TERMS & CONDITIONS OF BUSINESS

Please read these General Terms / Terms and Conditions / Terms of Business carefully and save them.

Subject to these Terms and Conditions, we agree to provide you with some or all of the Service(s) described herein at the prices we charge from time to time.

INTRODUCTION

These terms and conditions, as appropriate to the nature of the Service(s) to be provided by Cloutech Innovations FZ-LLC (“us”, “we”, “company”, etc.), are the Contract between you and us. By using the Service(s), you agree to be bound by them.

These terms and conditions are binding on the parties in the true letter and spirit of the context, with their free consent and free will. Any subscriber to the Contract shall not retract from the said terms and conditions.

WHERE: Cloutech Innovations FZ-LLC is registered in Ras Al Khaimah Economic Zone, UAE, as a corporate legal entity duly registered with license number 47009624, herein referred to as “Cloutech Innovations FZ-LLC” in these terms and conditions.

Cloutech Innovations FZ-LLC is not a non-profitable organisation. Following are the Terms of Business, also known as Terms and Conditions, by CLOUTECH INNOVATIONS FZ-LLC.

WHEREAS: ‘CLOUTECH INNOVATIONS FZ-LLC’ offers to provide corporate services, project management and business consultancy to assist clients in accordance with applicable Laws, Rules and Regulations for the time being in force. The consultancy is provided under the ‘CLOUTECH INNOVATIONS FZ-LLC’ terms and conditions.

These Terms & Conditions shall be applicable to all agreements, contracts, covenants, addendum, corrigendum, declarations, switching/ change of category, and business dealings between the Company and the client. These are deemed to be applicable to clients with all the amendments either upon receipt of a duly signed copy of the Agreement by the client or payment of a professional fee by hiring any of our service(s).

TERMS OF USE

1. These Terms and Conditions, as well as any other additional terms, conditions, notices, and disclaimers displayed elsewhere on this Website, apply to your use of this Website and our Services. Please read these terms and conditions carefully before accessing or using the information and services advertised through this Website. These terms and conditions may be modified from time to time without notice to you, and you should therefore regularly review them for any such modifications.

 

2. Your access and/or use of this Website constitutes your continued acceptance of all terms, conditions, and notices that are effective as of the date and time you use or access the Website. These terms and conditions will constitute a legal agreement between you (the user of this Website) and us.

 

3. By accepting our services, you declare that you have read and agreed to our Terms & Conditions

CLIENT’S OBLIGATIONS:

1. The client shall provide the company with all the information required to proceed with its case and the company reserves the right to use this information in furtherance of the case and share it with any third party/ Educational Institution/ Immigration Authority/ Endorsement Body/ Free Zone Authority, etc as and when necessary.
2. The Client shall pay the additional professional fee or other charges in case of additional services subject to the modification in the contract.
3. The Client shall acquire any license, permit, certificate, letter, or diploma at his own cost, which is required by the Company through Partners or a third party to provide its services.

COMPANY’S OBLIGATIONS:

1. The company shall provide its services and any mutually agreed additional services in a professional and timely manner, which shall be an approximate minimum time. The company shall not be liable for any delay which is beyond its control.
2. If the client revokes an agreement by reason of delay, the company shall not be liable for any loss, and all the professional fees which the client has paid shall be non-refundable.
3. The company shall not be liable for any delay because of changes in respective country’s/ authority law and policy, changes in requirements by the university/institution, revised fees, natural disasters, and pandemics.
4. The company may process the client’s application to a suitable Educational Institution/ Immigration Authority/ Endorsement Body/ Free Zone Authority and may help the client to secure a visa, admission, company set-up, or any other service(s) through Partners, or third party, that the client requires, but Company shall not be liable in any case where the client has failed to secure the visa/ admission/ endorsement, etc because of his failure in any interview conducted by third party/ Educational Institution/ Immigration Authority/ Endorsement Body/ Free Zone Authority or unable to meet the requirements of such third party/ Educational Institution/ Immigration Authority/ Endorsement Body/ Free Zone Authority.

