RECORDS MARINE
PUBLIC SUBSCRIPTION OFFER

1. Parties and Relationship to Other Documents

1.1. This Offer is made by RECORDS MARINE - FZCO (Dubai Integrated Economic Zones), together with its directors, officers, employees, agents and contractors (collectively, the “Company”, “we”, “us” or “our”). The Company is the sole provider of Subscriptions and the sole contracting party under this Offer. “Licensor” and “Protected Persons” have the meanings given to them in the Terms & Conditions.

1.2. The counterparty is the Vendor (“you”), being the legal entity or other business acting in a business-to-business (B2B) capacity, registered as a Vendor on the Platform and purchasing a paid Subscription.

1.3. The Platform is legally owned by RECORDS MARINE IP HOLDINGS LTD (ADGM), the Licensor, and operated under licence by RECORDS MARINE - FZCO. All intellectual property rights in and to the Platform are retained by the Licensor.

1.4. The Licensor is not a party to this Offer. The Licensor does not sell, provide, operate or administer Subscriptions, issues no invoice to any Vendor, receives no payment from any Vendor, and owes no obligation of any kind to any Vendor. All Subscription fees are payable to and received by the Company. Every exclusion, disclaimer, limitation of liability, cap, release, indemnity, waiver, time bar and jurisdiction provision in this Offer that operates in favour of the Company operates equally and independently in favour of each Protected Person, including the Licensor, and each Protected Person may enforce it directly. Section III(E) of the Terms & Conditions applies to this Offer in full.

1.5. This Offer supplements the Terms & Conditions. Capitalised terms not defined in this Offer have the meanings given to them in the Terms & Conditions. In the event of any conflict between this Offer and the Terms & Conditions specifically in relation to paid Subscriptions and Plans, this Offer prevails. For all other matters, including the RFQ feature, Uploaded Documents, automated document processing and the licence in Request Content, the Terms & Conditions govern.

1.6. Company information. The identity, registration details and registered addresses of both companies, and the party that issues invoices and receives payment under this Offer, are set out in the Company Information section of the Terms & Conditions and on the Company Information page of the Platform.

2. Definitions

For the purposes of this Offer:

2.1. Platform means the Records Marine online platform described in the Terms & Conditions, including the website at https://recordsmarine.com and associated domains, services and applications.

2.2. Vendor means a User that utilises the Platform to offer supplies or services to Buyers, as defined in the Terms & Conditions, acting in a business-to-business capacity.

2.3. Buyer means a User that utilises the Platform to source, request or receive supplies or services from Vendors, as defined in the Terms & Conditions. References to “Customer” in any earlier version of this Offer or on the Platform shall be read as references to “Buyer”.

2.4. Account means the administrative account registered on the Platform and used by a User, and in particular by a Vendor, to manage its Business Profile, Subscriptions, users and billing details.

2.5. Business Profile / Business Card means the Vendor’s public company page on the Platform, including its listings, media and descriptive content.

2.6. Subscription means a paid access model to the Platform’s digital services that provides a Vendor with enhanced features and Promoting tools compared to the free version, and which is available only to Vendors acting in a business-to-business (B2B) capacity.

2.7. Plan / Tariff Plan means a specific configuration of Subscription features, usage limits, term (for example, monthly or annual) and pricing, as described on the Platform or in an applicable order form or invoice.

2.8. Promoting means any visibility-boosting actions for a Business Profile or Vendor content performed via the Platform, including promotional placements, enhanced search visibility, highlighted listings, premium badges, or similar tools.

2.9. RFQ, Quotation, Uploaded Document, Extracted Data and Request Content have the meanings given to them in the Terms & Conditions.

2.10. Payment Flow means payment made for a Subscription by card or a similar method through any third-party payment processor integrated into the Platform.

2.11. Invoice Payment Flow means manual invoice-based payment for a Subscription where the Vendor selects “Request Invoice” (or similar) instead of paying by card.

