Moshtare Terms and Conditions
By signing up for the moshtare eCommerce subscription Services, developed and managed by moshtare, or any of the services of moshtare company or its affiliates (“tab for it”) you are agreeing to be bound by the following terms and conditions, as amended (“Terms and Conditions”). The Services offered by moshtare eCommerce subscription Services under these Terms and Conditions include various products and services to help you sell goods and services to buyers, whether online on the Platform, through mobile applications or in person through Point of Sale (POS), or all. Any new features or tools which are added to the current Services shall be also subject to these Terms and Conditions. moshtare reserves the right, at its sole discretion, to update and change the Terms and Conditions by posting updates and changes to the moshtare website, and such amendments to these Terms and Conditions are effective as of the date of posting. You are advised to check the Terms and Conditions from time to time for any updates or changes that may impact you.
You must read, agree with and accept all of the terms and conditions contained in these Terms and conditions agreement.
By clicking “I accept” or “أوافق” button, you represent and warrant that you are of legal age to form a binding contract with mpshtare and that there are no legal restrictions imposed on you under the applicable laws of the country in which you are resident from which you use the moshtare eCommerce subscription Services, and, if you are acting on behalf of an entity, you warrant that you have the authority to bind that entity.
• Definitions
• Except to the extent expressly provided otherwise, in these Terms and Conditions:
“Account” means an account enabling a person to access and use the moshtare eCommerce subscription Services including both administrator accounts and user accounts;
“Agreement” means the terms and conditions set out in these Terms and Conditions, and any amendments there to from time to time and the Service Order Form. In case of conflict between the documents comprising the Agreement, the documents comprising the Agreement shall prevail in the following order of precedence: 1. Service Order Form; 2. these Terms and Conditions;
“Moshtare” means Moshtare for E-Commerce; a limited liability company incorporated in Jordan and is located at 11 Saharig Al Miyah, Almaza, Heliopolis, Cairo, Egypt , tab for it ; a limited liability company incorporated in Arab Republic of Egypt and is located at unit 12 411 the address, El-Sheikh Zayed, Gizah, Egypt, which is the exclusive Agent for sales and marketing in Egypt, moshtare platforms and/or moshtare services.
“Business Day” means 9.30 am – 6.00 pm on any day (other than a Friday, Saturday, or a public holiday) when banks in the Hashemite Kingdom of Jordan are open for business;
“Charges” means the following amounts:
• the amounts specified in the Services Back-end management portal; or
• such amounts as may be agreed in writing by the parties from time to time;
“Customer” means the person or entity identified in the registration online form.
“Customer Confidential Information” means any information disclosed by (or on behalf of) the Customer to moshtare during the Term of the Agreement (whether disclosed in writing, orally or otherwise) that at the time of disclosure was marked as “confidential” or the Customer Data;
“Customer Data” means all data, works and materials: uploaded to or stored on the Platform by the Customer; transmitted by the Platform at the instigation of the Customer; supplied by the Customer to moshtare for uploading to, transmission by or storage on the Platform; or generated by the Platform as a result of the use of the moshtare Hosted Services by the Customer (but excluding analytics data relating to the use of the Platform and server log files);
“Customer Personal Data” means any personal data that is processed by moshtare on behalf of the Customer in relation to the Agreement, but excluding personal data with respect to which moshtare is a data controller;
“Documentation” means the documentation for the moshtare eCommerce subscription Services produced by moshtare and delivered or made available by moshtare to the Customer;
“Effective Date” means the date upon which the Customer registers on the Platform for the moshtare subscription Services;
“Force Majeure Event” means an event, or a series of related events, that is outside the reasonable control of the party affected (including failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, pandemic events, terrorist attacks and wars);
“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registered or unregistered, including any application or right of application for such rights (and these “intellectual property rights” include but are not limited to copyright and related rights, database rights, confidential information, trade secrets, logos, know-how, business names, trade names, trademarks, copyrights, designs, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);
“Maintenance Services” means the general maintenance of the Platform and moshtare Hosted Services, and the application of Updates and Upgrades;
