Date of adoption of these Terms: 23/07/2023
1. OVERVIEW AND DEFINED TERMS
1.2 These Terms apply to your interaction with the following companies (and any reference in these Terms to "OpenSooq", "we", "us" or "our" shall be a reference to any of them):
a) Opensooq.com Limited, a company incorporated in the British Virgin Islands having company number 1735746 with its address being Craigmuir Chambers, Road Town, Tortola, VG1110, British Virgin Islands;
b) OpenSooq for Web Development LLC, a company incorporated in the Hashemite Kingdom of Jordan having company number 31023 with its address being Mecca Street, Al Hijaaz Tower, Buildin
c) g 158, 7th Floor, Office 701, Amman, Hashemite Kingdom of Jordan;
d) OpenSooq for Commercial Services O.P.C., a company incorporated in the Sultanate of Oman having company number 1409293 with its address being Al Ghabra Al Shamliya, 14 Boucher, Building 5580, Office 44, Muscat, Sultanate of Oman;
e) OpenSooq for Publishing and Advertising Ltd., a company incorporated in the Republic of Iraq having company number M.Sh.A-02-000011336 with its address being Al Yarmouk, Area 616, Building 2, 4th Floor, Baghdad, Republic of Iraq;
f) OpenSooq Gulf for Advertising and Marketing WLL, a company incorporated in the State of Kuwait having company number 469968 with its address being Omar Bin Al Khattab Street, Plot 3, Al Merqab, Shaima Tower, 12th Floor, Office 1, Kuwait City, State of Kuwait;
g) OS for Information Technology Ltd., a company incorporated in the Kingdom of Saudi Arabia having company number 1010807897 with its address being Anas Bin Malik Street 3998, Al Yasmeen District 6622, Falak Investment Hub, Riyadh, Kingdom of Saudi Arabia;
h) OpenSooq FZ-LLC, a company incorporated in the United Arab Emirates having company number 469968 with its address being Dubai Media City, Dquarters, Building DMC5, 1st Floor, Office 119, Dubai, United Arab Emirates; and
i) OpenSooq for Web Development Foreign LLC, a company incorporated in Palestine having company number 564100162 with its address being Al-Bireh, Amaar Tower, 4th Floor, Ramallah & Al-Bireh Governorate, State of Palestine.
1.3 We may terminate or amend these Terms at any time at out sole discretion. Our right to terminate or amend these Terms shall not prejudice any other right or remedy we may have in respect of any breach or any rights, obligations or liabilities accrued prior to termination or amendment.
1.4 We provide a venue for Sellers and Buyers to negotiate and complete Transactions amongst themselves. Our Platform helps facilitate Transactions in connection with User Content. In this regard, we offer OpenSooq Products to Sellers and Buyers to enable the listing process, improve the listing position and the overall user experience.
1.6 You may access the Platform only through our app, standard web and mobile browsers and similar consumer applications, but not with any robot, spider, offline reader, search/retrieval application or other manual or automatic device, tool, or process to retrieve, index, or data mine the Platform via scraping, spidering or otherwise. As an exception, revocable at any time by us, operators of public search engines may use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials.
1.7 We reserve the right to prevent you at any time from using the Platform and/or any OpenSooq Products (or any part of them).
1.8 In these Terms, we use various defined terms. This is what they mean:
a) “Account” means your account with OpenSooq.
b) “Buyer” means a user who is browsing the Platform, searching for any product or service on the Platform, and/or who contacts another user with the intention to purchase any product or service offered by them.
c) “OpenSooq Products” means any and all products and services offered or provided by us via the Platform (or via other electronic or other communication from us) whether free or paid, including through any mobile applications, emails we send you, and the information services, content and transaction capabilities on the Platform (including the ability to purchase such products and services from us).
d) “Other Platforms” any third-party platforms and resources provided by third parties.
e) “Platform” means any OpenSooq and/or Shobiddak websites, mobile applications, electronic communications or services, social networking platforms, or any individual, business partner-specific, merchant-specific, city-specific, or other area-specific websites that link to or reference these Terms.
f) “Register” means to create an Account on the Platform, and "Registration" means the action of creating an Account.
g) “Seller” means a user who uploads any User Content on the Platform with the intention of selling or offering any product or service to other users.
h) “Transaction” means a transaction between a Seller and a Buyer which is facilitated by us on the Platform.
i) “User Content” means any listings, posts, offerings, ads, user generated content, directory information, business information, messages between users, including without limitation e-mails or chats or other means of electronic communication, reviews, opinions, advice, ratings, discussions, comments, survey responses, and other communications whether generated on or through the Platform or Other Platforms, including any files, images, photos, video, sounds, musical works and other content or any other similar materials.
