Exhibitors’
Terms & Conditions

Terms and Conditions for Reserving a Booth at Affiliate Takeover Barcelona 2025

Welcome to Affiliate Takeover Barcelona 2025. These Terms and Conditions ("Terms") govern the process of booking a booth at the Event and outline your rights and obligations. By reserving a booth, you agree to comply with these Terms. Please read them carefully.

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1. INTRODUCTION

1.1. Affiliate Takeover is organized and managed by Scalers - FZCO, a company registered in Dubai under trade license number 7374, with its registered office at Unit No. 101, IFZA Dubai - Building A2, Dubai, United Arab Emirates ("Scalers - FZCO").

1.2. These terms and conditions (the "Exhibitor Terms and Conditions") and the Exhibitor Overview to which they are attached (together referred to as the "Agreement") define the terms under which you (the "Exhibitor") agree to exhibit at Affiliate Takeover (the "Event").

1.3. Terms defined within this Agreement shall carry the meaning assigned to them in the Exhibitor Overview or as specified within these Terms and Conditions.

1.4. References to "we," "us," and "our" pertain to Affiliate Takeover. References to "you" and "your" are to be understood in the context of this Agreement.

1.5. For the purposes of this Agreement:

Commercial Rights: any and all rights of a commercial nature connected with the Event, including without limitation, image rights, broadcasting rights, new media rights, endorsement and official supplier rights, sponsorship rights, merchandising rights, licensing rights, advertising rights and hospitality rights.

Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

1.6 Booth Booking and Payment

The Exhibitor Fee for the agreed booth and associated benefits must be paid within 10 days of receiving the invoice. Payment details, including bank account information, will be provided in the invoice. All payments must be made in full and on time to secure your booth reservation. Failure to pay within the stipulated period may result in the cancellation of your booking without further notice.

All exhibitors and companies are subject to an approval process to ensure compliance with our event standards. Exhibitors/companies engaging in or promoting the following activities are prohibited:

• Black Hat practices
• Casino or betting activities
• Adult & Dating services
• Sweepstakes
• Cryptocurrency-related activities
• Illegal activities

If at any time before or during the Event, it is determined that an Exhibitor or company is engaged in any of these activities, we reserve the right to terminate their participation and cancel their booth. This right applies regardless of whether payment has been made, and no refunds will be issued in such cases.

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2. RIGHTS GRANTED

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2.1 Exhibitor Benefits

We grant you the following rights under the terms of this Agreement:

2.1.1. Access to the agreed exhibitor benefits (referred to in the Exhibitor Overview as the "Exhibitor Benefits").

2.1.2. A non-transferable, non-exclusive, royalty-free license to use the logos and trademarks associated with Affiliate Takeover (the "Event Marks") solely for the purpose of promoting your sponsorship during the Term (as defined below) of this Agreement and in accordance with the terms and conditions set out in this Agreement.

2.2 Use of Exhibitor Marks

You grant and authorize us to use your logos and trademarks, together with any accompanying artwork, design, slogan, text and other collateral marketing signs (the "Exhibitor Marks") on a worldwide, non-exclusive, sub-licensable. royalty-free basis

(a) during the Term for the delivery of the Exhibitor Benefits; and

(b) in perpetuity to promote and exploit the Event in any media whether now known or yet to be invented (including in a computer game, on a website or mobile-device application) including by use on promotional material and merchandising.

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2.3 Revocation of Rights

The rights granted under this Agreement are conditional on payment of the Exhibitor Fees and subject to the terms and conditions herein. We reserve the right to revoke or withhold these rights if we determine that you have misused them or acted improperly, at our sole discretion.

2.4 Changes to Exhibitor Marks

If you update the Exhibitor Marks at any point during the Term, we are not obligated to revise or reproduce Event-related materials that already feature your previous marks (including promotional or marketing content), unless you agree in writing to cover any associated costs, and provided there is enough time to make the changes before the Event.

2.5 Adjustments to Exhibitor Benefits

If any Exhibitor Benefits cannot be delivered as planned, we will notify you promptly and may substitute equivalent benefits of similar value. This includes booth relocation. We are not liable for changes or substitutions made in accordance with this clause.

2.6 Exhibitor Costs

You are responsible for all costs associated with your participation in the Event, including travel, staffing and any additional materials you wish to bring.