“Mobile App” means the mobile application known as moshtare mobile application that is made available by moshtare through the Google Play Store and the Apple App Store;
“Platform” means moshtare platform managed by moshtare and used by moshtare to provide the moshtare Hosted Services, including the application and database software for the moshtare Hosted Services, the system and server software used to provide the moshtare Hosted Services, and the computer hardware on which that application, database, system and server software is installed;
“Services Order Form” means an online order form published by moshtare and completed and submitted by the Customer, incorporating these Terms and Conditions by reference;
“Support Services” means support in relation to the use of, and the identification and resolution of errors in, the moshtare Hosted Services, but shall not include the provision of training services;
“Supported Web Browser” means the current release from time to time of Microsoft Edge, Mozilla Firefox, Google Chrome or Apple Safari, or any other web browser that Business moshtare in writing shall be supported;
“Term” means the term of the Agreement, commencing in accordance with Clause 2.1 and ending in accordance with Clause 2.2;
“Terms and Conditions” means the main body of these terms and conditions and its Schedules (if any), including any amendments to that documentation from time to time;
“Update” means a hotfix, patch or minor version update to any Platform software;
“Upgrade” means a major version upgrade of any Platform software;
“moshtare Hosted Services” or “moshtare eCommerce subscription Services” or “moshtare services” means the e-commerce services provided via moshtare eCommerce platform, which will be made available by moshtare to the Customer as a service via the internet in accordance with these Terms and Conditions;
“moshtare Hosted Services Defect” means a defect, error or bug in the Platform having a material adverse effect on the appearance, operation, functionality or performance of the moshtare Hosted Services, but excluding any defect, error or bug caused by or arising as a result of:
• any act or omission of the Customer or any person authorized by the Customer to use the Platform or moshtare eCommerce subscription Services;
• any use of the Platform or moshtare eCommerce subscription Services contrary to the Documentation, whether by the Customer or by any person authorized by the Customer;
• a failure of the Customer to perform or observe any of its obligations in the Agreement; and/or
• an incompatibility between the Platform or moshtare eCommerce subscription Services and any other system, network, application, program, hardware or software not specified as compatible in the moshatre Hosted Services Specification;
“moshtare eCommerce subscription Services Specification” means the specification for the Platform and moshtare eCommerce subscription Services set out in the Services Order Form and in the Documentation];
• Term
• The Agreement shall come into force upon the Effective Date.
• The Agreement shall continue in force unless otherwise terminated in accordance with Clause 19.
• Unless the parties expressly agree otherwise in writing, each Services Registration. Form shall create a distinct contract under these Terms and Conditions.
• moshtare Hosted Services
• moshtare shall ensure that the Platform will, on the Effective Date, automatically generate an Account for the Customer and provide to the Customer login details for that Account. OR moshtare shall create an Account for the Customer and shall provide to the Customer login details for that Account on or promptly following the Effective Date.
• Business Boomers hereby grants to the Customer a worldwide, non-exclusive, non-transferable license to use the moshtare eCommerce subscription Services by means of a Supported Web Browser for the internal and external business purposes of the Customer in accordance with the Documentation during the Term.
• The license granted by moshtare to the Customer under Clause 3.2 is subject to the following limitations:
• the Hosted back-end services may only be used by the officers, employees, agents and subcontractors of the Customer;
• the moshtare eCommerce subscription Services must not be used at any point in time by more than the number of concurrent users specified in the Services registration Form, providing that the Customer may add or remove concurrent user licenses in accordance with the procedure set out therein.
• Except to the extent expressly permitted in these Terms and Conditions or required by law on a non-excludable basis, the license granted by moshtare to the Customer under Clause 3.2 is subject to the following prohibitions:
• the Customer must not sub-license its right to access and use the moshtare eCommerce subscription Services;
• the Customer must not permit any unauthorized person to access or use the back-end moshtare Hosted Services;
• the Customer must not make any alteration to the Platform, except as permitted by the Documentation; and
• the Customer must not conduct or request that any other person conduct any load testing or penetration testing on the Platform or moshtare eCommerce subscription Services without the prior written consent of moshtare.
