered into by you as an end user of the Services and related services. You confirm that you have the authority to act on behalf of any entity for whom you are using the Services.

From time to time we may need to make changes to this End User Agreement. Please check these T&Cs frequently to stay updated with any changes to this End User Agreement and you agree by continuing to access or use the Services to be bound by the updated T&Cs.

1. Definitions and Interpretation

1.1 In this End User Agreement unless the context otherwise requires:

Confidential Information means any and all information and data which is not publicly available (including the pricing and commercial terms of this End User Agreement).

Consent means formal consent to be given by you (in the manner required by Dismantly) prior to accessing or using the Services.

Data means any data (including any text, images or transaction data) inputted by or transmitted by you (or on your behalf) or for which you grant access through the Service.

End User Agreement means the contract incorporating these T&Cs that is formed: (a) on your acceptance, in writing, of the agreed Services; (b) upon your access of the Services; or (c) upon your creation of a Dismantly account.

Fee Commencement Date means the date from which your payment of fees will commence, being the date on which you sign up for a Dismantly account or the date of the commencement of the Services as agreed in writing between Dismantly and you.

Fees means the fees payable by you to Dismantly as agreed in writing between Dismantly and you or in the absence of any such written agreement, in accordance with our standard rates as in effect from time to time.

Intellectual Property Rights means any intellectual property rights, title and interests (including common law rights and interests) in any jurisdiction including: (a) patents, trademarks, service marks, copyright, registered designs, trade names, domain names, symbols and logos; (b) patent applications and applications to register trademarks, service marks and designs; and (c) confidential information, trade secrets and know-how and rights in tools, techniques, computer program code, databases, data inventions, discoveries, developments, information and logical sequences (whether or not reduced to writing or other machine or human readable form).

Privacy Policy means our privacy policy in place from time to time and contained on our Website.

Services means the services as agreed in writing between Dismantly and you and delivered by Dismantly to you through the Website and/or the Software.

Software means any software that is owned (or licensed) by us and made available to you under the Services.

Territory means the agreed territory for your usage of the Services, or in the absence of a written agreement, means the United Arab Emirates.

We, us, our or Dismantly means Dismantly FZ-LLC, a company established in the United Arab Emirates, and any of its related companies.

Website means www.dismantly.com or such other site as notified by us from time to time.

You means the person or entity who registers to access and use the Services, under a Dismantly user account or a Dismantly business account, and "your" has a corresponding meaning.

2. Services

2.1 Subject to compliance by you with this End User Agreement: (a) we grant to you and you accept from us, a non-exclusive, non-transferable and non-assignable, non-sub-licensable right in the Territory for you to access and use the Services for your own internal business purposes only (excluding the commercialisation or exploitation of information technology products or services) during the term of this End User Agreement and subject to payment of all Fees; and (b) you hereby subscribe for the Services.

2.2 We reserve the right to modify, amend or cease to offer the Services (or any part of them) upon providing you with five (5) days prior notice.

2.3 You warrant that all information supplied by you to Dismantly for the purposes of registration on the Website and accessing the Services is true, correct and up to date.

3. Ownership and Intellectual Property Rights

3.1 Dismantly holds all rights, including Intellectual Property Rights, required to use, deal in and distribute the Services, and you agree that you will have no claim to ownership of such rights and any new Intellectual Property Rights developed in the course of you using or accessing the Services.

3.2 Subject to and during the term of this End User Agreement, Dismantly grants to you a licence to use the Services for internal business purposes only. For clarity, nothing in this End User Agreement confers on you any right or interest in, or licence or permit to use, any of the Intellectual Property Rights in the Services or the Website or any other Intellectual Property Rights owned by Dismantly or any of our third party licensors or suppliers, other than in accordance with the express terms of this End User Agreement.

3.3 You acknowledge and agree that: (a) no obligation, warranty, undertaking or promise made by us in this End User Agreement shall apply in respect of any third party software accessed and used by you (or us for the purposes of fulfilling our obligations under this End User Agreement); and (b) you shall comply (in all respects) with any restrictions of use in any agreement entered into in respect of any third party software used in connection with (or incorporated into) the Services.