2.7 Compliance with Instructions

You agree to follow all reasonable instructions provided by us related to the Event, including those regarding the use of the venue. We are not liable for delays or failure to provide Exhibitor Benefits due to your non-compliance.

2.8 Booth Relocation Requests

We will try to accommodate any booth relocation requests, but relocations are not guaranteed. Any requests must be made by email no less than 30 days prior to Day 1 of the event.

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3. EXHIBITOR OBLIGATIONS

3.1 Event Tickets

All representatives, employees, or agents involved with or linked to your exhibition are required to hold either a Company or Exhibitor Ticket (as detailed on our website) to attend the Event. Tickets beyond those included in your booth purchase (as specified during booking) can be obtained for your team through our website.

3.2 Ticket Terms

Participation in the Event, as well as any tickets you purchase, use, or receive under this Agreement, will be governed by the relevant ticket terms and conditions outlined on our website. Should there be any inconsistency between this Agreement and the ticket terms and conditions, the terms of this Agreement will take precedence.

3.3 Marketing Support

You agree to actively promote the Event through your marketing channels and collaborate with us on joint promotional activities.

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3.4 Exhibitor Benefits Use

Your employees and agents must use the Exhibitor Benefits in compliance with this Agreement and our published terms.

3.5 Submission of Exhibitor Marks

You must provide your Exhibitor Marks to us in an approved format promptly after paying the Exhibition Fee.

3.6 Distribution Materials 

Despite the provisions in clause 5, you are solely responsible for the design, creation, production, storage, and expenses associated with any materials or merchandise that you use, distribute, display, or present at the Event. Upon our request, you must promptly submit plans for these materials or merchandise for our approval, which may be granted or denied at our sole discretion. Additionally, you agree to collaborate with us to make any necessary changes to these materials as requested, with all associated costs being your responsibility.

3.7. Booth Setup

Your exhibit must remain within the boundaries of the booth or area assigned to you as outlined in this Agreement.

Pre-recorded audio content is not allowed as part of your display at the Event.

You and your team, including employees, agents, or contractors, must not engage in any actions that:

• Damage the reputation of the Event or any related brands
• Disparage or undermine the Event or any related brands
• Negatively impact the goodwill associated with the Event or any related brands
• Harm the image or credibility of the Event or any related brands

All exhibits must adhere to the Event's guidelines and policies. If your setup fails to meet these requirements, you will need to make immediate changes or remove your display as instructed.

Any promotional materials you distribute must:

• Fully comply with the applicable laws and regulations in the host country
• Align with any guidance or instructions provided by us
• Avoid containing inaccuracies, breaking laws, or infringing on third-party rights
• Include any disclaimers or notices required by us

3.8. Restrictions on Adult Content

All marketing materials must avoid adult content or suggestive language. Explicit imagery, provocative poses, and content that imply nudity or focus on body parts are strictly prohibited. Any material deemed inappropriate must be removed upon request.

3.9. Black Hat

Products or services associated with "black hat" practices may not be promoted in any way. This includes avoiding the use of the term “black hat” in any material or speech.

3.10. Gambling and Betting Restrictions

Content promoting gambling, betting, or similar services is not allowed. This includes language, imagery, or links that encourage such activities. Any content violating this policy must be removed immediately upon request.

The promotion of products or services deemed damaging to the reputation or image of the Event is prohibited.

3.11. Cultural Appropriateness

All promotional materials must comply with the cultural and legal norms of the Event’s host country.

3.12. Booth limitations

Exhibitor rights are limited to a single company per booth. Only one company name and logo will be included on promotional materials and within the assigned exhibition space.

3.13. Trademarks

You may not attempt to register any trademarks, names, or elements that resemble the Event Marks, unless explicitly authorized under this Agreement.

3.14. Insurance

You must secure and maintain appropriate insurance for all activities under this Agreement, including but not limited to 

a) professional indemnity; 

b) public liability at the venue during the course of the Event; 

c) insurance for loss, theft or damage to any of your products or other materials or goods owned or controlled by you; and 

d) to cover any loss, damage or claim arising directly or indirectly from the public's use of the specific product or services being promoted by you, together with all other goods or services associated with the Exhibitor Marks.

