Terms of service

Last updated: 14 August 2026 · CollectiveSpend Technology FZE, Dubai, United Arab Emirates

These terms govern your use of METIS, our AI-native tail spend platform, together with the marketplace, the managed Buying Desk and this website. By using them you agree to what follows. If you are agreeing on behalf of an organisation, you confirm you are authorised to bind it.

1. Who you are contracting with

CollectiveSpend Technology FZE is a free zone company incorporated in Dubai Silicon Oasis Authority under trade licence number 2391, with its registered office at Dubai Digital Park, Office A5, DTEC, Dubai Silicon Oasis, Dubai, United Arab Emirates ("CollectiveSpend", "we", "us"). "You" means the individual or organisation using our website or services.

Tail spend and the METIS platform are ours; procurement consultancy is delivered by our sister company, CollectiveSpend Consultancy LLC. That is a separate legal entity with its own terms; nothing here creates obligations for it or for you towards it.

2. How the agreement fits together

This website and any free tools on it are provided under these terms. Enterprise use of METIS is governed by the Master Agreement and one or more Order Forms. The Master Agreement is signed once and stays stable; each Order Form sets the commercial terms for an engagement (subscription tier, fees, entities in scope, payment model and term) and incorporates the Master Agreement by reference. Adding an entity, changing tier or renewing is done through a new or updated Order Form, without reopening the Master Agreement.

Order of precedence. Where documents conflict, they apply in this order: (1) the Order Form, for commercial terms only; (2) the Data Processing Addendum, for data protection matters only; (3) the Master Agreement; (4) the other Schedules. An Order Form may vary commercial terms only, and cannot vary the legal terms of the Master Agreement unless it expressly names the clause it is varying.

3. The platform and your licence

Subject to payment of the fees, you get a non-exclusive, non-transferable, non-sublicensable right for your organisation and its authorised users to access METIS during the term, for your own internal procurement activities and up to the usage allowances in your Order Form. Subscription tiers are measured in Active Requestors, meaning users who submit at least one request in a calendar month; approvers, viewers and administrators do not count and are unlimited unless your Order Form says otherwise.

Where your Order Form includes ERP integration, we provide standard punchout integration, with one vendor entry in your ERP covering all METIS-managed spend. Non-standard integrations are scoped and priced separately.

4. Acceptable use

You and your users must not:

• use the platform unlawfully, or to procure goods or services that are illegal or sanctioned;
• upload malicious code, or attempt to gain unauthorised access;
• interfere with, disrupt, probe or scan the platform without our authorisation;
• submit another person's personal data without a lawful basis, or submit special category personal data;
• misrepresent identity or approval authority;
• use the platform to send spam or unsolicited communications to suppliers;
• copy, modify, reverse engineer, resell or provide the platform to third parties as a service bureau; or
• use the platform or its output to build or train a competing product or service.

We may suspend access where we reasonably believe this has been breached and the breach puts the platform, other clients or our compliance at risk, giving as much notice as is reasonable.

5. How METIS buys on your behalf

METIS runs a one-vendor model. All procurement payments flow through CollectiveSpend, and we contract as principal on a back-to-back basis: you issue your order to us, and we place a corresponding order with the supplier. There are two supplies, supplier to us and us to you, so that you deal with a single counterparty instead of onboarding every supplier into your ERP.

Title and risk. Title passes from the supplier to us and, at the same instant, from us to you at the point of the supplier's delivery. We hold title only momentarily and in transit, the supplier delivers directly to you, risk passes to you on delivery, and we never take physical possession of the goods.

What we do and do not warrant on goods. We warrant that we pass good title and that goods or services conform to the approved purchase order. Beyond that, the goods are produced, fulfilled and warranted by the supplier. Our responsibility for defective, non-conforming, late or unsafe goods is to pass through to you, and enforce on your reasonable request, the warranties and remedies available against that supplier. The supplier remains responsible for quality, fitness, safety, quantity, delivery, IP clearance and warranty. We will support you through the platform's escalation process in a dispute with a supplier.