• The Customer shall use reasonable endeavors, including reasonable security measures relating to administrator Account access details, to ensure that no unauthorized person may gain access to the back-end of moshtare eCommerce subscription Services using an administrator Account.
• moshtare shall use all reasonable endeavors to maintain the availability of moshtare eCommerce subscription Services to the Customer at the gateway between the public internet and the network of the hosting services for the moshtare eCommerce subscription Services, but does not guarantee 100% availability.
• For the avoidance of doubt, downtime caused directly or indirectly by any of the following shall not be considered a breach of the Agreement:
• a Force Majeure Event;
• a fault or failure of the internet or any public telecommunications network;
• a fault or failure of the Customer’s computer systems or networks; or
• scheduled maintenance carried out in accordance with the Agreement.
• The Customer must ensure that all persons using moshtare Hosted Services with the authority of the Customer or by means of an administrator Account comply with the terms of the Agreement and the Documentation.
• The Customer must not use the moshtare eCommerce subscription Services in any way that causes, or may cause, damage to moshtare eCommerce subscription Services or Platform or impairment of the availability or accessibility of the moshtare Hosted Services.
• The Customer must not use moshtare eCommerce subscription Services:
• in any way that is unlawful, illegal, fraudulent or harmful;
• in connection with any unlawful, illegal, fraudulent or harmful purpose or activity; or
• in way that is in violation with these Terms and Conditions, the Agreement and moshtare’s instructions that will be communicated to the Customer, from time to time.
• For the avoidance of doubt, the Customer has no right to access the software code (including object code, intermediate code and source code) of the Platform, either during or after the Term.
• Maintenance Services
• moshtare shall provide the Maintenance Services to the Customer during the Term of the Agreement.
• moshtare shall where practicable give to the Customer at least 3 (three) Business Days’ prior notice of scheduled Maintenance Services that are likely to affect the availability of the moshtare Hosted Services or are likely to have a material negative impact upon the moshtare Hosted Services, without prejudice to moshtare other notice obligations under this main body of these Terms and Conditions.
• Support Services
• moshtare shall make available to the Customer a helpdesk in accordance with the provisions of this main body of these Terms and Conditions.
• moshtare shall provide the Support Services with in accordance with the standards of skill and care reasonably expected from a leading eCommerce platform service provider.
• The Customer may use the helpdesk for the purposes of requesting and, where applicable, receiving the Support Services; and the Customer must not use the helpdesk for any other purpose.
• moshtare shall respond promptly to all requests for Support Services made by the Customer through the helpdesk.
• Customer Data
• The Customer hereby grants to moshtare a non-exclusive license to copy, reproduce, store, distribute, publish, export, adapt, edit and translate the Customer Data to the extent reasonably required for the performance of moshtare obligations and the exercise of moshtare rights under the Agreement. The Customer also grants to moshtare the right to sub-license these rights to its hosting, connectivity and telecommunications service provider, subject to any express restrictions elsewhere in the Agreement.
• The Customer warrants to moshtare that the Customer Data when used by moshtare in accordance with the Agreement will not infringe the Intellectual Property Rights or other legal rights of any person, and will not breach the provisions of any law, statute or regulation, in any jurisdiction and under any applicable law.
• moshtare shall create a back-up copy of the Customer Data at least daily, shall ensure that each such copy is sufficient to enable moshtare to restore the moshtare eCommerce subscription Services to the state they were in at the time the back-up was taken, and shall retain and securely store each such copy for a minimum period of 30 (thirty) days.
• Within the period of 1 (one) Business Day following receipt of a written request from the Customer, moshtare shall use all reasonable endeavors to restore to the Platform the Customer Data stored in any back-up copy created and stored by moshtare in accordance with Clause 6.3. The Customer acknowledges that this process will overwrite the Customer Data stored on the Platform prior to the restoration.