3.15. Affiliated Events

Hosting, endorsing, or participating in any event that claims or appears to be affiliated with the Event during the specified term is prohibited unless you have obtained prior written approval.

3.16. Compliance with Laws and Indemnification 

You must adhere to all applicable laws and regulations related to your participation in the Event. You agree to indemnify and defend us against any losses, claims, or expenses incurred as a result of your failure—or that of your employees or agents—to comply with these laws.

3.17. Data Privacy Compliance

1. No exchange of personal data: The Parties agree that they will not exchange or share personal data with each other in connection with this Agreement, except as explicitly agreed in writing and in compliance with applicable data protection laws.

2. Exhibitor’s responsibility for collected data: If the Exhibitor or its representatives collect personal data directly from event attendees (e.g., through lead capture forms, competitions, or other interactions), the Exhibitor shall ensure that:
   1. The collection and processing of such personal data are carried out in accordance with the Exhibitor's own privacy policy, which complies with all applicable data protection laws.
   2. Attendees are clearly informed of the Exhibitor’s role as the data controller and the purposes for which their personal data will be used.
3. Organiser’s disclaimer of liability: The Organiser shall not be held responsible or liable for the Exhibitor’s collection, processing, or use of attendee data. It is the Exhibitor’s sole responsibility to ensure compliance with data protection regulations when handling attendee data. You agree to indemnify us against any claims or costs arising from your failure to comply with these standards.

3.18. Other Obligations

You undertake to us:

(a) to exercise the Exhibitor Benefits strictly in accordance with the terms of this agreement. For the avoidance of doubt, you shall not be entitled to use or exploit any of the Commercial Rights (other than the Exhibitor Rights) in any way;

(b) to use the Event Marks and other branding materials provided by us;

(c) to immediately at our written request and at your own cost, withdraw from circulation any Exhibitor materials which do not comply with the terms of this Agreement;

(d) to provide to us, at your sole cost and expense, all suitable material including artwork of the Exhibitor Marks in a format and within print deadlines reasonably specified by us for it to be reproduced under our control for the fulfilment of the Exhibitor Benefits;

(e) not to apply for registration of any part of the Event Marks or anything confusingly similar to the Event Marks as a trademark for any goods or services;

(f) not to use the Event Marks or any part of them or anything confusingly similar to them in its trading or corporate name or otherwise, except as authorised under this Agreement;

(g) not to do or permit anything to be done which might adversely affect any of the Commercial Rights or the value of the Commercial Rights;

(h) to provide all reasonable assistance to us in relation to our exploitation of the Commercial Rights;

(i) not to sub-license, assign or otherwise dispose of any of the Exhibitor Benefits, including to your affiliates, without our prior written consent; and

(j) not engage in joint promotions with any third party in relation to the Event without our prior written consent.

3.18. Submission of materials 

If you do not submit your exhibition materials (e.g., logo, company description, booth artwork) by the specified deadline, we reserve the right to use publicly available content from your website to produce your booth.

3.19 Code of Conduct

By reserving a booth and attending the event, You agree to comply with the Event Code of Conduct, which is available on the event website and may be updated by Us from time to time at Our discretion.

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4. OUR RESPONSIBILITIES

4.1. Preparation of Exhibition Space 

We will ensure your designated exhibition space is prepared in advance of the Event, consistent with the specifications provided on our website at the time of your purchase. 

4.2. Exclusivity of Exhibitor Rights 

The Exhibitor Rights are exclusively granted to you and cannot be transferred or extended to any other individual or organization without our consent.

4.3. Provision of Event Marks 

We will provide you with the Event Marks in an appropriate format as needed and within a reasonable timeframe.

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5. EQUIPMENT

5.1. Supply and set up of event equipment 

We will provide, arrange, and store the necessary equipment and materials for your use at the Event. This includes, but is not limited to, access to power, a display table, chairs, and a printed version of your logo (if requested). Full details regarding the available equipment are listed on our website. Additional rental fees may apply for certain items ("Event Equipment").

5.2. Adjustments to Provided Equipment

We reserve the right to make changes to or replace the Event Equipment, provided we give reasonable notice in advance.

