Delivery Network Terms

##HOMES ON DEMAND DELIVERY NETWORK TERMS

##Simple terms for participation in the Homes on Demand delivery network

These Terms govern the participation of a builder, contractor, developer, construction company or other qualified delivery professional (“Delivery Partner”) in the Homes on Demand™ delivery network operated by Homes on Demand™ (“HoD”). They are designed to establish a clear, governed working relationship without creating an unnecessarily complex agreement. Project-specific commercial terms, drawings, specifications, milestones and budgets may be issued separately and will form part of the applicable project arrangement.

##1. Nature of the relationship Participation in the delivery network does not guarantee the Delivery Partner any project, volume of work, territory or minimum revenue. HoD may select Delivery Partners for particular projects based on capability, location, capacity, performance, price, compliance and project requirements.

The Delivery Partner acts as an independent business and is responsible for its personnel, subcontractors, tools, statutory obligations, taxes, licences and ordinary business expenses unless a project-specific written arrangement states otherwise. Nothing in these Terms creates a partnership, employment relationship, agency or joint venture.

##2. Project assignment and scope Each project or milestone assignment will be communicated through an approved project scope, drawings/specifications, bill of quantities or cost schedule, milestone schedule, agreed commercial terms and any applicable project instructions.

The Delivery Partner must not materially change the approved scope, specification, material, method or sequence without prior written approval from HoD or the person HoD has expressly authorised for that purpose.

##3. Milestone-governed delivery Homes on Demand operates a milestone-governed delivery model.

A project is divided into defined milestones. The Delivery Partner may only proceed to a subsequent milestone after the preceding milestone has been completed, inspected, verified, certified and approved in accordance with the applicable project process.

Completion of physical work alone does not constitute certification. HoD may require photographs, measurements, inspection records, test results, receipts, delivery evidence or other reasonable evidence before certification.

Certification of a milestone does not waive latent defects or the Delivery Partner’s responsibility for work that does not comply with the approved scope or applicable standards.

##4. Mobilisation and milestone funding Where a project requires milestone mobilisation, HoD will release the agreed mobilisation amount for the applicable milestone in accordance with the project commercial schedule.

A mobilisation is project funding allocated to enable the Delivery Partner to commence the approved milestone. It is not permission to spend outside that milestone and is not an unconditional payment for future or uncertified work.

No further milestone mobilisation or progression is due until the preceding milestone has satisfied the applicable verification and approval requirements. Unused or improperly applied project funds must be accounted for and, where applicable, returned or reconciled.

##5. Quality, workmanship and compliance The Delivery Partner must perform work professionally, safely and in accordance with the approved drawings/specifications, applicable laws, permits, building requirements, professional standards and reasonable HoD quality requirements.

The Delivery Partner is responsible for correcting, at its own cost where the issue is attributable to the Delivery Partner, defective, incomplete or non-conforming work identified during inspection or within the agreed defects period.

##6. Programme, reporting and visibility The Delivery Partner must provide accurate progress information and cooperate with HoD’s verification and project-visibility processes. It must promptly notify HoD of any material delay, site constraint, safety issue, shortage, design conflict, defective work or circumstance likely to affect cost, quality or programme.

The Delivery Partner must not conceal delay or materially misleading information about project progress.

##7. Materials, tools and site resources Unless a project-specific arrangement states otherwise, the Delivery Partner is responsible for providing the labour, supervision, ordinary tools, equipment and resources required for its assigned milestone.

Materials must conform to the approved specification. Substitution requires prior approval where the substitution could affect cost, quality, appearance, performance or programme.

##8. Subcontracting and personnel The Delivery Partner remains responsible for the work of its employees, artisans, consultants and subcontractors. It must not subcontract a material part of an assigned milestone to an unknown or unapproved third party where HoD has required prior approval.

The Delivery Partner remains responsible for ensuring competent supervision and lawful engagement of its workforce.

##9. Replacement and continuity HoD may replace, suspend or reassign a Delivery Partner for a project where there is material delay, repeated quality failure, non-compliance, inadequate capacity, safety concerns, abandonment, misuse of project funds, serious misconduct, breach of these Terms or a reasonable project requirement.

Where replacement is necessary, HoD may appoint another qualified Delivery Partner to protect the project and client. The outgoing Delivery Partner must cooperate with an orderly handover, provide relevant project information and return any HoD/client property or unspent project funds.

A Delivery Partner may request withdrawal from an assignment by giving reasonable notice and completing an orderly handover. Subject to the project terms, properly completed and certified milestones remain eligible for payment, while uncertified, defective or incomplete work is subject to verification and reconciliation before final settlement.

##10. Defects, correction and warranty The Delivery Partner must promptly correct defects attributable to its work when notified within the applicable defects/warranty period stated for the project.

