Terms for publishers (Global)

Admitad International FZ-LLC (hereinafter “Admitad”, “us”, “our”),  registered and incorporated in the UAE with a registered office at Premises No 101, First Floor, Building 14, Dubai Internet City, Dubai, manages the Partner Network at www.admitad.com and provides a platform for those who want to leverage their content to earn revenue (hereinafter the “Publishers”, “he”/”she“, “they”) with the opportunity to work with top brands and retailers in the world (the “Advertisers”) who are part of the Affiliate Programs of the Admitad Partner Network.

The Admitad “Partner Network” means the list of Advertisers and Publishers who work and collaborate with Admitad.

To participate in the Admitad Partner Network, the Publisher agrees to unconditionally comply with these Terms of Use (hereinafter the “Terms”, “Agreement”).

Advertisers are the persons who define the terms of the Affiliate Programs (defined below) and provide opportunities for advertising their goods and services through various advertising media and the provision of ad creatives including but not limited to graphic banners, text links, XML product catalogs, and others (“Ad Creatives”).

Publishers are the persons placing Ad Creatives in the area of their blog, website, page or profile dedicated to online advertisements and promotions (“Ad Spaces”).

1. General provisions

1.1. To participate in the Partner Network, the Publisher submits a registration form on the registration page of the www.admitad.com domain.

1.2. Registration is only available to persons who have reached the age of 18 and have the needed licenses or permits to advertise and promote in compliance with the laws of the UAE.

1.3. By submitting the registration form, the Publisher is acknowledging that he has the right to perform the services mentioned in these Terms and has obtained the necessary licenses and permits (or alternatively an exemption) to do so.

1.4. If these Terms are met, the Publisher receives a confirmation letter to the email address specified by them upon registration. Further, the participant must complete the registration process in order to be able to work in the Partner Network.

1.5. Admitad reserves the right to refuse the Publisher’s application to participate in the Partner Network at its own discretion without the need to justify the basis for such a decision.

1.6. The Publisher warrants that any information or personal data disclosed in the application is true and accurate and acknowledges that he may change the data provided upon registration in his personal account section. The username chosen for the account cannot be changed. After completion of the registration process and activation of the account, the Publisher will be able to use the services of the Partner Network.

1.7. These Terms shall prevail over any prior written or verbal agreement between both the parties.

1.8. The Publisher’s admission into the Admitad Partner Network does not confer upon it any right with respect to the continuance of membership in the Partner Network. Nothing contained in the Terms creates or is intended to create a contract or agreement between the Publisher and any Advertiser using the Admitad platform.

2. The subject of the Agreement

2.1. Publishers shall place the Advertiser’s Ad Creatives on their declared Ad Spaces. When a user arrives at the Advertiser’s website through an Ad Creative placed on the Publisher’s Ad Space and completes an action or a transaction such as buying goods, ordering and/or purchasing services, registering, subscribing to newsletters, etc. (the “Deal”), the Publisher’s advertisement shall be considered successful and the Publisher shall receive a pre-agreed reward. The successful Deal will give the Publisher the right to receive the reward. The amount of the reward owed to the Publisher upon the completion of a Deal as well as the mechanism of payment by the Advertiser shall be specifically detailed in the description of each program (“Affiliated Program”).

2.2. Admitad tracks and logs all Deals and provides the Publisher with the information to that effect, as well as calculates the amount of the rewards. The Advertiser has the right to solely determine whether a Deal has actually taken place based on set parameters and guidelines. Whether a Deal has been made is subject to the terms of the particular Affiliated Program and is determined by the Advertiser at its sole discretion; Admitad has no control over this.

2.3. Admitad Partner Network constantly develops and improves its services. In this connection, Admitad reserves the right to temporarily suspend the provision of any of the services, in whole or in part, if it is necessary for the performance of maintenance works, improvement of the service functions, or change of the service provided. Admitad shall not be liable for any claims, losses, damage, costs or expenses, caused directly or indirectly, by any breakdown or failure of any transmission or communication system or computer facility belonging to us (including, but not limited to transmission errors, technical faults, malfunctions, illegal intervention in network equipment, network overloads, malicious blocking of access by third parties, internet malfunctions, interruptions or other deficiencies on the part of internet service providers), nor for any loss, expense, cost or liability suffered or incurred by you as a result of the use of our platform or any other communications being made, via the internet. You acknowledge that access to our platform may be limited or unavailable due to such system errors, and that we reserve the right upon notice to suspend access to our platform for this reason.