3.4 Your licence under the terms of this End User Agreement is limited to: (a) using the Dismantly data and services in your own internal system, enterprise resource planning or database; and (b) displaying relevant data on your own website or platform as permitted under the Services.

4. Accounts

4.1 You are responsible for keeping all access information, including email addresses and log-on credentials, secret and secure. Without limiting the foregoing, you agree:

5. Restrictions on Use

5.1 The licence granted to you in this End User Agreement may not be sub-licensed, assigned, resold, shared, pledged, rented or transferred, except with the consent in writing of Dismantly.

5.2 You must not:

5.3 You will at all times, including during and after the term of this End User Agreement, keep the content and output of the Services (or any part of them) and your access credentials confidential.

5.4 In respect of your access to and use of the Services you will comply with all applicable laws, rules and regulations, together with all guidelines, procedures and policies notified by Dismantly from time to time. You must not use the Services:

5.5 You further agree that:

5.6 Terminal equipment, communications links and systems compatibility (and all costs associated with such items) are your sole responsibility. We accept no responsibility for any unavailability of, or defects in, the Website or the Services to the extent such unavailability or defects arise out of or in connection with terminal equipment, communications links or systems compatibility.

5.7 We may at our discretion use technology (including digital rights management protocols) or other means to protect the Services, protect our customers, or to prevent you from breaching this End User Agreement.

5.8 You may not access or use the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.

6. Third Party Websites and Material

6.1 The Website and the Services may contain links to other websites or resources which Dismantly does not have control over (External Websites). Such links do not constitute an endorsement by Dismantly of those External Websites. You acknowledge that Dismantly is providing these links to you as a convenience, and you further agree that Dismantly is not responsible for the content of any External Websites. Your use of the External Websites is entirely at your own risk and is subject to the terms and conditions of use and privacy policies located on the External Websites.

7. Privacy

7.1 We collect and process: (a) your personal information when you access or use the Service; and (b) personal information of third parties that you provide to us. In order to provide you with the Services (and improve on them), we may also collect certain information about the performance of the Services and your use of the Services.

7.2 Our access to and use of all such personal information is governed by our Privacy Policy. However, you acknowledge that information transmitted over the internet is inherently insecure.

7.3 Without limiting your obligations under clause 7.4, by agreeing to this End User Agreement, you also agree to the way we handle your personal information under our Privacy Policy.

7.4 You shall not access or use the Services without providing Consent.

7.5 You must comply with all applicable privacy laws (including the UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data and, to the extent applicable, the European Union General Data Protection Regulation) in connection with your collection and use of any personal information of any person.

7.6 You shall not supply to us, or otherwise use any personal information of a person who is under 16 years of age, unless you have obtained express consent to such supply or use from the relevant data subject's parent or guardian.

8. Data

8.1 You acknowledge that we are not responsible for, and have no liability in respect of, the Data or how you use the Services.

8.2 Subject to clauses 8.3 and 8.4, title and associated Intellectual Property Rights in the Data (including any material in which a third party owns Intellectual Property Rights) remain your (or, as applicable, the relevant third party's) property.

8.3 Unless otherwise agreed between you and us in writing, you grant a non-exclusive, royalty free, perpetual, worldwide and irrevocable licence to us in respect of all Data to use, distribute, sublicence, communicate, copy, adapt, translate, reproduce or modify the Data for any purpose (including to provide the Services).

8.4 You grant to us a non-exclusive, royalty free, perpetual, worldwide and irrevocable licence permitting us to copy, anonymise, aggregate, process, distribute, sublicence, communicate and display Data to derive anonymous statistical and usage data, and data about the functionality of the Service, provided such data cannot be used to identify you (Anonymous Data), for the purposes of combining or incorporating such Anonymous Data with or into other similar data and information available, derived or obtained from other clients, licensees, subscribers, users, or otherwise (when so combined or incorporated, referred to as Aggregate Data), so as to permit us to provide services including the copying, publication, distribution, display, licensing or sale of Aggregate Data and related or similar other statistics or data to third parties. We will be the owners of all right, title and interest in and to the Aggregate Data.