• Mobile App
The parties acknowledge and agree that the use of the Mobile Applications, the parties’ respective rights and obligations in relation to the Mobile Applications and any liabilities of either party arising out of the use of the Mobile Applications shall be subject to same terms and conditions, and accordingly these Terms and Conditions shall govern any such use, rights, obligations or liabilities.
• No assignment of Intellectual Property Rights
Nothing in these Terms and Conditions shall operate to assign or transfer any Intellectual Property Rights from moshtare to the Customer, or from the Customer to moshtare.
• Charges
• The Customer shall pay the Charges to moshtare in accordance with these Terms and Conditions.
• If the Charges are based in whole or part upon the time spent by moshtare performing the Services, moshtare must obtain the Customer’s written consent before performing Services that result in any estimate of time-based Charges given to the Customer being exceeded or any budget for time-based Charges agreed by the parties being exceeded; and unless the Customer agrees otherwise in writing, the Customer shall not be liable to pay to moshtare any Charges in respect of Services performed in breach of this Clause 9.2.
• All amounts stated in or in relation to these Terms and Conditions are, unless the context requires otherwise, stated inclusive of any applicable value added taxes.
• moshtare may elect to vary any element of the Charges by giving to the Customer not less than 30 (thirty) days’ written prior notice.
• Payments
• moshtare shall issue online invoices for moshtare eCommerce subscription Services Charges to the Customer of the period to which they relate.
• The Customer must pay the moshtare eCommerce subscription Services charges to moshtare in advance prior to service start date. As for the sales commission, is to be paid within the period of 10 days following the receipt of an online invoice issued in accordance with this Clause 10
• The Customer will be charged automatically (after first month approval) by cash, debit card, credit card, direct debit, bank transfer, or any other payment method availed through moshtare back-end portal (using such payment details as are notified by moshtare to the Customer from time to time).
• moshtare may suspend the provision of the moshtare eCommerce subscription Services till the due amounts are settled by the Customer, if any amount due to be paid by the Customer to moshtare under the Agreement is overdue, and moshtare has given to the Customer at least 5 (five) calendar days’ written notice, following the amount becoming overdue, of its intention to suspend the moshtare eCommerce subscription Services on this basis. In the event that the Customer does not pay the overdue amount within 5 (five) calendar days from the suspension of the moshtare eCommerce subscription Services, moshtare shall have the right to terminate the Service and terminate the Agreement, without notice to the Customer. Any delayed payments shall be subject to the statutory delay interest calculated from the day on which the payment is due. Termination of this Agreement shall not affect any rights or obligations arising or accrued prior to the date of termination.
• moshtare confidentiality obligations
• moshtare must:
• keep the Customer Confidential Information strictly confidential;
• not disclose the Customer Confidential Information to any person without the Customer’s prior written consent, and then only under conditions of confidentiality approved in writing by the Customer;
• use the same degree of care to protect the confidentiality of the Customer Confidential Information as moshtare uses to protect moshtare own confidential information of a similar nature, being at least a reasonable degree of care; and
• act in good faith at all times in relation to the Customer Confidential Information.
• Notwithstanding Clause 11.1, moshtare may disclose the Customer Confidential Information to moshtare officers, employees, professional advisers, insurers, agents and subcontractors who have a need to access the Customer Confidential Information for the performance of their work with respect to the Agreement and who are bound without a written agreement or professional obligation.
• This Clause 11 imposes no obligations upon moshtare with respect to Customer Confidential Information that:
• is known to moshtare before disclosure under these Terms and Conditions and is not subject to any other obligation of confidentiality;
• is or becomes publicly known through no act or default of moshtare; or
• is obtained by moshtare from a third party in circumstances where moshtare has no reason to believe that there has been a breach of an obligation of confidentiality.
• The restrictions in this Clause 11 do not apply to the extent that any Customer Confidential Information is required to be disclosed by any law or regulation, by any judicial or governmental order or request, or pursuant to any other disclosure requirements.