2.12. Applicable Law means the laws and regulations of Abu Dhabi Global Market (ADGM) and any mandatory laws that cannot be excluded in the Vendor’s jurisdiction.

3. Scope of this Offer and Subscriptions

3.1. Under this Offer, the Company provides Vendors with the ability to purchase Subscriptions to the Platform. A Subscription grants paid access to specific sets of features, Promoting tools and benefits that go beyond the free functionality available on the Platform.

3.2. Subscriptions are available only to Vendors and are designed for B2B use. By purchasing a Subscription, you confirm that you act in a professional or business capacity. Where available, you will provide business identifiers such as legal name and VAT or tax number; if unavailable, you confirm your professional capacity in free form. The Company may reasonably request evidence of professional status.

3.3. The specific content of each Subscription, including which Promoting tools and other features are available, depends on the Plan selected by the Vendor at the time of purchase or renewal.

3.4. Nothing in this Offer obliges the Company to make any specific Plan available indefinitely. Plans may be modified or withdrawn in accordance with Section 10.

3.5. What a Subscription is not. A Subscription is a paid access model to Platform functionality. It is not a supply of leads, an advertising results guarantee, a brokerage service, an introduction fee arrangement, or a commitment by the Company to procure business for the Vendor. The Company is not a party to any RFQ, Quotation, order or contract between the Vendor and any Buyer.

4. Acceptance of Offer and Authority

4.1. By any of the following actions, the Vendor accepts this Offer and enters into a legally binding agreement with the Company on the terms set out in this Offer and the Terms & Conditions:

• clicking “Pay”, “Subscribe”, “Buy”, “Upgrade” or a similar button referring to a paid Subscription;
• successfully completing payment for a Subscription via the Payment Flow;
• paying an invoice issued under the Invoice Payment Flow; or
• accessing or using any paid Subscription features or Promoting tools.

4.2. The individual completing the Subscription purchase or activation represents and warrants that they are duly authorised to act on behalf of the Vendor, including to bind the Vendor to this Offer and the Terms & Conditions, purchase Subscriptions and Promoting services, and incur and approve payment obligations on behalf of the Vendor.

4.3. The Company may, at any time, request evidence of such authority, including a corporate email domain, company registration documents or a power of attorney, and may enable or require multi-factor authentication. The Company may suspend or refuse activation of a Subscription until such verification is completed to the Company’s reasonable satisfaction.

4.4. All actions performed through an authenticated Account — including Subscription purchases, Promoting, and the submission of Quotations — are deemed to be actions of the Vendor.

5. Term, Auto-Renewal and Vendor Cancellation

5.1. Each Subscription is purchased for a defined billing period, such as one month or one year, depending on the Plan selected.

5.2. Unless expressly stated otherwise, Subscriptions are set to auto-renew by default for successive periods equal to the initial term (for example, month-to-month or year-to-year) at the then-current price for the applicable Plan.

5.3. The Vendor authorises the Company and/or its payment processor to automatically charge the Vendor’s selected payment method at the start of each renewal period for the applicable Subscription fees and any taxes.

5.4. The Vendor may turn off auto-renewal at any time before the next billing date by disabling auto-renewal in its Account settings on the Platform, and/or by sending a cancellation request from its authorised email address to support@recordsmarine.com or contact@recordsmarine.com. A request sent by email is effective when received by the Company; the Company will confirm receipt. To take effect before the next renewal, a request must be received at least twenty-four (24) hours before the renewal date; the Vendor is responsible for retaining evidence of dispatch.

5.5. Disabling auto-renewal or submitting a cancellation request only stops future renewals. It does not shorten the current paid period, and the Vendor is not entitled to a refund or credit for any remaining days in the current billing period, except as expressly stated in Section 8.

5.6. After cancellation (non-renewal), the Subscription will remain active until the end of the already paid billing period and will then expire. Upon expiry, Promoting placements cease and the Business Profile reverts to the free level of functionality; Business Profile content is retained subject to the Terms & Conditions and the Privacy Notice.