5.3. Bringing Your Own Equipment

You may bring your own equipment to the Event, but only with our prior written approval, which we may grant or deny at our discretion. If approved, you will be responsible for all associated costs, including shipping, storage, setup, and removal. We are not liable for any damage, loss, or issues related to your equipment.

5.4. Restrictions on Food and Beverage Sales

Unless you have obtained explicit prior consent from us, you are not allowed to sell, distribute, or offer any food, drinks, or tobacco products from your booth or anywhere else within the venue. Only the venue owner, organisers or the authorized catering provider may supply such items.

5.5. Care and Risk of Equipment

You are responsible for handling the Event Equipment with care and assume all associated risks. You must avoid any misuse or actions that could void warranties or guarantees provided by the manufacturer or supplier of the equipment.

5.6. No Equipment Warranties

Since we are not the manufacturer or original supplier of the Event Equipment, we do not provide any warranties or guarantees for the equipment, except for what is explicitly stated in this Agreement.

5.7. Ownership of Equipment

All Event Equipment remains our property at all times. No rights, ownership, or interests in the Event Equipment will be transferred to you as part of this Agreement.

5.8. Equipment Use and Unauthorized Removal

Event Equipment must stay on-site throughout the Event. If any equipment provided by us is removed without our permission, you will be charged the full replacement value, along with applicable taxes. Additionally, such actions may result in being barred from participating in our future events.

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6. EXHIBITION PAYMENT

6.1. In exchange for the Exhibitor Benefits, you agree to pay the Exhibitor Fee upon acceptance of this Agreement, and in any case, no later than ten (10) days from our payment request.

6.2. If we do not receive the Exhibitor Fee by the specified due date, we have the right to withhold or discontinue the provision of any or all Exhibitor Benefits. Additionally, entry to the Event for you, your employees, representatives, or agents will be prohibited until full payment is received.

6.3. The Exhibition Fee does not include any applicable sales tax, which may be added to the total cost at the applicable rate. You agree to pay any such tax in accordance with this section.

6.4. All amounts payable to us under this agreement are to be paid free and clear of currency control restrictions, bank charges, fees, duties or other transactional costs, the payment of which shall be your sole responsibility.

6.5. If you fail to make any payment by the due date for payment, then, without limiting our remedies under this Agreement, you shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.

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7. OWNERSHIP OF INTELLECTUAL PROPERTY

7.1. Both parties agree to the following:

7.1.1. All Intellectual Property Rights in the Exhibitor Marks are solely owned by you, including any associated goodwill. We will not acquire any rights to the Exhibitor Marks except as explicitly stated in this Agreement.

7.1.2. All Intellectual Property Rights in the Event Marks are solely owned by us, including any associated goodwill. You will not acquire any rights to the Event Marks except as expressly outlined in this Agreement.

7.2. Any Intellectual Property Rights arising from or associated with the Events, including rights related to the Event Marks, are owned by us, subject to the provisions of clause 7.1.1.

7.3. You agree to indemnify and hold us harmless from any claims, damages, losses, costs (including reasonable legal fees), expenses, demands, or liabilities arising from a third-party claim that our use of your intellectual property (including the Exhibitor Marks) infringes their intellectual property rights (including but not limited to copyrights, trademarks, and design rights).

7.4. Neither party will knowingly take any action, or allow any action to be taken, that could harm or negatively affect the distinctiveness or reputation of the other party’s intellectual property or its registrations.

7.5. You agree not to use the Event Marks in any manner that, in our reasonable judgment, suggests a partnership or trading relationship (other than the advertising the fact you are exhibiting at the Event), or implies that we endorse any part of your business, name, or brand.

7.6. If either party becomes aware of any unauthorized or improper use of the other’s intellectual property (including copyrights, trademarks, and design rights), they must promptly notify the other party in writing. The non-owner will, at the owner's request and expense, cooperate reasonably in any legal proceedings related to the infringement, though they are not obligated to take any further action.

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8. CANCELLATION, POSTPONEMENT, AND FORCE MAJEURE

8.1. We reserve the right, at our discretion, to cancel, reschedule, or change the location of an Event for any reason. In such cases, we will not be considered in breach of this Agreement, nor will we be liable to you for any cancellation, change of date or location, or failure to meet our obligations under this Agreement due to commercial reasons, including but not limited to Force Majeure events that, while not directly impacting the Event, may affect its commercial viability.

