Dealer Terms and Conditions · Non Gulf

ALLCHRONO

Dealer Terms and Conditions · Non Gulf

Accepted at onboarding by dealers resident outside the GCC

Version 1.1 · 15 October 2026

Binding when you tick the acceptance box at the end of onboarding

Read with the Commission Schedule, the Onboarding Schedule, the Condition Grading Standard, the Return Policy and the Platform Terms.

Dealer Terms and Conditions · Non Gulf

Published by AllChrono LLC, a Wyoming limited liability company, filing number 2025-001816824, whose operating address is 1751 Pinnacle Drive, Suite 636, Tysons, Virginia 22102 ("AllChrono", "we", "us").

These terms apply between AllChrono and any dealer resident outside the Gulf Cooperation Council who accepts them ("the Dealer", "you") during onboarding to the AllChrono marketplace.

A dealer resident in the Kingdom of Saudi Arabia or another Gulf Cooperation Council state contracts instead with AllChrono's Saudi entity, on the Gulf Dealer Terms and Conditions. If you become resident in a Gulf state, clause 4 applies.

Version 1.0 · published 11 October 2026

1 · Acceptance, versions and the record we keep

1.1 You accept these terms by reading them and pressing accept during onboarding. Acceptance creates a binding contract between you and AllChrono, with the same effect as a signed agreement, under applicable electronic signature law.

1.2 You confirm on acceptance that you are authorised to bind the entity you are onboarding, and you give the name and capacity in which you accept.

1.3 We record your acceptance and we keep that record. For each acceptance we record: your full legal name and the capacity in which you accepted; your confirmation of authority; the entity's registered legal name, commercial registration number and tax registration number; the date and time to the second with the time zone, taken from our systems and not from your device; the version number and publication date of the text you accepted; a cryptographic hash of that exact text; the network address and the device and browser you used; and the method by which your identity was confirmed.

1.4 We give you a copy at the moment you accept, comprising the text you accepted and the record of your acceptance, and you can download both at any time afterwards from your dealer account.

1.5 We keep every acceptance record for not less than ten years, and for the whole of our relationship plus ten years, whichever is longer. Records are written once and are never edited. A correction is a new record that refers to the one it corrects, and both are kept. On request we will issue you a certified extract showing every version you accepted and when.

1.6 Some clauses are accepted separately. You will be shown, and asked to accept separately, each of the following: clause 8 (carrier claims and the authority to claim in your name); clause 10 (our right to deduct from funds we hold for you, and to recover a payout already released); clause 16 (the authority for us to issue your sales document in your name); clause 21 (replacement of any agreement you have already signed); and clause 19 (how disputes are resolved).

1.7 New versions. We publish a version number and a date with every version. Where a change affects your rights or obligations, we will ask you to accept the new version before you can list again, and we will tell you what changed. Where it does not, such as a corrected cross reference, we will notify you and no acceptance is needed.

1.8 The version that governs your order is the version in force when the order was placed, not the current one. We keep every version ever published and can produce any of them.

1.9 These terms, the Onboarding Schedule you completed, the Commission Schedule, the Condition Grading Standard, the Return Policy and the Platform Terms together form the contract between us. Where any of them conflicts with these clauses, these clauses prevail.

2 · What these terms cover

2.1 AllChrono operates an online marketplace for pre-owned luxury watches. The Dealer wishes to list watches on it.

2.2 These terms govern that relationship. They do not make AllChrono a buyer, a seller, an owner or a distributor of any watch.

3 · The Dealer is the seller

3.1 On every order, the Dealer is the seller of record. He sells the watch to the Buyer. AllChrono does not buy, does not sell and does not take title at any point.

3.2 The Dealer sets his own price, accepts or declines each order on his own account, and bears title, authenticity and warranty risk in the watch until delivery to the Buyer.

3.3 AllChrono has no authority to conclude a sale on the Dealer's behalf, to vary a price, or to agree any term of sale with a Buyer without the Dealer's instruction. This clause is for the Dealer's protection as well as AllChrono's and may not be waived in practice.

3.4 AllChrono is disclosed to every Buyer as the Dealer's agent, on the listing page, in the Platform Terms, on the checkout screen and on the payment receipt, before the Buyer pays.

4 · Your tax status and residence

4.1 You confirm on acceptance that you are not resident in the Kingdom of Saudi Arabia or in any other Gulf Cooperation Council state for tax purposes, and that you are not registered for value added tax in any of them.

4.2 You will notify AllChrono in writing within fifteen days if that changes.

4.3 Where it changes, AllChrono will move you to the Gulf Dealer Terms and Conditions with its Saudi entity, and you will be asked to accept those terms before you can list again. Orders already accepted are completed under these terms.

