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Advertising Terms and Conditions

  • Updated

DUBIZZLE OMAN

ADVERTISING TERMS AND CONDITIONS

The terms and conditions set out below (the “Advertising Terms and Conditions”) are hereby incorporated into, and form an integral part of, any order form incorporating them (the “Order Form”).

 1. GENERAL

  • The Advertising Agreement (as defined below) is between Dubizzle SPC (“we”, “us” or the “Company”), and the customer named in the Order Form (“you” or the “Customer”), and includes:

         - these Advertising Terms and Conditions;

         - the terms and conditions included in the Order Form, including (without limitation) any product                description (the “Product Description”) and payment schedule (the “Payment Schedule”); and

         - the Bayut Oman Terms of Use (www.bayut.om/en/terms) and/or the Dubizzle Oman Terms of Use (www.dubizzle.com.om/terms) (as applicable, and as may be amended from time to time) (the “Terms of Use”), (collectively, the “Advertising Agreement”).

  • The Customer wishes to publish listings on the Bayut and/or Dubizzle platforms (as applicable) (each a “Platform” and together the “Platforms”).
  • This Advertising Agreement is conditional on the Customer providing to the Company all KYC documents requested by the Company. The Company reserves the right to require additional KYC documents from the Customer at any time during the Contract Duration (as defined below).
  • The individual signing this Advertising Agreement warrants and represents to the Company that he or she is authorised to sign on behalf of the Customer.
  • Capitalised terms used and not otherwise defined in these Advertising Terms and Conditions shall have the meaning given to them in the Terms of Use.
  • To the extent there is any conflict between these Advertising Terms and Conditions and the Terms of Use, the language used in these Advertising Terms and Conditions shall take precedence except where expressed otherwise . 

 

2. FEES AND PAYMENT TERMS

  • The Company shall invoice the Customer for such amount of fees (the “Fees”) for those products requested by the Customer as set out in the Order Form (the “Products”), and the Customer shall pay the Fees in accordance with the Payment Schedule. All payments under this Advertising Agreement shall be made in Omani Rials (“OMR”) in full and cleared funds to such account as the Company may notify to the Customer from time to time.
  • The Products will not be activated until the first payment of the Fees has been received by the Company in full and cleared funds.
  • The Customer will be responsible for ensuring that all payments are received in full and clear funds on the due date of any payment in accordance with the Payment Schedule.
  • In the case of default in payment by the Customer, the Company reserves the right to charge the Customer the full amount due under this Advertising Agreement and may, at its own discretion, suspend the relevant Product(s) until full payment is made and/or terminate this Advertising Agreement without further liability. All subsequent payments will remain due in accordance with the Payment Schedule.
  • The Company further reserves the right to charge value added tax (“VAT”) or other equivalent sales tax as may be required by Omani law from time to time. The Company further reserves the right to increase its prices proportionally to any government-imposed sales or turnover taxes, including VAT.

 

3. CUSTOMER’S RESPONSIBILITIES

  • The Customer will be responsible for providing all advertising materials, which include, but are not restricted to, graphics, data, XML feeds and display banners. The Company will not be held responsible or liable for the quality of any portion of any advertisement.
  • All advertising materials must be provided by the Customer at least three (3) working days before the commencement of the relevant advertising period.
  • All information provided by the Customer to the Company should be authentic, legal and free of viruses, spam or malicious code. Furthermore, any information provided should not be fraudulent or infringe anyone’s rights in any way and shall not be in violation of the law or regulations of the Sultanate of Oman (or any other jurisdictions), including, but not limited to, any XML feeds and display banners. To the extent the Company believes any information provided to it may infringe the rights of any third-party or be in violation of any law or regulation, the Company may, in its sole discretion, take down or remove such information from the relevant Platform(s).
  • The Customer warrants and represents to the Company that it has full legal authority to enter into this Advertising Agreement and, in doing so, it does not violate any other agreement or obligation it has whether statutory or contractual, and that it will comply with all applicable laws and regulations of the Sultanate of Oman (or any other jurisdiction) at all times.
  • The Customer must ensure that only Customer employees use the Customer’s account on the Platforms, and that only Customer employees make use of the Products.

 

4. CREDITS

  • Credits (the “Credits”) are required to perform all actions on the Platforms. Credits shall be allocated to the Customer on a monthly basis and shall be valid for one (1) month from the date of allocation. The Customer agrees that Credits will not roll over from one monthly period to the next under any circumstances, and the Customer further agrees that Credits shall expire and be forfeited by the Customer if not used by the end of the relevant monthly period.