• The provisions of this Clause 11 shall continue in force for a period of 3 years following the termination of the Agreement, at the end of which period they will cease to have effect.
• Data protection
• moshtare shall comply with the applicable data protection provisions set forth in the applicable laws with respect to the processing of the Customer Personal Data.
• The Customer warrants to moshtare that it has the legal right to disclose all Personal Data that it does in fact disclose to Business Boomers under or in connection with the Agreement.
• moshtare Warranties
• moshtare warrants to the Customer that:
• moshtare has the legal right and authority to enter into the Agreement and to perform its obligations under these Terms and Conditions;
• moshtare will comply with all applicable legal and regulatory requirements applying to the exercise of moshtare rights and the fulfillment of moshtare obligations under these Terms and Conditions; and
• moshtare has or has access to all necessary know-how, expertise and experience to perform its obligations under these Terms and Conditions.
• moshtare warrants to the Customer that:
• the Platform will be free from viruses, worms, Trojan horses, ransomware, spyware, adware and other malicious software programs; and
• the Platform will incorporate security features reflecting the requirements of good industry practice.
• moshtare warrants to the Customer that the moshtare Hosted Services, when used by the Customer in accordance with these Terms and Conditions, will not infringe the Intellectual Property Rights of any person.
• If moshtare reasonably determines, or any third party alleges, that the use of the moshtare Hosted Services by the Customer in accordance with these Terms and Conditions infringes any person’s Intellectual Property Rights, moshtare may at its own cost and expense:
• modify the moshtare Hosted Services in such a way that they no longer infringe the relevant Intellectual Property Rights; or
• procure for the Customer the right to use the moshtare Hosted Services in accordance with these Terms and Conditions.
• The Customer warrants to moshtare that it has the legal right and authority to enter into the Agreement and to perform its obligations under these Terms and Conditions.
• The Customer warrants to moshtare that all products which the Customers sells and offers to buyers under its online store and being sold through all different channels: online store, mobile applications and POS hosted by moshtare Hosted Services are fully legal and are the sole responsibility of the Customer and moshtare holds no obligations whatsoever morally or legally towards those products and it’s the complete sole responsibility of the Customer towards the buyer and any other entity. The Customer should not open an online store that sells below commodities:
• Fire arms, drugs, pornographic
• Jewelry, Gold, silver and diamonds
• Selling tobacco and cigarettes outside Egypt
• Selling cracked/hacked software and games
• Selling or transferring digital currencies
• Any transactions related to politics and political parties
• Human trafficking and organ trade
• Any medicines that doesn’t have approval from customer’ country authorities
• Customer’s Warranties, Representations and
• In addition to the warranties made by the Customer under these Terms and Conditions, the Customer warrants, represents and undertakes to moshtare the following:
• The Customer has the legal right and authority to enter into the Agreement and to perform its obligations under these Terms and Conditions;
• All information provided to moshtare by the Customer is true, accurate and correct. In the event of any change in any of this information, the Customer undertakes to notify moshtare within 1 (one) calendar day from such change taking effect.
• The Customer shall be responsible for keeping its password and log-in details of the Account secure.
• The Customer shall be responsible for all activity and content such as photos, images, videos, graphics, written content, audio and video files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with its Account.
• The Customer shall not distribute, sell, lease, rent, lend, transfer, assign or sublicense any rights granted by these Terms to any third party.
• The Customer shall not remove or destroy any copyright notices, proprietary markings or confidentiality notices placed upon, contained within or associated with the Platform.
• The Customer shall not engage in any activity that interferes with, disrupts, harms, damages, or accesses in an unauthorized manner the servers, security, networks, data, applications or other properties or services of moshtare or any third party.
• The Customer shall not modify, translate, reverse engineer, disassemble, reconstruct, decompile, copy, or create derivative works of the Platform, the Services, or any aspect or portion thereof.
