ZIMCONTRACT BUYER TERMS AND CONDITIONS

Effective Date: 28/09/26

These Buyer Terms and Conditions (“Terms”) govern access to and use of ZimContract by organisations registering or operating as buyers on the platform.

ZimContract is a product of Cloud Zhet (Private) Limited, a company incorporated in Zimbabwe (“ZimContract”, “ZC”, “we”, “us” or “our”).

By registering a Buyer Account, accessing the platform, submitting procurement information, publishing an opportunity, inviting suppliers, or otherwise using ZimContract, the Buyer agrees to be bound by these Terms.

1. Definitions

For purposes of these Terms:

“Buyer” means the organisation, company, institution or other entity using ZimContract to manage suppliers, source suppliers, publish procurement requirements or conduct procurement-related activities.

“Buyer User” means an individual authorised by a Buyer to access ZimContract on its behalf.

“Buyer Information” means information, documents and data supplied to ZimContract by or on behalf of the Buyer, including supplier information, procurement requirements, RFQs, requests for quotations, tenders, registrations, specifications, categories, deadlines, supplier interactions, assessments, procurement outcomes and related information.

“Platform” means the ZimContract website, systems, databases, applications, communications and associated services.

“Supplier” means any business, organisation or person supplying or seeking to supply goods or services through or in connection with ZimContract.

2. ZimContract Services

ZimContract provides technology and information services designed to assist Buyers with activities including:

• supplier management;
• supplier discovery and sourcing;
• supplier registration and categorisation;
• procurement opportunity management and distribution;
• supplier compliance information;
• supplier comparison and assessment;
• procurement communications;
• supplier performance and procurement intelligence; and
• access to the wider ZimContract supplier network.

ZimContract may introduce, modify, improve, suspend or discontinue features from time to time.

3. Buyer Accounts and Authority

The Buyer confirms that:

a. it has authority to register and use ZimContract;

b. every Buyer User accessing the account is authorised to act on behalf of the Buyer;

c. information submitted through the Buyer Account may be relied upon by ZimContract and participating Suppliers; and

d. the Buyer is responsible for maintaining appropriate control over its account credentials and authorised users.

The Buyer must notify ZimContract promptly if it becomes aware of unauthorised access to its account.

4. Buyer Responsibilities

The Buyer agrees to provide information that is, to the best of its knowledge, accurate and not deliberately misleading.

The Buyer remains responsible for its procurement decisions, internal approvals, supplier appointments, contracts and compliance with any laws, policies or procedures applicable to its procurement activities.

The Buyer must not use ZimContract for fraudulent, unlawful, deceptive or abusive purposes.

5. Procurement Opportunities

Where a Buyer submits an RFQ, tender, supplier registration, expression of interest, procurement notice or other opportunity to ZimContract, the Buyer authorises ZimContract to host, reproduce, format, categorise, communicate, promote and distribute that opportunity as reasonably required to provide and commercialise ZimContract’s services.

Unless expressly marked and accepted by ZimContract as confidential, procurement opportunities submitted for supplier participation may be communicated to:

• suppliers registered on ZimContract;
• suppliers within ZimContract’s databases or networks;
• potential suppliers identified by ZimContract;
• prospective ZimContract members or customers; and
• other relevant market participants where reasonably necessary to obtain supplier participation.

ZimContract may communicate opportunities through the Platform, email, telephone, messaging services, digital marketing or other appropriate channels.

6. Ownership of Buyer Information

As between the Buyer and ZimContract, the Buyer retains ownership of Buyer Information originally supplied by the Buyer.

The Buyer grants ZimContract a non-exclusive, worldwide, royalty-free, transferable and sublicensable licence to host, store, reproduce, process, organise, analyse, combine, adapt, communicate, distribute and otherwise use Buyer Information for the purposes described in these Terms.

This licence does not transfer ownership of the Buyer’s underlying information to ZimContract.

7. Commercial Use of Buyer Information

The Buyer expressly acknowledges and agrees that information supplied to ZimContract forms part of the information infrastructure, market intelligence and commercial services developed by ZimContract.