RESTRICTIONS:

1. Subject to the contract between the parties, the client shall not be allowed for the time written in the said agreement, to sub-contract on or behalf of the Company with any third party except to prior written consent of the company.
2. The client shall not be allowed to undue influence the agreement or any of its provisions and the Company shall not bear any kind of threat, intimidation, or abusive language against its employees and the management. If any damage is caused to the Company because of the breach of any of the provisions of the agreement or term, the Company shall be entitled to claim any relief or start court proceedings against the client or the client’s representative.
3. GENERAL TERMS AND CONDITIONS

1.1 By instructing us for Service(s), you confirm acceptance of these Terms and Conditions, and you agree to be bound by them.

1.2 The client shall be bound to these Terms & Conditions, and the Company reserves the right to amend, vary, modify, suspend, cancel, terminate, or revoke any term without any prior written or oral notice, but any amendment or variation shall have retrospective effect on all the clients whether existing or future clients.

1.3 Our quoted professional fee shall not be binding on us. The Contract will only come into being upon acceptance by us; either we send you an email confirming such request or signing or counter signing and dating of the Contract and returning it to you.

1.4 The Contract will be subject to these Terms and Conditions. All terms and conditions appearing or referred to you in the instruction or otherwise stipulated by you shall have no effect unless such an instruction is in the Contract. Any variation to the Contract must be confirmed in writing by us.

1.5 Our quoted professional fee shall remain open to you for acceptance for a period of 14 (fourteen) days from the date of the quoted professional fee unless the Contract specifies some other period, or we withdraw the quoted professional fee for any reason.

1.6 We reserve the right to accept or reject any instruction specified for Service(s).

1.7 We further reserve the right to add, delete or change some or all of the Service(s) we offer on our website and/or any other websites owned and operated by us at any time without prior notice.

1.8 These Terms and Conditions may be updated or otherwise amended without prior notice and shall always prevail in the event of conflicts between the Order, the Contract, and any other document.

1.9 ’CLOUTECH INNOVATIONS FZ-LLC’ may vary any of these terms and conditions and any other information relating to the Service at any time. If any of the provisions of these Terms are or shall become invalid, illegal, or unenforceable, the remainder shall survive unaffected.

1.10 This is the Client’s responsibility to check the updates and changes in ‘CLOUTECH INNOVATIONS FZ-LLC’ terms and conditions (if any) through the ‘CLOUTECH INNOVATIONS FZ-LLC’ Website, other social media platforms or by contacting the ‘CLOUTECH INNOVATIONS FZ-LLC’ office.

1.11 ’CLOUTECH INNOVATIONS FZ-LLC’ works in collaboration and association with the following companies: Shape & Space, Chisty Law Chambers, Citi Venture Group, and The Oxford Education Group. However, ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be responsible for any product or services provided by these companies, which will be solely govern by the terms & condition or contract between client and the respective company.

1.12 The Client undertakes ‘CLOUTECH INNOVATIONS FZ-LLC’ for corporate services, for Personal OR Business requirements, such as:

• Market Research
• Business Financial Analysis
• Business Coaching
• Project Management
• Business Management Consulting Services
• Innovation Strategy Management
• Career Counselling Service
• Global Immigration Consultancy advice & services
• And More

1.13 ’CLOUTECH INNOVATIONS FZ-LLC’ may offer other/more services than the services mentioned above. These will be defined on the specific contract/agreement between the Client and the ‘CLOUTECH INNOVATIONS FZ-LLC’. Some of these or other services may be offered through our partner/s, director/s or associates.

1.14 Cloutech Innovations FZ-LLC (License Number 47009624) will only be responsible for providing all corporate services (business or individual) to which clients agreed under the contract/ agreement signed.

1.15 ’CLOUTECH INNOVATIONS FZ-LLC’ will not tolerate any abuse, harassment, or threats against the company or its staff. If a client is found to be aggressive and intimidating towards ‘CLOUTECH INNOVATIONS FZ-LLC’ or its staff. In that case, the Contract signed between the Client and ‘CLOUTECH INNOVATIONS FZ-LLC’ will be automatically terminated/ null and void without any notification or warning.