Purchase orders are binding. Once you approve a PO and it is issued through the platform, it is a binding order. It cannot be cancelled, amended, returned or rejected without the prior acceptance of both CollectiveSpend and the supplier. Where a change is accepted, you remain responsible for any supplier charges, restocking fees, cancellation costs or non-recoverable amounts, plus the applicable transaction fees.

6. AI output, and who decides

The AI services produce recommendations, drafts, scores and negotiation suggestions to assist your procurement decisions. AI output is probabilistic and may contain errors or omissions. It is provided for your evaluation and is not professional, legal or financial advice.

The platform is built so that a PO issues only after an authorised approver of yours has approved it. You remain responsible for reviewing AI output and for every PO you approve, and we are not liable for a PO, supplier selection or commitment that you approve. We use reasonable skill and care to obtain competitive offers, but we do not guarantee that any particular price, saving, supplier or delivery outcome will be achieved on any request.

The platform uses third-party AI models. We remain responsible for the AI services under the Master Agreement, subject to the limits in section 10.

7. Your data

You own your data. You grant us a non-exclusive licence to host, copy and process it so we can run the service for you.

We may also use your data in aggregated and anonymised form, so that neither you nor any individual is identifiable, to develop, train and improve the platform and its models. We do not disclose your identifiable confidential information or personal data to other clients. Personal data is handled as processor under the Data Processing Addendum and as described in our privacy policy.

8. Fees

Fees are set in your Order Form and may include a periodic subscription fee per entity, transaction fees per PO, the Savings Share, payment service fees, ERP integration and maintenance fees, and one-time onboarding, training or add-on fees. Fees exclude VAT, sales tax, withholding tax and other duties in the jurisdictions where METIS is deployed or used, which you pay in addition.

Savings Share. Where your Order Form includes it, the platform records each valid initial supplier quote for a request; the average of those quotes is the Market Baseline; the AI services or Buying Desk negotiate the price down; Verified Savings are the Market Baseline minus the final negotiated price at PO approval; and the Savings Share is the percentage in your Order Form (default 15%) of those Verified Savings. The rest of the saving stays with you. The applicable transaction fees and Savings Share are shown on the PO approval screen before you confirm.

Payment. Subscription fees are billed annually in advance unless your Order Form says otherwise; transaction fees, the Savings Share and payment fees are invoiced per PO or monthly in arrears. Undisputed invoices are payable within the period in your Order Form, or 30 days from the invoice date if none is stated. Late undisputed amounts may bear interest at 1.5% per month or the maximum permitted by law, whichever is lower, and if they remain unpaid more than 60 days past due we may suspend access on notice. Dispute an invoice in good faith within 15 days of receipt and we will work it through; undisputed amounts stay payable.

We facilitate payments; we are not a bank and do not provide lending or deposit-taking services. Supply Chain Finance, where used, is provided by a separate financing partner under separate terms.

9. Availability and support

We use commercially reasonable efforts to keep the platform available at least 99.5% of each calendar month, excluding notified scheduled maintenance, emergency maintenance, and events outside our reasonable control. We give at least 48 hours' notice of scheduled maintenance likely to affect availability. Support response targets vary by tier and are set out in the Service Level Agreement, along with service credits where monthly availability falls short. Service credits are your sole remedy for availability shortfalls and must be requested within 30 days.

10. Warranties and liability

We warrant that we will provide the services with reasonable skill and care, and that the platform will perform materially in line with the documentation and the Service Level Agreement. Otherwise the platform, the AI services and all sourcing and payment services are provided "as is". We do not warrant that the platform will be uninterrupted or error free, that AI output will be accurate or complete, or that any saving, price or supplier outcome will be achieved.

Nothing limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything that cannot lawfully be limited.