5. INTELLECTUAL PROPERTY

  • “Company IP” means the know-how, trademarks, patents, copyrights, design rights, database rights and all other intellectual property rights (whether registered or unregistered) in the Products and the Platforms.
  • The Customer acknowledges that all rights in the Company IP are, and shall remain, the exclusive property of the Company, its group or affiliated companies and/or its licensors, and the Customer shall not acquire any proprietary rights in such Company IP and agrees not to infringe or challenge the Company’s, its group or affiliated companies’ and/or its licensors’ rights in the Company IP nor to do or permit anything to be done which may be detrimental to the Company IP or which may be inconsistent with or damage the reputation of the Company, its group or affiliated companies and/or its licensors.
  • The Customer shall inform the Company if it becomes aware of any third-party activity which infringes the Company IP.
  • The Customer shall indemnify (and continue to indemnify) the Company from and against any losses, damages, costs, charges, expenses and other liabilities (including, without limitation, reasonable legal fees) incurred or awarded against the Company as a result of, or in connection with, the Customer’s use of the Company IP, otherwise than in accordance with this Advertising Agreement.

 

6. CONFIDENTIALITY

  • Confidential Information” means any and all information and data, however conveyed or presented and whether technical or commercial, disclosed by the Company to the Customer or obtained or received by the Customer in connection with this Advertising Agreement, together with any information relating to the provisions and subject matter of this Advertising Agreement (including the Fees and the nature of the Products provided under this Advertising Agreement), and any other information clearly designated by the Company as being confidential to it, or which by its nature should be treated as confidential (whether or not marked as confidential), which may come into the Customer’s possession or into the possession of any of its personnel as a result of or in connection with this Advertising Agreement.
  • The Customer shall use the Confidential Information solely for the purposes for which it was disclosed, and shall not disclose or distribute Confidential Information to any person without the Company’s prior written consent, other than to its personnel having a need to know such information in connection with this Advertising Agreement. The Customer shall: (i) advise any personnel to whom the Confidential Information is to be disclosed of their obligations with respect to the Confidential Information prior to such disclosure to ensure their compliance with such obligations; and (ii) take all actions reasonably necessary to secure the Confidential Information against theft, loss or unauthorised disclosure.
  • The Customer and the Customer’s employees, personnel, agents and authorised users may disclose Confidential Information which would otherwise have been subject to the foregoing confidentiality obligations to any third-party if:

       - required by a court, regulatory body or a mandatory provision of applicable law;

       - the Confidential Information is already lawfully in the Customer’s possession without an                 obligation restricting disclosure at the time of receipt from the Company; or

       - the Confidential Information becomes part of the public domain, other than through a breach of this Advertising Agreement.

  • The Customer agrees that the Company may use any information it has in respect of the Customer:

   - to respond to a legal request from any governmental, regulatory or supervisory body, court of          competent jurisdiction or police authority;

     - in order to provide the Products to the Customer and enforce its rights under this Advertising  Agreement;

      - in order to operate, and ensure the security of, the Platforms; and

      - for analytical purposes as aggregated statistics, which will not include personally identifiable information or information that identifies or would reasonably be expected to identify the Customer or any of its end-customers.

  • The Customer shall, upon termination of the Advertising Agreement for any reason or upon the Company’s earlier written request, promptly:

- destroy or return to the Company any and all Confidential Information, together with all copies thereof; and

- destroy any notes, memoranda or other documents concerning the Confidential Information, together with all copies thereof, using a method that will keep the Confidential Information from being recovered.

QUALITY ASSURANCE

  • The Company may, at its own discretion, proceed with the recording of calls to ensure high levels of customer service and for training purposes.
  • The Company’s customer success team may undertake mystery shopping and complete auditing activities to enhance service delivery and improve client experience from time to time. This feedback may be provided to the Customer’s management team for training and feedback purposes, at the Company’s sole discretion. In the event the Company shares such results with the Customer, the Customer endeavours to keep these results confidential (in accordance with clause 6 of these Advertising Terms and Conditions). The Company’s quality assurance team may provide quality and validity reviews of the content posted or advertised by the Customer. In such cases, feedback may be shared to ensure necessary steps are taken to maintain the quality standards of listings and advertising on the relevant Platform(s).
  • The Company has the right to reject any listing that does not meet its quality standards for any reason including, but not limited to, listings that are duplicates or contain incorrect information. Duplicate content is always subject to quality control review and appropriate subsequent action.