6. Plans and Features

6.1. The features, limitations and benefits of a Subscription depend on the Plan chosen by the Vendor. Plan descriptions are provided on the Platform (for example, on the pricing or plans page) or in an order form.

6.2. Plan descriptions may include, without limitation: types and levels of Promoting available; visibility or placement of the Business Profile; limits on the number of listings, media items or other content; limits or quotas relating to RFQ-related functionality, such as the number of RFQs that may be viewed or responded to in a period; reporting, analytics or other premium tools; and the length of the billing period.

6.3. The Company may introduce new Plans, adjust the features or limits of existing Plans, or discontinue Plans in accordance with Section 10.

6.4. The Vendor acknowledges that different Plans may offer different levels of visibility and functionality, and that the possibilities and benefits of a Subscription depend on the chosen Plan. The Company makes no guarantee of any particular level of traffic, RFQs received, responses, leads, awards or revenue from any Plan.

6.5. RFQ-related functionality. Where a Plan includes RFQ-related functionality, the following apply in addition to Section III of the Terms & Conditions:

1. A Subscription may improve the technical ability to receive, view and respond to RFQs, to be visible to Buyers, and to participate in Buyer-led discussions. It does not guarantee RFQ volume, Buyer contact, shortlisting, selection, award, order, contract, payment or revenue.
2. The Company decides which recipients an RFQ is distributed to, in accordance with Section III(f) of the Terms & Conditions. Neither a Subscription nor any Promoting status entitles a Vendor to receive any particular RFQ, to receive any minimum number of RFQs, or to be included in the distribution of any RFQ. Buyers remain free to decide, at their sole discretion, with whom to correspond, whom to shortlist, negotiate with, award work to or transact with, whether or not that party holds a Subscription. The Company does not make Buyer purchasing decisions.
3. Where the Platform suggests or orders Vendors for an RFQ, Subscription or Promoting status may be one of several automated criteria. Such suggestion or ordering is not a recommendation, verification or assessment of suitability, is not guaranteed to produce any placement, and may be changed at any time.
4. RFQs and Uploaded Documents are distributed as submitted by the Buyer and are not verified, corrected or endorsed by the Company. The Vendor may receive an RFQ that the Buyer did not address to it individually. Content may have been generated in whole or in part by automated processing of an Uploaded Document. The Vendor is solely responsible for satisfying itself as to the identity and authority of the Buyer and as to the accuracy, completeness and plausibility of an RFQ before submitting a Quotation, and should seek clarification from the Buyer where an RFQ appears incomplete, inconsistent or implausible.
5. A Quotation is the Vendor’s own communication and, where it constitutes an offer, the Vendor’s own offer to the Buyer. The Vendor is solely responsible for its pricing, currency, validity, lead times, terms of supply and any certification or compliance statements it contains.
6. The Vendor must use Buyer contact details, RFQ content and Uploaded Documents only for the purpose of the specific RFQ, in accordance with Section III of the Terms & Conditions, and must not use them for unsolicited marketing or to build any database or model.
7. Where an RFQ or Uploaded Document contains personal data, the Vendor acts as a data controller in its own right in respect of its further use of that data and shall comply with all applicable data-protection obligations.
8. A non-Member Vendor may have limited or no access to RFQ-related functionality, Member-only communication channels or enhanced visibility. Such access may be changed, restricted or discontinued at any time.

6.6. No fee, credit or refund is due, and no breach of this Offer arises, if in any period the Vendor receives no RFQs, receives fewer RFQs than in a previous period, receives RFQs it considers unsuitable, or wins no business.

7. Fees and Payment Flows

7.1 General

7.1.1. All Subscription fees are payable to and received by the Company; the Licensor is not a party to any payment. Subscription fees are payable in advance for the entire billing period of the Plan, unless otherwise agreed in writing.

