Readour terms and conditions carefully before using our service through the site www.r3d.com.mx.
1.Acceptance of Terms and Conditions
These Terms and Conditions of Use (hereinafter the "Terms" or "Terms") govern your access and/or use (whether you are an individual or an entity) from the United Mexican States, for the services of RED TRIPARTITA DE SERVICIOS DIGITALES S.A.P.I. de C.V. (hereinafter "R3D" or "the Company"), a corporation incorporated under the laws of the United Mexican States, to make use of the "services" offered from any device with access to the website .mx (hereinafter the "Platform").
By clicking "I Agree" or by using our service, you agree to be bound by these Terms and Conditions, which extend to any technology providers that R3D may require to better serve you. These Terms establish a binding contractual relationship between you and R3D. If you do not agree to these Terms and Conditions, you may not access the Platform or use the services offered. R3D disclaims any legal action related to your violation of these rules.
2. Definitions
For the purposes of these Terms and Conditions, the following terms shall have the meanings set forth below:
3. Description of Services
The Platform's main objective is to link Users to meet the demand and supply of services for the development and manufacture of consumer durables on behalf of third parties through "Projects".
R3D acts as an intermediary agent providing liaison and connection management services between the Buyer and manufacturers compatible with the Buyer's required project request(s) to facilitate the exchange of related information for the purpose of selecting the final manufacturer.
R3D will serve as a platform for the exchange of production cost related information ("Quote") between the manufacturer(s) and Buyer. On each Quotation, R3D may add a 3% to 10% commission on the production cost determined by the manufacturer(s) for commission, without affecting the total amount charged for production by the manufacturer(s).
R3D offers payment options through Stripe and Stripe Connect, among the options are transfer and / or card payment. R3D facilitates the application of financial factoring through our commercial alliance with Xepelin, the user can make use of the service optionally, the financing services are governed under the terms and conditions of the provider. By using R3D, you agree to provide us with the right to share your contact information for the exclusive use of our suppliers and business partners, to ensure the operation of the platform.
R3D offers the logistics solution to Buyer for Buyer's optional approval. The Buyer may select some of the options offered by R3D or have its own options. When the Buyer selects a third-party logistics option offered by R3D, pickup is scheduled at agreed times for the service to receive the goods at the manufacturer's campus and travel to deliver them to the Buyer's campus. Each of them is in charge of loading and unloading in a delimited time and notified by the logistics service or by R3D. The service is charged to the Buyer through the method of payment selected by the Buyer, included in the final quotation with option to pay.
R3D shall receive a commission whenever a sale is structured between the Manufacturer and the Buyer, equal to the commission percentage specified in the relevant Schedule.
The Manufacturer agrees to grant R3D an exclusive right to market the Manufacturer's goods and/or services to those Buyers who have been introduced by R3D, in order to ensure the success of the commercial relationship between the parties.
The Parties represent that the contractual relationship between the Manufacturer and the Buyer is independent of the one herein, however, R3D may assist in the proper functioning of any agreement between the latter. In case of breach of any of the Manufacturer's or Buyer's obligations, R3D shall not be held liable.
4. Use of the Platform
5. Policies for the Publication of Projects
In order to offer the best service, the following policies are stipulated for the publication of projects. If a project is found in violation of any of these policies, both the project and the user may be suspended from the Platform. The User will be notified and may republish the work as long as the violation is corrected.
6. Warranties and Arbitration
When a User ("MiR3D" or "Customer") is not satisfied with the outcome of a project, he/she has the right to request a review through arbitration by R3D. R3D customer service will provide personalized attention by generating a follow-up ticket to review and resolve the case, requesting evidence to evaluate the situation and determine resolution.
Users are encouraged to make exclusive use of the Platform as a means of communication among themselves. Interaction between users by means outside the Platform directly invalidates the user's guarantee on the project and jeopardizes the privacy of their information.
It is the responsibility of each User participating in an active project to maintain communication within the Platform channels and update the status of each project. When a User interrupts communication, the affected user may initiate a report. In the first instance, a warning will be generated requesting the activation of the communication. In case of incurring three unanswered notices within the same waiting time, R3D reserves the right to take action on the account of the affected user, which may include affecting its reputation or temporarily or permanently suspend the account. In the event of such a breach during the development or manufacture of a project, R3D reserves the right to withhold the funds allocated to the project in order to offer the user the possibility of selecting another manufacturer. In case of suspension of a project in progress, the affected user may choose to cancel the project and keep the funds, if applicable, in its favor within the Platform or obtain a partial or total refund.