2. REGISTRATION AND YOUR ACCOUNT
2.1 You do not need to Register to use the Platform. However, depending on your usage, we may require you to Register to continue to use the Platform and you will be required to Register in order to access many of the OpenSooq Products. Creating an Account is free. When you have an Account, you will be able to create User Content, purchase OpenSooq Products from us, quickly and easily keep track of your search history, chat with other users on the Platform, and manage your Account settings. We may require users to re-validate their Accounts at any time. We reserve the right to decline a new Registration or to cancel an Account at any time.
2.2 Registration is very simple and will often only require you to provide a username and password, a valid phone number or email address. We reserve the right to request additional information to improve the user experience.
2.3 Each person is limited to having one Account only on the Platform. Any duplicate Accounts will be deleted by us. If you use multiple Accounts and we take any action against you, you may have action taken against all your Accounts.
2.4 You must keep your Account password confidential and immediately notify us if any unauthorised third party becomes aware of your password or if there is any unauthorised use of your Account or any other breach of security known to you which may affect your Account. You agree that we are not responsible nor liable if a person to whom your password is disclosed uses (and/or transacts via) the Platform and/or purchases any OpenSooq Products. Please note that you are entirely responsible if you do not maintain the confidentiality of your password.
2.5 We may send you administrative and promotional communications from time to time. We may also send you information regarding your Account activity and purchases, as well as updates about our Platform or OpenSooq Products or other promotional offers. You may opt-out of certain communication only if this feature is made available to you.
a) block or suspend your Account, or permanently delete or blacklist your Account;
b) prevent you from using the Platform or any OpenSooq Products purchased (using your own Account or any other person’s Account); and/or
c) prevent you from activating any OpenSooq Products that were purchased,
and we shall have no liability whatsoever upon our exercise of such rights.
2.8 We will fully co-operate with any law enforcement authorities or court order requesting or directing us to disclose the identity or locate anyone in violation of these Terms or applicable law.
2.9 By continuing to use our Platform, you agree that we may at any time audit and inspect your Account to investigate system errors or to confirm any reported or potential violation of these terms and conditions or any of our policies, rules and regulations.
2.10 Any dispute should be reported by you to us within 48 hours from the time the problem is discovered by you.
2.11 We reserve the right to close the Account of any person if they violate these Terms, including if they are seen to be using proxy IPs (Internet Protocol addresses) in order to attempt to hide the use of multiple Accounts, or if a person pretends to be located in a country different from where they actually reside, or if they disrupt the Platform or any OpenSooq Products in any way.
3. OUR PRODUCTS AND SERVICES
3.1 We offer you a variety of OpenSooq Products. All OpenSooq Products are non-refundable. OpenSooq Products are split into five different types:
a) Listing Capability Products: These allow a Seller to create User Content in order to list an item that can be viewed by Buyers. While listings are free in many cases, there are times where you will be required to purchase additional OpenSooq Products in order to list or to unlock additional listings (depending on your country, the type of User Content you wish to create, and the category under which the User Content will be posted).
b) Visibility Products: These allow the Seller to pay to improve the visibility of their listing or to re-publish their listing or to secure a certain spot on the search results page. Purchasing any of these OpenSooq Products does not guarantee that your listing will be viewed more times or that it will be viewed at all. However, in our experience, these OpenSooq Products typically increase the number of views as well as the Seller’s chances of completing a Transaction.
c) Transaction-Related Products: In some cases, we may be able to assist users (Sellers, Buyers, or both) in completing a Transaction (whether directly on our Platform or offline). Where this applies, we may charge a fee for our services. Rest assured, you will always be informed of this fee before the Transaction completes.
d) Third Party Products: Our Platform will sometimes advertise or sell OpenSooq Products offered by third parties (for example, car history reports). In these situations, these Terms will apply together with the terms and conditions of the relevant third party (to the extent applicable).
e) Other Products: From time to time, we offer certain additional OpenSooq Products that are intended to improve your experience with us (for example, an option to remove ads from our Platform). These can be purchased directly from us.