2.4. In order to use the services of the Admitad Partner Network, it is required to use certain technical means and software packages, telecommunication networks, and services of third-party organizations. Admitad shall, subject to clause 12, not be liable for the resulting costs, possible damages, and interference. Admitad shall not be responsible to you for the performance of these parties, or their services provided Admitad has exercised reasonable care and diligence in its selection.

2.5. Admitad shall have the right to suspend payments to the Publisher in the event of an objective suspicion of violation of these Terms, as well as to verify the Publisher’s specified data and/or the Publisher’s traffic quality.

3. Participation in the Partner Network activities

3.1. All Ad Spaces that comply with applicable laws and regulations of these Terms, Privacy Policy and have been approved by Admitad moderators are allowed to participate in the Partner Network.

3.2. Ad Spaces under construction are not allowed to participate. It is also forbidden to buy traffic in Active Advertising Systems (CAP, WmMail, Seosprint, etc.), Buxes, and similar systems.

3.3. The Publisher shall submit the request for participation in the Affiliate Program, thereby recognizing the possible additional program terms of participation therein, that the Advertiser may add to the description of his/her program and which will be displayed to the Publisher. Such program terms are considered an addition to these Terms. The Publisher agrees that the program terms can change at any time, and undertakes the responsibility to monitor such changes. By continuing to participate in the Affiliate Program, the Publisher automatically agrees to the program terms thereof.

3.4. Only the Advertiser shall make the decision to admit the Publisher to the partnership. The Publisher does not have a legal basis for obtaining such an admission if the opposite decision was made.

3.5. Admitad reserves the right to request data on the traffic source and access the statistics of the Ad Space, while limiting the Publisher’s participation in the Admitad network. In this case, the Publisher must provide the requested data within 7 calendar days; otherwise, Admitad reserves the right to stop displaying the advertisements on the Publisher’s website and/or to take other measures to protect the interests of the Advertisers, whose advertisements are displayed at the Publisher’s Ad Spaces.

3.6. Admitad shall have the right to request from the Publisher identification documents and certificates which might constitute personal data. Such data is necessary to confirm the validity of the information shared by the Publisher including but not limited to his name, date of birth, address, tax number, and banking details. The Publisher agrees to the collection and processing of his personal data by Admitad. The Publisher’s refusal to provide the needed data is will prevent him from submitting the application and ultimately participating in the Partner Network.

3.7. In the event that affiliate links placed on the Publisher’s Ad Spaces are broken and do not take the user to the Advertiser’s website in the agreed upon manner (“Broken Links”), Admitad is entitled to unilaterally replace the Publisher’s Broken Links with working links. Admitad shall not credit the Publisher with any credit rewards during such period.  

4. Rights and liabilities of the Publisher

4.1. The Publisher is obliged to strictly follow these Terms and to ensure that the data provided by them to Admitad by any means, including the registration form, are complete and true. If any of these data are changed, the Publisher shall, within 5 days from the date of the change, make the relevant changes thereto in their personal account.

4.2. The Publisher undertakes to securely store their data (username, password, and code for two-factor authentication) for access to the Admitad Partner Network . The Publisher shall not disclose or share or transfer his log-in details to any third parties. The Publisher is solely responsible for the safety of the username and password.

4.3. The Publisher needs to have the right to conduct marketing activities on the Ad Spaces which includes obtaining any licenses or permits required under the applicable laws. It is the sole responsibility of the Publisher to obtain such licenses. Admitad is in no way liable for the Publisher’s failure to comply with licensing requirements and is held harmless from any liability by the Publisher who confirms he is the only responsible party.

The advertisement made by the Publisher should not be vague, ambiguous, or unclear. It should not include false or misleading claims, or be intended to exaggerate, claim exclusiveness, despise competitors, and involve fraud or deception. The advertisement should not include false, fake, or unrightfully formulated marks, signs, or images. The advertisement should be real and unexaggerated and must not create any confusion by any means with any other brand names, products, or activities. The advertiser must clearly disclose whether there is any financial gain in a business relationship with the person or the owner of the advertised product or service.