8.2. If a decision is made to cancel or reschedule an Event, we will notify you in writing as soon as reasonably possible. Upon receiving such notice:

8.2.1. If the Event is cancelled, you may choose to apply your Exhibition Fee (whether paid or unpaid) to a future event or terminate this agreement.

8.2.2. If the Event date or location is changed:

(a) If the new date is less than eighteen (18) months from the original date, you will be deemed to have accepted the new date, and you will not be able to transfer your Exhibitor Fee to another event;

(b) If the new date is more than eighteen (18) months but less than 24 months away from the original date, you may choose to apply your Exhibitor Fee (whether paid or unpaid) to a future event, provided that the event takes place within 18 months from the postponement date;

(c) If the new date is more than 24 months from the original date:

i. You may choose to apply your Exhibitor Fee (whether paid or unpaid) to a future event, as long as it is within 18 months of the cancellation; or

ii. You may opt to terminate this Agreement.

8.3. For clarification, if you decide to apply your Exhibitor Fee to a future event, we are not obligated to provide the same Exhibitor Benefits for the same fee.

8.4. 8.4. Neither party will be liable or responsible to the other party, or be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by any: (i) acts of God; (ii) flood, fire, or explosion; (iii) war, terrorism, invasion, riot, or other civil unrest; (iv) embargoes or blockades in effect on or after the date of this Agreement; (v) national or regional emergency; (vi) strikes, labor stoppages or slowdowns, or other industrial disturbances; (vii) passage of law or governmental order, rule, regulation, or direction, or any action taken by a governmental or public authority, including but not limited to imposing an embargo, export or import restriction, quota, or other restriction or prohibition; or (viii) national or regional shortage of adequate power, telecommunications, or transportation facilities (each of the foregoing, a "Force Majeure"), in each case, provided that (A) such event is outside the reasonable control of the affected party; (B) the affected party provides prompt notice to the other party, stating the period of time the occurrence is expected to continue; and (C) the affected party uses diligent efforts to end the failure or delay and minimize the effects of such Force Majeure.

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9. DURATION AND TERMINATION

9.1. This Agreement will become effective as set out in the Exhibitor Overview (the "Effective Date") and will remain in effect until the completion of the Event (the "Term"), unless terminated earlier as specified in this Agreement.

9.2. We may terminate this Agreement within ten (10) days from the Effective Date for any reason by providing written notice to you. In the event of such termination, we will refund the Exhibitor Fee to you as soon as reasonably possible.

9.3. We may terminate this Agreement immediately by giving written notice to you if:

9.3.1. You commit a material breach of any of your obligations under this Agreement (including failure to pay any amounts owed) and fail to remedy the breach (if it is capable of being remedied) within ten (10) days of receiving a written notice requiring such remedy; or

9.3.2. You cease or threaten to cease doing business, become unable to meet your financial obligations as they come due, have a winding-up order or resolution passed, have an administrator, receiver, or manager appointed, make any arrangement with creditors, or apply for protection from creditors in any manner.

9.4. If we terminate this Agreement in accordance with clause 9.3, any outstanding payments due to us will immediately become payable in full without any deductions or offsets.

9.5. Termination of this Agreement will not affect any rights or obligations that have accrued to us up to the point of termination.

9.6. Upon the expiration or termination of this Agreement:

9.6.1. Our obligation to provide further Exhibitor Benefits will cease;

9.6.2. Any licenses granted under this Agreement will be immediately revoked;

9.6.3. Clauses 9 (Duration and Termination), 7 (Intellectual Property Rights), 10 (Liability and Indemnity), 11 (Confidentiality), and 13 (General) will remain in effect;

9.6.4. You will stop exercising the Exhibitor Benefits; and

9.6.5. You will return or destroy any of our confidential information and remove the Event Marks from any materials in your possession.

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10. LIABILITY AND INDEMNITY

10.1. Subject to clause 10.3, our total liability to you, whether arising in contract, tort (including negligence), or any other legal theory, for any damages, losses, costs, claims, or expenses of any kind related to this Agreement or the Event, shall be limited to the total amount of the Exhibitor Fee you have paid.