2. CONTRACT/ AGREEMENT

2.1 All the services shall be agreed and provided through a contract only.

2.2 By signing the Management Consultancy Services Agreement, the client shall enter a contract enforceable by the UAE Federal Law under the provisions of the Civil Code of 1985, RAKEZ Authority Operating Rules of 2023 and all the provisions of the agreement/contract and Civil Code of 1985 shall be binding on the Client & Cloutech Innovations FZ-LLC.

2.3 The Client acknowledges that CLOUTECH INNOVATIONS FZ-LLC will only commence the provision of Management Consultancy Services once all corresponding fees have been received in full or in accordance with the specified payment stages outlined in the Agreement.

2.4 The client’s payment of the initial fee is considered confirmation that the Agreement has reached a final and irreversible state.

2.5 The Terms and Conditions shall commence on the date of signing the Agreement by the Client.

2.6 Despite any other clauses in the Agreement, CLOUTECH INNOVATIONS FZ-LLC has the right to terminate the Agreement immediately. This can be done by providing written notice to the Client if the Client is in substantial breach of the Agreement’s terms. In cases where the breach is remediable, and the Client fails to address it within fifteen (15) days of receiving notice outlining the breach and the necessary corrective actions, termination may occur.

2.7 CLOUTECH INNOVATIONS FZ-LLC retains the right to terminate the Agreement promptly upon providing written notice. This termination may occur if, in the absolute and sole discretion of CLOUTECH INNOVATIONS FZ-LLC, the Client engages in actions or omissions that could potentially cause reputational harm to CLOUTECH INNOVATIONS FZ-LLC.

2.8 Provided that any outstanding payment obligations are settled at the time of termination, either CLOUTECH INNOVATIONS FZ-LLC or the Client has the option to terminate the Agreement at its discretion. This can be done without requiring a court order, and it necessitates giving a minimum of thirty (30) days written notice to the other party.

2.9 Any agreement/ contract with any individual or corporate / business/ company client is based on the terms and conditions of ‘CLOUTECH INNOVATIONS FZ-LLC’ only. ‘CLOUTECH INNOVATIONS FZ-LLC’ offers and provides corporate services, project management and immigration consultancy services in the UAE and worldwide to its clients. Also, on behalf of its partner/s, director/s (within the UAE or outside the UAE / worldwide). By signing any agreement/ contract/ MoU with ‘CLOUTECH INNOVATIONS FZ-LLC’, the client/s will be bound to ‘CLOUTECH INNOVATIONS FZ-LLC’ terms and conditions/terms of business and enter into a legal contract with ‘CLOUTECH INNOVATIONS FZ-LLC’.

2.10 Neither any agreement nor any rights or obligations hereunder shall be assigned or otherwise transferred by the Client without the prior written consent of ‘CLOUTECH INNOVATIONS FZ-LLC’.

2.11 If the Client revokes the contract/agreement or changes his/her mind or is found to have a criminal record after signing the Contract with ‘CLOUTECH INNOVATIONS FZ-LLC’, then ‘CLOUTECH INNOVATIONS FZ-LLC’ shall nevertheless be deemed to have performed its services satisfactorily and be entitled to no refund for the amount received from the Client to Date.

2.12 Regarding conflict of interest, the arbitration will take place between parties of the Agreement or a third party (if any). Therefore, we can receive instructions from the Client regarding a solution to the conflict. Following receipt of your instructions, we will check to confirm that we can act for you in the matter. We will communicate with you at the address/telephone number/fax number/e-mail address that you have given to us and attempt to address the conflict immediately. Please notify us of any changes immediately so that we can amend our records. However, we cannot accept any liability for losses or issues resulting from Information you have received from a third party.

3. DELIVERY AND COMPLETION DATES

3.1 We undertake to use our reasonable endeavours to provide completed Services to you within the time frame stipulated in the Contract.

3.2 The dates and timeframes for carrying out the Services are approximate only, and unless otherwise expressly stated, time is not of the essence for delivery or performance.

3.3 We will not be liable in any circumstances for the consequences of any delay in delivery or failure to deliver when it is a result of your negligence.

