**Subscription Agreement for B2B eStore Builders Merchant or Client**

This Subscription Agreement ("Agreement") is entered into between www.b2bestorebuilder.com (“Site”), operated by MEP Emart Technologies LLC, a limited liability company registered in Sharjah Media City, Under Government of Sharjah Free Zone Authority, United Arab Emirates (“UAE”) under license number 2111694.01, hereinafter referred to as “the first party,” and the Merchant or Client Or User Called as Second Party, whose name, Company Name and Date of Acceptance

1. Introduction**

We at www.b2bestorebuilder.com are thrilled to embark on this journey, our esteemed Merchant or Client. This Subscription Agreement outlines the details of provided features (Depends on Selected Subscription Plan) and support under which MEP Emart Technologies LLC (“the first party”) allows client or merchant, hereinafter referred to as “the second party,” to set up an online ecommerce store and other associated services.

1.1 Purpose

This Subscription Agreement is designed to establish a mutual understanding between the First Party, MEP Emart Technologies LLC, and the Second Party, the Merchant or Client, regarding the use of first party services for the creation and management of an online e-commerce store.

1.2. Subscription Validity

In adherence to the settled terms between both entities or the designated scheme, or in line with the provided estimate from the secondary party, the Subscription has been classified into various schemes: Starter, Advance, Enterprise, and Enterprise Plus. The validity of the secondary party's Subscription is contingent upon the agreed-upon terms with the secondary party, namely Monthly, Quarterly, or Yearly, as indicated in the Quote or Invoice provided to the secondary party.

Content Table

2. Scope of Service

MEP Emart Technologies LLC agrees to provide the second party with a subscription Plan (Basic, Advanced, or Enterprise), which offers a robust set of features aimed at empowering the second party to efficiently manage their online presence and enhance their business operations. This includes, but is not limited to:

2.1 Website Builder

- Drag and Drop Standard Blocks
- Drag and Drop Premium Blocks
- Promotion and Coupon Code
- Unsplash Integration
- Language: The website can be made be available more than one language.

2.2 Product Management

- Product limit: Upto 2000 (Depends on Selected Subscription Plan) - Ability to add simple products individually
- Capability to add products in bulk (mass product addition)
- Option to include product catalogue URLs as well PDF’s.
- Advance Product Attribute management along with Advance attribute filtration on website
- Feature for multi-image upload per product along with video upload
- Unlimited creation of categories and subcategories
- Flexibility to Hide/Unhide prices for public view
- Ability to sell in Multiple currencies and price personalization
- Ability to increase sales using Upsell and Cross Sell strategies
- Product Enquiry management

2.2.1. Price Hide / Unhide

The First Party will deliver a B2B powerful feature allowing the Merchant or second party to hide prices from the public, making them visible exclusively to verified customers. The Merchant or second party can activate or deactivate this feature through settings. When enabled, the feature restricts visitors from adding items to the cart unless they sign up and log in with a verified account.

2.3. SEO Automation

SEO Automation features, dependent on the Selected Subscription Plan, provide the Second Party with the ability to automate the generation of Listed Product META Title, Description, and Keywords. These features aim to streamline the process of optimizing product pages for search engines. The SEO Automation features will automatically generate the following:
- META Title: A concise and relevant title for the product page.
- META Description: A brief summary describing the product.
- Keywords: Relevant keywords associated with the product.

2.3.1 Google Search Console

To further enhance product visibility on Google search, the Second Party is required to manually list or link the product using the Site Map with Google Search Console. This integration allows Google Crawlers to index and list the product on Google search results.

2.3.2 Training and Instruction

The First Party, MEP Emart Technologies LLC, will provide necessary training or instructions on the usage of SEO Automation features. This training aims to familiarize the Second Party with the process of optimizing product pages for search engines.

2.3.3. Limitations or No Guarantee on Organic Ranking

While the SEO Automation features aim to optimize product visibility, the First Party does not provide any guarantee or assurance regarding SEO organic ranking. Organic ranking on search engines is influenced by various factors beyond the control of the First Party.