4.4. When using Ad Creatives on the Ad Space, the Publisher undertakes not to violate the rights of the third rightsholders to the trademark, brand, personal rights, and other rights without the permission of the rightsholders in accordance with the current legislation. When emailing promotional materials containing the Advertisers’ Ad Creatives, the Publisher is prohibited from using spam. To send promotional materials by email, the Publisher must obtain the consent of each recipient and provide Admitad with the relevant evidence upon request. The Publisher shall ensure that recipients can unsubscribe and opt out of receiving any promotional and advertisement material by email.

4.5. The Publisher agrees not to take any action that affects the operation of the Admitad Partner Network. Such actions include the attempts to technically influence the efficiency of the servers of the Partner Network, the attempts to hack the security mechanisms, to use viruses, trojans, and other malicious programs for any purpose. This shall also include brute force attacks, DoS (DDoS) attacks, spam, the use of links, and any other processes that may damage the operation of the Partner Network. The Publisher shall also ensure timely provision of click referrer data to Admitad on a regular basis and shall not interrupt this process by any technical means that are directly or indirectly controlled by the Publisher. A click referrer must always correspond to the Ad Space stated by the Publisher.

4.6. The Publisher may only create one account, i.e. one account per one individual or one account per one legal entity. If an individual performs official duties as part of the staff or on behalf of a legal entity that already has an account in the Admitad Partner Network, then that individual is prohibited from creating a personal account to perform his official duties for the legal entity.

4.7. The Publisher undertakes to thoroughly study and execute the programs terms of the Affiliated Program and refer to them during the entire period of placement of the Ad Creatives. The Publisher agrees that if s/he fails to perform this duty, his access to the relevant program may be suspended. In case Admitad or the Advertiser suffers losses caused by the Publisher’s violation of the program terms, the relevant amount will be deducted from the Publisher’s account. In the absence of funds on the Publisher’s account, the Publisher undertakes to reimburse such losses at the request of Admitad within 10 (ten) business days from the date he is notified to do so.

4.8. The Publisher, at the request of Admitad or the Advertiser, undertakes to check the traffic source and provide all requested files, documents, etc as required. Failure to do so by the Publisher will entail that his access to the relevant Affiliated Program may be blocked, and appropriate sanctions may be applied.

4.9. When creating any Ad Creatives, the Publisher is prohibited from using Ad Creatives and Trademarks other than the Trademarks and the Ad Creatives that were uploaded by the Advertiser in the Admitad system, unless otherwise specified. In the case the Publisher creates Ad Creatives and distorts Ad Creatives provided by the Advertiser, the Publisher is entirely responsible for placing these Ad Creatives as an owner and distributor in accordance with applicable law and undertakes to independently resolve all arising claims, disputes, including judicial, to settle all other disputable situations, including the situations with state authorities, third parties and Advertisers.

4.10. The Publisher undertakes to update affiliate links in good time and monitor the condition of the links. Links can become broken in the following cases:

– The Advertiser has suspended their work or no longer works with Admitad;

– The Publisher left the Affiliate Program or his access to it was removed for any reason whatsoever;

– The Publisher’s Ad Spaces was removed, blocked, or disconnected from the Affiliate Program;

– The Affiliate Program’s action limit was exceeded;

– The Ad Creative (banner, landing page, coupon) was removed or deactivated; and

– The deeplink created by the Publisher leads to a non-existent page, or the Affiliate Program does not support the generation of affiliate links using the deeplink feature.

4.11. The Publisher agrees to provide Admitad with any requested documents necessary to confirm the information mentioned in the Publisher profile.  

4.12. The Publisher is notified and agrees that Admitad will only pay him the reward due after the Advertiser wires the payment for the provided services to the Admitad settlement account.

4.13. The Publisher shall ensure compliance with all applicable laws on its own. Failure to do so will open him up to potential sanctions in relevant jurisdictions.

4.14. The Publisher may create guest accounts himself that derive from his own account. A guest account allows the Publisher to grant access to certain sections of the personal account only as required for the users of the guest account to carry out the Publisher’s tasks. Each guest account will have a guest profile, which the Publisher may delete at any time. The guest account user can change the information in his/her guest account (full name, email address) on his own. The Publisher is fully liable for actions of the guest account user, including any change in the name and/or email address.