4.4 You confirm that you are registered and licensed to trade in watches where you operate, and that you will maintain that registration.

4.5 You indemnify AllChrono against any tax, penalty and interest arising from a breach of this clause 4.

5 · Listing, grading and authentication

5.0 Two service levels. A watch listed at USD 2,500 or more is a Managed watch and clauses 5.1 to 5.4, 7 and 8 apply to it without variation. A watch listed below USD 2,500 is an Entry watch. The lowest price at which any watch may be listed is USD 500, and a listing below it is refused at the form. Rolex, Patek Philippe, Audemars Piguet, Omega and Cartier may be listed as Managed watches only and are never listed below USD 2,500.

5.0a On an Entry watch the Buyer chooses and pays for authentication, for cover in transit and for delivery, at cost and with nothing added. AllChrono still arranges each of them. Where the Buyer buys authentication, the Entry watch is treated as a Managed watch for every purpose in these terms. Where he does not, the Dealer is not exposed to a not as described claim or to the authenticity guarantee at clause 14.4 on that order, because there is no authentication record to measure either against, and the Buyer's only return right is change of mind.

5.0b Onboarding, screening, settlement, the Commission Schedule, the decay rule, the right of deduction, the payment flow and the tax treatment of commission apply to both tiers without variation.

5.1 Every Managed watch listed is authenticated before it reaches the Buyer. There is no exception, no setting and no election on that tier. On an Entry watch, authentication happens where the Buyer buys it, under clause 5.0a.

5.2 The Dealer assigns a condition grade at listing from the Condition Grading Standard. The grade is verified at authentication. On an Entry watch that is not authenticated, the grade is the Dealer's own statement and is not verified, and the listing says so.

5.3 Where the grade assigned by the Dealer and the grade found at authentication differ, the authentication result governs.

5.4 Where authentication finds a discrepancy before delivery, the order is cancelled and the Buyer refunded.

5.5 The Dealer warrants that each watch is his to sell, is free of any security interest, and is described accurately.

5.6 Images and video the Dealer uploads. The Dealer grants AllChrono a non exclusive, worldwide, royalty free and sub licensable licence to host, reproduce, resize, reformat, display and distribute the photographs, video and descriptive text he uploads, for the purposes of operating the platform, fulfilling the order, and marketing and promoting the platform and the listing on any channel. The licence continues after these terms end, for material already published and for the archived record of a completed sale.

5.7 The Dealer warrants that the material is his to give. The Dealer warrants that he owns the photographs, video and text he uploads, or holds the rights needed to grant the licence at clause 5.6, and that the material infringes no third party right. The Dealer indemnifies AllChrono against any claim that it does. Where the Dealer uses a manufacturer's own photography, he is responsible for having the right to do so. AllChrono removes any material on notice that it infringes.

5.8 What AllChrono owns. The photographs, video, measurements and condition records made by an authentication centre belong to AllChrono. They are not the Dealer's material and clause 5.6 does not apply to them. AllChrono may use them for the listing, for the evidence pack, for a return or a claim, and for marketing. The Dealer may use the images of his own watch in his own listings elsewhere once the sale is complete, and shall not present them as his own work.

5.9 Name and marks. AllChrono may use the Dealer's trading name and logo to identify him as a seller on the platform and in marketing that refers to the platform. The Dealer may withdraw that permission for marketing on thirty days written notice. Identification on the platform continues for as long as he lists.

6 · Orders and fulfilment

6.1 AllChrono issues an order form to the Buyer and a work order to the Dealer only after the Buyer has paid. The Dealer shall not ship before receiving the work order.

6.2 The Dealer shall dispatch within the period stated in the Onboarding Schedule.

6.3 Where the Dealer fails to fulfil an accepted order, clause 13 applies.

6.4 An order exists only once the Buyer's funds have settled. A card authorisation is not settlement. Where the Buyer pays by bank transfer or in a digital asset, settlement is the point at which the funds are confirmed received, and AllChrono allows up to three business days for that confirmation. No watch is reserved, held or withdrawn from sale before settlement, and no work order is issued until settlement has occurred.

7 · Shipping

7.1 Every leg of every order moves on a label AllChrono creates and an account AllChrono pays. The Dealer is named as shipper of record and his premises as origin.

7.2 The Dealer shall not ship using his own label, his own carrier account or his own courier, in either direction. A parcel sent outside the AllChrono process carries none of AllChrono's declared value, cover, tracking or customs documents.