2.4. Payment Gateway Integration

The First Party, by default, provides various Payment Gateway options to the Second Party. These options include:
- Stripe
- PayPal
- Wire Transfer
- Cash on Delivery

2.4.1 Buy Now Pay Later Modules

Subject to the Selected Subscription Plan and approval from the First Party, the Second Party may integrate Buy Now Pay Later third-party modules into their online store. These modules offer additional payment options for customers, enhancing flexibility and convenience.

2.5. Shipping

B2BeStoreBuilder offers various Shipping Methods to Merchants or clients for smooth Shipping Movement Worldwide:

2.5.1 Multi-Country Shipping

Depending on the Selected Shipping Plan, the Second Party can enable or disable Shipping to up to 250 Different. Countries. This feature allows Second Party online Buyers to "add to cart" and "purchase online" from their specific location. However, the Second Party must add and configure country-specific tax and shipping costs.

2.5.2 Pick Up from Store

This feature allows Merchants or Clients (Second Party) to enable Buyers to place orders online and then pick them up from the Second Party's store or designated material collection point.

2.5.3 Standard Shipping Configuration

This feature allows the Second Party to set a fixed-rate shipping cost or variable cost shipping rate based on factors such as weight, volume, price, quantity, and countries.

2.5.4 Third-Party Shipment

Third-Party Shipment services like "Aramex" can be made available (based on the selected plan). For any other third-party shipping integration, please send an email to info@b2bestorebuilder.com.

2.6. Analytics

Analytics include, but are not limited to, **Sales Analysis**, **Website Visitors Analysis**, and **Product or Page View Analysis** This Features allows Client or Merchant (Second Party) to view, download, export **Sales Analysis**, **Website Visitors Analysis**, and **Product or Page View Analysis** details.

2.6.1. The Sales Analysis allows the Client to gain valuable insights into their sales data. Through this feature, the Client will have access to detailed reports and analytics regarding their sales performance, trends, and customer behaviour.

2.6.2. The Website Visitors Analysis enables the Client to monitor and analyze traffic to their website. This includes details such as the number of visitors, their geographical location, browsing behaviour, and more.

2.6.3. Product or Page View Analysis

Product or Page View Analysis provides the Client with detailed insights into the performance of their individual products or pages on the website. This includes metrics such as views, clicks, conversions, and more.

2.7. Offline Sales Management

This feature allows the Client or Merchant (Second Party) to manage offline sales quotations. These features include, but are not limited to, selecting quotation layouts, adding products, including taxes, special notes, discounts, or conditions, and sending the quotation to the Buyer.

2.7.1. Responsibilities:

- The Second Party is responsible for ensuring the accuracy and completeness of all information provided in the quotations.
- The Second Party agrees to use the provided features in accordance with all applicable laws and regulations.

2.7.2. Quotation Approval:

- Once the quotation is prepared by the Second Party, it will be sent to the Buyer through the system.
- The Buyer will have the option to review the quotation and approve it within the system.

2.7.2.1. Quotation Layout Selection

Second Party can select from available quotation layouts provided by the First Party.

2.7.2.2. Product Addition

Second Party can add products to the quotation.

2.7.2.3. Taxes and Special Notes

Second Party can include taxes, special notes, discounts, or conditions in the quotation.

2.7.2.4. Quotation Approval by Buyer

The Buyer can review and approve the quotation provided by the Second Party through the system.

2.7.2.5. Error or Omission Responsibility

First Party does not undertake responsibility for any errors or omissions in quotations provided by the Second Party.

2.8. Online Negotiation

Incorporating these functions permits the secondary entity to activate or deactivate Progressive Dissent amenities on their web-based market. Once activated, Consumers perusing the secondary entity's digital outlet can propose a reduction through an online interface. This functionality grants Secondary Entity's Patron or Purchaser the capacity to propose a reduction including the Desired Quantity, Targeted Price, Acquisition Date, and any annotations, following which the secondary entity may endorse, refuse, or refine the submitted web-based deduction request in alignment with their personal discretion and inclinations.

2.9. Customers

This Functionality enables the Client or Vendor (secondary party) to view the particulars of each and every enrolled patron on the client's virtual marketplace. This encompasses customer contact specifics, Transactions, Billing, and other relevant chronicles. The Client or Vendor (secondary party) holds the liberty to replicate, erase, bestow portal entry, inhibit, or release the registered patron's entry and specifics.