5. Prohibitions

The Admitad Partner Network prohibits the following activities:

5.1. To simulate Deals by entering knowingly incorrect, non-existent, or someone else’s data unbeknownst to their owner when ordering goods or services by any means;

5.2. To use the advertising methods that force the visitor to perform actions by deception, blackmail, or any other actions that violate the visitor’s freedom of choice;

5.3. To use the data of the Advertiser or a third party protected by a registered trademark, copyright, other legally registered rights of the holder, for purposes other than the purposes of these Terms. In the case of using the Advertiser’s trademarks and Ad Creatives for purposes other than those specified in these Terms, the Publisher is fully responsible for such placements in accordance with applicable law and undertakes to independently resolve all arising claims, disputes, including judicial ones, to settle all other disputable situations, including with state authorities, third parties and Advertisers;

5.4. Using any practice of bidding on branded terms or branded keywords of a third party through search engines marketing;

5.5. Using any cookie stuffing technology and/or types of cookie stuffing (cookie dropping);

5.6. To register and/or use for promotion domains similar to that of the Advertisers’ websites;

5.7. To use the registered Ad Spaces with a specific declared traffic source for attracting a different type of traffic;

5.8. To delete an account with negative balance and/or publisher’s debt to Admitad; and

5.9. With regard to Admitad employees and employees of all the Admitad-affiliated companies only, to register as a publisher for the duration of their employment period.

5.10. If the violations described above are detected, the Publisher’s account may be immediately blocked and all earnings earned as the result of these violations are transferred to the Advertiser. The Publisher is notified of the decision by the administration. After the account is blocked, it is impossible to create another one.

6. Payment for the Publisher’s services

6.1. The Publisher shall receive a reward from Admitad, which directly depends on the success of their advertising campaigns.

6.2. In each separate case, the reward amount is determined by the type of paid action and the rate set by the Advertiser for this type of action. The Advertiser has the right to change the applicable rates upon notifying the Publisher noting that the new rates do not apply to the services which were already performed. The Publisher undertakes to become familiar with the current rates in the interface of the Admitad Partner Network before submitting an application to join the Partner Network. Submitting an application to join the Partner Network indicates the Publisher’s agreement to the current rates. The minimum withdrawal amount should equal or exceed the amount specified under the link, depending on the currency of withdrawal. An amount less than the minimum withdrawal amount will be paid to the Publisher only in case of account deletion.

6.3. Payment of the reward shall be performed by Admitad in reasonable time after receipt of withdrawal request, but no longer than 45 business days, provided the Publisher has the right to receive the reward (clause 6.5). Admitad is not responsible for the actions and payment processing times of banks and/or other financial institutions servicing Publishers. Obligation of Admitad to pay the reward is considered to be fulfilled in full once the funds are debited from the account of Admitad.

6.4. Except for the reward payable to the Publisher for the completion of the services, the Publisher is not entitled to the reimbursement of any costs incurred for the bank transfer, for the use of third-party services or programs that are not provided by the Admitad Partner Network, even if these costs are related to his advertising activities.

6.5. The right to receive the reward is exercised only if all the following conditions are fulfilled:

• – The Publisher’s advertising activity led to the Deal being concluded between the Advertiser and the visitor.
• – The Deal was registered by tracking means of the Admitad Partner Network.
• – The Deal was authorized for calculation by the Advertiser and confirmed by the Admitad Partner Network.
• – The relevant Advertiser has paid Admitad for its services under its agreement with the Advertiser.
• – The reward amount equals or exceeds the minimum withdrawal amount.
• – The Publisher did not violate the Terms.

6.6. Admitad maintains an internal settlement account for each Publisher that is used for carrying out all accrual and payment operations.

6.7. Each Party is solely and separately responsible for the payment and reporting of its own taxes in any jurisdiction concerned. If payments under these Terms are subject to applicable withholding tax, Admitad shall be entitled to deduct the corresponding tax amount from the Publisher’s reward.

6.8. The Publisher is fully responsibile for the payment information and bank account details he provided and confirms that it is true, complete, and accurate. All payments will be made in accordance with the account details provided. Admitad is not obligated to take steps to verify the accuracy of the payment information provided by the Publisher.

6.9. The Publisher will immediately return, reimburse and repay Admitad for any amounts paid to the Publisher in error, or other than in accordance with the Publisher’s rights under this Agreement.

6.10. Admitad, based on commercial, banking, technical or other reasons, retains the right to set withdrawal limits for Publishers’ reward (maximum amount possible to withdraw per each month). More detailed information regarding such limits may be available upon setting a request for withdrawal.

