E-Salah Terms and Conditions:

Site Covered: www.e-salah.com

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY!

These Terms and Conditions (“Terms”) describe the terms and conditions applicable to the access and use of the Site (as defined below) owned, operated, branded or made available by Company (as defined below). These Terms does not have to be signed in order to be binding. Parties (as defined below) indicate their assent to the terms of these Terms by signing the Agreement presented prior to these Terms.

ARTICLE 1. DEFINITIONS 

In these Terms and Conditions:

Agreement: any agreement made subject to the terms and conditions below and includes any written agreements, terms and conditions, contracts, signed by the Supplier and/or Purchaser with Company. 

Business Day: a day (other than a Friday or public holiday) when banks in Dubai, United Arab Emirates are open for business. 

Commodities: any commodities, raw material, primary agricultural product from Supplier and/or as mentioned on the listing or Site. 

Company: the Company, as the creator, operator, and publisher of the Site, makes the Site, and certain Commodities and Services on it, available. Company will refer to the Company, as well as all employees and affiliates of the Company

Content: any comments, remarks, data, feedback, content, text, photographs, images, video, music, or other content or information that you or any Site Visitor or Party post to any part of the Site or provide to Company, including such content or information that is posted as a result of questions.

Delivery Address: the address stated on each Purchase Order for delivery of the Commodities to the Purchaser.

The term “including” as used herein means including without limitation.

Intellectual Property Rights: all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, in each case, under the laws of any state, country, territory or other jurisdiction.

Parties: The parties to this Terms (the Purchaser and Supplier) will be referred to as Parties. Purchaser and Supplier and “Party” means either of them. Also referred as “you”, “your”, or “User”.

Purchaser: any authorized user utilizing the Site to purchase Commodities from Supplier. The purchaser, placing Purchase Order on the Site to purchase  Commodities of the Supplier.

Purchase Order: the Site Purchasers’ purchase order to which the terms of this Agreement apply. 

Price: the price of the Commodities as charged by the Supplier.

Services: collectively, all services, applications and commodities that are accessible through the Site.

Site: The site owned, operated, branded or made available by the Company from time to time which relate to the www.e-salah.com e-commerce platform identified by the uniform resource locator “www.e-salah.com”. 

Supplier: any supplier providing Commodities to Purchaser trough the Site.

Supplier Taxes: any and all sales, goods and services, use, excise, import, export, value added, consumption and other taxes and duties assessed, incurred or required to be collected or paid for any reason in connection with any advertisement, offer or sale of commodities by Supplier on or through the Site, or otherwise in connection with any action, inaction or omission of Supplier or any of affiliate of Supplier’s, or any of Supplier’s or their respective employees, agents, contractors or representatives. 

Writing: means electronic mail. 

ARTICLE 2. APPLICABILITY 

2.1      These Terms does not have to be signed in order to be binding. Parties indicate their assent to the terms of these Terms by signing the Agreement presented prior to these Terms or by accept these Terms through the Site by creating an account.

2.2       Parties may access certain parts of the Site without creating an account. In this case, they will nonetheless be bound by these Terms.

ARTICLE 3. PURPOSE OF COMPANY

3.1       Company’s Site is a marketplace platform that connects Suppliers who manufacture, supply and/or distribute Commodities with potential Purchaser. Suppliers are able to market their Commodities for sale and reference to Purchasers. Suppliers shall describe their commodities, shipping information and manage post sales for sold commodities.

3.2       The Site is a location for Purchasers to locate and purchase Commodities from Suppliers that are independent of Company. When Purchaser makes a purchase through the Site, Purchaser is purchasing the Commodity from Supplier and not from Company. 

ARTICLE 4. ACCESS TO SITE SERVICE

4.1       In addition to complying with these Terms, access to the Service shall be subject to the creation of Site account. This shall require the entering of personal identification data. During the account creation process, Party agrees to provide only accurate information and to inform Company immediately of any changes that would impact the Service.

4.2       In order to use the Site Service, Party maintains the username and password that he created when he opened his account. Party agrees to keep this information confidential and to not disclose this information to any third party. Party is solely responsible for access to the Service using their username and password will not be tolerated by law.

4.3       In case of loss, misappropriation or unauthorized use of the username and/or password, Party shall agree to immediately notify Company.

4.4       Party uses of any Service may be subject to account limits, including, without limitation, transaction volume limits or withdrawal restrictions. These limits are determined based on performance and risk factors, including without limitation our assessment of the risk associated with Supplier’s or Purchaser's location, the registration information Party provides and our ability to verify it, and the requirements of applicable law. Notwithstanding any account limits, Company may delay, suspend or reject a transaction if Company suspect the transaction or account is being used without authorization, fraudulently, suspiciously or is otherwise unusual based on prior transaction activity and application of our internal fraud controls.