2.10. Customer Relationship Management

The First Party will provide Customer Relationship Management (CRM) default services, which include lead management, conversion of leads into opportunities, and quotation generation for efficient lead and pipeline management.

2.11. FAQ

FAQ section allows the second party to review standard and frequently asked questions and answers.

2.12. Voice-Based Product Search

The First Party will offer the voice-based product search feature, allowing the Merchant or second party to enable and utilize it for buyers to search items via voice rather than typing. The activation and usage of this feature are to be managed by the Merchant or second party through settings.

2.13. WhatsApp Chat

The First Party will provide the WhatsApp chat feature by default, enabling the Merchant or Second Party to configure and utilize it to re-direct customers to WhatsApp chat from the website. The Merchant must furnish the WhatsApp number and availability information for chat.

2.14. Live Chat

The First Party will provide the live chat feature by default, allowing the "Merchant" or second party to configure and utilize it for tracking live chat session histories with customers, visitors’ information, and website page visits. The second party is responsible for providing operator user credentials for live chat management or assign a default admin user as the live chat operator.

2.15. Invoicing

The First Party will provide a default invoicing model, enabling the Merchant or second party to generate invoices directly from offline sales orders or online orders and create invoices for customers manually. The Merchant can configure journals, taxes, payment terms, incoterms. Additionally, the Merchant can share PDF copies of invoices (available in four different layouts) with customers and access reports on taxes, view journal entries.

2.16. Inventory

The First Party will provide an inventory management model allowing the Merchant to configure warehouses and locations (based on the selected plan). The "Merchant" or second party can import warehouse-specific stock for items or products in bulk or manual. First party providing preconfigured basic inventory elements such as Unit of Measure (UOM), operation types, default warehouse and locations. The "Merchant" or second party has the flexibility to add UOMs according to their business needs. Additionally, the Merchant can access various reports including inventory, forecasted inventory, inventory valuation, product moves, and stock moves. They can track delivery orders, receipts, perform internal transfers between warehouses, and manage scrap.

2.17. Video Tutorials Library

The First Party will offer a range of video tutorials library for each model for self-set up assistance, featuring descriptive content with subtitles to explain features in a simple manner. The "Merchant" or second party can access and utilize model-specific tutorials for clarification as needed.

3. Online Store Set-Up

The setup process by the first party begins upon receipt of the agreed payment and online registration. We understand the urgency and efficiency required in launching your eStore; hence the setup process will be initiated once 90% of the required information or data is received from the second party.

3.1. Set-Up Validity

The validity extends from the date of payment (As per quotation sent or agreed by the first party),

3.2. Setup Assistance

During the setup process, our expert team will provide comprehensive assistance to the second party. This includes crucial configurations such as

3.2.1. Home Page Design

3.2.2. Header and Footer Design

3.2.3. Product Category/ Subcategory and Product Upload

3.2.4. Product Advance Attribute

3.2.5. Payment Setup

3.2.6. Shipping Setup

3.2.7. Email (Outgoing, Incoming email configuration)

3.2.8. Domain Mapping

3.2.9. Company Profile Set-Up Assistance

3.2.10. User Account Set-Up Assistance

3.2.11. Inventory Management or Warehouse Set-Up

3.2.12. Logo, Brand Colour and Brand Kit

3.2.13. Social Media Account

3.2.14. Offline Sales Management Quotation Layout

3.2.15. Product CSV with Pricelist

3.2.16. Configuration Set-Up

3.3. Data and Information Required for Setup

This is important that the second party provide all necessary information and data as listed below to the first party to complete the set-up process on time, which includes.

3.3.1 Email Configuration for eStore (GMAIL):

To integrate email services into your eStore, we require the below details.
- Official Business Email ID with required configuration details.

3.3.2 Email Configuration for eStore (OUTLOOK):

- Official Business Outlook Email ID with required configuration details.

