Muslim Directory is a non-profit organization, providing digital directory services for the Muslim Community via Mobile app and an online portal. Muslim Directory is based in McKinney, Texas.
Subject to the terms and conditions set forth herein, Customer (as defined in the relevant Order) hereby engages Muslim Directory, a Texas-based, non-profit organization (“MD”), and MD hereby agrees to be engaged, to perform those certain services as specifically identified in an order for services executed by both Customer and MD (the “Order”). As used herein, the term “Agreement” means the Order combined with these terms and conditions.
1. Order: Customer hereby authorizes MD to procure and deliver the services described in the Order. Any and all cancellations must be provided in writing 10-days prior to material due date, and receive written consent from MD. If proper written cancellation is not provided, and/or materials are not received by the due date indicated by Muslim Directory, Customer will be responsible for the reserved inventory and will be billed 100% of contracted Amount.
2. Payment: Payment in full is due before delivery of any service unless otherwise expressly provided in the Order or in a separate written agreement between MD and Customer. All payment transactions shall be done via Muslim Directory’s online payment portal. Once payment has been received, an electronic receipt will be provided that Customer shall keep as verification of payment.
3. Business Purpose: Customer represents and warrants that Customer will use all services provided from MD solely the purpose intended, and under the permitted guidelines.
4. Force Majeure: MD shall not be liable for any failure to deliver or delays in delivery or performance due to causes beyond its reasonable control, including, without limitation, (a) delays in production or, (b) acts of Customer or others acting for or on behalf of Customer, (c) strikes or other labor difficulties, (d) governmental controls or actions, and/or (e) acts of God or other casualties. In the event of such failure or delay, the date of delivery or posting shall be extended for a period equal to the time lost by reason of such failure or delay.
5. No Waiver: Any representation, affirmation of fact, course of dealing, usage of trade, promise or condition in connection with this Agreement not incorporated herein shall not be binding on either party. No waiver, alteration or modification of any of the provisions hereof shall be effective unless made in writing and signed by a duly authorized representative of MD. Waiver by any party of strict performance of any provision of this Agreement shall not be a waiver of or prejudice any party's right to require strict performance of the same provision in the future or of any other provision of the Agreement.
6. Identity of Customer: The Customer for purposes of the Agreement shall be as set forth in the Order. If an individual executes the Order on behalf of a legal entity (i.e., a corporation, partnership, limited liability company, etc.), “Customer” shall mean such legal entity. By agreeing on behalf of a legal entity, such individual hereby represents and warrants that he/she has the full legal authority to sign the Order on behalf of such legal entity with the intention and authority to bind it.
7. Customer Obligations:
(a) Back-Up. Customer shall keep up-to-date backup copies of all of its engagement with or utilized by any MD service for recovery purposes. MD shall have no liability for any loss of information arising out of the provision of maintenance and support services to Customer.
(b) Cooperation. Customer shall provide MD all information, materials, and cooperation that MD deems necessary for the performance of MD’s obligations under the Agreement. MD shall have no liability for any delay in the performance of any obligation under the Agreement resulting from Customer's failure to provide information, materials, or to cooperate as requested by MD.
(c) Compliance with Law. Customer shall comply with all laws and contractual obligations, including requirements of insurers, credit card issuers and other third party service providers, applicable to Customer's use of any service described in the Order. Such laws and obligations include, but are not limited to, (i) state and federal statutes, (ii) rules and regulations governing record retention, (iii) billing error resolution, (iv) confidentiality, (v) data privacy and security, (vi) and claims and payment processing. (e) Use in Accordance with Specifications. Customer shall abide by the services described in the Order in accordance with the operator and user guides and other manuals and technical information and specifications, whether in hard copy, electronic or other format, furnished by MD to Customer.
(d) Indemnification. MD shall have no liability for Customer's failure to comply with its obligations under this Section 8. Customer shall defend, indemnify and hold harmless MD from and against any loss or damage, including attorneys' fees, resulting from Customer's breach or claimed breach of any such obligation.
