Terms of Service

Last Updated: December 1, 2025

1. Contractual Relationship

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Saad Ali Algarny Company, a limited liability company registered in the Kingdom of Saudi Arabia under Commercial Registration No. 7052658783, trading as komake ("Company," "we," "us," or "our").

By registering for, accessing, or using the komake platform and related services (collectively, the "Services"), you confirm that you have read, understood, and agreed to these Terms, our Privacy Policy, and our Community Guidelines. If you do not agree to these Terms, you may not use the Services.

2. The Platform & Nature of Services

2.1 Venue Only

komake is a digital operating system and marketplace that connects independent Creators (providers of creative services) with Brands/Advertisers (buyers of services). You acknowledge that komake is a venue and technology provider. We are not a party to any service contract between Users, nor are we an employment agency.

2.2 Independent Contractor Status

Creators are independent contractors, not employees of the Company. The Company does not control the manner, means, or timing of the Creator's work.

2.3 The "External Search" Tool & Third-Party Data

(Data Protection Liability Mitigation)

(a) Information Location Tool and Technical Intermediary

You acknowledge that the "External Search" feature operates solely as an information location tool (search engine). It functions by relaying User-initiated queries to authorized third-party search APIs (e.g., Google Programmable Search) configured to index publicly accessible information from platforms such as LinkedIn, Instagram, and TikTok. The Company acts strictly as a technical intermediary for this query and results process. We do not own, control, verify, or permanently store the Personally Identifiable Information (PII) of non-registered Users in our active database without the individual's explicit consent.

(b) User as Data Controller and Purpose Limitation

For the purposes of the KSA Personal Data Protection Law (PDPL), GDPR, and applicable global privacy laws, You (the Brand/User) are the sole "Data Controller" for any personal data you access, view, or process via this tool. You are solely responsible for determining the lawful basis for processing such data. You warrant that the information accessed will only be used for the purpose of a specific, pre-defined, legitimate, and non-spam commercial invitation. You agree that the Company is not a Joint Controller and processes this data solely for the technical purpose of executing your search request, based entirely on your instructions.

(c) Third-Party Terms & Warranty of Lawful Contact

You expressly acknowledge and warrant that:

  • Your use of the tool complies with all third-party Terms of Service (ToS), including those prohibiting automated data collection (scraping) and bulk solicitation.
  • You have an independent, lawful basis (such as a prior relationship or explicit consent) to contact any individual discovered via this tool.
  • Your outreach will not constitute harassment, "spam," or unsolicited bulk messaging in violation of the KSA Anti-Cybercrime Law, the US CAN-SPAM Act, or similar jurisdiction-specific regulations.
  • You will immediately honor any request to "opt-out" or "delist" made by a recipient.

(d) Strict Indemnity and Platform Liability Shield

You agree to indemnify, defend, and hold harmless Saad Ali Algarny Company, its officers, and directors from and against any and all claims, fines, penalties, costs, or damages (including reasonable legal fees) arising out of or related to your use of the External Search tool. This indemnity includes, but is not limited to, claims concerning privacy violations, non-compliance with third-party platform ToS, unauthorized solicitation, or data misuse. The Company assumes no joint or secondary liability for your compliance obligations.

3. Account Eligibility & Registration

3.1 Age of Majority

The Services are available only to individuals who are 18 years of age or older and can form legally binding contracts.

3.2 Minors (13–17) & Parent-Managed Accounts

Individuals between 13 and 17 years of age ("Minors") may use the Services only through an account owned and managed by a Parent or Legal Guardian.

Parental Liability: If you are a Parent registering for a Minor, you agree to: (a) supervision of the Minor's use of the Services; (b) assume all financial and legal liability for the Minor's performance of contracts; and (c) ensure the Minor complies with these Terms. You further warrant that the Minor's use of the Service does not violate any local child labor laws or educational regulations.

Prohibition: Users under 13 are strictly prohibited.

3.3 Identity Verification (KYC)

You agree to provide accurate, current, and complete information during registration. You consent to the Company (via our payment processors) verifying your identity using government-issued IDs to comply with Anti-Money Laundering (AML) laws.

4. Payment Services & Escrow

4.1 Payment Processing Services

Payment processing services are provided by third-party processors. komake acts solely as a technology provider and does not handle funds. komake is not a bank and does not hold funds. Funds flow directly from the Buyer to a protected account managed by third-party processors.