4.5       Parties are hereby made aware that there may be risks of dealing with people acting under false pretences. Company uses several techniques to verify the accuracy of certain information Parties provide us when they register on the Site.  However, because Party verification on the Internet is difficult, Company cannot and does not confirm each Party's purported identity. Company encourages you to use various means, as well as common sense, to evaluate with whom you are dealing.

ARTICLE 5. COMPANY TERMS

5.1 Prohibited Actions & Responsibilities

5.1.1    Party may not reverse engineer, disassemble or decompile any binary code used in connection with the Site, including any Company Materials that Company provides you. Party will not take any action that interferes with, damages, or accesses or uses in any unauthorized manner the hardware, software, networks, technologies or other properties or services of Company or of any Party or other third party. Party agrees not to make any representations, guarantees or warranties:

• that violate any laws or regulations, including any false advertising;
• with respect to Company, the Site, or Site Services.

In all activities under these Terms, party agrees to conduct himself in a professional manner and not to disparage or devalue Company or the Site.

5.2 Company SITE Operations

5.2.1    Company maintains at its sole discretion to determine all features and operations of the Site. Party acknowledges that Company has no obligation to promote, distribute, list or offer for sale any Commodity, or to continue to do so. 

5.2.2    Company is not responsible for and has not sole discretion related to processing payments, collecting payments, executing refunds to Purchasers upon request by Suppliers or by authorized third parties. 

5.3 PURCHASER Data and Privacy‐Related Obligations

5.3.1    Company will provide Party with access to certain information provided to Company by Purchaser through the Site, including Purchaser name, company name, physical or email addresses, and phone numbers ("Company-Collected Purchaser Data"). Based on the activities under these Terms, You may also collect other information or data from Purchasers, some of which may include personally identifiable information ("Supplier-Collected Purchaser Data"). Any Purchasers data or information, whether Company-Collected Purchasers Data or Supplier-Collected Purchaser Data, is, collectively "Purchasers Data". For all Purchaser Data you will:

• use and authorize others to access and use the Purchaser Data only for the purposes of providing and improving the functionality and user experience of your Commodity Listing, marketing your Commodities to Purchasers or such other purposes expressly permitted by the Purchaser (in each case, in compliance with all Laws), and not modify any Purchaser Data in a manner that adversely affects it integrity, and
• treat, store, transmit, disclose and use the information only in accordance with applicable privacy notices and laws, rules, regulations, orders, and other requirements of governmental agencies (together, "Laws").

Without limiting the foregoing and with respect to Supplier-Collected Purchaser Data, you shall provide legally adequate privacy notices to each Purchaser and obtain all necessary consents under Law and notify Purchasers that Company is not responsible for the privacy, security or integrity of Supplier-Collected Purchaser Data. You shall also maintain and handle all of the Purchaser Data in accordance with privacy and security measures reasonably adequate to preserve its confidentiality and security and all applicable Laws. For the sake of clarity, Company shall not be liable for or have any responsibility in connection with Supplier-Collected Purchaser Data. You hereby agree that Company shall have no responsibility, obligation or liability with respect to the disclosure of such information to, or any collection, use or disclosure of such information by any Supplier.

5.4 Export

5.4.1    Company is relying on your accurate determination of your Commodities import or export status and your compliance with all export laws. You hereby represent, warrant and certify that, if applicable, your Commodities are authorized for export from and to each country to which you permit them to be distributed or made available through the Site, in accordance with the requirements of the applicable regulations.

5.5 Aggregated Information

5.5.1    In addition to Company's other rights, Company may collect aggregated information regarding the Site and Commodities (excluding any personally identifiable information), including through the use of third party analytics tools such as Google Analytics ("Aggregated Information") and may exploit and use the Aggregated Information for any purpose without restriction.

ARTICLE 6. RELATIONSHIP WITH COMPANY

6.1       Purchaser and Supplier acknowledge, agree, and understand that Company is not a party to the relationship or any dealings between Purchaser and Supplier. Without limitation, Purchaser and Supplier are solely responsible for: 

• ensuring the accuracy and legality of any content; 
• determining the suitability for a Purchase Order; 
• agreeing to, and executing any terms or conditions of Purchase Orders; 
• performing Purchase Order; and/or 
• paying Purchase Order. 