3.3.3 Logo:

- Logo (500*500 px, transparent background, PNG format)

3.3.4 Brand Kit:

- Color Theme for the website (color code or default fetched from the provided logo)

3.3.5 Company Details:

- Company Name

- Address

- Email

- Phone

- Currency

- VAT or TAX ID

3.3.6 Social Media Account URLs (any):

- Twitter

- Facebook

- LinkedIn

- YouTube

- Instagram

3.3.7 User Setup:

- Email ID of the user for platform login (apart from admin)

- Access level of the user

3.3.8 Category / Subcategory:

Fill categories and subcategories in the provided template for bulk import

3.3.9 Attribute / Variants:

Fill attributes and corresponding values in the provided template for bulk import

3.3.10 Unit of Measure:

Provide a list of units of measure in the provided template

3.3.11 Product List:

Complete details in the provided template, including product name, description, sales price, etc.

3.3.12 Inventory:

- Name of warehouses

- Scrap warehouse/location

- List of warehouse/location-wise product stock for bulk import

- Availability settings for products

3.3.13 Website Header:

- Name of pages to be included in the header

3.3.14 Website Footer:

- Content for various web pages (Contact Details, About Us, Return/Refund Policy, Terms and Conditions, Privacy Policy, Our Vision & Mission, others as suggested)

3.3.15 Website Home Page:

- Images for different building blocks (PNG format)

- Specific content or taglines for the homepage

- List of dynamic products for display

- Brand Logos (Transparent Background, 500 X 500, PNG format)

- Suggested Color Pattern for HomePage

3.3.16 Website Shop Page:

- Filters to be activated (e.g., category filter, advanced attribute filter)

3.3.17 Shipping Details:

- Shipping Setup - Fixed Price

- Shipping Setup - Based On Rules

- a) For Shipping Setup - Fixed Price, please provide a list of countries and states with fixed shipping prices, e.g., UAE Dubai 30AED, UAE Ajman 50AED, Oman Muscat 120AED, etc.

- b) For Shipping Setup - Based On Rules, share the shipping cost formula. For instance, if the product weight is >2 and 5, the shipping cost will be 150AED, etc.

- Website - Hide Price from Guests: Activation/Deactivation preference

3.3.18 Website - Category Mega Menu:

- Background color for mega menu

- Number of categories/subcategories visible

3.3.19 Website - Product Voice Search:

- Activation/Deactivation preference

3.3.20 Website - Online Negotiations:

- Activation from Settings

- Minimum Quantity for Online Negotiations

3.3.21 Offline Sales:

- Layout configuration (choose from available designs)

- Enable/Disable discount from settings

3.3.22 Invoicing:

- Layout configuration (choose from available designs)

- List of taxes to configure

3.3.23 Multi-currency:

- Number of currencies to be activated

3.3.24 Pricelists - Price Personalization’s:

- Details of pricelists for special sales

3.3.25 Domain:

- Domain name to link to the website.

- Login details for the domain provider

- Please ensure that the provided domain is not linked to any other website.

3.3.26 Payment Gateway:

- Account details for the Payment Gateway activation (e.g., Stripe, PayPal, etc.)

3.4. Testing and Handing Over

Upon completion of setup, the First Party will initiate an internal audit to ensure all configurations and settings are accurate. A test transaction will be conducted to verify the functionality of the online store. Following successful testing, the Second Party will be notified for final approval. The Second Party will receive login credentials and a comprehensive user manual for the eStore platform.

3.4.1 Training Session

A dedicated training session will be scheduled for the Second Party to familiarize them with the eStore platform. This session will cover topics such as product management, order processing, customer relationship management (CRM), and analytics.

4. Customization Policy

Customization to the provided features listed in the selected Subscription Plan is possible upon specific request and approval from the First Party. The Customization policy is as follows:

4.1. Customization Costs

Customization services are chargeable and will be communicated to the Second Party based on the complexity and time required for the customization.

4.2. Scope of Customization

Customization scope includes modifying existing features, creating new features, or integrating third-party services upon request.

4.3. Hourly Charge Basis

Customization charges are billed on an hourly basis, with rates specified in the Quotation provided.

4.4. Default Features Customization

Default features provided in the selected Subscription Plan can be customized based on the Second Party's requirements.