7.1.2. Subscription pricing is shown on the Platform or in an applicable order form or invoice. Unless expressly indicated otherwise at checkout, all fees are stated exclusive of VAT and any other applicable taxes, duties or levies, and the Vendor is responsible for any applicable taxes, bank charges and payment-processor fees. Where the Company is required to charge VAT or a similar tax, it will be added at the applicable rate and shown at checkout or on the invoice. All payments must be made free of any withholding or deduction; where a withholding is required by law, the Vendor shall pay such additional amount as ensures the Company receives the full amount due.

7.1.3. Fees for Subscriptions and Plans may be changed in accordance with Section 10. Updated fees will apply only to future billing periods or new Subscriptions, unless the Vendor expressly agrees otherwise.

7.1.4. Unless stated otherwise at checkout, fees are payable in the currency displayed. The Company is not responsible for exchange-rate differences, cross-border fees or charges applied by the Vendor’s bank or card issuer.

7.2 Payment Flow

7.2.1. Where the Vendor pays for a Subscription via an integrated payment processor, including by using a credit or debit card, or a digital wallet or tokenised payment method (such as Apple Pay, Google Pay, Samsung Pay or similar), the Vendor authorises the payment processor and the Company to:

• store and use the underlying payment credentials, including tokenised credentials from a digital wallet, for the purposes of recurring billing and auto-renewal;
• charge that payment method for the initial billing period and each subsequent auto-renewal period; and
• treat any dispute or reversal initiated through the payment method or the digital wallet as a dispute or chargeback, with the consequences described in clause 7.2.4.

7.2.2. Removing a payment method or card in the interface or Account settings stops future charges once the current billing period ends, but does not entitle the Vendor to a refund for the period already paid.

7.2.3. Payment processors may issue invoices or receipts automatically. These documents are sufficient proof of payment.

7.2.4. In the event of a chargeback or payment dispute initiated by the Vendor or cardholder, the Company may immediately suspend or terminate the relevant Subscription and Account and may seek to recover from the Vendor any processor fees, penalties or reasonable costs associated with the dispute. Attempting to reverse or dispute a charge in breach of this Offer constitutes a breach and may trigger legal action for recovery of amounts due plus costs.

7.2.5. The Company will never contact a Vendor to request that Subscription fees be paid to a bank account other than the one shown on an invoice issued through the Platform, and is not liable for any loss arising from payment made in response to such a request from a third party. Any change of payment details should be verified through an independently confirmed channel.

7.3 Invoice Payment Flow

7.3.1. Where the Vendor chooses “Request Invoice” or a similar option, the Company will issue an invoice for the selected Subscription or Plan and make it available by email and/or through the Vendor’s Account.

7.3.2. The Subscription is activated only after the Company has received and confirmed full payment of the invoice.

7.3.3. For Subscriptions paid via the Invoice Payment Flow: Subscription fees are payable for the entire billing period; there are no prorated refunds; and mid-term cancellation by the Vendor does not give rise to any refund or credit for the unused portion of the billing period, unless required by Applicable Law or expressly agreed by the Company in writing.

7.3.4. Late or non-payment may result in suspension or non-activation of the Subscription.

8. Refund Policy

8.1. General no-refund rule. Vendors acknowledge that all Subscription payments are B2B transactions and that the Company’s Services are deemed fully rendered when access to the Platform and Subscription features is provided. Accordingly, Subscription fees are non-refundable and non-creditable, except in the limited cases set out in this Section 8.

8.2. Refunds may only be granted in the following cases:

1. Legal requirement. A refund is required by Applicable Law.
2. Duplicate or erroneous charge. The Vendor has clearly been charged twice or in error for the same period or Plan, and the Company confirms the duplicate or erroneous charge. Such a charge must be reported to the Company within sixty (60) days of the charge.
3. Termination for convenience by the Company. The Company terminates a Subscription or this Offer at its sole discretion without Vendor fault, in which case the Company will refund the pro-rata unused portion of the current paid billing period as at the effective date of termination.

8.3. If the Company suspends or terminates a Subscription or Account for cause, including breach of this Offer or the Terms & Conditions, sanctions risks, non-payment, chargebacks, fraud, abuse or other compliance concerns, the Vendor is not entitled to any refund or credit.