Subject to applicable law and the confidentiality provisions of these Terms, the Buyer authorises ZimContract to use Buyer Information for legitimate business and commercial purposes, including:

a. operating and improving the ZimContract platform;

b. identifying, matching and recommending suitable Suppliers;

c. distributing procurement opportunities to relevant Suppliers;

d. developing supplier and procurement intelligence;

e. analysing procurement demand, categories, pricing, participation and market activity;

f. developing aggregated statistics, benchmarks, reports, trends, insights and market intelligence;

g. improving supplier verification, assessment, categorisation and risk-management systems;

h. developing, training, testing and improving ZimContract’s algorithms, matching systems, analytical tools and technology;

i. developing new products, features and commercial services;

j. providing paid supplier access, memberships, alerts, market-access services and other commercial services connected with procurement opportunities;

k. communicating relevant commercial opportunities to Suppliers and other market participants;

l. producing anonymised or aggregated commercial intelligence; and

m. conducting research, analytics, forecasting and business development.

The Buyer acknowledges that ZimContract may generate revenue from services, subscriptions, memberships, access products, analytics and other commercial activities that make use of the Platform and information lawfully available through it.

Unless separately agreed in writing, the Buyer is not entitled to any revenue, royalty or other payment arising from ZimContract’s use or commercialisation of Buyer Information in accordance with these Terms.

8. Derived and Aggregated Information

ZimContract may create analyses, statistics, benchmarks, classifications, scores, trends, market insights, supplier intelligence and other information derived from activity on the Platform (“Derived Information”).

To the extent permitted by law, ZimContract owns its methodologies, analytical models, databases, compilations, platform-generated metrics and Derived Information.

ZimContract may use and commercialise aggregated or anonymised information for any lawful business purpose, provided such use does not improperly disclose confidential information or personal information contrary to applicable law.

9. Supplier Information and Procurement Intelligence

Information concerning Suppliers may be obtained from Buyers, Suppliers, public sources, ZimContract’s own verification processes and other lawful sources.

Buyer experience may contribute to the procurement intelligence available through ZimContract.

This may include factual information relating to supplier participation, responsiveness, documentation, delivery history, procurement outcomes and other relevant supplier activity where lawfully collected.

ZimContract may combine information obtained from multiple sources to improve the information available to procurement teams.

10. Confidential Information

ZimContract recognises that Buyers may provide commercially sensitive information.

Information clearly identified as confidential, or which by its nature should reasonably be understood to be confidential, will not knowingly be publicly disclosed except:

a. as authorised by the Buyer;

b. as necessary to provide the requested service;

c. to authorised service providers subject to appropriate obligations;

d. where the information has otherwise lawfully become public;

e. where disclosure is required by law or lawful authority; or

f. in aggregated or anonymised form that does not reasonably identify the Buyer or disclose its confidential information.

Where a Buyer does not want particular information distributed to Suppliers or used outside a specific procurement process, the Buyer should clearly designate that information as confidential before submission.

11. Personal Information and Data Protection

Where Buyer Information contains personal information, ZimContract will process that information in accordance with applicable data-protection law and ZimContract’s Privacy Policy.

Buyer Users acknowledge that their business contact information and account information may be processed for purposes including account administration, platform operation, security, customer support, procurement communications and other lawful business purposes.

The Buyer warrants that it has the lawful authority to provide personal information relating to its employees, representatives, Suppliers or other persons where it uploads or otherwise supplies such information to ZimContract.

Nothing in these Terms authorises ZimContract to process personal information in a manner prohibited by applicable law.

12. Supplier Verification and Information Accuracy

ZimContract may provide supplier profiles, compliance information, assessments, verification indicators, buyer experience and other supplier-related information to assist procurement decisions.

Such information is intended to support, rather than replace, the Buyer’s own procurement procedures and due diligence.

Verification, compliance status, assessments, classifications or information displayed by ZimContract do not constitute a guarantee of a Supplier’s financial position, performance, capacity, integrity, legal compliance or ability to perform a particular contract.