4.5. Exclusions

- Customization does not cover the alteration of core functionalities of the platform that may compromise stability or security.

- Customization does not include modifications to third-party integrations that are not managed by the First Party.

5. Mode of Payment Acceptance

The Second Party is allowed to accept payments through both Offline and Online modes as follows:

5.1. Offline Payment

- Cash on Delivery

- Bank Transfer

- Check Payments

5.2. Online Payment

- Credit Card Payments (Visa, MasterCard)

- Debit Card Payments (Visa, MasterCard)

- Third-Party Payment Gateway (e.g., PayPal, Stripe, etc.)

6. Exclusions from the Plan

The Subscription Plan does not include the following items, which may incur additional charges if requested by the Second Party:

6.1. Custom Development

- Third-Party Integrations

- Additional Server Space

- Email Marketing Services

- Digital Marketing Services

6.2. Additional Features

- Designing of Logos

- Copy writing Services

- Product Photography

- Search Engine Marketing (SEM)

6.3. Hardware or Devices

- Servers

- Computers

- Printers

- Scanners

7. Subscription Renewal

The Second Party's Subscription will be automatically renewed upon completion of the subscription period (Monthly, Quarterly, or Yearly). The Second Party will receive a notification prior to the renewal date. Failure to renew the subscription on time may result in temporary suspension or loss of access to the eStore platform.

7.1. Consequences of Delayed Payment

If the Second Party fails to renew the subscription within the specified period, the following consequences may apply:

- Temporary suspension of eStore access

- Loss of data or configurations

- Disruption of customer transactions

8. Domain / Subdomain

The Second Party can link their existing domain or subdomain to the eStore platform. The configuration process requires the Second Party to provide domain details, including login credentials for domain mapping. The First Party will assist in the configuration, and the validity of the domain mapping is subject to the domain provider's policies.

9. Server Upgrade

The First Party reserves the right to upgrade the server infrastructure to enhance performance and security. The Second Party will be notified in advance of any planned upgrades. During the upgrade process, there may be temporary downtime, but efforts will be made to minimize disruption to the eStore platform.

10. Refund or Subscription Cancellation Policy

The Second Party is eligible for a refund based on the following conditions:

10.1. Refund Eligibility

- Refunds are applicable within the first 10 days of Subscription activation or renewal.

- Refunds are not applicable for charges related to customizations or setup or third-party services.

- Refunds are not applicable if the Platform User has violated the Terms and Conditions of the Subscription Agreement.

- The refund process will only be available for subscription fees if the customer has already paid in advance, and will be calculated on a prorated basis . For example, if the customer purchased 12 months of service and requested a refund after 3 months of using the services, then refund will be applied for the unused period, i.e. 9 months only.

10.2. Non-Refundable Items

- Customization Charges or Setup Charges

- Third-Party Integration Charges

- Any other charges not directly related to the Subscription Plan

10.3. Refund Process

- The Second Party must submit a written refund request to info@b2bestorebuilder.com.

- The request will be reviewed, and if eligible as per clause 10.1 and approved by management, the refund will be processed within 45 business days.

10.4. Method of Refund

Refunds will be processed using the same method as the initial payment. If the payment was made via credit card, the refund will be credited back to the same credit card.

10.5. Exclusions

- Refunds are not applicable for the renewal of subscriptions.

- Refunds are not applicable for charges incurred after the refund request.

11. Support

The First Party provides Various Support Options; Support channels include:

- Live Chat: Please feel free to contact our Support Agents if you have any questions or concerns, Work hours of Live Agents: 9:00 a.m. - 5:00 p.m. (GST).

- Write us Email: If you need support outside of working hours, please click on "write us an email" and send us a detailed message. We will get back to you within 3 working days at the latest.

- Request a Call Back [ For Enterprise]: We will call you to discuss your point of concern at the time and date you select.

- Your Account Manager [For Enterprise]: Your account manager will be able to assist you with any requests you may have. You can find out who your account manager is, his or her email address or phone number.

12. Terms and Conditions

The Second Party acknowledges and agrees to the Terms and Conditions set forth by the First Party. By accepting this Subscription Agreement, the Second Party agrees to comply with all terms and conditions governing the use of the eStore platform.