7.3 Where a Dealer ships outside the AllChrono process, that shipment falls outside these terms entirely. AllChrono is not the shipper, no carrier cover applies, and nothing arising from it attaches to AllChrono, including customs charges, duties, taxes, carrier charges, loss and damage. The Dealer carries all of it.

7.4 Every watch is routed through the authentication centre before it reaches the Buyer. The Dealer shall not ship direct to a Buyer.

7.5 Import duty, import value added tax and any customs clearance charge raised at the destination border are the Buyer's, and are disclosed to the Buyer before he pays. They are not deducted from the Dealer's proceeds, and the Dealer is not the importer of record. The Dealer is responsible for the accuracy of the export and customs information he supplies, including declared value, country of origin, harmonised code and description. Where that information is inaccurate and a higher charge, a penalty, a seizure or a delay results, the Dealer bears that amount and clause 10 applies.

8 · Carrier claims

8.1 On a Managed watch, AllChrono arranges and pays for carrier cover at declared value on each leg. On an Entry watch, AllChrono arranges the carriage and the Buyer pays for it, and cover applies only where the Buyer buys it. Where he does not, only the carrier's own limited liability applies and neither AllChrono nor the Dealer makes up the difference.

8.2 The carrier accepts a claim only from the shipper named on the waybill. The Dealer therefore irrevocably authorises AllChrono to bring, conduct, settle and receive the proceeds of any carrier claim in the Dealer's name, and assigns the proceeds of any such claim to AllChrono to the extent of AllChrono's loss and of any amount AllChrono has already paid the Buyer.

8.3 The Dealer shall provide any document, signature or confirmation the carrier requires for a claim, within three business days of request.

8.4 The Dealer shall not bring a claim directly without AllChrono's written consent.

9 · Commission

9.1 AllChrono charges one fee, to the Dealer, on each completed sale. No fee is charged to the Buyer on the watch.

9.2 The rate is set by the Commission Schedule, by reference to the Dealer's rolling twelve month sales on the marketplace. Sales made outside the marketplace do not count toward a level.

9.3 A level achieved is held while the qualifying volume is maintained and decays when it is not, as set out in the Commission Schedule.

9.4 The cap in the Commission Schedule applies to each trade. A service minimum of USD 225 applies to a Managed watch only. Where the Dealer's ladder rate produces less than USD 225 on a Managed watch, the commission on that trade is USD 225. On an Entry watch the commission is the Dealer's ladder rate with no minimum, because the Buyer is paying directly for the authentication, the cover and the freight that the minimum exists to recover. The rates themselves are the same on both tiers.

9.4a What the USD 225 is, and what it is not. It is the amount AllChrono pays out on a Managed order and recovers nothing of if the commission does not cover it: authentication, outbound freight and cover, card cost and fraud cost, net of the card surcharge the Buyer pays. That sum is USD 181 on a USD 2,500 watch and USD 224 on a USD 5,000 watch. The minimum is set at the top of that range, so it recovers cost and earns nothing. At level 1 it never applies. At level 6 it applies between USD 2,500 and USD 4,500 and nowhere else. It replaces the USD 500 floor in earlier versions, which was more than twice the cost it was meant to recover. Clause 20.2 states that the rates are never increased; this is a reduction.

9.5 Commission is exclusive of any tax that applies to it. Where a tax applies, it is shown separately on the commission document and is deducted under clause 10.

9.6 AllChrono issues its tax invoice for commission when the payout is released under clause 10.

10 · Deduction

10.1 AllChrono receives the Buyer's payment as the Dealer's agent. Those funds are the Dealer's from the moment they are received and are recorded as a payable to him.

10.2 AllChrono may deduct its commission, and any value added tax properly due on that commission, from those funds before remitting the balance. That deduction is a right of deduction against funds held for the Dealer and is not a set off between debts owed by different parties. The deducted amount is in full and final settlement of the sums deducted.

10.3 AllChrono may also deduct any amount the Dealer owes AllChrono under these terms, including under clause 7.5, clause 10.5 and clause 13, and any separately evidenced shipping or authentication cost that these terms make the Dealer's. Deduction may be made against the proceeds of any order, not only the order the amount arose on.

10.4 AllChrono shall provide a statement showing the gross proceeds, each deduction and the net amount remitted.

10.5 Where AllChrono has released a payout and the Buyer's payment is afterwards reversed, charged back or recalled, or the sale is reversed, AllChrono may recover the amount paid from the Dealer. Recovery is made first by deduction under clause 10.3 against proceeds then held or later received, and where those are not sufficient, by invoice payable within fifteen days. AllChrono shall give the Dealer the evidence of the reversal and shall not recover more than the amount it has lost. Where the Dealer wishes to contest a chargeback, AllChrono shall provide the transaction record he needs to do so.