When a user fails to comply with the agreed time for the development and / or manufacture of a project, the affected user may initiate a report. R3D will seek to verify the reason for the non-compliance with the agreed time and reach a prompt solution. In the first instance, a notice will be generated requesting the update of the project. In case of incurring three notices without response within the same waiting time, R3D reserves the right to take action on the account of the affected user, which may include affecting its reputation or temporarily or permanently suspend the account, and R3D may withhold the funds allocated to the project to offer the user to select another manufacturer or creator. The affected user may cancel the project and keep the funds on their behalf within the Platform.
When a User repeatedly fails to meet deadlines, the affected user may initiate a report. R3D will analyze the history of the project and/or user. If repetitive non-compliance behavior is observed on more than one occasion during the same project or User, in the first instance, the User will be notified of the situation. In case of repeated behavior, R3D reserves the right to temporarily or permanently suspend the user. The affected user may cancel the project and keep the funds in its favor within the Platform if applicable.
R3D, through its Platform, offers the services of third parties. It is considered the responsibility of each creator and manufacturer to honestly offer the services it provides with transparency and truthfulness. At the same time, the client must provide the description of the project and provide the information clearly requested by the Platform for the realization of the project. If it is verified that the client has provided the necessary details, but the manufacturer is unable to complete the project to the user's satisfaction, the user can choose to change manufacturer. In case of failure, the affected user may cancel the project and keep the funds on his behalf within the Platform if applicable. In the event that a lack of clarity or incomplete documentation is verified within the production request by the user, the user must comply with the payment accepted by the creator or manufacturer, if they so demand and when the project or the part justifying it has been delivered in due time and form.
7. Price and Payment
You will pay R3D for the Services in the amounts agreed upon for the price established per project. The amounts for the development or manufacture of each project are stipulated by each manufacturer, and R3D disclaims any price adjustment.
Services will commence upon payment and will cease upon any dispute by the users involved in the project or for non-payment. You agree to be bound by the terms and conditions of the payment agreement by any of the third party providers offered by the Platform.
R3D reserves the right to change its platform service fees, the scope of the Services and other policies on the Platform at any time, with or without notice. R3D's invoices are true and correct in all material respects. R3D will process your payment(s) for the Services through any payment method accepted at the time of payment. All payments made pursuant to these Terms will be made without any right of set-off, withholding or counterclaim of any kind or character.
With the concept of "service" within each quotation in effect between the Manufacturer and the Buyer, R3D will charge the percentage of commission applicable to each quotation within a range of 3% to 10% of the cost of "production" stipulated by the manufacturer in each quotation. Any adjustment in the final price, either by volume or manufacturing cost, must be made through the platform in order to adjust its commission proportionally. The method of payment of the commission will be through bank transfer between the Buyer and R3D through the information shared within the platform and using their current payment methods.
8. Intellectual Property
Any Inventions made on the Platform by Users, whether or not patentable, which are invented, conceived, discovered, developed or put into practice, whether alone or in conjunction with others; shall be owned by you and shall be considered "Work for Hire" under applicable copyright laws. R3D agrees to disclose to You any such Inventions and, upon request, will assist You in all appropriate ways to obtain for Your benefit patent registrations on such Inventions; all such Inventions shall be and remain Your exclusive property, whether disclosed, assigned or patented.
The projects published by the Users are confidential. Given the nature of the service, each project contains sensitive information necessary for the development and / or manufacture of the project within the Platform. Only those involved in each project are authorized to use it, through the connection and invitation to participate in each project between users. Users involved in each project must keep confidentiality on the use and handling of information, and may not share, transmit, recreate, copy, transfer, disclose or store for personal use or commercial exploitation outside the commitment generated in the Platform between users participating exclusively in the project. They may not make public knowledge of documentation that allows replication of the project by third parties for profit or non-profit, or disclose sensitive project information outside the Platform.
It is not authorized to publish and initiate projects that violate the copyrighted intellectual property of a third party. Users are responsible for using documents that do not violate the intellectual property of third parties. R3D does not become the owner of the content published by its users. However, by using the Platform, you grant R3D permission to use non-sensitive content for advertising purposes, typically to promote projects and brands without affecting the intellectual property of users. Ultimately, you will be responsible for the content you post and by this agreement you authorize us to use it.
You acknowledge that R3D has invested significant time, effort and labor to create and deliver the Platform. All R3D intellectual property that is part of the Platform is and shall remain the exclusive property of R3D, in all circumstances. Under no circumstances will you license, sublicense, resell, lend, loan, transfer, distribute, modify or otherwise exploit the Platform; or otherwise permit or allow, either directly or indirectly, any third party to use, access or benefit from the Platform.