4.2 Escrow & Release ("The Happy Path")

  • Deposit: The Brand deposits 100% of the agreed Project Fee + Fees into Escrow upon accepting a Brief.
  • Release: Funds are released to the Creator only when the Brand marks the project as "Approved".
  • Auto-Release Clause: If a Creator marks a project as "Delivered" and the Brand takes no action (neither Approving nor requesting a Revision) for seven (7) calendar days, the funds will be automatically released to the Creator. You expressly waive any right to dispute this release after the 7-day window.

4.3 Fees

  • Transaction Fees: We charge a Service Fee (e.g., 10%) deducted from the Creator's payout.
  • Processing Fees: We may charge Brands a processing fee (e.g., 3-5%) on top of the transaction value.
  • Taxes: You are solely responsible for determining and paying any applicable taxes (VAT, Zakat, Income Tax) on your earnings.

5. Intellectual Property Rights

5.1 Assignment of Work Product

Unless otherwise specified in a custom Brief Agreement:

  • Upon Full Payment: The Creator hereby assigns to the Brand all right, title, and interest (including copyright) in and to the specific deliverables created for the Project.
  • Before Payment: The Creator retains full ownership. The Brand has no right to use, publish, or distribute the work until funds are released from Escrow.

5.2 Platform IP

The komake interface, logo, code, and "Quality Score" algorithms are the exclusive property of Saad Ali Algarny Company. You may not reverse engineer or copy our technology.

6. User Conduct & Prohibited Acts

You agree NOT to:

  • Circumvent our payment system (see Section 7).
  • Spam users via the External Search or invitation tools.
  • Post illegal, offensive, or fraudulent content, or content violating the laws of the Kingdom of Saudi Arabia (including public decency and anti-cybercrime laws).
  • Ghost a project (abandoning an active contract without notice for >72 hours).

Warning: Violation of this section may result in immediate account suspension, forfeiture of funds, and legal action.

7. Non-Circumvention (Liquidated Damages Clarification)

7.1 Exclusivity Period

You acknowledge that komake has invested significant resources to source and vet talent. For a period of 24 months from the time you first identify or communicate with a User on the Platform, you agree to process all payments to that User exclusively through the komake Platform.

7.2 Liquidated Damages (Conversion Fee)

If you violate Section 7.1 (e.g., by paying a Creator via PayPal or direct transfer), you agree to pay komake a Conversion Fee as compensation for our recruitment, marketing, and operational costs.

  • Calculation: The fee shall be the greater of: (a) $2,500 USD; or (b) 15% of the User's estimated annual earnings from the relationship. The 15% calculation shall only be applied to the value of the first 12 months of service fees circumvented by you, based on reasonable commercial estimation.
  • Legal Validity: You expressly acknowledge that this amount represents a reasonable estimate of actual damages and "recruitment fees" and is not a penalty, in accordance with the Saudi Civil Transactions Law.

8. Disclaimers & Limitation of Liability

8.1 "As Is" Service

The Services are provided "as is" and "as available". We disclaim all warranties, express or implied, including the accuracy of the "Quality Score" or the reliability of any User.

8.2 Limitation of Liability

To the fullest extent permitted by law, Saad Ali Algarny Company shall not be liable for indirect, incidental, special, or consequential damages (including lost profits). In no event shall our total liability to you exceed the amount of fees you have paid to komake in the six (6) months preceding the claim.

9. Indemnification

You agree to indemnify, defend, and hold harmless Saad Ali Algarny Company, its officers, directors, and employees from any claims, liabilities, damages, and expenses (including legal fees) arising out of:

  • Your use of the "External Search" tool or any "cold outreach" you conduct;
  • Your breach of these Terms or the Community Guidelines;
  • Your violation of the rights of any third party, including Intellectual Property rights;
  • Any dispute between you and another User.

10. Governing Law & Dispute Resolution

10.1 Governing Law

These Terms are governed by the laws of the Kingdom of Saudi Arabia.

10.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms shall be finally settled by arbitration administered by the Saudi Center for Commercial Arbitration (SCCA) in accordance with its Arbitration Rules. The seat of arbitration shall be Riyadh, Saudi Arabia. The language of arbitration shall be English.