10.2. Subject to clause 10.3, we will not be liable to you for: (i) any loss of profits or anticipated profits, loss of revenue or anticipated revenue, loss of data, loss of savings or anticipated savings, or interest, loss of business opportunity, waste expenditure, or for any damage to your reputation or goodwill; or (ii) any indirect, special, or consequential damages, losses, claims, or expenses.

10.3. Nothing in this Agreement shall limit or exclude a party's liability for:

10.3.1. death or personal injury resulting from its negligence, or the negligence of its employees, agents, or subcontractors;

10.3.2. fraud or fraudulent misrepresentation; or

10.3.3. any other liability that cannot be excluded or limited under applicable law.

10.4. You agree to indemnify and hold us harmless from any costs, claims, damages, or expenses that we may incur or become liable for due to your failure or the failure of your employees or agents to fulfil your obligations under this Agreement.

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11. CONFIDENTIALITY

11.1. In connection with this Agreement, each party (for purposes of this Clause 11, the "Disclosing Party") may disclose or make available Confidential Information to the other party (for purposes of this Clause 11, the "Receiving Party"). As a condition to being provided with any disclosure of or access to the Disclosing Party's Confidential Information, the Receiving Party shall:

(i) not access or use the Disclosing Party's Confidential Information other than as necessary to exercise its rights or perform its obligations under this Agreement;

(ii)not use the Disclosing Party's Confidential Information, directly or indirectly, in any manner to the detriment of the Disclosing Party or to obtain any competitive benefit with respect to the Disclosing Party;

(iii )not disclose or permit access to Confidential Information other than to its Representatives who: (A) need to know such Confidential Information for purposes of the Receiving Party's exercise of its rights or performance of its obligations under and in accordance with this Agreement; (B) have been informed of the confidential nature of the Confidential Information and the Receiving Party's obligations under this Clause 11; and (C) are bound by written confidentiality and restricted use obligations at least as protective of the Confidential Information as the terms set forth in this Clause 11; and

(iv) safeguard the Confidential Information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care;

The Disclosing Party is responsible for ensuring its Representatives' compliance with and shall be liable for any breach by its Representatives of, this Clause 11.

(b) Confidential Information does not include information that: (i) was already known to the Receiving Party without restriction on use or disclosure prior to its receipt of or access to such information in connection with this Agreement; (ii) was or becomes generally known by the public other than by breach of this Agreement by, or other wrongful act of, the Receiving Party or any of its Representatives; (iii) was or is received by the Receiving Party from a third party who was not or is not, at the time of such receipt, under any obligation to the Disclosing Party or any other Person to maintain the confidentiality of such information; or (iv) was or is independently developed by the Receiving Party without reference to or use of any of the Disclosing Party's Confidential Information.

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12. ANTI-BRIBERY

12.1. You agree to:

12.1.1. Adhere to all relevant laws, regulations, and statutes regarding anti-bribery and anti-corruption;

12.1.2. Follow any of our anti-bribery and anti-corruption policies that we notify you of periodically; and

12.1.3. Immediately inform us of any request or demand for improper financial or other advantages received by you or on your behalf in relation to this Agreement.

12.2. Any violation of this clause 12 will be considered a material breach of this Agreement.

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13. MISCELLANEOUS

13.1. This Agreement constitutes the complete and exclusive understanding between the parties and replaces all prior agreements, whether written or oral, related to its subject matter.

13.2. You are not permitted to assign, sublicense, or transfer any of your rights or obligations under this Agreement without obtaining our prior written consent.

13.3. Any notices should be sent via email to the addresses listed on the Exhibitor Overview (or any other address that one party may provide in writing to the other from time to time). Notices will be considered received one business day after being sent, unless there is evidence to the contrary.

13.4. You confirm that you have not relied on any statements, representations, promises, or assurances (whether made negligently or innocently) that are not expressly stated in this Agreement, except for any liability arising from fraud.

13.5. This Agreement does not create, and should not be interpreted as creating, a partnership or agency relationship between the parties.

13.6. If any part of this Agreement is found to be illegal, void, or unenforceable, that provision will be severed from the Agreement without affecting the validity or enforceability of the remaining provisions.

113.7. This Agreement is for the sole benefit of the Parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer on any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

13.8. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

13.9. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of the United Arab Emirates.

13.10 Each party irrevocably agrees that the courts of Dubai, United Arab Emirates shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.