8.5 By providing Data to Dismantly, you acknowledge that you allow Dismantly to utilise it to improve the user experience, create derivative data (such derivative data and associated Intellectual Property Rights to be exclusively owned by Dismantly) and improve the Services for the benefit of you and other users.

8.6 You warrant and represent to us that: (a) you have all rights and licences necessary or desirable to allow Dismantly to use the material and Data referred to in clauses 8.3 and 8.4; and (b) use of the material and Data by us or you in connection with the Services will not breach any laws or infringe the Intellectual Property Rights of any person.

8.7 We have in place for our own purposes, policies and procedures to prevent data loss (and recovery) but do not make any guarantee around loss of any Data.

8.8 We acknowledge that we must not: (a) manipulate Aggregate Data in a way that generates personal information; or (b) enable the reverse engineering of Aggregate Data to identify any personal information.

8.9 Neither of us is granted any right to use, and must not use the names, logos, trademarks or other Intellectual Property Rights of the other party, without the prior written consent of the other party.

9. Third Party Information and Services

9.1 You acknowledge that using the Service is dependent on cooperation from third parties, and that we are not responsible (or liable in any way whatsoever) for: (a) the acts or omissions of any such third parties; or (b) the accuracy or inaccuracy of any information or data provided by any such third party.

10. Fees

10.1 In consideration of your use of the Services, you (or your related Dismantly business account) will pay us the Fees (together with any other costs and expenses payable by you in respect of the Services).

10.2 Our Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only taxes based solely on Dismantly's income.

10.3 You agree that your purchase of the Service is not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by us regarding the future functionality or features.

11. Invoicing and Payment of Fees

11.1 Unless otherwise agreed between you and us in writing, we will invoice you within seven (7) days after the end of a calendar month for the Fees for the Services provided for such calendar month. You must pay our invoice by the 20th of the month following the month in which the Services that are the subject of the invoice were provided. If you have supplied us with a debit or credit card, the amount due will be directly debited from such card when such amount is due (and you authorise us to do so).

11.2 Dismantly will issue receipt of payment once any fee is charged on the debit or credit card of the organisation with a breakdown of each of the component charges.

11.3 You must pay all of Dismantly's invoices electronically in cleared funds without any set off or deduction of any nature.

11.4 If you default in payment of any amount payable under this End User Agreement (including by way of any payment we attempt to deduct from your credit or debit card being declined), we may charge interest on the unpaid amount from the due date until the date of actual payment at 2% per annum over the base overdraft facility rate charged by our bankers from time to time.

11.5 You indemnify us for and agree to pay, on demand, all costs we incur (including legal costs and debt collection costs) in the recovery or attempted recovery of unpaid moneys and/or the enforcement of this End User Agreement.

12. Payment of Third Party Suppliers

12.1 You are solely responsible for: (a) making all payments due to third party service providers which you may choose to subscribe to; and (b) making all payments due to third party product suppliers which you may choose to procure products from, including through the Services.

13. Term

13.1 This End User Agreement shall be in effect from the first time you access the Services or as agreed in writing between Dismantly and you, and shall remain in effect until terminated in accordance with this End User Agreement.

14. Termination and Suspension

14.1 Without limiting any other right or remedy available to Dismantly under this End User Agreement, if you fail to make payment of any amount due under this End User Agreement by the due date for payment, or you are otherwise in breach of any term of this End User Agreement, we may suspend your access to the Services until payment is received or the relevant breach has been remedied.

14.2 We may also suspend your access to the Website and the Services at any time: (a) for such time as is necessary to carry out maintenance determined by Dismantly to be necessary or desirable; (b) to reduce or prevent interference with the Website or the Services; (c) if required to do so as a result of a direction by any government, law enforcement or other authority.