11 · Payment to the Dealer

11.1 AllChrono releases the Dealer's payout when the Buyer's return window closes, or earlier at the moment the Buyer confirms acceptance.

11.2 The return window is seven days from confirmed delivery. Delivery is confirmed by the carrier.

11.3 Funds held before release are held in a designated account, separated from AllChrono's operating funds, and are not used by AllChrono for any other purpose.

11.4 AllChrono shall not hold funds for longer than twenty one days from the Buyer's payment without notifying the Dealer of the reason.

11.5 A Dealer at level 3 or above on the Commission Schedule is paid on confirmed delivery, rather than at the close of the return window. The return window itself is unchanged, so a return or a reversal after an early release is recovered under clause 10.5.

12 · Returns

12.1 The Buyer may return a watch within seven days of confirmed delivery on the grounds set out in the Return Policy.

12.2 A returned watch is inspected at the authentication centre nearest the Buyer, Jeddah for a Buyer in the Kingdom or elsewhere in the Gulf and New York for a Buyer in the United States, against the authentication record, in the order serial, condition, accessories. The standard applied and the record compared against are the same at both centres. The outcome is binary. Where it matches, the refund is paid. Where it does not, the return is rejected and the watch is returned to the Buyer at his cost.

12.3 The benchmark for a claim that a watch is not as described is the authentication record, not the Dealer's listing, because the listing was reconciled to that record before export.

12.4 On a change of mind return, AllChrono bears the inspection. The Dealer bears the leg from the inspection centre back to him. Nothing the Buyer pays or does not pay changes what the Dealer bears, and the Dealer is never charged the Buyer's carriage and never receives it.

12.4a Whether the Buyer pays the return carriage is set by the Return Policy. On a Managed watch his first change of mind return in any rolling twelve months is carried by AllChrono and he pays the carriage after that. On an Entry watch he pays it. Where the return is because the watch is not as described, is not genuine, arrived damaged or never arrived, no part of the carriage is charged to the Buyer on either tier, and AllChrono bears the Buyer to centre leg in every such case.

12.5 Where a watch is returned with its value reduced, the centre assesses the reduction against the outbound evidence and the Buyer's refund is reduced by that assessed amount, itemised. No restocking charge or percentage fee applies.

12.6 Each returned watch travels alone, one watch to one shipment, and is never relisted by AllChrono.

12.8 Where a watch returns to you across a border, AllChrono will ensure the return documentation references the original export so that you can claim returned goods or duty free treatment where it is available to you. A watch sold to a United States Buyer and returned by him is inspected in New York, so where you are also in the United States that return does not cross a border at all.

12.7 Where a sale is reversed in full, the commission and the tax on it are reversed in full. Where a refund is reduced by an assessed reduction in value, the commission is not reduced.

13 · Failure to fulfil

13.1 Where the Dealer fails to fulfil an order he has accepted, AllChrono may charge him the commission the sale would have produced.

13.2 The first occurrence in a rolling twelve months is waived. A third occurrence in a rolling twelve months suspends listing privileges.

13.3 This is a recovery of the commission forgone, not a penalty. AllChrono does not levy penalties.

14 · Warranties, and what AllChrono does not warrant

14.1 The Dealer warrants that each watch is genuine, is his to sell, is free of encumbrance, and matches the description and grade published.

14.2 AllChrono gives no functional warranty on any watch. Authentication is a statement of authenticity and condition at a point in time. It is not a guarantee that the watch will continue to run. A fault appearing after delivery is not a ground for return, and AllChrono does not repair, service or restore.

14.3 The Dealer indemnifies AllChrono against any claim arising from a breach of clause 14.1.

14.4 The authenticity guarantee. Clause 3.5 of the Platform Terms gives the Buyer twelve months from delivery to raise a claim that a watch is not genuine, or differs materially from the authentication record. Where such a claim is upheld, the Dealer bears the cost of whichever remedy the Buyer chooses: the refund, the assessed price adjustment, or the correction. AllChrono may recover that cost under clause 10, and the indemnity at clause 14.3 extends to it.

14.5 The Dealer may ask for the examination record supporting an upheld claim, and may challenge it within ten business days of receiving it, before AllChrono recovers anything under clause 14.4.

15 · Compliance

15.1 The Dealer shall provide the screening and know your customer information AllChrono requires, and shall keep it current.