Company does not make any representations about or guarantee the truth or accuracy of any Supplier’s or Purchaser’s listings or other content on the Site; does not verify any feedback or information provided by Suppliers or Purchaser; and does not perform background checks on or guarantee the work of Suppliers or Purchaser. Purchaser acknowledge, agree, and understand that Company does not, in any way, supervise, direct, control, or evaluate Suppliers or their work and is not responsible for any Purchase Order or Commodities. Company makes no representations about and does not guarantee, and you agree not to hold Company responsible for, the quality, safety, or legality of Suppliers; the qualifications, background, or identities of Suppliers; the ability of Suppliers to deliver Purchase Order; the ability of Purchasers to pay for Purchase Order; content and statements or posts made by Parties; or the ability or willingness of a Purchaser or Supplier to actually complete a transaction. 

6.2       Party further acknowledges, agrees, and understands that: 

• you are not an employee of Company, and you are not eligible for any of the rights or benefits of employment (including unemployment and/or workers compensation insurance); 
• Company will not have any liability or obligations, including under or related to Purchase Orders for any acts or omissions by Party; 
• Company does not, in any way, supervise, direct, or control any Supplier or Purchase Orders; and does not dictate the performance, methods or process Supplier uses to perform services; 
• Supplier is free to determine when and if to perform Purchase Orders, including the days worked and time periods of work, and Company does not set or have any control over Supplier’s pricing, work hours, work schedules, or work location, nor is Company involved in any other way in determining the nature and amount of any compensation that may be charged by or paid to Supplier for a Purchase Order; 
• Supplier will be paid at such times and amounts as agreed with a Purchaser in a given Purchase Order, and Company does not, in any way, provide or guarantee Supplier any minimum, regular payment; 
• Company does not provide Suppliers with training or any equipment, labor, tools, or materials related to any Purchase Order; 
• Company does not provide the premises at which Suppliers will perform the work; 

6.3       Nothing in these Terms is intended to prohibit or discourage (nor should be construed as prohibiting or discouraging) any Party from engaging in any other business activities or providing any services through any other channels they choose, provided, if applicable, Parties comply with the Opt Out provisions described in Article 8. Parties are free at all times to engage in such other business activities and services and are encouraged to do so.

6.4       Parties understand and agree that Company is not a party to any Purchase Order, is not involved in or responsible for any work performed by Suppliers, is not involved in or responsible for any payment made under a Purchase Order, and has no control over any Supplier or Purchaser. Company does not have any power or authority to, and does not, determine any eligibility standards for any Purchase Order.

ARTICLE 7. CONTRACTUAL RELATIONSHIP BETWEEN PURCHASER AND SUPPLIER 

7.1       If a Purchaser decides to enter into a Purchase Order, the Purchase Order is a contractual relationship directly between the Purchaser and Supplier. Purchaser and Supplier have complete discretion both with regard to whether to enter into a Purchase Order with each other and with regard to the terms of any Purchase Order. Parties acknowledge, agree, and understand that Company is not a party to any Purchase Order, that the formation of a Purchase Order between Parties will not, under any circumstance, create an employment or other service relationship between Company and any Party.

7.2       With respect to any Purchase Order, Purchaser and Suppliers may enter into any written agreements that they deem appropriate (e.g. regarding payment, shipping, confidentiality etc.) provided that any such agreements do not conflict with, narrow, or expand Company’s rights and obligations under this Terms and applicable Agreement. Parties are responsible for complying with any local requirements, including applicable laws, rules, and regulations. Each situation is highly fact-specific and requirements vary by situation and jurisdiction and therefore any party should seek legal advice from a licensed attorney in the relevant jurisdictions. Company expressly disclaims any and all liability with respect to actions or omissions based on the Purchase Order.

7.3       Unless otherwise agreed between Supplier and Purchaser, the meaning of any trade term and the rights and obligations of parties thereunder shall be as prescribed by the current Incoterms (“Incoterms 2020” or a more recent version if and as published). Incoterms are the international rules for interpreting trade terms published by the International Chamber of Commerce.

7.4       In the event of any dispute arising out arising between Purchaser and Suppliers, you agree to exercise all efforts in good faith efficiently and amicably to settle such dispute in a timely manner. If such efforts fail to resolve the dispute, you may pursue your dispute independently, but you acknowledge and agree that Company will not and is not obligated to provide any dispute assistance.

7.5       In the event that any Party has a dispute with any party to a transaction, such Party agrees to release and indemnify Company (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such dispute or the transaction.

 

 

ARTICLE 8. NON-CIRCUMVENTION

8.1      Party acknowledges and agrees that a substantial portion of the compensation Company receives for making the Site available is collected through the fees charged to Supplier and that in exchange a substantial value to Party is the relationships made through the Site or Services (the “Company Relationship”). Party agrees to execute orders only through the Site and to not contact other Party for three (3) years from the date Party signs this Agreement, unless Party pays a Conversion Fee; violating this Article 8 is a serious breach and may be permanently suspended for violations, as detailed below.