9. Confidentiality
Any information transmitted by the Parties, by any means and during the term of the contractual relationship, shall be treated as Confidential Information. The Parties recognize that as a result of their relationship they will have knowledge and access to Confidential Information of the other Party and, therefore, they shall treat it as if it were their own Confidential Information. The Confidential Information shall be used exclusively for the purpose of the relationship and at no time shall its ownership be transferred to them.
The Parties undertake to keep scrupulously the personnel data received from the other Party, as well as the technical, commercial and manufacturing secrets of the procedures, works, systems, goods and rights in general, of which they have knowledge by reason of their relationship, as well as of the reserved administrative matters whose disclosure may cause prejudice to the other Party, and undertake not to make use of the Confidential Information for their benefit or for the benefit of third parties or the personnel of each one of them.
By virtue of the foregoing, the Parties agree to:
10. Limit of Liability and Disclaimer of Liability
R3D does not warrant that the operation of the Platform will be uninterrupted or error-free. No oral or written information provided by R3D or its representatives shall act to override this Section or otherwise affect this disclaimer.
Except for infringement or misappropriation of the other party's (or a third party's) intellectual property rights, including trade secrets; damages for bodily injury, death, damage to real or tangible personal property; willful misconduct; or any other liability that may not be limited under applicable law, in no event shall either party be liable for any loss or damage to data, any indirect, incidental, consequential, special, punitive, exemplary or any similar type of damages arising out of or in connection with the license, use or inability to use the Platform. You assume all responsibility for your use of the Platform and other services provided to achieve the intended results.
Notwithstanding the foregoing, where no liability is owed by the Parties, the Parties agree that the maximum liability of each Party and their respective related parties, employees, officers and directors, limited and exclusive, for damages under these Terms, regardless of the form of action to which the other Party is entitled for the claim, shall be limited to an amount equal to 30% (thirty percent) of the total value of the Schedule giving rise to the claim, in the case of Manufacturers. For other Users, R3D's total liability to you for all claims arising out of or as a result of these Terms shall not exceed the fees paid by you to R3D for the applicable services. R3D's representation of the services disclaims reimbursement of any fees you have paid for such services.
R3D disclaims all legal responsibility for actions of Users that violate these Terms and Conditions.
11. Indemnification
You agree to indemnify, defend and hold harmless R3D, its officers, directors, employees, agents and affiliates, from and against any and all claims, demands, losses, liabilities, damages and expenses (including attorneys' fees) arising out of or in connection with: (a) your use of the Platform or Services; (b) your breach or violation of any of these Terms; (c) your violation of any third party rights, including, without limitation, intellectual property rights, privacy rights; or (d) your User Content.
12. Term and Termination
The term of these Terms begins on the date you first use the Platform (the "Effective Date") and will continue in effect until: (a) the termination or expiration of all Services provided pursuant to these Terms; (b) the termination of any current projects; or (c) the termination of your account.
For the Manufacturers, the term of the Framework Contract shall be 1 (one) year, counted from the date of signature, and may be extended by prior written agreement between the Parties. The term of each Annex shall be the term agreed therein and shall be extended as long as there is a commercial contract between the End Client and the Manufacturer and for the same duration thereof.
R3D or the Manufacturer may elect to terminate the Master Agreement as a result of a breach of the Master Agreement by the other Party, following the procedure set forth in the Master Agreement.
13. Modifications
R3D reserves the right to update these Terms and Conditions at any time to provide a better service with clear rules, with the commitment to notify the new versions in an appropriate timeframe to Users, as well as within the corresponding section on the Platform. If we believe the changes are significant, we will inform you by one (or more) of the following methods: (i) posting about the changes on or through the Services; (ii) sending an email or message about the changes; or (iii) posting an update in the release notes on the Platform. We encourage you to periodically check the Platform for updates.
Except as explicitly provided in these Terms, these terms and conditions may only be modified in writing and signed by authorized representatives of both parties.
14. Notices and Notifications
Any notice made in connection with these Terms shall be made by email to the email address provided by you during registration or to legal@r3d.com.mx by R3D.
15. Assignment
You may not assign, transfer, share or divide these rights and obligations in whole or in part without the prior written consent of R3D. Derivative rights and obligations may not be assigned by the Parties without the prior written consent of the other Party.