3.4 No delay (unless material) shall entitle you to reject any delivery or performance or any other Order/ Services from you or to repudiate the Contract or the Order.

3.5 All contracts/agreements will be null and void due to any financial or economic disaster. This could be because of the financial crisis in the UAE, a worldwide financial crisis, or any kind of pandemic directly or indirectly affected ‘CLOUTECH INNOVATIONS FZ-LLC’, regardless of whether the Contract/ Agreement signed between Client and ‘CLOUTECH INNOVATIONS FZ-LLC’ with terms and conditions has been specified or not. ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be held responsible for any agreement/consultancy contract signed between ‘CLOUTECH INNOVATIONS FZ-LLC’ and the Client or arising from any third-party action as a result of ‘CLOUTECH INNOVATIONS FZ-LLC’ being unable to fulfil any of its obligations due to the occurrence of an event of force majeure, which term shall include but is not limited to legislative and regulatory acts of government/s, pandemic, worldwide armed conflict, worldwide/direct or indirect financial crisis, civil insurrection, strike, lockout, lockdown, computer failure, failure of power supplies, earthquake, typhoon, tidal wave, and acts of God.

3.6  ‘CLOUTECH INNOVATIONS FZ-LLC’ shall not be liable for any loss or damage of any description whatsoever arising from the failure or delay in the approval of any application/ consultancy contract signed between ‘CLOUTECH INNOVATIONS FZ-LLC’ and the Client or arising from any third-party action as a result of ‘CLOUTECH INNOVATIONS FZ-LLC’ being unable to fulfil any of its obligations due to the occurrence of an event of force majeure, which term shall include but is not limited to legislative and regulatory acts of government/s, COVID 19* or similar pandemic, worldwide armed conflict, worldwide/direct or indirect financial crisis, civil insurrection, strike, lockout, lockdown, computer failure, failure of power supplies, earthquake, typhoon, tidal wave, and acts of God.

 3.7 The contract/ agreement will be null and void if the Client fails to provide any relevant documents to ‘CLOUTECH INNOVATIONS FZ-LLC’ for the services they have acquired from ‘CLOUTECH INNOVATIONS FZ-LLC’ during the agreed period mentioned in the terms and conditions of the Contract signed between the ‘CLOUTECH INNOVATIONS FZ-LLC’ and the Client.

4. PRICES/ FEES

4.1 Where the Service(s) are offered by reference to our quoted professional fee, the price payable for the Service(s) shall be the ruling price as mentioned in the fee structure current at the date of hiring of services.

4.2 In other cases, the price for the Service(s) shall, subject to these terms and conditions that are stated on the relevant quoted professional fee and confirmed in the Contract.

4.3 After receiving your instructions, we reserve the right to revise the original quoted professional fee if you request alterations which are not specified in your original instructions.

4.4 We shall (if applicable) add to the price of the Service(s), and you agree to pay an amount equal to any VAT and any other tax or duty applicable from time to time to the sale or supply of such Service(s).

4.5 Any price changes to Ongoing Service(s) will take effect from the 1^st day of the month, and you will be notified in writing at least 7 (seven) days before any price change takes effect. All Ongoing Services may be subject to an annual increase to cover rising costs.

4.6 As and when any relevant Government authorities or other bodies amend their fees or charges, ‘CLOUTECH INNOVATIONS FZ-LLC’ reserves the right to amend such charges to the Client irrespective of any quotes undertaken by ‘CLOUTECH INNOVATIONS FZ-LLC’ prior to or upon engagement by the Client. Such charges are in addition to fees.

4.7 The Company shall charge a net professional fee for consideration of the services provided by the company to the client.

4.8 The company reserves the right to change the quoted professional fee at any time without any prior written or oral notice as per fee changes by any third party who is a concerned authority in the country, where services are required. The company shall not be liable for any such change.

4.9 There is no refund policy. The Service process will be initiated upon receiving the fees otherwise the company has reserved the right to terminate the agreement.

4.10 If the client revokes the said agreement after subscribing to the said agreement, it shall lose all the paid fees to date because there exists no refund policy.