8.2      Company only receives the fees when a Purchaser place an order through the Site and when a Supplier receive payment from Purchaser. Therefore, except as set out in Article 8.1, for 3 years from the start of this Agreement (the “Non-Circumvention Period”), Party agrees to use the Site as his exclusive method to sale and execute orders directly or indirectly with the other Party or arising out of his relationship with other Party and not to circumvent the Services offered on the Site unless Party pays a fee to take the relationship off of the Site (the “Conversion Fee”). 

8.3      For the avoidance of doubt, if Party, or the business he represents, did not identify and were not identified by another purchaser through the Site, such as if he and another other Party worked together before meeting on the Site, then the Non-Circumvention Period does not apply. If Party use the Site as an employee, agent, or representative of another business, then the Non-Circumvention Period applies to Party and other employees, agents, or representatives of the business or its successor when acting in that capacity with respect to the other users of the Site.

8.4      By way of illustration and not in limitation of the foregoing, Party agrees not to:

• Offer or solicit or accept any offer or solicitation from parties identified through the Site to contract, hire, invoice, pay, or receive payment in any manner other than through the Site.

• Invoice or report on the Site or request an invoice or payment amount lower than that actually agreed, made, or received between parties.
• Refer a other Party identified on the Site to a third-party who is not a user of the Site for purposes of making orders other than through the Site.

8.5      Party agrees to notify Company immediately if a person suggests to Party making orders other than through the Site in violation of this Article 8 or if Party receive unsolicited contact outside of the Site. 

8.6      Party may opt out of the obligations in Article 8 under para (1)-(5) with respect to each Company Relationship only if the Party pays Company a Conversion Fee which is FIFTY THOUSAND DOLLARS ($50,000 USD) for each Company Relationship. 

8.7      Party understands and agrees that if Company determines, in its sole discretion, that other Party has violated Article 8, Company or its affiliates may, to the maximum extent permitted by law:

• send Party an invoice for the Conversion Fee (including interest), which Party agrees to pay within thirty (30) days;
• close Party’s account and revoke Party’s authorization to use the Site and Services, and/or 
• charge Party for all losses and costs (including any and all time of Company’s employees) and reasonable expenses (including attorneys’ fees) related to investigating such breach and collecting such fees.

10.8    The provisions of Article 8 shall survive any termination of this Terms.

ARTICLE 9. WARRANTY DISCLAIMER

9.1       YOU AGREE NOT TO RELY ON THE SITE, THE SITE SERVICES, ANY INFORMATION ON THE SITE OR THE CONTINUATION OF THE SITE. THE SITE AND THE SITE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE SITE, THE SITE SERVICES, WORK PRODUCT, PARTY CONTENT, OR ANY ACTIVITIES OR ITEMS RELATED TO THIS AGREEMENT OR THE TERMS OF SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL EXPRESS AND IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW FOR ALL OF THE FOREGOING LIMITATIONS ON WARRANTIES, SO TO THAT EXTENT, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THE AGREEMENT TERM AND TERMINATION STATES PARTY’S SOLE AND EXCLUSIVE REMEDY AGAINST COMPANY WITH RESPECT TO ANY DEFECTS, NON-CONFORMANCES, OR DISSATISFACTION.

ARTICLE 10. LIMITATION OF LIABILITY

10.1    Company is not liable, and you agree not to hold Company responsible, for any damages or losses arising out of or in connection with the Terms, including, but not limited to:

• your use of or your inability to use our Site or Site Services;
• delays or disruptions in our Site or Site Services;
• viruses or other malicious software obtained by accessing, or linking to, our Site or Site Services;
• glitches, bugs, errors, or inaccuracies of any kind in our Site or Site Services;
• damage to your hardware device from the use of the Site or Site Services;
• the content, actions, or inactions of third parties’ use of the Site or Site Services;
• a suspension or other action taken with respect to your account;
• your reliance on the quality, accuracy, or reliability of commodities postings, profiles, ratings, recommendations, and feedback (including their content, order, and display), ccomposite iinformation, or metrics found on, used on, or made available through the Site; and
• your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to the Terms of Service.