Buyers remain responsible for their final supplier selection and contracting decisions.

13. Procurement Decisions

ZimContract is an information and procurement technology platform.

Unless expressly agreed otherwise in writing, ZimContract:

• is not the Buyer;
• is not the Supplier;
• is not a party to contracts concluded between Buyers and Suppliers;
• does not make procurement decisions on behalf of Buyers; and
• does not guarantee that any Supplier will perform its obligations.

The Buyer retains responsibility and discretion over supplier selection, award and contracting decisions.

14. No Guarantee of Supplier Availability or Performance

ZimContract does not guarantee that:

• a particular number of Suppliers will respond to an opportunity;
• quotations will meet the Buyer’s requirements;
• any Supplier will offer the lowest market price;
• a Supplier will remain compliant after verification;
• any procurement will result in a successful contract; or
• any Supplier will perform a contract satisfactorily.

15. Platform Availability

ZimContract will use reasonable efforts to maintain the availability and security of the Platform.

However, uninterrupted or error-free operation is not guaranteed.

Access may occasionally be restricted for maintenance, upgrades, security, technical problems or circumstances outside ZimContract’s reasonable control.

16. Fees and Paid Services

Certain ZimContract services may be free, subscription-based, usage-based or otherwise subject to fees.

Where fees apply, the applicable pricing and payment terms will be communicated to the Buyer before or as part of the relevant service.

ZimContract may revise its pricing and commercial models from time to time.

17. Intellectual Property

All intellectual property relating to the ZimContract Platform, including its software, interfaces, branding, databases, methodologies, designs, processes, reports, classifications and proprietary technology, remains the property of ZimContract or its licensors.

No rights are transferred to the Buyer except the limited right to use the Platform in accordance with these Terms.

18. Prohibited Use

The Buyer must not:

• attempt to gain unauthorised access to the Platform;
• interfere with the security or operation of ZimContract;
• scrape or systematically extract ZimContract’s proprietary database without authorisation;
• copy or commercially reproduce ZimContract’s proprietary services or data without permission;
• submit fraudulent procurement opportunities;
• impersonate another organisation or person; or
• use ZimContract in violation of applicable law.

19. Suspension and Termination

ZimContract may suspend or terminate access where reasonably necessary because of:

• breach of these Terms;
• fraudulent or unlawful activity;
• misuse of the Platform;
• security concerns;
• non-payment of applicable fees; or
• conduct that creates material risk to ZimContract, Suppliers or other users.

The Buyer may stop using the Platform at any time, subject to any outstanding contractual or payment obligations.

Termination does not affect rights and obligations that accrued before termination.

Rights relating to aggregated, anonymised and lawfully created Derived Information may continue after termination.

20. Limitation of Liability

To the fullest extent permitted by law, ZimContract will not be liable for indirect, incidental, consequential, special or loss-of-profit damages arising from:

• supplier selection or rejection;
• Supplier acts or omissions;
• failed or delayed procurement;
• inaccurate information supplied by third parties;
• contracts between Buyers and Suppliers;
• business interruption; or
• circumstances beyond ZimContract’s reasonable control.

Nothing in these Terms excludes liability that cannot lawfully be excluded.

21. Indemnity

To the extent permitted by law, the Buyer agrees to indemnify and hold harmless ZimContract, Cloud Zhet (Private) Limited and their officers, employees and agents against third-party claims, losses, liabilities and reasonable costs arising directly from:

a. information unlawfully submitted by the Buyer;

b. the Buyer’s infringement of another person’s rights;

c. fraudulent or unlawful use of the Platform by the Buyer;

d. contracts or disputes between the Buyer and its Suppliers; or

e. a material breach of these Terms by the Buyer.

This indemnity does not apply to the extent that the relevant loss was caused by ZimContract’s own unlawful conduct, fraud or gross negligence.

22. Changes to These Terms

ZimContract may amend these Terms from time to time to reflect changes to the Platform, its services, commercial model or applicable law.