15.2 AllChrono may suspend or terminate where a screening result is adverse or absent.

16 · The sales document

16.1 You are the seller of record on every order and the person who issues the sales document for the watch. You never deal with the Buyer directly, so you authorise AllChrono to generate and issue that document on your behalf, in your name and at your registered address.

16.2 That document is a commercial sales receipt. It is issued outside the Kingdom of Saudi Arabia's electronic invoicing regime, carries no value added tax line, no clearance code and no cryptographic stamp, and is labelled as a commercial sales receipt.

16.3 The Buyer is the importer of record. Customs duty and import tax are payable by the Buyer to the carrier on delivery. AllChrono does not collect, pay, refund or evidence them.

16.4 This authority covers the mechanics of issuing the document only. It confers no authority to conclude, vary or settle any sale and does not make AllChrono the seller or supplier of any watch.

17 · Term, suspension and termination

17.1 These terms run from your acceptance until terminated. Either party may terminate on thirty days' written notice.

17.2 AllChrono may suspend listings immediately where clause 4.4 applies, where a screening result is adverse, or where there is a reasonable suspicion of fraud or of a counterfeit watch.

17.3 Termination does not affect an order already accepted, which is completed under the version of these terms in force when it was placed.

17.4 Clauses 1.5, 8, 10, 12.7, 14 and 19 survive termination. Clause 10.5 survives for one hundred and eighty days after the last order, which is the outer limit of the card schemes' chargeback window. Clause 14.4 survives for twelve months after the last order, which matches the authenticity guarantee.

18 · Confidentiality and data

18.1 Each Party shall keep the other's confidential information confidential.

18.2 The Dealer shall not use Buyer data for any purpose other than fulfilling the order, and shall not contact a Buyer except through AllChrono.

18.3 Personal data is processed under the Privacy Policy and the Saudi data protection regime.

19 · Law and disputes

19.1 These terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules.

19.2 Any dispute arising out of or in connection with these terms is finally settled by arbitration under the International Arbitration Rules of the International Centre for Dispute Resolution, seated in New York, conducted in English, before one arbitrator. The award is final and binding on both of us, and judgment on it may be entered in any court with jurisdiction over you or your assets.

19.2a Nothing in clause 19.2 prevents either of us from applying to a competent court for an interim or protective measure, including an order preserving a watch or a sum of money, before or during the arbitration.

19.3 These terms are published in English only.

20 · General

20.1 Nothing in these terms creates a partnership, a joint venture or an employment relationship.

20.2 AllChrono may amend the Commission Schedule, the Condition Grading Standard and the Return Policy on thirty days' notice, and clause 1.7 applies to any change that affects your rights or obligations. The commission rates in the Commission Schedule are never increased.

20.3 You may not assign your rights under these terms. AllChrono may assign them to an affiliate on notice to you.

20.4 Notices are given in writing to the addresses in the Onboarding Schedule.

21 · Any agreement you have already signed

21.1 If you have previously signed a Dealer Agreement with AllChrono LLC, these terms replace it in full from the moment you accept them, and that agreement ceases to have effect.

21.2 Orders placed before your acceptance are completed under the agreement that governed them when they were placed.

21.3 Nothing in this clause releases either party from a liability that had already accrued.

Schedules and related documents

Document · What it carries

Onboarding Schedule · Dealer identity, tax registration, addresses, dispatch period, notices, and the acceptance record at clause 1.3

Commission Schedule · The ladder, the decay rule, the service minimum and the cap

Condition Grading Standard · The grades and what they mean

Return Policy · Reasons, window, inspection and cost allocation

Platform Terms · The buyer facing terms these terms refer to

Acceptance

Before you accept

You are about to enter a binding contract with AllChrono LLC. Please confirm the following.

Field · Captured

Your full legal name

The capacity in which you are accepting

The entity you are binding and its registration number

I confirm I am authorised to bind that entity · Tick

Accepted separately

Clause · What it does

8 · You authorise AllChrono to bring and settle carrier claims in your name and to receive the proceeds · Tick

10 · You authorise AllChrono to deduct its commission and any tax on it from funds it holds for you, and to recover a payout where the Buyer's payment is later reversed · Tick

16 · You authorise AllChrono to issue your sales document to the Buyer in your name · Tick

21 · These terms replace any Dealer Agreement you have already signed · Tick

19 · You agree how disputes between us are resolved · Tick

I have read and I accept the Dealer Terms and Conditions (Non Gulf), version 1.0 dated 11 October 2026.

On acceptance we record the date and time to the second, the version and a hash of the text you accepted, your network address and device, and the method by which your identity was confirmed. We give you a copy immediately and keep the record for not less than ten years. See clause 1.