3.2 In respect of any OpenSooq Products, we shall have the right to set or otherwise determine an expiration date (which date may be amended by us at our sole discretion from time to time). If you fail to use any OpenSooq Product within the validity period (as communicated by us to you through any communication means available to us), you will no longer be able to make use of it following the expiration date, and you will not have the right to receive any compensation or refund from us.
3.3 We reserve the right to, at any time:
a) update, change and/or terminate in whole or in part any OpenSooq Products (including any payment-related services);
b) control, eliminate, manage, modify and/or regulate any OpenSooq Products (including any payment-related services), including its content, service, technology, platform and all related matters; and
c) cease or suspend the selling of any OpenSooq Product anywhere in the world or in a specific country or in connection with any specific category;
d) change the cost of any OpenSooq Product;
e) change the terms and conditions associated with any OpenSooq Product; and/or
f) change the manner by which a user can purchase and/or use any OpenSooq Product, and we shall have no liability whatsoever upon our exercise of such rights.
3.4 At this time, Buyers are only able to purchase products and services offered by Sellers on the Platform by arranging payment terms directly with the Sellers. We do not facilitate payments between Buyers and Sellers. Unless we expressly inform you of this in writing, any and all payments made to us can only be used to purchase OpenSooq Products offered by us.
3.5 We make no representation, warranty, or guarantee that the Platform or any OpenSooq Products are free from viruses or anything else which may have a harmful effect on any technology.
3.6 Although we will try to allow uninterrupted access to the Platform or any OpenSooq Products, access may be suspended, restricted, or terminated at any time. Your access may also be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. We will attempt to restore such access as soon as we reasonably can.
4. PURCHASES FROM OPENSOOQ
4.2 Payments to us can be made either:
a) on our Platform using any of the third-party payment services available in your country;
b) if available in your country, by purchasing vouchers from authorised retailers; or
c) in cash, in one of our offices or to one of our field sales agents.
Regardless of the payment method, you should always receive an invoice or payment from us in respect of the OpenSooq Products you purchased. If for any reason you do not receive an invoice or payment receipt, you have the right to request one at any time.
4.3 Our Platform allows you to pre-pay for certain OpenSooq Products. This makes it much easier for you to activate any OpenSooq Product as and when you need it, without the need to worry about further payments being made. Any credit you may have with us will not accrue interest or be entitled to any dividends.
4.4 All purchases shall be final, irrevocable, and non-refundable. Once an OpenSooq Product has been purchased (even if it has not been activated) or any amount is pre-paid to us, you will not be allowed to request or demand or otherwise seek:
a) a refund;
b) an exchange for cash or for another OpenSooq Product;
c) to purchase a product or service not offered by us or offered by any other person or any Other Platform; or
d) a transfer of any OpenSooq Product (or the value of such OpenSooq Product) to another person (unless otherwise approved by us).
4.5 We reserve the right to, at any time:
a) charge taxes on any OpenSooq Product, in accordance with applicable law;
b) cease or suspend any specific payment method, anywhere in the world or in a specific country or in connection with any specific category;
c) apply charges or change such charges in connection with the use of any specific payment method;
d) apply an exchange rate fee in connection with payments made in different currencies;
e) change the terms and conditions associated with any specific payment method; and/or
f) change the manner by which a user can pre-pay for any OpenSooq Product, and we shall have no liability whatsoever upon our exercise of such rights.
4.6 Where you have pre-paid for an OpenSooq Product, you will be required to activate this within a specific period of time that we will notify to you from time to time. We shall have the right to set or otherwise determine the activation period (which may be amended by us at our sole discretion from time to time). If you fail to activate any OpenSooq Product within the activation period (as communicated through any communication means available to us), you will no longer be able to do so, and you will not have the right to receive any compensation or refund from us.
4.7 If any Account becomes inactive, or is deactivated, or is otherwise terminated, any amounts paid to us shall automatically be forfeited.
4.8 We reserve the right to reject any payment received or to forfeit any amount which we believe to have been directly or indirectly purchased or acquired through fraudulent or unlawful means without need of notice and we shall have no liability whatsoever upon our exercise of such right.