Material changes will be communicated through the Platform or other reasonable means.

Continued use of ZimContract after updated Terms become effective constitutes acceptance of the updated Terms, subject to applicable law.

23. Governing Law

These Terms are governed by the laws of the Republic of Zimbabwe.

The parties will first attempt in good faith to resolve disputes through direct engagement.

Where a dispute cannot be resolved amicably, it will be subject to the jurisdiction of the competent courts of Zimbabwe, unless the parties agree to another lawful dispute-resolution procedure.

24. Entire Agreement

These Terms, together with ZimContract’s Privacy Policy and any applicable service agreement, subscription agreement, order form or other written agreement between ZimContract and the Buyer, constitute the agreement governing the Buyer’s use of the relevant ZimContract services.

Where a separately signed agreement expressly conflicts with these Terms, the separately signed agreement will prevail to the extent of the conflict.

25. Acceptance and Commercial-Use Consent

By creating or operating a Buyer Account, the Buyer confirms that:

I have read and agree to the ZimContract Buyer Terms and Conditions and Privacy Policy. I confirm that I am authorised to accept these terms on behalf of my organisation.

The Buyer further acknowledges and agrees that:

My organisation authorises ZimContract to process, analyse, distribute and use information provided through the Platform for the operation, improvement and commercial development of ZimContract and its procurement, supplier-matching, market-intelligence and related services, subject to the confidentiality, privacy and data-protection provisions of these Terms.

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ZimContract
A product of Cloud Zhet (Private) Limited
Zimbabwe

ZIMCONTRACT SUPPLIER TERMS AND CONDITIONS

Effective Date: [Insert Date]

These Supplier Terms and Conditions (“Terms”) govern access to and use of ZimContract by suppliers, contractors, service providers, consultants and other businesses seeking procurement opportunities, buyer access or business visibility.

ZimContract is a product of Cloud Zhet (Private) Limited, a company incorporated in Zimbabwe (“ZimContract”, “ZC”, “we”, “us” or “our”).

By registering as a Supplier, purchasing access to an opportunity, subscribing to ZimContract, submitting information through the Platform, responding to an opportunity, or otherwise using ZimContract, the Supplier agrees to these Terms.

1. Definitions

For purposes of these Terms:

“Buyer” means any company, organisation, institution or other entity seeking goods, services, works or suppliers through or in connection with ZimContract.

“Opportunity” means any tender, RFQ, request for proposal, expression of interest, supplier registration, quotation request, procurement notice, contract opportunity or similar commercial opportunity made available through ZimContract.

“Platform” means the ZimContract website, systems, databases, applications, communications and associated services.

“Supplier” means any business, organisation or person accessing ZimContract for procurement opportunities, buyer visibility, supplier registration or related services.

“Supplier Information” means information, documents and data supplied to ZimContract by or on behalf of the Supplier.

2. Nature of ZimContract

ZimContract is a procurement information, supplier-management and business-opportunity platform.

ZimContract may provide services including:

• access to procurement opportunities;
• procurement opportunity alerts and distribution;
• supplier profiles and listings;
• supplier discovery and buyer visibility;
• supplier registration;
• compliance and verification services;
• buyer and supplier communications;
• procurement information; and
• other procurement and market-access services.

Unless expressly agreed otherwise in writing, ZimContract is not the Buyer, procuring entity, Supplier, contracting party, agent, partner or representative of either party.

Any contract resulting from an Opportunity is entered into directly between the relevant Buyer and Supplier.

3. Sources of Procurement Information

Information concerning Opportunities may originate from Buyers, organisations using ZimContract, public procurement notices, third-party sources, publicly available information or other sources reasonably believed by ZimContract to be legitimate.

ZimContract may reproduce, summarise, categorise, format, communicate and distribute such information to Suppliers.

ZimContract takes reasonable steps within its capacity to maintain useful and credible procurement information. However, ZimContract relies in part on information supplied by Buyers and third parties and cannot independently guarantee every statement, specification, deadline, quantity, requirement, contact detail or other piece of information contained in an Opportunity.