5. TERMS OF PAYMENT

5.1 Our quoted professional fee is net and in UAE Dirham.

5.2 As consideration for the performance of our obligations under the Contract, you shall pay all sums owing pursuant to a Contract to us.

5.3 Further terms of payment are given in the Contract. Prices and specific payment terms for additional services will be quoted based on specifications agreed upon and confirmed in writing, and we reserve the right to amend the quoted professional fee.

5.4 Unless we otherwise agree in writing, payment of Invoices/contracts must be received by us from you within 14 days of the date of the Invoice or otherwise specified in the contract (the “Due Date”). You shall remit payment to us in accordance with clause 5.6 below.

5.5 Failure to make payment by the Due Date may result in the withdrawal, suspension or disconnection of any Service and/or Ongoing Service.

5.6 You shall make all payments due to us by one or several of the following means:

• Electronic transfer direct to our nominated bank account;
• Arranged Standing Order direct to our nominated bank account;
• Debit or Credit Card payment;
• Bankers Draft made payable to Cloutech Innovations FZ-LLC
• Cheque made payable to Cloutech Innovations FZ-LLC, and in each case, payment shall be in UAE Dirham without set-off or deduction.

5.7 Cancellation of your standing order to us for any reason other than termination of Contract will incur a penalty equivalent to UAE Dirham 500 reinstatement fee and interest for outstanding balances in accordance with these terms and conditions.

5.8 We reserve the right to cease or suspend all services or stop support under the Ongoing Service(s) if at such time there is a dispute or delay over an agreed payment or receipt of the completed standing Order, with no prior notice.

5.9 If you fail to pay any amount due to us under a Contract by the relevant Due Date, default interest at the rate specified by the State Bank of Dubai shall be added to such amount for the period from the day after the due date until the date of receipt (whether before or after judgment) together with any reasonable and proper amounts incurred by us in seeking to recover such late payment from you (including, without limitation, legal fees).

5.10 There is no refund policy. ‘CLOUTECH INNOVATIONS FZ-LLC’ terms of conditions automatically bind clients if they agree to and sign an agreement/ contract/ MoU with ‘CLOUTECH INNOVATIONS FZ-LLC’. They are free to decline our offered consultancy before any work is carried out or any application is submitted to any authorities, where applicable. But they will lose any fee they may have already paid to ‘CLOUTECH INNOVATIONS FZ-LLC’ as there will be no refund option. ‘CLOUTECH INNOVATIONS FZ-LLC’ is and will be entitled to charge you the full fee agreed on any contract signed with ‘CLOUTECH INNOVATIONS FZ-LLC’.

5.11 Any payment set out on the contract/ agreement signed, payable by the Client, will only include payments for management and consultancy (business or individual) from Cloutech Innovations FZ-LLC (License Number 47009624).

5.12 The bank details provided in the specific contract/agreement may be of our partner/s, director/s, or parent company and may be different for future payments.

6. WARRANTS

6.1 You warrant that:

6.1.1 You have given us the right to include and permit us to include the Information and your data on our Website or have obtained the rights from third parties to do so.

6.1.2 You will not supply us with, nor upload to our website, post, email, or otherwise transmit (or allow to be transmitted) any Information or Content/Data that is:

1. unlawful, harmful, threatening, abusive, harassing, tortious, indecent, defamatory, obscene, libellous, menacing or invasive of another person’s privacy, hateful or racially, ethnically or otherwise objectionable, or harmful to minors in any way;
2. in breach of any third party right under any law or under a contractual or fiduciary relationship;
3. an infringement of any Intellectual Property Rights;
4. unsolicited or unauthorised advertising, promotional material, unsolicited bulk email (also known as “junk mail”), “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation;
5. containing software viruses or any other computer code, files or programmes designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
6. intentionally or unintentionally a violation of any applicable law and/or regulation having the force of law;
7. Data which contravenes the Data Protection Legislation in any way.