5. USER CONTENT
5.1 The Platform enables Account holders to submit User Content. User Content may only be submitted or posted in the form prescribed on the Platform.
5.2 In contributing any User Content, you represent and warrant that you are the owner or creator of the User Content, or if you are acting on behalf of the owner or creator, that you have express, advance authority from the owner or creator to submit or post the User Content and that you have all rights necessary to grant the licenses and rights set out in these Terms in respect of that User Content. You further represent and warrant (or, if you are acting on behalf of the creator of the User Content, you have been assured that the creator represents and warrants) that the sharing of the User Content for the purposes you have selected will not violate or infringe any copyrights, trademarks or any other intellectual property rights or rights of third parties, including the rights of publicity or privacy.
5.3 You may not upload, post, or otherwise make available on the Platform any material protected by copyright, trademark, or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right. We do not have any responsibility to provide you with indications, markings, or anything else that may aid you in determining whether the material in question is copyrighted or trademarked. You will be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from such a submission. Other restrictions and forbidden activities you should be aware of are listed in section 6, below.
5.4 We reserve the right to terminate the right to use the Platform by anybody who infringes the intellectual property rights of another. If you believe that any material has been posted via the Platform by a user in a way that constitutes copyright infringement, and you would like to bring this material to our attention, you must provide us with the following information:
a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work;
b) an identification of the copyrighted work and the location on the Platform of the allegedly infringing work;
c) a written statement that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law;
d) your name and contact information, including telephone number and e-mail address; and
e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
5.5 We have the sole and absolute right, but not the obligation, to review, edit, post, refuse to post, remove, and monitor the User Content (including User Content we, at our sole discretion, deem inappropriate, undesirable, or prohibited). We have no obligation to use your User Content and may not use it at all and reserve, at our sole discretion, the right to decide whether any User Content is appropriate and complies with these Terms. We also reserve the right to block access to and/or to edit or remove any User Content which in our reasonable opinion may give rise to a breach of any of these Terms.
5.6 We have the sole and absolute right, but not the obligation, to disclose the User Content and the circumstances surrounding their transmission to any third-party, at any time, for any reason, including to determine compliance with these Terms and any operating rules established by us, as well as to satisfy any applicable law, regulation, or authorised government request.
5.7 In some circumstances and from time to time, it may be possible (subject to restrictions that we determine at our sole discretion) to modify or remove the User Content you provide through the Platform. We make no representations or warranties that the User Content you modify or remove will be modified or removed from the Platform or elsewhere, or that the User Content which was the subject of the modification will cease to appear on the internet, in search engines, social media websites, or in any other form, media or technology.
5.8 You understand and agree that User Content is public. Any person (whether or not holding an Account) may read your User Content without your knowledge. Please do not include any personal information or any other information in your User Content unless you wish for it to be publicly disclosed. We are not liable for the use or disclosure of any personal information or any other information that you disclose in connection with User Content.
5.9 Any User Content of any kind made by you or any third-party is made by the respective author(s) or distributor(s) and not by us. Other users may post User Content that is inaccurate, misleading, or deceptive. We do not endorse and are not responsible for any User Content and will not be liable to you or any other person for any loss or damage caused by your reliance on such User Content. User Content reflects the opinions of the person submitting it and may not reflect our opinion. We are not liable for errors or omissions in respect of any User Content or third-party content appearing on the Platform or Other Platforms. We specifically disclaim any liability concerning or relating to your contribution of, use of, or reliance on any User Content and any actions resulting from your participation in any part of the Platform, including any objectionable User Content. We will use reasonable endeavours to correct any errors or omissions as soon as practicable after being notified of them.
5.10 As between you and us, you shall retain all your ownership rights in and to the User Content you submit or post. However, by contributing User Content or other information on or through the Platform, you grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide right and license to use, reproduce, create derivative works from, publish, edit, translate, distribute, perform, display, transmit, offer for sale and sell the User Content alone or as part of other works in any form, media or technology, whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees and without compensation to you. You waive any "moral rights" or other rights with respect to attribution of authorship or integrity of materials regarding the User Content that you may have under any applicable law. Our license in any User Content or personal information submitted includes use for promotions, advertising, marketing, market research, merchant feedback, quality control or any other lawful purpose.
