BioBridgeX Buyer Platform Terms & Conditions

1Introduction

These Terms & Conditions (“Agreement”) govern your use of the BioBridgeX platform (“Platform”). By registering or using the Platform, you agree to be bound by this Agreement.

BioBridgeX Ltd (“BioBridgeX”, “BBX”, “we”, “our” or “us”) provides an online marketplace connecting buyers of life science research services with independent suppliers.

2Platform Services

BioBridgeX provides:

• Supplier discovery
• Supplier profiles
• RFQ creation and management
• Secure messaging
• Quotation management
• Project award management
• Secure document exchange
• Project administration
• Project record keeping

BioBridgeX does not provide research services.

3Buyer Account

You agree to:

• provide accurate information;
• maintain account security;
• ensure only authorised users access your account;
• promptly update your information.

You are responsible for all activity conducted under your account.

4RFQs

All Requests for Quotations (RFQs) must be submitted through the Platform.

Buyers may modify or withdraw RFQs before awarding a project.

5Communications

For projects initiated through BioBridgeX, all material communications shall be conducted through the Platform wherever reasonably practicable.

This includes:

• RFQs
• technical discussions
• quotations
• proposal revisions
• negotiations
• milestone discussions
• project updates

6Project Documentation

For projects originating through BioBridgeX, all material project documents should be exchanged through the Platform wherever reasonably practicable, including:

• NDAs
• CDAs
• MSAs
• Statements of Work
• Purchase Orders
• Protocols
• Amendments
• Reports
• Deliverables

BioBridgeX provides document storage only and is not responsible for the contents or legal effect of uploaded documents.

7Project Awards

Projects must be awarded through BioBridgeX.

BioBridgeX may generate a Project Award Confirmation recording:

• Buyer
• Supplier
• Project title
• Award date
• Estimated contract value
• Project reference

8Buyer–Supplier Agreement

The Buyer acknowledges that:

• the Supplier is an independent contractor;
• the Buyer contracts directly with the Supplier for all research services;
• BioBridgeX is not a party to the research services agreement.

The Buyer and Supplier may use an existing or new MSA, SOW, Purchase Order or other commercial agreement.

9Payments

The Buyer shall pay the Supplier directly.

BioBridgeX does not receive, hold or process project payments.

10Intellectual Property

Ownership of data, research results, inventions, reports, materials and intellectual property shall be determined solely between the Buyer and Supplier.

BioBridgeX claims no ownership of project deliverables.

11Confidentiality

The Buyer shall keep confidential all non-public information obtained through the Platform and use it only for legitimate business purposes.

12Buyer Responsibilities

The Buyer agrees to:

• act in good faith;
• provide accurate project information;
• comply with applicable laws;
• treat Suppliers fairly and professionally.

13Circumvention

The Buyer shall not knowingly assist any Supplier in avoiding obligations owed to BioBridgeX relating to projects introduced through the Platform.

14Disclaimer

BioBridgeX does not guarantee:

• Supplier performance;
• scientific outcomes;
• timelines;
• regulatory approval;
• project success.

Supplier selection remains the Buyer’s responsibility.

15Limitation of Liability

BioBridgeX shall not be liable for disputes arising between Buyers and Suppliers, including disputes relating to payments, scientific results, intellectual property, delays or contractual performance.

16Suspension

BioBridgeX may suspend or terminate accounts for fraud, misuse, unlawful activity or material breach of this Agreement.

17Privacy

Personal data will be processed in accordance with the BioBridgeX Privacy Policy.

18Governing Law

This Agreement is governed by the laws of England and Wales.

Any dispute relating to this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.