16. Absence of Labor Relationship
The Parties acknowledge that they have their own and sufficient elements under the terms of Article 13 of the Federal Labor Law and that they are, each one of them, considered independently and as the sole employer of the persons who in any capacity intervene under their orders in the Services. Therefore, each one of them assumes all the obligations derived from such fact (IMSS, INFONAVIT, Afore, etc.). Likewise, the Parties acknowledge that by means of these Terms and the Master Agreement no partnership or association is constituted between them, nor shall it be construed as constituting an employment relationship between the employees of any of the Parties with the other Party. The Parties agree that the only legal relations between them are those derived from these Terms and the Framework Contract, reason for which they are obliged to indemnify the other Party from any controversy, claim, damage or harm that may derive from the provisions of this Clause, and shall reimburse the affected Party for the expenses it has incurred for such reason.
17. No Hiring
The Manufacturer undertakes not to hire, under any hiring modality, any employee, specialist or member of the R3D team. This obligation shall be in force for the entire term of the Framework Contract and for two (2) years after its termination. In case of non-compliance, the Manufacturer agrees to pay R3D a conventional penalty equivalent to the annual integrated salary of the person in question, multiplied by 2 (two).
18. Anticorruption
The Parties agree to comply fully with all applicable national and international anti-corruption laws. In addition, the Parties agree not to offer gifts and/or gratuities and/or goods of value to the other Party, nor to any of its employees, officers and directors, which could induce a benefit and/or an advantageous condition in favor of any of them. For the same reasons, the Parties agree not to receive gifts and/or gifts and/or goods of value from the other Party.
No Conflict of Interest. Relationship
The Parties declare under oath that none of their shareholders, employees, officers and directors are related in direct line by blood or affinity to any employee or officer of the other Party. In the event of any such relationship, the Party in question undertakes to disclose it immediately and in writing to the other Party.
20. Non-exclusivity
The Parties agree that the Services do not constitute any exclusivity in favor of the Manufacturer, so R3D may sell, at its discretion, similar services to any other person.
21. Headings
The headings herein have been inserted for convenience only, but not for the purpose of limiting, increasing or modifying the terms set forth in the Clauses, nor to affect the interpretation of any of the terms or conditions contained herein.
22. Divisibility
In the event that any term, condition or stipulation contained herein shall be determined to be ineffective, illegal or void, the same may be severed from the body hereof and the remainder shall continue in full force and effect to the fullest extent permitted by law.
23. Survival of Obligations
The Parties shall comply with the obligations of any nature that may have arisen for each of them derived from the execution of these Terms and the Master Agreement. The omission of any of the Parties in the exercise of the rights provided herein shall in no case have the effect of a waiver thereof, nor shall the singular or partial exercise of any right hereunder exclude any other right, power or privilege.
24. Acts of God and Force Majeure
None of the Parties shall be liable for those obligations arising from these Terms or the Master Agreement that they are responsible for and are unable to fulfill due to the occurrence of an act of God or force majeure. The Parties agree that exchange rate effects, economic difficulties (including, without limitation, any concept derived from a bankruptcy) and change of market conditions do not apply as fortuitous event and force majeure.
Protection of Personal Data
Each of the Parties expressly states that it will adhere to and respect at all times the Federal Law for the Protection of Personal Data in Possession of Individuals. Also, that personal data and sensitive personal data will only be used to comply with the purpose of these Terms. For more information about data management and privacy, we invite you to consult the Privacy Notice available on the Platform.
26. Applicable Law and Competent Jurisdiction
These Terms shall be governed and interpreted under Mexican federal law, having as exclusive jurisdiction the federal courts, and the Parties waive any other jurisdiction or venue to which they may be entitled.
27. Total Agreement
These Terms and Conditions, together with the corresponding Annexes (in the case of Manufacturers), constitute the entire agreement between the Parties relating to their subject matter, and supersede all prior oral and written understandings and representations.
Changes to Our Terms and Conditions
We may amend or update this document to provide better service. If we believe the changes are significant, we will inform you by one (or more) of the following methods: (i) posting about the changes on or through the Services; (ii) sending an email or message about the changes; or (iii) posting an update in the release notes on the Platform. We encourage you to check back from time to time for updates.
You may send an email to legal@r3d.com.mx at any time to exercise your Rights of Access, Rectification, Cancellation or Opposition. If you have questions about how we collect and use your personal data or about these terms and conditions, please contact us through the following link: [Insert link to contact form or help section].
Weencourage you to check back from time to time for updates. You can send an email to legal@r3d.com.mx at any time, to exercise your Rights of Access, Rectification, Cancellation or Opposition. If you have questions about how we collect and use your personal data or about these terms and conditions, please contact us. We will be happy to provide you with this policy in the language of your preference, but it is important to mention that the use of R3D services will always be governed by the Spanish version.
Lastupdate: March 26, 2025
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