5.11 Some User Content you submit to us may be displayed or may give you the option to display it in connection with your personal information, or a portion of your personal information, including but not limited to your name, initials, username, social networking website user account name, image, likeness, preferences, voice, and location. You grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide right to use, display, distribute, offer for sale and sell the personal information in connection with your User Content, whether the User Content appears alone or as part of other works, and in any form, media or technology, whether now known or later developed, and to sublicense such rights through multiple tiers of sublicensees, all without compensation to you. Without prejudice to the foregoing, we shall have no obligation to use your personal information in connection with any User Content.
5.12 We do not accept or consider, directly or through any of our employees or agents, unsolicited ideas of any kind, including ideas or suggestions relating to new or improved products, enhancements, names or technologies, advertising and marketing campaigns, plans or other promotions. Do not send us (or any of our employees) any unsolicited ideas, suggestions, material, images or other work in any form. If you send us unsolicited materials, you understand and agree that the following terms will apply, notwithstanding any cover letter or other terms that accompany them:
a) we have no obligation to review any unsolicited materials, nor to keep any unsolicited materials confidential; and
b) we will own and may use and redistribute unsolicited materials for any purpose, without restriction and free of any obligation to acknowledge or compensate you.
6.1 You understand and acknowledge that you may not do any of the following via the Platform (unless otherwise expressly permitted by us):
a) create multiple Accounts and/or sell any Account;
b) create an Account with false or misleading information, or an Account that purports to belong to someone other than you;
c) post duplicate or repetitive content, including identical or near-identical User Content in multiple classified categories or forums, or in multiple areas and/or cities and/or neighbourhoods;
d) post more than one product or service in one listing;
e) delete and re-post the same listing for the sole purpose of improving the visibility of your listing;
f) post content under incorrect categories or sub-categories;
g) post content that is outside the local area or not relevant to the local area;
h) post generic content or content that does not directly relate to the product or service being offered;
i) modify a listing completely or change it to another product or service;
j) require or encourage others to pre-pay for any goods or services before delivery;
k) upload personal photos (other than as part of any Account-related information or where this is requested by us);
l) contact anyone who has asked not to be contacted, or stalk or harass any person (whether using the Platform or otherwise);
m) make unsolicited contact with anyone for any commercial purpose, including trying to solicit a user to advertise on any Other Platform;
n) collect personal data about other users or entities for commercial or unlawful purposes;
o) use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data, except for internet search engines (e.g,. Google) and non-commercial public archives (e.g. archive.org) that comply with our own policies and requirements;
p) impose unreasonable or disproportionately large loads on our servers and other infrastructure;
q) attempt to gain unauthorized access to computer systems owned or controlled by us or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Platform;
r) reverse engineer any part of the Platform or make any changes to the Platform other than the posting of User Content in accordance with these Terms;
s) interfere, or seek to interfere, with another person’s enjoyment of the Platform or any OpenSooq Product;
t) report any listing or other user without a reasonable good faith belief that the listing or user being reported violates these Terms or any applicable law or regulation, or use any form of automated device or computer program or other arrangement (whether done automatically or otherwise) to report more than one listing or more than one user at the same time or in a short period of time without a reasonable good faith belief that the listing or user being reported violates these Terms or any applicable law or regulation;
u) use any automated device or software that enables the submission of automatic postings on the Platform without human intervention or authorship (an "automated posting device"), including without limitation, the use of any such automated posting device in connection with bulk postings, or for automatic submission of postings at certain times or intervals; and/or
v) hack, transmit through any medium computer viruses or inserting malicious code of any type or any computer program that facilitates hacking of a computer system with the intent to damage any operating system or intercept any personal data.