4. No Guarantee of Buyer Information

The Supplier acknowledges that information supplied by a Buyer or third party may contain errors, omissions, inaccuracies, outdated information or subsequent changes.

To the fullest extent permitted by law, ZimContract is not responsible for misinformation, inaccurate information, incomplete information, omissions, representations or changes made by a Buyer or other third party.

This includes, without limitation, inaccuracies relating to:

• quantities;
• specifications;
• delivery requirements;
• submission requirements;
• deadlines;
• budgets;
• contact information;
• contract values;
• payment terms;
• evaluation criteria;
• procurement procedures;
• award decisions; or
• cancellation, postponement or amendment of an Opportunity.

Where possible, Suppliers should verify material information directly with the Buyer before committing significant resources.

5. Supplier’s Duty to Conduct Due Diligence

The Supplier is responsible for conducting its own independent due diligence before responding to an Opportunity, entering into a contract, supplying goods or services, extending credit, making payments, incurring expenses or otherwise acting on information obtained through ZimContract.

The Supplier should independently satisfy itself regarding matters including:

• the identity and legitimacy of the Buyer;
• the authenticity of the Opportunity;
• specifications and requirements;
• deadlines and submission procedures;
• the Buyer’s authority to procure;
• contractual terms;
• payment terms and creditworthiness;
• delivery requirements;
• applicable taxes, licences and regulatory requirements; and
• any other matter material to the Supplier’s decision.

Information supplied through ZimContract should assist commercial decision-making but does not replace the Supplier’s own professional judgement, verification and due diligence.

6. No Guarantee of Contract Award

Access to an Opportunity does not guarantee:

• eligibility to participate;
• acceptance of a quotation or proposal;
• shortlisting;
• appointment;
• award of a contract;
• any minimum amount of business;
• payment by a Buyer; or
• any commercial relationship with a Buyer.

All procurement and award decisions remain with the relevant Buyer.

ZimContract does not control and cannot guarantee the outcome of any procurement process.

7. Paid Opportunity Access

ZimContract may allow Suppliers to purchase access to individual Opportunities on a pay-per-opportunity basis.

Unless otherwise stated at the time of purchase, payment grants the Supplier access to the information and/or documents associated with that Opportunity.

The fee is for access to the Opportunity information and does not constitute payment for a contract, tender award, guaranteed quotation request, guaranteed response from the Buyer or guaranteed business.

A Supplier remains responsible for determining whether it qualifies for and wishes to pursue the Opportunity.

8. Supplier Membership

ZimContract may offer annual or other Supplier Memberships providing benefits such as:

• ongoing access to relevant Opportunities;
• opportunity alerts;
• supplier profile or directory visibility;
• buyer discovery;
• category-based access; and
• other services described in the applicable package.

Membership does not guarantee any minimum number or value of Opportunities, enquiries, quotations, contracts, awards or revenue.

The availability and frequency of Opportunities will depend on market activity and Buyer demand.

9. Changes and Cancellation of Opportunities

Buyers may amend, extend, suspend, withdraw or cancel Opportunities.

A Buyer may also change specifications, quantities, submission requirements, evaluation procedures or deadlines.

ZimContract will use reasonable efforts to communicate material changes that become known to it but does not guarantee that it will receive or distribute every change before a Supplier acts.

ZimContract is not responsible for losses incurred by a Supplier because a Buyer changes, suspends, postpones or cancels an Opportunity.

10. Supplier Costs and Commercial Risk

The Supplier participates in Opportunities at its own commercial risk.

Unless expressly agreed otherwise in writing, ZimContract is not responsible for costs incurred by a Supplier in connection with an Opportunity, including:

• preparing quotations or proposals;
• purchasing tender documents;
• obtaining certificates or licences;
• samples;
• designs;
• demonstrations;
• travel;
• accommodation;
• transportation;
• communications;
• professional fees;
• procurement of stock or materials;
• financing costs;
• employee or subcontractor costs;
• delivery expenses; or
• other bid, tender or business-development expenditure.