6.2 You will not:

1. misuse our websites owned and operated by us by introducing viruses, worms or other material which is technologically harmful;
2. attempt to gain unauthorised access to our websites owned and operated by us, the Server on which our websites owned and operated by us are stored or any other server, computer or database connected to our websites owned and operated by us; or
3. attack our websites owned and operated by us via a denial-of-service attack or a distributed or malicious denial-of-service attack.

6.3 You accept that we are under no obligation to monitor the Information and the Content/ Data of our clients and accept that we exclude all liability of any kind for all material comprising the Information and the Content/ Data of our clients.

6.4 We warrant that:

1. we shall perform the Service(s) with reasonable skill and care in accordance with the standards generally observed in the industry for similar services; and
2. We will at all times comply with the Data Protection Legislation, data will only be processed in accordance with Article 10 of the Data Protection Law (DIFC Law 5 of 2020) as amended by DIFC Law 2 of 2022.

6.5 CLOUTECH INNOVATIONS FZ-LLC complies with the Anti Money Laundering Regulations. In particular, in accordance with Federal Decree by Law No. (20) Of 2018 Amended in Federal Decree Law No. (26) Of 2021 along with its implementation by Cabinet Decision 10 of 2019 and the decision of Court of Cassation in Dubai, Appeal 439 of 2006 decided on 26 February 2007, CLOUTECH INNOVATIONS FZ-LLC clarifies that an independent crime of money laundering is committed when someone has knowledge that the property represented the proceeds of unlawful activity. CLOUTECH INNOVATIONS FZ-LLC conducts customers due diligence and reports any suspicious activity to the relevant authority Financial Information Unit (FIU), and Ras Al Khaimah Government Department of Finance etc. It is hereby agreed that the liability of CLOUTECH INNOVATIONS FZ-LLC is protected, and it cannot be held liable for such activity on third parties behalf after having conducted its own due diligence. The Customers shall be responsible for their own transactions and keep CLOUTECH INNOVATIONS FZ-LLC indemnified in this regard.

6.6 ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be liable to the Client, any officials, or any government or private authorities/agencies for misleading, forged or falsified documents or Information provided by them. ‘CLOUTECH INNOVATIONS FZ-LLC’ will use and rely on Information provided by the Client without having independently verified or assumed responsibility for the accuracy or completeness of such Information. Accordingly, the Information and document provided by the Client must be correct, including contact details such as email, etc. If the Information provided by the Client is not correct, we will not be able to provide our services in the correct manner.

7. CHANGES TO THE SPECIFICATION

If you submit a request for changes to the Service(s), we will provide you with a quoted professional fee in advance. Upon your acceptance of the said fee, we will raise an invoice, and it will be payable prior to the commencement of work unless otherwise agreed in the Contract.

8. ADVERTISEMENT

8.1 You will permit us to incorporate a small and discreet advertisement of our services at the bottom of our Website/Social Media pages under the heading “Success Stories”.

8.2 You will further permit us to link to or reference your “Success Stories” with third parties to promote our services.

9. ONLINE MARKETING SERVICES

9.1 We utilise a range of online marketing and social media marketing services, including but not limited to social media campaigns, email campaigns, Google Ads, also known as Google AdWords or Pay Per Click (PPC) advertising, and analytics services, for our Product (s) and Service (s).

9.2 ’CLOUTECH INNOVATIONS FZ-LLC’ attempts to ensure that the Information available on the ‘CLOUTECH INNOVATIONS FZ-LLC’ website / social media and other stationery is accurate. ‘CLOUTECH INNOVATIONS FZ-LLC’ also attempt to provide correct Information at the time of consultancy. However, ‘CLOUTECH INNOVATIONS FZ-LLC’ or its Director/s, along with any staff member, will not be held liable for any changes made by any authority including free zones, government and country regulations towards any consultancy offered by ‘CLOUTECH INNOVATIONS FZ-LLC’.

10. INTERNET BROWSERS

Software manufacturers release newer versions of their browsers from time to time, and we have a policy of design renewal which uses the latest technologies available to take advantage of these advancements. You will be advised of changes to our Product(s) and Service(s) as and when they become available so you may get subscribe to the Contract as per the said changes.

