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    AGUATO

    Brokerage, Project Facilitation & Platform Terms

    Last updated: March 1, 2026

    1. Role and Nature of Aguato

    1.1 Aguato operates as a technical broker and digital project facilitation platform for industrial water and wastewater treatment projects.

    1.2 Aguato does not act as:

    • An engineering consultant
    • An EPC contractor
    • A system integrator
    • A manufacturer
    • A construction or installation contractor

    1.3 Aguato's role is limited to:

    • Structuring project information and technical briefs
    • Identifying, sourcing, and coordinating third-party solution providers ("Providers")
    • Managing proposal collection, comparison, and presentation
    • Facilitating communication, contracting, and payment flows through the platform

    1.4 All engineering design, system performance, installation, and operational responsibility remains solely with the selected Provider and/or Client.

    2. Project Submission & Information Accuracy

    2.1 By submitting a project, the Client represents and warrants that all information provided is accurate, complete, and not misleading to the best of their knowledge.

    2.2 Aguato relies entirely on information supplied by the Client and/or Provider and shall not be responsible for:

    • Errors
    • Omissions
    • Incomplete data
    • Changes occurring after submission

    2.3 Aguato reserves the right to:

    • Request additional information at any stage
    • Pause or terminate a project if information is materially insufficient or inaccurate

    3. Ownership of Briefs, Data & IP

    3.1 All project briefs, structured documentation, comparison frameworks, and summaries created by Aguato constitute Aguato intellectual property.

    3.2 Clients and Providers are granted a limited, non-transferable, non-exclusive license to use such materials solely for the purpose of the relevant project.

    3.3 Any reuse, reproduction, or use of Aguato-generated materials outside the platform without written consent is prohibited.

    4. Provider Engagement & Proposal Process

    4.1 Aguato may contact one or more Providers at its sole discretion.

    4.2 Providers acknowledge and agree that:

    • All proposals must be submitted exclusively via Aguato
    • Proposals submitted outside the platform are invalid
    • Submission does not guarantee selection or contract award

    4.3 Aguato retains sole discretion to:

    • Rank, shortlist, or reject proposals
    • Request revisions or clarifications
    • Decide which proposals are presented to the Client

    5. Proof of Experience

    5.1 Providers may be requested to submit:

    • Similar use cases
    • Comparable installations
    • References or performance data

    5.2 Proof of experience is considered a positive evaluation factor, but is not mandatory, unless explicitly stated for a specific project.

    5.3 Aguato does not independently verify all Provider claims and makes no representation or warranty as to their accuracy.

    6. Communication Exclusivity

    6.1 All communications related to any Aguato-facilitated project — including technical, commercial, contractual, or strategic discussions — must occur exclusively through Aguato unless explicitly authorized in writing.

    6.2 Any attempt by a Client or Provider to:

    • Circumvent Aguato
    • Negotiate directly
    • Contract off-platform
    • Share project details to bypass Aguato

    constitutes a material breach of these Terms.

    7. Payment Flow, Escrow & Financial Control

    7.1 All payments related to projects introduced, facilitated, or coordinated by Aguato must be processed exclusively through Aguato, unless otherwise agreed in writing.

    7.2 Standard payment flow:

    1. Client pays Aguato
    2. Aguato holds funds (escrow or internal ledger)
    3. Aguato disburses funds to Providers based on agreed milestones

    7.3 Aguato may deduct:

    • Brokerage fees
    • Platform fees
    • Commissions
    • Transaction fees

    prior to any Provider disbursement.

    7.4 Aguato is not required to release any payment until:

    • Milestones are completed
    • Deliverables are confirmed
    • Any disputes are resolved

    7.5 Aguato may suspend payments in case of:

    • Scope disputes
    • Non-performance
    • Breach of these Terms

    8. Non-Circumvention & Fee Protection

    8.1 Clients and Providers agree not to bypass Aguato for any project introduced, facilitated, or coordinated by Aguato.

    8.2 This obligation applies:

    • During the project
    • For 24 months after initial introduction or last platform interaction

    8.3 Prohibited actions include:

    • Direct contracting
    • Side agreements
    • Scope replication outside the platform

    8.4 In case of breach, Aguato is entitled to:

    • Liquidated damages equal to 100% of lost fees or commissions
    • Injunctive relief
    • Any other remedies available under applicable law

    9. Confidentiality

    9.1 All information exchanged via Aguato is confidential.

    9.2 Parties may not disclose:

    • Technical briefs
    • Proposals
    • Commercial terms
    • Provider or Client identities

    without prior written consent, except where legally required.

    10. Warranties & Disclaimers

    10.1 Aguato provides the platform and services "as is" and "as available."

    10.2 Aguato makes no warranties regarding:

    • Technical feasibility
    • Performance outcomes
    • Regulatory approval
    • Commercial success

    10.3 Providers are solely responsible for:

    • Design accuracy
    • Compliance
    • Installation
    • Performance guarantees
    • Warranties to Clients

    11. Limitation of Liability

    11.1 Aguato shall not be liable for:

    • Provider performance
    • Equipment failure
    • Delays
    • Cost overruns
    • Regulatory non-compliance

    11.2 Aguato's total liability, if any, shall be limited to the fees actually paid to Aguato for the relevant project.

    12. Audit & Milestone Verification Rights

    12.1 Aguato reserves the right to:

    • Request milestone evidence
    • Verify deliverables before releasing funds
    • Request supporting documentation

    12.2 Failure to provide verification may result in payment suspension.

    13. Termination

    13.1 Aguato may suspend or terminate any project if:

    • Information is misleading
    • Off-platform activity is detected
    • Payment obligations are breached
    • These Terms are violated

    13.2 Termination does not waive:

    • Payment obligations
    • Non-circumvention clauses
    • Confidentiality obligations

    14. Governing Law & Jurisdiction

    14.1 These Terms are governed by the laws of the United Arab Emirates.

    14.2 All disputes shall be subject to the exclusive jurisdiction of the courts of Dubai.

    15. Entire Agreement

    15.1 These Terms constitute the entire agreement between Aguato, Clients, and Providers with respect to platform-facilitated projects.

    15.2 In case of conflict, these Terms prevail over any other agreement unless explicitly stated otherwise in writing.

    Legal-Safe Positioning Statement

    Aguato provides a structured brokerage and facilitation platform. Aguato does not replace engineering judgment, contractual responsibility, or execution accountability between Clients and Providers.