8.4. No proration, pauses or transfers. No proration, partial refunds, pauses, transfers, credits, extensions or substitutions are offered under any circumstances, except where Applicable Law requires otherwise or the Company expressly agrees in writing.

8.5. Non-refundable scenarios. For the avoidance of doubt, non-refundable scenarios include but are not limited to: dissatisfaction; non-use; technical issues on the Vendor’s side; business closure, restructuring or staff changes; illness or absence; travel; seasonal inactivity; market downturns; lack of RFQs; lack of responses; lack of awards; lack of commercial benefit; changes in third-party behaviour; and Force Majeure.

8.6. Approved refunds are made to the original payment method and in the original currency, less any irrecoverable payment-processor fees where permitted by Applicable Law.

9. Business Profile and Deletion

9.1. A Subscription is associated with the Vendor’s Business Profile and Account.

9.2. If the Vendor deletes its Business Profile while a Subscription is active, the associated Subscription will be automatically cancelled and deleted together with the Business Profile.

9.3. In such case, the Vendor is not entitled to any refund or credit for any remaining portion of the current billing period. The Company may, but is not obliged to, display a warning before deletion.

10. Plan Changes and Changes to Terms and Pricing

10.1 Plan Changes at Vendor Request

10.1.1. Upgrades. If the Vendor requests an upgrade to a higher-priced Plan during a current billing period and the Company agrees: the upgrade may be applied immediately or from a specified date; and the Company may charge the pro-rata difference between (i) the fees already paid for the remaining portion of the current period and (ii) the fees due for that same remaining portion under the higher-priced Plan.

10.1.2. Downgrades. If the Vendor requests a downgrade to a lower-priced Plan: the downgrade will typically take effect from the next billing period; and unless the Company expressly agrees otherwise in writing, no refund or credit will be provided for the remainder of the current billing period.

10.2 Changes by the Company

10.2.1. The Company may update, modify or discontinue Plans, and may change Plan features, limits and pricing at any time for future billing periods.

10.2.2. For Subscriptions that are set to auto-renew, the Company will provide reasonable advance notice — and in any event not less than fourteen (14) days before the renewal date — by email or in-Account notice, of any material change to core Subscription terms or prices that will apply to the next renewal.

10.2.3. If the Vendor does not agree to such future changes, the Vendor’s sole remedy is to disable auto-renewal before the next renewal date and allow the Subscription to expire at the end of the current paid period.

10.2.4. Changes to features that reduce the functionality of a Plan materially and during a paid period, other than as permitted under Section 12, entitle the Vendor to terminate the affected Subscription on written notice, in which case Section 8.2(c) applies.

11. Suspension and Termination

11.1. The Company may suspend, restrict or terminate a Vendor’s Subscription and/or Account, in whole or in part, with or without notice, if:

• the Vendor breaches this Offer, the Terms & Conditions or Applicable Law;
• there is non-payment, repeated payment failure, or a chargeback is initiated;
• the Company reasonably suspects fraud, abuse, spam, manipulation of the Platform, misuse of RFQ or Quotation functionality, or attempts to circumvent usage limits;
• there are sanctions, export-control, anti-money laundering or other compliance concerns, including where the Vendor, its owners or related parties are or may become subject to Sanctions;
• suspension or termination is required by court order, regulatory authority or Applicable Law; or
• the Company reasonably believes the Vendor’s use poses a risk to the integrity, security or reputation of the Platform or to other Users.

11.2. In case of suspension or termination for any of the reasons in Section 11.1, the Vendor is not entitled to a refund or credit for the current billing period.

11.3. The Company may also terminate a Subscription or this Offer, in whole or in part, for convenience (without Vendor fault). In such case, the Company will refund the pro-rata unused portion of the current paid billing period, as described in Section 8.2(c).

11.4. On expiry or termination of a Subscription, Promoting placements and Member-only functionality cease immediately, and any accrued payment obligations remain due.