8. TERM AND TERMINATION

  • This Advertising Agreement shall commence on the effective date set out in the Order Form (the “Effective Date”) and remain in effect for the contract duration set out in the Order Form (the “Contract Duration”), unless terminated earlier in accordance with its terms.
  • The Company reserves the right at any time to terminate this Advertising Agreement and/or the provision of any Product(s) under it, or to temporarily suspend the provision of any Product(s), by giving written notice to the Customer at any time (including, without any limitation, if the Company is not satisfied with the KYC documents provided by the Customer and/or if the Customer does not utilise some or all of the Product(s) it has agreed to use pursuant to this Advertising Agreement).

9. MISCELLANEOUS

  • The Company reserves the right to change the way the Platforms operate without notice to the Customer.
  • The Company reserves the right to amend these Advertising Terms and Conditions at any time, with or without notice to the Customer. The latest version of these Advertising Terms and Conditions will be made available on this page.
  • The parties to this Advertising Agreement agree that the total aggregate liability of the Company to the Customer under this Advertising Agreement shall not under any circumstances exceed the lower of: (i) the Fees paid in the twelve (12) months immediately preceding the claim, or (ii) OMR 2,000.
  • The Customer shall not assign, sublicense, transfer or otherwise dispose of any of its rights, or subcontract, transfer or otherwise dispose of any of its obligations, under this Advertising Agreement without the prior written consent of the Company. The Company shall have the right to assign, sublicense, transfer or otherwise dispose of any of its rights, or subcontract, transfer or otherwise dispose of any of its obligations, under this Advertising Agreement at any time.
  • All notices under this Advertising Agreement, including in respect of termination or breach, must be in the English language and served by email addressed to the Customer to the email address set out in the Order Form, and to the Company at legalnotices@bayut.com and/or legalnotices@dubizzle.com (as applicable). Notices will be deemed delivered upon receipt, as verified by automated receipt or by electronic log.
  • No failure or delay by either party to enforce or exercise, or any partial, single or defective exercise or enforcement of any right, remedy, power or privilege given to that party pursuant to this Advertising Agreement shall constitute a waiver or partial waiver of any right, remedy, power or privilege, or operate to prevent the exercise or enforcement of any further right, remedy, power or privilege at any subsequent time. Any waiver of any right, remedy, power or privilege will be effective only if made in writing.
  • Nothing in this Advertising Agreement shall be construed as creating any agency, partnership or joint venture between the parties.
  • Nothing in this Advertising Agreement shall confer, nor be intended to confer, any right to any third-party (other than any group or affiliated companies of the Company, who shall be able to benefit from and enforce the terms of this Advertising Agreement).
  • The parties may execute the Order Form in counterparts, which taken together will constitute one agreement.
  • This Advertising Agreement shall constitute the entire agreement between the parties in respect of the Products. Each party acknowledges that, in entering into this Advertising Agreement, it has not relied on any representation, warranty, collateral contract or other assurance made by or on behalf of any party (except those set out in this Advertising Agreement). Each party waives all rights and remedies which, but for this clause, might otherwise be available to it in respect of any such representation, warranty, collateral contract or other assurance.
  • If any term of this Advertising Agreement is found to be illegal, void, invalid or unenforceable under the law of any jurisdiction, this will not affect the legality, validity or enforceability of the remainder of this Advertising Agreement in that jurisdiction, and the legality, validity or enforceability of this Advertising Agreement in any other jurisdiction shall not be affected.
  • These Advertising Terms and Conditions are made available in both English and Arabic for the Customer’s convenience. Should there be a discrepancy between the English text and the Arabic text, the English text shall prevail.

10. GOVERNING LAW AND JURISDICTION

  • This Advertising Agreement, and the rights and obligations of the parties hereunder, shall be governed and construed in accordance with the law of the Sultanate of Oman.
  • Any dispute arising out of or in connection with this Advertising Agreement, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Oman Commercial Arbitration Centre ("OCAC") in accordance with the OCAC Arbitration Rules ("Rules"), which Rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be one (1). The seat, or legal place, of arbitration shall be Muscat, Oman. The language to be used in the arbitral proceedings shall be English

 

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