7. Participating in the Referral Program

7.1. The Publisher can invite users not previously registered on Admitad as Publishers to the Partner Network in exchange for a reward. Such users are considered Referrals of the Publisher in question.

7.2. Referrals are invited to join the Partner Network through the Publisher’s referral link, which can be found in the “Admitad Referral Program” section on the Dashboard of the Publisher’s personal account.

7.3. Any users invited by the Publisher who register using the Publisher’s unique referral link within a year of clicking on it become that Publisher’s (“Referrals”). The attribution of a Referral to a given Publisher is determined by the presence of a referral cookie in the user’s browser at the time of registration. If the cookie is not present, the registration is not considered a referral registration.

7.4. The Publisher receives a reward for attracting Referrals in the form of a percentage of the revenue to the Partner Network generated from the amount withdrawn by the Publisher’s Referrals.

7.5. The amount of the reward for the current month and the rate (as a percentage) are specified in the “Admitad Referral Program” section on the Dashboard of the Publisher’s personal account. The funds automatically receive the status “Confirmed,” and on the first of every month, the value in the field “Earned (this month)” is zeroed out.

7.6. The Publisher receives rewards for the Referral for the duration of one year starting from the moment the Referral registers in the Partner Network. After this period expires, no rewards are assigned.

7.7. While taking part in the Referral Program, it is prohibited to:

• – use illegal methods to attract Referrals or any other artificial means of increasing the number of Referrals;
• – deceive Referrals or give incorrect information about the Partner Network;
• – create clones of Admitad websites or use a similar interface;
• – use automatic redirects, pop-up windows, or any other forms of intrusive advertising: pop-unders, click-unders, toolbars, etc;
• – send out spam messages or messages pretending to be from Admitad employees by email, over messengers, or by any other means;
• – register accounts belonging to the Publisher using the Publisher’s unique referral link; or
• – place paid ads with the referral link in results to search requests in which the Admitad brand is mentioned. 

7.8. If any item of clause 7.7 is violated, or if the Referral Program is used in bad faith, Admitad retains the right, without providing reasons, to:

• – disable the Publisher’s access to the Referral Program;
• – dissociate Referral(s) from the Publisher;
• – withhold awarded income from Referral(s) to the Publisher; and
• – block the Publisher’s account in the Partner Network.

Admitad retains the right to verify the Publishers’ compliance with clause 7.7 and his proper use of the Referral Program.

8. Term and termination

8.1. These Terms are concluded for an indefinite period of time and start when the confirmation letter is sent by e-mail specified by the Publisher during registration process.

8.2. The Parties may voluntarily terminate the Terms at any time.

8.3. The Publishers may terminate the Terms in their personal account by clicking the “Delete account” button in the account general settings, except as specified otherwise in clause 5.8 hereof.

8.4. Admitad shall have the right to delete the Publisher’s account and data from the system in the following cases:

• The Publisher has not logged in to their account for the last 9 months.
• The Publisher has not interacted with the Admitad system outside the web interface (for example, through the API) for the last 9 months.

After 9 months’ inactivity period, Admitad will notify the Publisher that in case of inactivity and non-use of the account, Admitad will delete the Publisher’s account and data in 2 weeks from the date of notification, and the remaining funds will be written off in favor of Admitad. The Publisher agrees and is notified that s/he has no right to restore the account or return the funds, after the expiration of the above Terms and the deletion of the account.

8.5. In case of termination due to violations of these Terms by the Publisher, s/he shall pay the debt (if any) and the penalty equal to the one specified in clause 12.2 of these Terms.

9. Protection of personal data

9.1. Admitad shall collect, process and store the data that was shared by the Publisher in the registration form and in their personal account, or that were obtained from the Publisher during their participation in the Admitad Partner Network.

9.2. The Publisher undertakes to comply with all laws, including the UAE Data Protection Law (the “PDPL”) and perform the following actions:

• – To inform end users about the use of tracking devices, cookie files, and other online identifiers;
• – To only transfer data outside of the UAE (if applicable) in accordance with the provisions of the PDPL;
• – To receive the consent of end users for placing and collecting cookie files and other online identifiers on their devices and provide the option to refuse or manage the cookie collection on the website;  
• – To take appropriate technical and organizational measures against accidental loss and damage of data, as well as illegal processing of personal data.