6.2 You also understand and acknowledge that any User Content (whether made available to the public or private) that contains one or more of the below is deemed to be prohibited content and will be deleted:
a) illegal or illicit, or in breach of applicable regulations, standards or codes of practice;
b) harmful to our reputation;
c) spam, misleading, false, unreliable, fraudulent, misrepresenting as to the nature and use of the goods or the services, or deliberately misleading prices;
d) includes personal or identifying information about another person without that other person’s explicit consent, or that impersonates any person or entity or misrepresents an affiliation with a person or entity;
e) defamatory or libellous (or that could potentially be defamatory or libellous);
f) derogatory, racist, offensive, insulting, or harmful or potentially harmful or threatening or abusive in nature (whether to any individual or to a group or which advocates violence against any individual or group or animals) including on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability;
g) phone numbers in titles of listings or phone numbers or words in or phrases in any uploaded images;
h) content with links redirecting to other websites;
i) alcoholic beverages, liquor, non-legal tobacco products, drugs, non-legal psychotropic substances, narcotics, intoxicants of any description, medication, palliative/curative substances (except that for certain dietary supplements, slimming products and cosmetic creams, a listing may be approved if we satisfy ourselves that the lister is correctly licensed and that the listing is not in breach of applicable law);
j) living, dead person and/or the whole or any part of any human which has been kept or preserved by any means whether artificial or natural including any blood, bodily fluids and/or body parts;
k) pornographic or paedophilic materials of any kind, or prostitution or any other service in the nature thereof or that purport to violate any law or regulation regarding human trafficking, the representation of women or children and the prevailing moral standards in the countries in which we operate;
l) indecent, obscene, or offensive material intended for use in a sexual setting (including "bondage" and "fetish" items,) or displaying sexual activity or portraying human genitalia in a "life-like" or realistic fashion;
m) antiquities and art treasures not authorized for sale or trading under any applicable law;
n) counterfeit or pirated and/or stolen goods or unauthorized illegal services (or services for which you are not licensed or permitted to do or do not have the authority to undertake);
o) items, goods and services that infringe or attempt to pass off any third parties’ intellectual property or rights of publicity or moral rights or purports to breach any persons right to privacy;
p) items, goods and services where the owner prohibits or otherwise prevents their sale or listing;
q) hazardous chemicals and pesticides;
r) fireworks, destructive devices and explosives including any material that enables the making of fireworks, explosive triggers and explosive devices;
s) identity documents, personal financial records and personal information;
t) lottery tickets, sweepstakes entries, any equipment specifically used for gambling and slot machines;
u) military or police badges, uniforms, coats-of-arms and or any government emblems, insignia, and/or items related to military or police that are not authorized for sale or trading under any applicable law;
v) weapons and related items and equipment used by the army or the police (such as firearms, firearm parts and magazines, ammunition, tear gas, stun guns or switchblade knives);
w) drones and their accessories unless they are legal in the country in which they are listed by official authorities;
x) "pyramid schemes" or "multilevel marketing" or “bait marketing” or “negative option marketing” or “referral selling” and/or similar unsolicited advertisements of a commercial nature or scams which are for the purpose of defrauding users or that form part of money laundering endeavours;
y) endangered animal species or animals advertised for fighting or offensive purposes;
z) loans, funding services, and other services provided by financing companies that are not licensed;
aa) listings for maid, nanny or home help services except where the lister is specifically licensed; and/or
bb) listings that relate to “residence permit transfer” or similar.
6.3 Without prejudice to the foregoing, we further reserve the right to delete any listing of a product or service that requires a license from the concerned authorities in any country until we receive a copy of the valid license which is required (including the sale of animals in the United Arab Emirates, where this is prohibited in accordance with applicable laws). If a license is requested by us for any reason and the user fails to provide a copy within the period of time specified by us, we reserve the right to immediately remove any such listing.
7. OUR INTELLECTUAL PROPERTY RIGHTS
7.1 We grant you a limited, personal, non-transferable, nonexclusive, revocable license to access and use the Platform pursuant to these Terms and to any additional terms and policies set forth by us. All intellectual property rights (including all copyright, patents, trademarks, service marks, trade names, domain names, social media identifiers, designs, whether registered or unregistered) in the Platform, OpenSooq Products, materials, information and content on the Platform or accessed as part of the OpenSooq Products, any database operated by us, all the Platform design, text, graphics, software, photos, video, music, sound, data, all software compilations, underlying source code and software (including applets and scripts), and all their selection, coordination, arrangement and enhancement shall remain our property (or that of our licensors, as the case may be). You shall not, and shall not attempt to, obtain any ownership or title to any such property. All rights are reserved.