11. WEBSITE SECURITY

We generally include basic security updates on our website. We reserve the right to charge for any large security updates, which we would quote for prior to any work taking place. If you refuse to perform security updates and this compromises the security of the Website and, consequently, our servers, we reserve the right to sever the Contract and collect all fees which would have been payable by you. We accept no responsibility for websites compromised, irrespective of whether you have agreed for us to update security.

12. COMPLIANCE

12.1 If applicable, we make every effort to update, as and when necessary, those areas of our Websites which require modification and changes to satisfy the requirements of the relevant Compliance Authority or network to which we are a member. Such changes will usually be required as a result of new legislation, any changes to the relevant/ appropriate Compliance Authority or network to which we are a member, and the effects of the annual government budget.

12.2 For the avoidance of doubt, we will not be held responsible for any inconvenience caused by any such changes in compliance.

13. INTELLECTUAL PROPERTY

13.1 You acknowledge that any Intellectual Property Rights created, developed, subsisting, or used by us in or in connection with the provision of the Service(s) shall be our sole property.

13.2 Where applicable, all rights, title and interest in and to the Intellectual Property Rights in the Standard Content shall vest exclusively in us (or any third party). All rights are reserved. None of this material may be reproduced or redistributed without our written permission. All right, titles and interest in and to the Intellectual Property Rights in our Client’s Content/ Data contained within the scope of our Website, the text and graphics, and their selection and arrangement, and all software compilations, underlying source code and software shall vest exclusively with us with the exception of any third-party Intellectual Property Rights (such as library images) which is licensed to us.

13.3 As such, and subject to the Agreement between you and us in respect of these terms and conditions, we shall be free to use the source code, reproduce, use, disclose, display, exhibit, transmit, perform, create derivative works, and distribute such material unless expressly agreed otherwise. In addition, we shall be free to use any ideas, concepts, know-how, software or techniques acquired for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products and any other items incorporating such Information unless specifically agreed otherwise.

13.4 Nothing in these Terms and Conditions grants to you any rights to sell or market our Service(s) to any third party.

13.5 All rights, title and interest in and to the Intellectual Property Rights in the Client’s Content/ Data which is provided for publication on our Website either by you or any other third party (excluding us), together with all User Generated Content and Information regarding Users shall vest exclusively in you.

13.6 All open-source platforms we build on are provided under a general public license.

14. INDEMNITY

14.1 You shall indemnify us against any loss, damage, cost or expense (including reasonable solicitors’ fees and expenses) which we may suffer or incur as a result of:

1. any claim by any third party that your Information or Content infringes the Intellectual Property Rights of a third party or is fraudulent, offensive, abusive, defamatory, obscene or menacing or causes annoyance, inconvenience, or constitutes unsolicited advertising or promotional material;
2. work done in accordance with your instructions involving the infringement of any Intellectual Property Right (including but not limited to framing or linking to third parties’ websites);
3. any claim by a third party arising from your breach of the warranties under these terms and conditions.
4. any claim by a third party suffering subsequent faults and damages caused to hardware, software programs, or such damages as loss of production and earnings due to materials supplied by you for use by us.

14.2 We shall not be liable to you for any loss or damage whatsoever or howsoever caused arising directly or indirectly in connection with the Contract or otherwise, except to the extent to which it is unlawful to exclude such liability. For the avoidance of doubt, we shall not be held responsible for any losses incurred by you to terminate your relationship with us without notice.

14.3 The Client is responsible for defending, safeguarding, releasing, holding harmless, indemnifying, and maintaining indemnity for CLOUTECH INNOVATIONS FZ-LLC against all costs (including lawyers’ fees and other legal costs and expenses), fees, expenses (including lost profits), liabilities, losses, damages, suits, causes of action, claims, or any other proceedings (“Claims”) which we may suffer arising from any act, omission, neglect or default of you, your family members, your agents, or employees or arising from or in connection with a breach of your obligations, representations and warranties in respect of Client’s Content/ Data or Information provided by you in connection with our Website, Order, Specification, Product(s) and/or Service(s) as provided in the Agreement.