9.3. In the case of installing the script/API from https://teleport.admitad.com/ by the Publisher, the Publisher is obliged to get users’ consent for transferring online identifiers to Admitad by themselves on their platform. In the case of transferring online identifiers to Admitad, the Publisher guarantees the presence of the informed, unambiguous, and revocable user’s consent for transferring these data to Admitad. The Publisher is obliged to store consent confirmations for the whole period of participating in the Partner Network and provide the proof of consent upon Admitad’s request at any moment.

10. Confidentiality

10.1. Each party undertakes to use the commercial information of the other party, information about its business affairs and operations, trade secrets, know-how, and source code, or any information specifically marked as confidential, including all mentioned information of the other party’s counterparty or affiliate (hereinafter the “Confidential Information”) only for the performance of its rights and obligations hereunder. The parties undertake not to disclose Confidential Information.

10.2. The following information will not be considered confidential:

• – the information which is or subsequently became publicly available without infringement of the Agreement by the receiving party;
• – the information which was legally obtained from the Third Party without restriction and without violation of this Agreement, and also without the non-disclosure obligations of the receiving party;
• – the information which cannot be attributed to Confidential Information in accordance with applicable law;
• – the information which is published in the Admitad system when receiving or providing services in accordance with these Terms; and
• – the information which is required for transmission of data to government agencies as required by law, applicable to the regions of service delivery.

10.3. When deleting the Publisher’s account, Admitad shall also delete all personal data of the Publisher, except for the username and statistics data.

10.4. The provisions of Article 10 remain valid for 5 years from the termination of these Terms.

11. Rights to use information

11.1. The information obtained during participation in the Admitad Partner Network is allowed to be used exclusively with the Admitad Partner Network. Transfer thereof to third parties and use for other purposes is prohibited.

11.2. The Admitad Partner Network and the components thereof (products and applications) are protected by the current legislation in the field of copyright and related rights.

11.3. Admitad provides Publishers with the temporary, non-exclusive right to use the provided services and applications and the data contained therein exclusively within the framework of participation in the Admitad Partner Network. In case of termination of the Agreement, this right loses its validity.

11.4. Other ways of using information are prohibited. The Publisher is STRICTLY PROHIBITED to transfer wholly or partially the rights to use the services, applications, and data granted to them to third parties, provide access to them, modify or otherwise process them, transfer them in other forms or create their own databases or information services based on them.

12. Liability and limitations of liability

12.1. Admitad shall not be liable for any damage or interference caused by the content of third-party web pages, software errors, or hardware of participants of the Partner Network, or for damage caused by insufficient availability or the limited functionality of the internet.

12.2. The Publisher must pay an AED 50,000 penalty for each case of violations described in Clause 5 of these Terms.

12.3. The Publisher will indemnify, defend, and hold harmless Admitad (including its directors, employees, agents, or contractors) from and against any claims, costs, damages, losses, liabilities, and expenses (including legal fees) relating to any claims, actions, suits, or proceedings by third parties against Admitad arising out of or related in any way to any culpable breach by the Publisher of any of the warranties at these rules, or the Publisher’s gross negligence or willful misconduct.

13. Changes to these Terms

13.1. Admitad reserves the right to change the provisions of these Terms at any time. At Admitad’s sole discretion, notifications of changes may be sent by email. The Publisher shall be solely liable for regular familiarization with these Terms.

13.2. The use of the Admitad Partner Network by the Publisher after making changes to these Terms indicates the Publisher’s consent to the changes and willingness to assume the obligations specified in these Terms. Disagreement with the changes in the Terms entails the termination of these Terms, as well as the termination of work with the Admitad Partner Network.

14. Final provisions

14.1. If certain provisions of these Terms become invalid in whole or in part, the validity of the remaining provisions shall not in any way be affected or impaired. The provision that has become invalid is considered replaced by the applicable provision under statutory law. If such replacement would constitute undue hardship, the Terms in whole become invalid.

14.2. The rights and obligations resulting from these Terms may be transferred to a third party only with the consent of Admitad.

14.3. It is agreed that these Terms shall be governed by, construed, and enforced in accordance with the laws of UAE without regard to its conflict of laws, rules or principles. Any dispute arising out of the formation, performance, interpretation, nullification, termination or invalidation of these Terms or arising therefrom or related thereto in any manner whatsoever, shall be settled by the Dubai Courts.