• The Customer shall not bypass the restrictions set by moshtare for any reason in respect to the moshtare eCommerce subscription
• The Customer shall not replicate products or services offered by moshtare or the moshtare eCommerce subscription
• The Customer shall refrain from any act that would expose the Platform to any hacking, spyware, adware or malware, virus, or other similar matters.
• The Customer shall not develop a Platform whose primary purpose is to migrate customers off the Platform of Business
• The Customer shall not access or use the moshtare eCommerce subscription Services to develop or distribute in any way in furtherance of criminal, fraudulent, or other unlawful activity, or otherwise violate the Agreement.
• The Customer’s use of the moshtare eCommerce subscription Services and the products sold thereby on the Platform (i) will not directly or indirectly, infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights, know-how, design rights, or other intellectual property rights of any kind recognized in any part of the world, or rights of publicity or privacy, intellectual property rights or other third party rights; (ii) will not violate, or encourages any conduct that would violate, any applicable law or regulation or would give rise to any liability; (iii) is not fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) will not promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is not violent or threatening or promotes violence or actions that are threatening to any other person; (vii) will not harms minors in any way; (viii) will not promote illegal or harmful activities, products or substances; or (ix) will not violate these Terms and Conditions.
• Acknowledgements and warranty limitations
• The Customer acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of these Terms and Conditions, moshtare gives no warranty or representation that the moshtare Hosted Services will be wholly free from defects, errors and bugs.
• The Customer acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of these Terms and Conditions, moshtare gives no warranty or representation that the moshtare eCommerce subscription Services will be entirely secure.
• The Customer acknowledges that the moshtare eCommerce subscription Services are designed to be compatible only with that software and those systems specified as compatible in the moshtare eCommerce subscription Services Specification; and moshtare does not warrant or represent that the moshtare eCommerce subscription Services will be compatible with any other software or systems.
• The Customer acknowledges that moshtare will not provide any legal, financial, accountancy or taxation advice under these Terms and Conditions or in relation to the moshtare eCommerce subscription Services; and, except to the extent expressly provided otherwise in these Terms and Conditions.
• moshtare does not warrant or represent that the moshtare eCommerce subscription Services or the use of the moshtare eCommerce subscription Services by the Customer will not give rise to any legal liability on the part of the Customer or any other person.
• Limitations and exclusions of liability
• Nothing in these Terms and Conditions will:
• limit or exclude any liability for death or personal injury resulting from negligence;
• limit or exclude any liability for fraud or fraudulent misrepresentation;
• limit any liabilities in any way that is not permitted under applicable law; or
• exclude any liabilities that may not be excluded under applicable law.
• To the extent permitted by the applicable law, the limitations and exclusions of liability set out in this Clause 16 and elsewhere in these Terms and Conditions:
• are subject to Clause 16.1; and
• govern all liabilities arising under these Terms and Conditions or relating to the subject matter of these Terms and Conditions, including liabilities arising in contract, including negligence and for breach of statutory duty, except to the extent expressly provided otherwise in these Terms and Conditions.
• To the extent permitted by the applicable law, moshtare shall not be liable to the Customer or third parties in respect of
• any dealings between the Customer and its own clients;
• any losses arising out of a Force Majeure Event;
• any loss of profits or anticipated savings;
• any loss of revenue or income;
• any loss of use or production;
• any loss of business, contracts or opportunities;
• any loss or damage from the failure of the Customer to maintain the security of its Account and log-in details;
• any loss or corruption of any data, database or software providing that this Clause 16.8 shall not protect moshtare unless moshtare has fully complied with its obligations under Clause 6.3 and Clause 6.4; and
• any loss or damage.
• moshtare Rights
• moshtare reserves the right to modify the Service for any reason, after providing a notice of at least 3 (three) calendar days to the Customer.
• moshtare has the right to remove materials uploaded by the Customer on the Platform and suspend or terminate Accounts if it determines, in its reasonable sole discretion that such materials are in violation with the applicable law, public morals or public policy or these Terms and Conditions.
• moshtare has the right to immediately terminate the Service and terminate the Agreement if the Customer breaches its obligations under the Agreement and such breach was not rectified within the period specified in the notice to be sent by moshtare to the Customer in respect to a breach committed by the Customer.