7.2 None of the material listed in section 7.1 above, in whole or in part, may be distributed, published, reproduced, copied, modified, downloaded, displayed, posted, performed or transmitted in any form or by any means, sold, rented, re-sold, licensed or sub-licensed, used to create derivative works, or in any way exploited without our prior express written permission or the prior express written permission of the relevant licensor, except as otherwise expressly stated under applicable law. You may, however, retrieve and display the content of the Platform on a computer or phone screen, and store some content in electronic form for your personal non-commercial use (but not on any server or other storage device connected to a network). You may not otherwise use, distribute, publish, reproduce, copy, modify, download, display, post, perform or transmit for commercial purposes any of the materials, information or content on the Platform without our permission. If downloading, copying, redistribution, retransmission or publication of protected material is permitted by law, you will make independent attribution and/or make no changes in or deletion of any author attribution, trademark legend or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading protected material. In addition, you may not make any use that exceeds or violates these Terms. Any violation of these restrictions may result in a copyright, trademark or other intellectual property right infringement that may subject you to civil and/or criminal penalties.
7.3 The terms "OpenSooq" and “Shobiddak” and the OpenSooq and Shobiddak logos and variations thereof found on the Platform are owned by us. All use of these marks inures to our benefit. Other marks on the Platform not owned by us may be under license from the owner thereof, in which case such license is for our exclusive benefit and use unless otherwise stated or may be the property of their respective owners. You may not use our names, logos, trademarks, or brands without our express permission.
7.4 Except in respect of User Content, the authors of the literary and artistic works in the pages in the Platform have asserted their moral rights to be identified as the author of those works.
7.5 Any material you transmit or post or submit to the Platform (or otherwise to us) shall be considered (and we may treat it as) non-confidential and non-proprietary, subject to applicable data protection legislation and subject to the confidentiality of any payment details you provide for the purpose of making a payment. If for some reason, any part of that statement does not work as a matter of law, then for anything which you supply to us from whatever source (i.e., via email, the Platform or otherwise) you grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, transferrable, non-exclusive right to use, copy, modify, adapt, translate, publish, distribute, display and perform world-wide any such material, and in any form, media or technology, whether now known or hereinafter developed, and to sublicense such rights through multiple tiers of sublicensees, all without compensation to you, for the purpose of operating the Platform and providing the OpenSooq Products.
8. ADVERTISEMENTS AND DATA PROTECTION
9. LINKS TO AND FROM OTHER PLATFORMS
Where the Platform contains links to or results in users connecting on Other Platforms, those Other Platforms are merely linked to provide information only and are solely for your convenience. We have no control over, do not accept, and we assume no liability for Other Platforms or for the content or products of Other Platforms (including relating to social networking platforms) and we accept no responsibility for any loss or damage that may arise from your use of them. If you decide to access any of the third-party platforms linked to the Platform, you do so entirely at your own risk.
10. OUR LIMITATION OF LIABILITY
10.1 This section 10 takes precedence over all other sections in these Terms and sets forth our entire liability in respect of:
a) the Platform;
b) the delivery, non-delivery, purported delivery or delay in delivery of any OpenSooq Products;
c) the performance, non-performance, purported performance or delay in performance of any OpenSooq Products; or
d) these Terms or the entering into or performance of same.
10.2 Nothing in these Terms shall exclude or limit our liability for any liability for:
b) death or personal injury caused by our negligence;
c) serious misconduct by us, excluding serious misconduct not conducted by OpenSooq itself; or
d) any liability which cannot be excluded or limited by applicable law.
10.3 You are obliged to take reasonable steps to avert or reduce damages.
10.4 Notwithstanding section 10.2, we are never liable for:
a) loss of income or revenue;
b) loss of actual or anticipated profits;
c) loss of opportunity, business, contract, anticipated savings or business information;
d) business interruption;
e) any special, exemplary or incidental losses;
f) harm to reputation or loss of goodwill; or
g) indirect or consequential loss (and for the avoidance of doubt, we understand the words “consequential loss” to mean “consequential losses whether those losses are foreseeable, known, foreseen or otherwise”),
regardless of whether arising from negligence or breach of these Terms and whether or not we were aware of the possibility that such losses might be incurred.
10.5 We are only liable for our own acts or omissions and not for the acts or omissions of any third parties. In addition, we shall not be liable to you for any events or activities originating outside our systems (such as infrastructure failure, internet disturbances or malfunctioning in third party systems) except where such events were caused by our wilful misconduct or gross negligence.