12. Service Availability and No Compensation

12.1. While the Company endeavours to maintain reasonable levels of reliability and availability, the Company does not guarantee uninterrupted or error-free operation of the Platform or Subscription features.

12.2. Temporary downtime or reduced availability may occur due to maintenance, upgrades, failures of third-party services, Force Majeure or other causes. The RFQ feature and automated document processing are provided on an “as available” basis and may be quota-limited, throttled, changed or withdrawn as described in Section III of the Terms & Conditions.

12.3. Unless expressly agreed otherwise in a separate written agreement, no service credits, rebates or compensation are due for downtime, performance issues or other interruptions, and the disclaimers and limitation-of-liability provisions in the Terms & Conditions apply in full.

13. Intellectual Property and Vendor Content

13.1. All intellectual property rights in and to the Platform are owned by the Licensor. Nothing in this Offer, in any Subscription, or in any payment made by a Vendor transfers or creates any ownership interest, licence, lien or claim in or to the Platform or its intellectual property, or any right of action against the Licensor. On expiry or termination of a Subscription, and in the event of any insolvency or analogous proceeding affecting the Company, the Platform and its intellectual property remain the sole property of the Licensor, as set out in Section III(z) of the Terms & Conditions.

13.2. The Vendor retains ownership of its Vendor Content (including its Business Profile content, listings, images, logos and text) but grants the Company a non-exclusive, worldwide, royalty-free licence for the duration of the Subscription (and a reasonable archival period thereafter) to:

• host, store, reproduce and display the Vendor Content;
• use, adapt and distribute the Vendor Content as necessary to operate the Platform and provide the Subscription;
• use the Vendor’s name, logo and Business Profile in Promoting on the Platform; and
• use the Vendor Content in anonymised or aggregated form for analytics, service improvement and marketing.

13.3. Quotations and Request Content. Quotations and other Request Content submitted by the Vendor are licensed to the Company only on the limited operational basis set out in the Terms & Conditions (Section X, “Licence in Request Content”). The broader licence in clause 13.2 does not apply to Request Content, and the Company will not publish Request Content publicly.

13.4. The Vendor warrants that its Vendor Content, its Quotations and its use of the Platform (including Promoting) do not infringe any third-party rights and comply with all Applicable Laws.

13.5. The more detailed intellectual property and content rules in the Terms & Conditions apply in addition to this Section 13.

14. Sanctions, Anti-Fraud and Compliance

14.1. The Vendor represents and warrants that neither it nor, where applicable, its owners, directors or authorised signatories are subject to Sanctions, or located, organised or resident in a country or territory that is the target of comprehensive Sanctions.

14.2. The Vendor must not use the Platform, Subscriptions, Promoting or RFQ functionality in a way that would cause the Company to breach any Sanctions, export control, anti-money laundering, anti-bribery or similar laws. The Vendor is solely responsible for the export-control and dual-use classification of any goods, parts, technical data or software it offers or supplies.

14.3. The Company may perform checks and ongoing monitoring, including screening against sanctions lists and fraud databases. If the Company reasonably believes that providing or continuing a Subscription may breach or expose it to Sanctions, fraud or other compliance risks, the Company may immediately suspend or terminate the Subscription and/or Account without any refund.

14.4. The Vendor shall notify the Company promptly if any representation in clause 14.1 ceases to be accurate.

14.5. The prohibition-to-use and compliance provisions of the Terms & Conditions apply in addition to this Section 14.

15. Disclaimers and Limitation of Liability

15.1. The general disclaimer and limitation of liability provisions in the Terms & Conditions — including the exclusion of indirect and consequential damages and the cap on total liability to fees paid over the previous twelve (12) months — apply in full to this Offer, to Subscriptions and to any Promoting tools or RFQ functionality.