14.3 Dismantly may terminate this End User Agreement by giving you at least 30 days' written notice.

14.4 We may immediately by notice in writing to you terminate this End User Agreement where: (a) you fail to comply with any term of this End User Agreement, including failure to pay any Fees; (b) required by law; or (c) we consider it necessary or desirable to do so to protect our interests or the interests of anyone else.

14.5 Upon termination of this End User Agreement:

15. Updates and New Versions

15.1 We may provide updates to or new versions of the Services (or any parts of it) and reserve the right to take down applicable servers hosting the Website and the Software to undertake such updates or install such new versions. You agree to comply with our instructions in relation to any update, new version or maintenance.

15.2 We will notify you if any scheduled updates will cause Service, Software, and/or Website downtime.

16. Amendments and Notifications

16.1 Dismantly may update these Terms and Conditions from time to time. Any changes will be effective upon posting the revised Terms on our website. Dismantly will notify customers via email of any material updates to these Terms and Conditions. Continued use of the Services after such notification constitutes acceptance of the revised Terms.

16.2 If you do not agree to the updated Terms, you must stop using the Services.

17. Records and Audit

17.1 You will maintain full, accurate and up to date records of all of your transactions through the Services and all inquiries and complaints received in connection with the Services and the Website.

18. Warranties

18.1 We will use our commercially reasonable efforts to ensure that the Services are accessible by you in accordance with this End User Agreement, and that Services have the features described on the Website.

18.2 In the event of any breach of clause 18.1, your sole remedy will be (at our option) the resupply of the non-conforming Services within a commercially reasonable time or a refund of the fee paid by you for the particular non-conforming Services.

18.3 Dismantly does not represent that the Services are error-free or will satisfy your requirements. Nor does Dismantly provide any warranties in respect of the accuracy, completeness, timeliness or supply of information via the Services. To the maximum extent permitted under applicable law, all other warranties, conditions and representations, whether express, implied or verbal, statutory or otherwise, are excluded (including, without limitation, the implied warranties of merchantability, non-infringement and fitness for a particular purpose).

18.4 We use commercially available anti-virus software in the provision of the Services, but we cannot guarantee that the Services will be free from viruses, trojan horses, worms, time bombs, or similar harmful programming routines.

18.5 You assume sole responsibility for results obtained from the use of the Services and for conclusions drawn from such use. No advice or information that is obtained by you through the Services will create any warranty not expressly stated in this End User Agreement. Transactions with third parties conducted through the Services are entirely at your own risk and you agree that Dismantly takes no responsibility for any misconduct of any such third party.

18.6 Dismantly, through the Services, may facilitate the procurement of products. Dismantly provides the Services through its digital infrastructure and does not take any part in the sale of products other than by facilitating procurement of products via the Services. You acknowledge that Dismantly does not act as agent for any of its clients. For the avoidance of doubt, no contract is formed with Dismantly for any transaction at any time through the Services, and Dismantly does not: (a) warrant that any product procured through the Services will meet your requirements; (b) offer any warranties in relation to products offered or procured through the Services; and (c) make any representation as to the ownership or title in products offered or sold through the Services.

19. Limitation of Liability and Indemnity

19.1 Dismantly, its employees and agents shall not be liable to you for any claim for breach of contract (except as provided in clause 18.2) or statute or breach of duty in tort (including negligence) or for any claim in equity or otherwise at law.

19.2 Your sole remedy against Dismantly shall be limited to breach of contract and the extent of any such liability shall be limited, at Dismantly's option, to supplying the Services again; or payment of the cost of having the Services supplied again. Dismantly will not, in any case, be liable for any other losses or damages whether general, exemplary, punitive, direct, indirect or consequential, including loss of business profits, even if Dismantly had been advised of the possibility of such damages.

19.3 The maximum aggregate liability of Dismantly under or in connection with this End User Agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, must not exceed an amount equal to the Fees actually paid by you in the 12 months preceding when the event giving rise to the liability occurred.

19.4 No action may be brought against Dismantly unless notice of such claim is given to Dismantly within one month of provision of the relevant Services. Dismantly shall be released from all liability unless proceedings are brought in a court of competent jurisdiction within three (3) months of the date of delivery of the provision of the Services.