10.2    ADDITIONALLY, IN NO EVENT WILL COMPANY BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT COSTS OR DAMAGES, INCLUDING, BUT NOT LIMITED TO, LITIGATION COSTS, OR LOSS OF DATA, PRODUCTION, PROFIT, OR BUSINESS OPPORTUNITIES. THE LIABILITY OF COMPANY, TO ANY USER FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR THE TERMS WILL NOT EXCEED THE LESSER OF: (A) $2,500; OR (B) ANY FEES RECEIVED BY COMPANY DURING THE SIX-MONTH PERIOD PRECEDING THE DATE OF THE CLAIM. THESE LIMITATIONS WILL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR THE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS, SO TO THAT EXTENT, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. (A) NEITHER YOU NOR COMPANY SHALL HAVE ANY LIABILITY TO THE OTHER FOR ANY LOST PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EVEN IF YOU OR WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND

ARTICLE 11. FORCE MAJEURE 

11.1    In the event that either Party is prevented from fulfilling its obligations under this Agreement by reason of any supervening event beyond its control including but not limited to war, national emergency flood, earthquake, strike or lockout (subject to Sub-clause 11.2) the party shall not be deemed to be in breach of its obligations under this Agreement. The Party shall immediately give notice of this to the other party and must take all reasonable steps to resume performance of its obligations.

11.2    Sub-clause 11.1 shall not apply with respect to strikes and lockouts where such action has been induced by the Party so incapacitated.

11.3    Each Party shall be liable to pay to the other damages for any breach of this Agreement and all expenses and costs incurred by the Party in enforcing its rights under this Agreement.

11.4    If and when the period of such incapacity exceeds three (3) months then this Agreement shall automatically terminate unless the Parties first agree otherwise in writing. 

11.5     The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances

 

 

 

ARTICLE 12. GENERAL PROVISIONS

12.1 ENTIRE AGREEMENT

These Terms constitutes the entire understanding between the Parties with respect to any and all use of this Site. 

12.2 LANGUAGE

All communications made or notices given pursuant to this Agreement shall be in the English language. If there is any conflict between the English version and another language version of this Agreement, the English version shall prevail. Any non-English language version of this Agreement is provided for reference purposes only.

12.3 ASSIGNMENT

These Terms, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by You. Should these Terms, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.

12.4 AMENDMENTS

Company reserves the right to change any of the terms and conditions contained in these Terms, or any other policies or rules governing the Site at any time and in its sole discretion. Any such changes will be effective upon the posting of the revised Terms or such policies and rules on the Site. Material changes to the Terms shall be accompanied with a 30 days notice on the Site, and Parties are solely responsible for reviewing any such notice and the corresponding changes to the Terms. PARTY’S CONTINUED USE OF THE SITE FOLLOWING ANY SUCH REVISIONS TO THE TERMS OR SUCH POLICIES AND RULES WILL CONSTITUTE PARTY’S ACCEPTANCE OF SUCH CHANGES. IF PARTY DO NOT AGREE TO ANY SUCH CHANGES, DO NOT CONTINUE TO USE THE MARKETPLACE AND ASSOCIATED SERVICES.

12.5 NO WAIVER

Each Party will bear its own costs and expenses in performing this Terms. Company’s failure to enforce any provision of this Terms will not constitute a waiver of Company’s rights to subsequently enforce the provision 

12.6 HEADINGS

The headings to this Agreement are for convenience only and shall not be construed to limit or otherwise affect the terms of this Agreement.

12.7 INVALID TERMS

If any part of the Terms is found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other conditions or terms of the Terms which shall remain in full force and effect. If any part of the Terms is so found to be invalid or unenforceable but would cease to be invalid or enforceable if some part of the provision were deleted, the provision in question shall apply with such modification as may be necessary to make it valid and enforceable

12.8 NOTICES ELECTRONIC COMMUNICATIONS PERMITTED

Any notice to be given under these Terms shall be in writing and shall be sent by email to the relevant email address set out at the head of these Terms or other email address as that Party may from time to time notify the other Party in accordance with this Article.

Notices sent as above shall be deemed to have been received next working day after sending.

In proving the giving of a notice it shall be sufficient to prove that the applicable means of telecommunication was addressed and dispatched and dispatch of the transmission was confirmed and/or acknowledged as the case may be.

ARTICLE 13. APPLICABLE LAW AND JURISDICTION

In the event of any dispute arising out of or in connection with these Terms, the parties agree to exercise all efforts in good faith efficiently and amicably to settle such dispute in a timely manner. If such efforts fail to resolve the dispute, then the dispute shall be referred to and finally determined under the Rules of Arbitration of the Dubai International Arbitration Centre (DIAC), by a sole arbitrator appointed in accordance with those Rules. The arbitration shall take place in Dubai and all proceedings, whether written or oral, shall be conducted in the English language. The arbitration award shall also be in the English language and shall be final and binding upon the parties and not subject to any appeal.