15.2. Without limiting the foregoing, the Company provides all Subscriptions, Promoting tools and RFQ functionality on an “AS IS” and “AS AVAILABLE” basis and makes no warranty that:

• any Subscription or Plan will generate any particular level of traffic, RFQs, responses, leads, opportunities or revenue;
• any particular visibility, ranking, placement or position in any RFQ suggestion or Vendor list will be achieved or maintained for any specific duration; or
• any RFQ or Uploaded Document received by the Vendor is accurate, complete, authorised or genuine.

15.3. Marketing figures; no reliance. Any figures published by the Company, including estimated order values, numbers of participating Vendors or numbers of RFQs, are illustrative snapshots as at a stated time and are not promises of outcome. The Vendor acknowledges that it does not rely on such statements when purchasing a Subscription and has not been induced by any guarantee of leads or revenue.

15.4. No oral promises. No employee, contractor, reseller, partner or affiliate of the Company is authorised to guarantee RFQ volume, response rates, leads, visibility, awards, revenue or any commercial outcome.

15.5. Time limit for claims. The time limits for notifying and commencing claims set out in the Terms & Conditions apply to this Offer.

15.6. Nothing in this Offer excludes or limits any liability that cannot be excluded or limited under Applicable Law, including liability for fraud or wilful misconduct.

16. Confidentiality

16.1. Each party may receive confidential information of the other party in connection with this Offer. Each party agrees to keep such information confidential and to use it solely for purposes of this Offer and the Terms & Conditions, subject to any disclosure required by law or regulatory authority.

16.2. This obligation does not apply to information that is public, already known to the receiving party without breach, independently developed, or lawfully obtained from a third party without duty of confidentiality.

16.3. This Section 16 governs confidential information exchanged between the Company and the Vendor. It does not create any confidentiality obligation between the Vendor and any Buyer. Confidentiality in respect of RFQ content and Uploaded Documents must be agreed directly between the Vendor and the relevant Buyer.

17. Governing Law and Dispute Resolution

17.1. This Offer and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by and shall be construed in accordance with the laws of Abu Dhabi Global Market (ADGM), without regard to conflict-of-law principles.

17.2. The Abu Dhabi Global Market Courts shall have exclusive jurisdiction to settle any such dispute or claim. The parties irrevocably submit to that jurisdiction.

17.3. The good-faith escalation, anti-class-action and individual-relief provisions in the Terms & Conditions apply equally to this Offer.

18. Changes to this Offer

18.1. The Company may update or amend this Offer from time to time. The “Effective date” at the top of this Offer will reflect the date of the latest changes.

18.2. Updated versions of this Offer will be published at https://recordsmarine.com/legal/subscription-offer (or such other URL as the Company may notify). Continued use of a Subscription after the effective date of changes constitutes acceptance of the updated Offer.

18.3. For Subscriptions that are set to auto-renew, material changes to core Subscription terms or pricing will generally apply only to future billing periods, and the Company will provide the advance notice described in clause 10.2.2 so that the Vendor may disable auto-renewal if it does not wish to accept the changes.

19. Miscellaneous

19.1. This Offer, together with the Terms & Conditions, the Privacy Notice and any applicable order form or Plan description, constitutes the entire agreement between the Company and the Vendor in relation to Subscriptions and supersedes all prior understandings relating to the same subject matter.

19.2. If any provision of this Offer is held invalid or unenforceable, the remaining provisions will remain in full force and effect, and the invalid provision will be deemed modified to the minimum extent necessary to make it valid and enforceable.

19.3. The Vendor may not assign or transfer its rights or obligations under this Offer without the Company’s prior written consent. The Company may assign or transfer this Offer to any affiliate or successor without requiring the Vendor’s consent.

19.4. The failure of the Company to enforce any right or provision of this Offer shall not be deemed a waiver of that right or provision.

19.5. If this Offer has been translated into another language for convenience and any inconsistency is identified, the English version of this Offer prevails.

19.6. Contact. Subscription and billing: support@recordsmarine.com or contact@recordsmarine.com. Legal correspondence: legal@recordsmarine.com. Full company details are set out in the Company Information section of the Terms & Conditions.