Suppliers should not incur substantial expenditure or irreversible commitments solely in reliance on information displayed on ZimContract without carrying out appropriate verification.

11. Buyer Payment and Contract Performance

ZimContract does not guarantee that a Buyer will:

• enter into a contract;
• issue a purchase order;
• honour a purchase order;
• accept goods or services;
• make payment when due;
• remain solvent;
• comply with contractual obligations; or
• otherwise perform as represented.

The Supplier is responsible for assessing the commercial and credit risk of dealing with a Buyer.

Any dispute concerning a purchase order, delivery, contract, invoice, payment, warranty, performance or other transaction between a Buyer and Supplier is primarily a matter between those parties.

12. Fraud and Suspicious Activity

ZimContract may take reasonable measures to identify fraudulent, misleading or suspicious activity and may suspend accounts, remove Opportunities or investigate information brought to its attention.

However, ZimContract cannot guarantee that every fraudulent or misleading user, communication or Opportunity will be detected.

Suppliers should immediately report suspicious activity to ZimContract and should independently verify unusual payment instructions, requests for money, changes in banking details or other suspicious communications before acting.

13. Supplier Information

The Supplier is responsible for ensuring that information it submits to ZimContract is accurate, current and not misleading.

The Supplier must not misrepresent:

• its identity;
• ownership;
• experience;
• qualifications;
• capacity;
• certifications;
• compliance status;
• customers or references;
• products or services; or
• ability to fulfil an Opportunity.

The Supplier must promptly update information that becomes materially inaccurate or outdated.

14. Compliance and Verification

Where ZimContract verifies, reviews or displays Supplier documents or compliance information, such verification reflects the information available to ZimContract at the relevant time.

A verification indicator does not constitute a guarantee by ZimContract that the Supplier will remain compliant or is suitable for every procurement requirement.

ZimContract may withdraw, amend or update verification information where circumstances change or new information becomes available.

15. Supplier Information and Platform Use

The Supplier grants ZimContract permission to host, process, reproduce, organise, display and use Supplier Information as reasonably necessary to operate and commercially develop the Platform and its services.

This may include displaying Supplier profiles to Buyers, matching Suppliers to Opportunities, communicating Opportunities, producing procurement intelligence, conducting analytics and improving ZimContract’s services.

Personal information will be handled subject to applicable data-protection requirements and ZimContract’s Privacy Policy.

16. Platform Availability

ZimContract will use reasonable efforts to maintain the Platform and its services.

However, ZimContract does not guarantee uninterrupted, error-free or continuous access.

Services may occasionally be unavailable because of maintenance, upgrades, telecommunications failures, hosting problems, cybersecurity incidents, third-party service interruptions or circumstances outside ZimContract’s reasonable control.

17. Intellectual Property

The ZimContract name, branding, Platform, software, databases, interfaces, designs, methodologies, reports and proprietary technology belong to ZimContract, Cloud Zhet (Private) Limited or their licensors.

Suppliers may not reproduce, scrape, resell, redistribute or commercially exploit ZimContract’s proprietary Platform or databases without written permission.

18. Prohibited Conduct

A Supplier must not:

• provide false or misleading information;
• impersonate another business or person;
• misuse Buyer information;
• attempt unauthorised access to the Platform;
• interfere with Platform security;
• engage in fraud, bribery or unlawful activity;
• submit deliberately misleading quotations or documentation;
• scrape or systematically extract ZimContract’s proprietary database without authorisation; or
• use ZimContract for purposes contrary to applicable law.

19. Limitation of Liability

To the fullest extent permitted by applicable law, ZimContract and Cloud Zhet (Private) Limited will not be liable for losses arising from or connected with a Supplier’s use of or reliance upon information obtained through ZimContract where such information originated from a Buyer, Supplier, public source or other third party.