19.5 You will indemnify and hold us (and our directors, officers and employees), our third party licensors, suppliers (and their directors, officers and employees), harmless from all claims, liabilities, damages, losses (including legal fees) and expenses, due to or arising out of your use of the Services and/or any breach of any term of this End User Agreement by you.

19.6 Notwithstanding any other provision of this End User Agreement, Dismantly will not be liable for any loss or damage caused by its failure or delay to supply the Services due to anything outside the reasonable control of Dismantly.

20. Assignment

20.1 This End User Agreement is personal to you and may not be assigned by you or otherwise dealt with by you without our prior written consent. If you are not a natural person, any change of control in your corporate entity will be deemed an assignment.

20.2 We may assign this End User Agreement at any time by notice in writing to you.

21. Force Majeure

21.1 Neither party shall be liable for any delay or failure to fulfil its obligations under this End User Agreement (other than any obligation to make a payment) arising directly or indirectly from any circumstance beyond the reasonable control of the affected party (including, without limitation, acts of God, flood, earthquake, storm, fire, epidemic, war, embargoes, riot or civil disturbance), provided that the affected party shall: (a) notify the other party as soon as practicable of the events; and (b) use all reasonable endeavours to continue to perform its obligations and mitigate the effects of the event.

22. Confidentiality

22.1 Unless otherwise consented in writing by one party to the other, each party will maintain the confidentiality of all Confidential Information of the other obtained pursuant to this End User Agreement. This does not apply to any information which: (a) is public knowledge other than through breach of this clause; (b) is received from a third party who is in lawful receipt of the information and is able to disclose it without restriction; or (c) is required by law to be disclosed.

23. Disputes

23.1 You will not commence any court or arbitration proceedings relating to a question, difference or dispute relating to this End User Agreement or the Services (Dispute) unless you have first complied with this section.

23.2 Where any Dispute arises, you (or your representative) and Dismantly will negotiate in good faith in an attempt to resolve the Dispute amicably.

23.3 Where the Dispute cannot be resolved by way of good faith negotiations within 14 days (or such longer period agreed by you and us) of negotiations commencing, either you or we can elect to mediate.

23.4 If the Dispute cannot be resolved by way of mediation then either party may initiate arbitration in the United Arab Emirates in accordance with the rules of the Dubai International Arbitration Centre (DIAC), or such other arbitral institution as the parties may agree.

23.5 Nothing in this section will preclude a party from taking immediate steps to seek urgent injunctive relief before an appropriate court.

24. General

24.1 Any problems that occur whilst accessing the Website or the Services should be notified in writing to admin@dismantly.ai at your earliest convenience.

24.2 This End User Agreement and the provision of the Services provided hereunder will be governed by and construed in accordance with the laws of the United Arab Emirates, and subject to clause 23.1, you agree to submit to the jurisdiction of the courts of the United Arab Emirates in respect of any disputes or claims arising out of or in connection with the Services. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

24.3 Nothing express or implied in this End User Agreement shall be construed as constituting either party as the partner, agent, employee, officer or representative of, or as a joint venture with, the other party.

24.4 If any provision of this End User Agreement is determined to be illegal, invalid or otherwise unenforceable, it shall be severed and deleted from these terms and the remaining terms shall survive and continue to be binding and enforceable.

24.5 No delay, neglect, or forbearance on the part of either party in enforcing against the other party any term or condition of this End User Agreement shall either be or be deemed to be a waiver or in any way prejudice any right of that party under this End User Agreement.

24.6 This End User Agreement constitutes the entire agreement between the parties with respect to the use of the Services and supersedes all prior or contemporaneous understandings regarding such subject matter.

24.7 Any provision necessary for the interpretation or enforcement of this End User Agreement shall survive any expiry or termination.

24.8 Dismantly may vary any term of these T&Cs that does not materially diminish the rights of you at any time by publishing an updated form of this End User Agreement on its website.

Contact

Dismantly FZ-LLC

Email: admin@dismantly.ai

Website: www.dismantly.ai