Where immediate correction is reasonably necessary to protect the project, safety or client interest and the Delivery Partner fails to respond within a reasonable time, HoD may arrange corrective work and seek recovery of reasonable attributable costs, subject to applicable law and the project terms.

##11. Health, safety and site conduct The Delivery Partner must maintain safe working practices, appropriate protective equipment, competent supervision and reasonable site discipline. It must comply with applicable health, safety and environmental requirements and immediately report serious incidents or hazards.

##12. Client and public-facing conduct The Delivery Partner must not make unauthorised commitments, price changes, representations, guarantees or variations directly to a HoD client. Client-facing commercial and scope decisions remain subject to HoD’s approved process. The Delivery Partner must not present itself as the owner, operator or exclusive representative of Homes on Demand.

##13. Confidentiality and project information Non-public project information, client information, drawings, specifications, pricing, project records, access credentials and operational information received through HoD must be kept confidential and used only for the relevant project.

This obligation survives the end of the Delivery Partner’s participation in the network, subject to information that becomes public through no breach of these Terms.

##14. Intellectual property and use of project material Each party retains ownership of intellectual property it independently owns. Project-specific designs, drawings, specifications and client materials remain subject to the rights and licences applicable to the underlying project. The Delivery Partner may not publicly publish client project information, drawings, photographs or branded materials without appropriate permission. HoD may use reasonable project evidence, including approved progress records and photographs, for project governance, quality assurance and case-study purposes subject to client rights and applicable permissions.

##15. Non-circumvention and direct dealings Where HoD introduces a client, project opportunity or commercially sensitive project relationship to the Delivery Partner, the Delivery Partner must not knowingly bypass HoD to independently contract with that introduced party for the same or substantially related opportunity during the applicable project relationship and for a reasonable period thereafter.

This clause is not intended to prevent legitimate pre-existing relationships that the Delivery Partner can demonstrate independently existed before HoD’s introduction.

##16. Payment, taxes and records Payment timing, milestone values, retention, approved variations and any other commercial terms will be stated in the applicable project arrangement. The Delivery Partner is responsible for its applicable taxes and statutory obligations unless the law or project terms require otherwise.

The Delivery Partner must maintain reasonable records supporting work completed, materials supplied and amounts claimed.

##17. Suspension and termination HoD may suspend an assignment where continuing work could reasonably expose the project, client or HoD to material quality, safety, financial or compliance risk.

HoD may terminate a project assignment for material breach, abandonment, repeated non-performance, serious misconduct, misuse of funds, insolvency or other material project risk, subject to applicable law and the specific project arrangement.

Termination does not remove obligations relating to confidentiality, handover, defective work, outstanding reconciliation, non-circumvention or other provisions intended to survive termination.

##18. Force majeure Neither party will be treated as in breach solely because performance is materially prevented by circumstances beyond reasonable control, provided the affected party promptly notifies the other party and takes reasonable steps to mitigate the effect and resume performance. Project-specific treatment of additional cost or programme impact will be agreed where necessary.

##19. Dispute resolution The parties will first attempt in good faith to resolve a dispute through operational and management discussion. If unresolved, the parties may proceed to mediation and, where appropriate, arbitration or the competent courts of Nigeria, subject to any project-specific dispute provision. Nothing prevents either party from seeking urgent relief where necessary to protect property, confidential information, safety or other legally protectable interests.

##20. Electronic acceptance and records By submitting the Delivery Network onboarding form and selecting the acceptance checkbox, the Delivery Partner confirms that it has read and agreed to these Terms.

The electronic acceptance record, including the submitted identity/contact information, date/time, version of these Terms and acceptance status, may be retained as evidence of acceptance. Nigerian law recognises electronic signatures and electronic records in relevant commercial contexts; HoD will retain the acceptance record for its business records.

##21. Changes to these Terms HoD may update these general Terms for future onboarding or future assignments by publishing a revised version with an effective date. A material change will not automatically alter commercial terms already expressly agreed for an existing project unless the parties agree otherwise.

##22. Governing law These Terms are governed by the laws of the Federal Republic of Nigeria, subject to any mandatory law applicable to the project or the parties.

##23. Project-specific precedence If a signed or expressly accepted project-specific document contains a term that directly conflicts with these general Terms, the project-specific term will apply to that project to the extent of the conflict. Otherwise, these Terms continue to apply.

##24. Onboarding acceptance Suggested checkbox text: “I have read and agree to the Homes on Demand™ Delivery Network Terms, and I confirm that the information submitted in this onboarding form is accurate to the best of my knowledge.” Effective date: 6th September, 2026

Version: 1.0 Operator: Homes on Demand™ / Homes on Demand Limited Registered address: No 2 Ven Adefila Street, Off Lajonrin Road,GRA, Ilorin, Kwara State, Nigeria. Contact: +234 811 884 2868