Without limiting the above, ZimContract will not be liable for:

• misinformation supplied by Buyers;
• inaccurate or incomplete procurement information;
• cancelled or amended Opportunities;
• missed or changed deadlines;
• unsuccessful quotations, tenders or proposals;
• failure to obtain a contract;
• Buyer procurement decisions;
• Buyer non-payment or delayed payment;
• Buyer insolvency;
• loss of stock or materials;
• transportation or delivery losses;
• financing costs;
• tender preparation costs;
• loss of revenue;
• loss of profit;
• loss of anticipated business;
• loss of opportunity;
• indirect or consequential loss; or
• decisions made by a Supplier in reliance upon third-party information.

The Supplier acknowledges that it remains responsible for independently evaluating the commercial risks associated with each Opportunity.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited.

20. Indemnity

To the fullest extent permitted by law, the Supplier agrees to indemnify and hold harmless ZimContract, Cloud Zhet (Private) Limited and their directors, officers, employees and agents against third-party claims, losses, liabilities and reasonable costs arising from:

• false or misleading information supplied by the Supplier;
• unlawful use of the Platform;
• infringement of another person’s rights;
• goods or services supplied by the Supplier;
• disputes between the Supplier and a Buyer;
• breach of a contract between the Supplier and Buyer; or
• material breach of these Terms.

This indemnity does not apply to the extent a loss results from ZimContract’s own unlawful conduct, fraud or gross negligence.

21. Refunds

Unless otherwise stated in an applicable offer or required by law, fees paid for access to procurement information are generally non-refundable once the relevant Opportunity information or documents have been made available to the Supplier.

A refund will not ordinarily be due merely because:

• the Supplier decides not to participate;
• the Supplier does not meet the Buyer’s requirements;
• the Supplier already knew about the Opportunity;
• another Supplier wins the contract;
• the Supplier receives no response from the Buyer;
• the Supplier’s quotation is unsuccessful; or
• the Supplier does not obtain business from the Opportunity.

Where ZimContract is unable to provide the purchased Opportunity information because of an error attributable to ZimContract, ZimContract may, as appropriate, restore access, provide replacement access or issue a refund.

Nothing in this section limits any rights that cannot lawfully be excluded.

22. Suspension and Termination

ZimContract may suspend, restrict or terminate a Supplier’s access where reasonably necessary because of:

• breach of these Terms;
• suspected fraud;
• false information;
• misuse of Buyer information;
• security concerns;
• non-payment;
• abusive behaviour;
• unlawful conduct; or
• conduct creating material risk to Buyers, ZimContract or other users.

Termination does not affect rights or obligations that arose before termination.

23. Changes to the Platform and Terms

ZimContract may update its services, commercial model, pricing, features and these Terms from time to time.

Material changes will be communicated through the Platform or other reasonable means.

Continued use of ZimContract after revised Terms become effective constitutes acceptance of those Terms, subject to applicable law.

24. Governing Law

These Terms are governed by the laws of the Republic of Zimbabwe.

The parties should first attempt in good faith to resolve disputes through direct engagement.

Where a dispute cannot be resolved amicably, it will be subject to the jurisdiction of the competent courts of Zimbabwe unless another lawful dispute-resolution process has been agreed.

25. Entire Agreement

These Terms, together with the ZimContract Privacy Policy and any applicable subscription, order or service terms, constitute the agreement governing the Supplier’s use of the relevant ZimContract services.

Where a separately signed agreement expressly conflicts with these Terms, the separately signed agreement will prevail to the extent of that conflict.

26. Supplier Acknowledgement

By registering, subscribing, purchasing an Opportunity or otherwise using ZimContract, the Supplier confirms that:

I have read and agree to the ZimContract Supplier Terms and Conditions and Privacy Policy. I understand that ZimContract provides procurement information and platform services and does not guarantee the accuracy of information supplied by Buyers or third parties, the award of any contract, payment by any Buyer or the commercial outcome of any Opportunity.

The Supplier further acknowledges:

I understand that I am responsible for conducting my own due diligence and independently verifying any Buyer, Opportunity, specifications, contractual terms and other material information before committing funds, goods, services, credit or other resources.

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ZimContract
A product of Cloud Zhet (Private) Limited
Zimbabwe