10.6 Our maximum total liability to you under these Terms will be limited to the greater of US$1,000 and the amount of fees that you have paid us in the 12 months immediately preceding the event which gave rise to your claim.
10.7 You will use the Platform and conclude Transactions at your sole risk and responsibility. While you may be able to effect Transactions through the Platform, you understand and agree that we are not in any way involved in such Transactions, including but not limited to payment of any taxes. You also acknowledge and agree that we shall have no liability towards any party in connection with such Transactions. We make no representation, warranty, or guarantee and accept no liability for any products purchased or services obtained listed on the Platform, or any kind of promotion for investment opportunities, and are not responsible for any refunds, or disputes between you and any other user and/or other party. You are solely responsible for checking, assessing and confirming the goods or services purchased in any Transaction before payment is made to the Seller. You are advised not to make any payment to any person before you are satisfied with the goods or services you purchased.
10.8 We won’t be liable to you if our breach of these Terms is due to:
a) your breach of these Terms, negligence or failure to do something;
b) our compliance with your instructions; or
c) our compliance with applicable law and/or any other rules which apply to us.
11.1 You agree to defend, indemnify and hold us harmless (together with each of our officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees), from and against any and all claims, damages, obligations, losses (whether direct, indirect or consequential), liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees) arising from:
a) your improper use of, or your inability to use, the Platform or any OpenSooq Product;
b) your breach of any provision of these Terms; and/or
c) your violation of any third party right, including without limitation any copyright, trademark, trade secret or other property, or privacy right.
11.2 To the extent permitted in accordance with applicable laws, this indemnification obligation will survive termination, modification or expiration of these Terms and your use of the Platform or any OpenSooq Product.
12.1 In these Terms:
a) words denoting persons include natural persons, partnerships, limited liability partnerships, bodies corporate and unincorporated associations of persons;
b) any reference to the singular shall include the plural and vice versa;
c) any reference to one gender for any party shall be read to include all other genders as the case may be;
d) section headings are purely for ease of reference and do not form part of or affect the interpretation of these Terms;
e) these Terms were adopted in the Arabic and English languages, and in the event of any discrepancy between the two languages, the English language shall prevail;
f) references to "include" and "including" shall be deemed to mean respectively "include(s) without limitation" and "including without limitation"; and
g) references to “liability” means liability in or for any cause of action whatsoever (including breach of contract, tort, misrepresentation, restitution or any other cause of action whatsoever) relating to or arising under or in connection with these Terms (including liability expressly provided for under these Terms or arising by reason of the invalidity or unenforceability of any term of same).
12.2 Nothing in these Terms shall be construed to create a joint venture, partnership or agency relationship between you and us and neither party shall have the right or authority to incur any liability, debt or cost or enter into any contracts or other arrangements in the name of or on behalf of the other.
12.3 Except as expressly stated in these Terms, all warranties, conditions and other terms, whether express or implied, by statute, common law or otherwise are hereby excluded to the fullest extent permitted by law.
12.4 You may not assign or delegate or otherwise deal with all or any of your rights or obligations under these Terms. We shall have the right to assign or otherwise delegate all or any of our rights or obligations under these Terms to any person.
12.5 We shall not be liable for any breach of our obligations under these Terms where we are hindered or prevented from carrying out our obligations by any cause outside our reasonable control.
12.6 No waiver by us of any default of yours under these Terms shall operate or be construed as a waiver by us of any future defaults, whether of a like or different character. No granting of time or other forbearance or indulgence by us to you shall in any way release, discharge or otherwise affect your liability under these Terms.
12.7 Notices to be given to us shall be in writing and shall be delivered by electronic mail to email@example.com or by hand or registered courier to one of our offices the address for which is set out in section 1.2.
12.8 No term of these Terms is enforceable by any person who is not a party to it. This means that you and us are the only people who can enforce the terms of these Terms.
12.9 If any provision of these Terms is held to be unlawful, invalid, or unenforceable, that provision shall be deemed severed and where capable the validity and enforceability of the remaining provisions of these Terms shall not be affected.
12.10 These Terms (and all other non-contractual relationships between you and us) shall be governed by and construed in accordance with laws of the Abu Dhabi Global Market. Any dispute arising therefrom shall be settled by the courts of the Abu Dhabi Global Market.