• moshtare has the right to provide its Services to any customer including a customer that may be competing to the Customer’s scope of business.
• Force Majeure Event
• If a Force Majeure Event gives rise to a failure or delay in either party performing any obligation under the Agreement (other than any obligation to make a payment), that obligation will be suspended for the duration of the Force Majeure Event.
• A party that becomes aware of a Force Majeure Event which gives rise to, or which is likely to give rise to, any failure or delay in that party performing any obligation under the Agreement, must:
• promptly notify the other; and
• inform the other of the period for which it is estimated that such failure or delay will continue.
• A party whose performance of its obligations under the Agreement is affected by a Force Majeure Event must take reasonable steps to mitigate the effects of the Force Majeure Event.
• Termination and Cancellation
• Either party may terminate the Agreement by giving to the other party at least 30 days’ written notice of termination.
• Either party may terminate the Agreement immediately by giving written notice of termination to the other party if the other party commits a material breach of these Terms and Conditions.
• Either party may terminate the Agreement immediately by giving written notice of termination to the other party if:
• the other party:
• is dissolved;
• ceases to conduct all (or substantially all) of its business;
• is or becomes unable to pay its debts as they fall due; or
• is or becomes insolvent or is declared insolvent; or
• an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other party.
• Effects of termination
• Upon the termination of the Agreement, all of the provisions of these Terms and Conditions shall cease to have effect and moshtare shall cease to provide the Customer with any Services or access to the Platform, save that the following provisions of these Terms and Conditions shall survive and continue to have effect (in accordance with their express terms or otherwise to the extent permitted by the applicable law): [Clauses 9, 10, 14, 21, 27 and 28].
• Except to the extent that these Terms and Conditions expressly provides otherwise, the termination of the Agreement shall not affect the accrued rights of either party which have arisen prior to the termination of the Agreement.
• Within 15 (fifteen) calendar days following the termination of the Agreement for any reason:
• the Customer must pay to moshtare any Charges in respect of Services provided to the Customer before the termination of the Agreement; and
• moshtare must refund to the Customer any Charges paid by the Customer to moshtare in respect of Services that were to be provided to the Customer after the termination of the Agreement, without prejudice to moshtare other legal rights available under the applicable law, including the right to claim for any compensation in the event of a breach committed by the Customer under this Agreement.
• Limitation of Liability
The Customers agrees to indemnify and hold moshtare, its subsidiaries, affiliates, partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of the Customer’s breach of these Terms of Service, the Agreement or the documents it incorporates by reference, or the Customer’s violation of any law, regulation, or decree or the rights of a third party.
• No Waiver
No failure on the part of moshtare to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right.
• Notices
The parties acknowledge that the address set forth in the Agreement for moshtare and the address for the Customer as set forth in the online registration form, are their respective elected domiciles. Any notification sent by one party to the other party shall only be deemed valid if sent via email against a confirmation email from the other party, or by virtue of registered mail against an acknowledgement of receipt, or by virtue of a reputable courier on the next Business Day from dispatch, or by hand against an acknowledgment of receipt.
• Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes any previous contracts, agreements or correspondences, whether oral or written where applicable.
• Partial Invalidity
If any of the provisions of this Agreement are found to be wholly or partially inconsistent with, or void under the applicable laws, the validity of the remaining provisions shall not thereby be affected. In such a case, the ineffective provision shall be replaced with a provision affording the same rights and obligations of the parties.
• Assignment
moshtare may assign its rights and obligations under this Agreement, in whole or in part, to any of its affiliates only with a notification to the Customer. The Customer may not assign any of its rights and obligations in whole or in part, to any third party including an affiliate without the prior written consent of Business Boomers.
• Governing Law
• Dispute Resolution Mechanism
Hashemite Kingdom of Jordan courts.
• Language
If the terms of this Agreement is translated into any other language, the English version shall prevail in the event of any inconsistencies.