Subject to that, neither party is liable for indirect or consequential loss, or for loss of profit, revenue, business, goodwill, anticipated savings or data. Each party's total aggregate liability is limited to the total fees paid or payable by you in the 12 months before the event giving rise to the claim. For that calculation, amounts invoiced to you that represent the price of goods or services procured from suppliers, that is the resale value under the one-vendor model, are not fees, do not count towards the cap, and our liability for those goods is limited as set out in section 5. Your obligation to pay fees and to fund or settle approved POs is not capped.

Where you use only this website and have paid us nothing, our total liability to you is limited to AED 5,000.

Estimates of savings, whether from our ROI calculator, a benchmark report or a proposal, are illustrative projections based on the inputs given. They are not a guarantee of results.

11. Indemnities

We will defend you against a third-party claim that your authorised use of the platform infringes that party's intellectual property rights, and pay damages finally awarded, provided you notify us promptly, give us control of the defence and reasonable assistance. This does not cover claims arising from your data, from supplier goods or services, or from use outside the agreement.

You will indemnify us against claims arising from your data, your breach of the acceptable use rules or applicable law, or your approval or use of any PO or supplier contract. Each indemnity is subject to the liability cap above, except your obligation to pay fees and fund approved POs.

12. Intellectual property

We and our licensors own all intellectual property rights in the platform, the AI services, the models, the documentation and all methodologies and improvements. No rights are granted beyond the limited right of use in section 3. Any feedback you give us we may use freely, without obligation or attribution.

13. Confidentiality

Each party keeps the other's confidential information confidential, uses it only to perform the agreement, and protects it with at least reasonable care. This covers pricing, your data, supplier and spend data, and the platform itself. It does not cover information that is public through no breach, independently developed, or lawfully received from a third party. A party may disclose where required by law or a regulator, giving prior notice where lawful. These obligations continue for five years after termination, and indefinitely for trade secrets.

14. Term and termination

You may stop using the website at any time. Each Order Form runs for its initial term and then renews for successive 12-month terms unless either party gives at least 90 days' written notice before the end of the then-current term.

Either party may terminate immediately on written notice for a material breach that is not remediable or not remedied within 30 days of notice, or on the other's insolvency. We may terminate an Order Form if undisputed fees remain unpaid more than 60 days after written notice of late payment.

On termination your access ends, accrued fees fall due, any PO already approved is completed under the relevant supplier contract and payment model, and each party returns or deletes the other's confidential information on request, subject to legal retention. For 30 days after termination we will make your data available for export in a commonly used format on request; after that we may delete it.

15. Publicity

Neither party may use the other's name or logo in publicity without prior written consent, except that we may identify you as a customer in a customer list with your prior approval, not to be unreasonably withheld.

16. Force majeure, suspension and compliance

Neither party is liable for failure or delay caused by an event beyond its reasonable control; the affected party notifies the other and works to mitigate, and if it runs beyond 60 days either party may terminate the affected Order Form. We may suspend access where needed to protect the security or integrity of the platform, to comply with law, or for non-payment. Each party complies with applicable anti-bribery, anti-money-laundering and sanctions laws.

17. Governing law and disputes

These terms, the Master Agreement and each Order Form are governed by the laws of the Emirate of Dubai and the applicable federal laws of the United Arab Emirates.

The parties first try in good faith to resolve any dispute by senior-level discussion within 30 days. If that does not resolve it: a claim where the amount in dispute is below USD 500,000 goes to the DIFC Courts Small Claims Tribunal; any other dispute is finally resolved by arbitration administered by the LCIA-DIFC Arbitration Centre under its rules, seated in the DIFC, Dubai, in English, before one arbitrator.

18. General

The Master Agreement, the Order Forms and the Schedules are the entire agreement between us on their subject matter and supersede prior discussions. A variation is valid only in writing and signed by both parties. If any provision is unenforceable, the rest stands. A failure to enforce a right is not a waiver. Neither party may assign without the other's consent, not unreasonably withheld, except to an affiliate or in connection with a merger or sale of substantially all its assets. Documents may be signed in counterparts and by electronic signature.