8. Miscellaneous: The Agreement shall be governed by the laws of the state of Texas. The Agreement and any other written agreement between MD and Customer expressly referenced in this Agreement constitute the entire agreement between the parties as to the subject matter of the Agreement and supersede all other communications, oral or written. The invalidity of any term or provision of the Agreement shall not affect the validity of any other provision. The section and paragraph headings of this Agreement are for convenience only and are not intended to act as a limitation or expansion of the scope or meaning of the sections and paragraphs themselves.
9. Disclaimer of Liability: IN NO EVENT SHALL MD BE LIABLE FOR ANY (A) LOSS OF PROFITS OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES, HOWEVER CAUSED, EVEN IF MD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES; OR (B) CLAIMS MADE AGAINST MD MORE THAN TWO (2) YEARS AFTER THE RELATED CAUSE OF ACTION AROSE. WITHOUT LIMITING OF THE FOREGOING, MD SHALL HAVE NO LIABILITY FOR (X) LOSS OF CUSTOMER INFORMATION, HOWEVER CAUSED, OR (Y) DAMAGES CAUSED BY MALICIOUS SOFTWARE, WHETHER OR NOT PREVENTED OR PREVENTABLE BY ANTI-VIRUS OR INTRUSION PROTECTION SOFTWARE ACQUIRED FROM MD.
10. Indemnification:
(a) Third Party Infringement Claims. MD shall defend, at its own expense, any action against Customer brought by a third party to the extent that the action is based upon a claim that the MD Software directly infringes upon any United States copyright or misappropriates any trade secret recognized as such under the Texas Uniform Trade Secrets Act. MD shall pay those costs and damages finally awarded against Customer in any such action that are specifically attributable to such claim or those costs and damages agreed to in a monetary settlement of such action.
(b) Conditions. MD’s obligations under the preceding paragraph with respect to an action are conditioned upon Customer (A) notifying MD promptly in writing of such action, (B) giving MD sole control of the defense thereof and any related settlement negotiations, and (iii) cooperating with MD in such defense (including, without limitation, by making available to MD all documents and information in Customer's possession or control that are relevant to the infringement or misappropriation claim(s) and by making Customer's personnel available to testify or consult with MD or its attorneys in connection with such defense).
11. Authorization
I hereby authorize MD to publish the information and material I am requesting. I affirm that I am authorized to contract for this sponsorship, listing, advertising, or marketing opportunity. I hereby acknowledge and accept all the terms and conditions herein, and agree to waive and release any and all claims, suits, or related causes of action against MD, MD App, their staff, owners, officers, employees or agents for any injury, loss, costs, or other damages to me, my heirs, my business, or third party claim suits. I further release, indemnify, defend and hold MD, MD App, it’s affiliates and associates harmless from any liability whatsoever for future claims presented for me or my business losses, inaccuracies, or damages, or any other occurrences that may arise.
12.Guidelines for Sponsorship, Business Listing, Business Marketing and Advertising:
(a) Provisions: Accurate business details, including address, phone number, website url, business picture(s), business directions/location on the map, business logo, coupons, flyers, and any other requested business information must be submitted in acceptable dimensions, parameters, and format to MD via email (info@muslimdirectoryapp.com) prior ot the deadline communicated by MD. Sponsorships, Business listings, business marketing, and advertisements will proceed during the time period specified by MD for the selected MD package.
(b) Approval: All material is required for approval. MD reserves the right to refuse any supplied material that is not in accordance with our standards. Customer agrees that any and all material provided is the customer’s original work, and not a reproduction of any copyrighted or trademarked material. Customer agrees not to reproduce any materials, logos or trademarked properties from MD without the consent of MD.
(c) Liability: MD will not be held responsible or liable for any inaccuracies or defects in the reproduction from any material supplied in a non-preferred or non-acceptable format, content, or dimension. Customer is solely responsible for proofing all material before submitting. If MD finds an error prior to posting, a reasonable effort will be made to contact the customer to correct and resubmit the material before publication.
The acceptable image dimension for advertising on MD’s Event Calendar page,
https://events.muslimdirectoryapp.com/ is 450 x 432 image size.
For detailed instructions of preferred formats, content or dimensions contact info@muslimdirectoryapp.com.