14.4 It is your responsibility to be familiar with the relevant data protection and privacy laws. You shall hold us harmless from and indemnify us against any claims by any party relating thereto.

15. LIMITATION OF LIABILITY

15.1 Our total liability to you in Contract, tort (including but not limited to negligence or breach of statutory duty), misrepresentation, restitution or otherwise for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to your reputation or depletion of goodwill or otherwise), arising in connection with the performance or contemplated performance of the Contract shall be limited to the amount you paid pursuant to the Service(s) as outlined in the relevant Contract, or a refund of the relevant Contract price.

15.2 We shall not be liable to you for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to your reputation or depletion of goodwill or otherwise), in each case whether direct, indirect or consequential or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with our Service(s) as outlined in the relevant Contract.

15.3 We shall not be liable for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to your reputation or depletion of goodwill or otherwise) resulting from our failure or delay in performing our obligations pursuant to our Service(s) to the extent that such failure or delay arises from circumstances beyond our control. Neither party intends that any of these Terms and Conditions will be enforceable by virtue of the applicable law by any person that is not a party to it.

15.4 We will use reasonable endeavours to ensure that the data on our website/ social media is accurate and to correct any errors or omissions as soon as practicable after being notified of such errors or omissions. We do not monitor, verify or endorse Information submitted by third parties for posting on our website/ social media and you acknowledge that such Information may be inaccurate, incomplete or out of date.

15.5 To the extent permitted by applicable law, we disclaim all warranties and representations (whether express or implied) as to the accuracy of any Information contained on our website/ social media. We do not guarantee that our website/ social media will be fault free, and we will not accept liability for any errors or omissions.

15.6 In no circumstances whatsoever shall we be liable for economic, indirect or consequential loss arising from delays or service interruptions to our website/ social media or any Service(s) provided by us to you. Due to the nature of the electronic transmission of data over the Internet, and the number of users by whom data is posted on our Website, any liability which we may have for any losses or claims arising from an inability to access our Website or from any use of our Website or reliance on the data transmitted using our Website, is excluded to the fullest extent permissible by law.

15.7 We shall not be responsible for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to your reputation or depletion of goodwill or otherwise) occasioned by computer viruses, unforeseen hardware problems, whether introduced by our software or otherwise or damage caused by the use, misuse, unavailability, or removal of Service(s).

15.8 We shall not be responsible for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to your reputation or depletion of goodwill or otherwise) occasioned by unforeseen hardware problems which could affect the continuity of Service.

15.9 We do not guarantee that we will be able to secure IP addresses, IP ranges or Domain Name(s) on your behalf, and acceptance by us of the Contract shall not give rise to any such warranty in respect of the details appearing on the Contract.

15.10 We may not be notified whether or not attempts to secure IP addresses, IP ranges or Domain Name(s) have been successful, and it is your responsibility to establish whether or not the IP addresses, IP ranges, or Domain Name(s) have been successfully secured. We give no warranty that, once secured, you will be permitted to retain such IP addresses, IP ranges or Domain Name(s).

15.11 We provide no assurances as to the online ranking, positioning and prominence of our Websites within an individual search engine or directory or any such third-party websites.

15.12 We use all reasonable skills and care in the operation of our websites owned and operated by us and in providing the Service(s) presented therein.

15.13 We make no representation and exclude any warranty, express or implied, as to the availability, quality, accuracy, timeliness, completeness, performance or fitness for the purpose of our Service(s) and/or any other websites owned and operated by us and Service(s) therein.

15.14 We do not accept any liability for any such services which are provided by third-party organisations over which we have no control. It is your responsibility to be satisfied that you wish to purchase the services provided by the third party organisation before contracting with and agreeing to the terms and conditions of the third party organisation.

15.15 Except in the event of death or personal injury caused by our negligent acts or omissions, we shall not be liable in any way for any damages arising in Contract, tort or otherwise in respect of loss or damage arising out of or in connection with our Website, or Service(s) as outlined in the relevant Contract or your operation or use of our Website, or Service(s) as outlined in the relevant Contract.

15.16 In no event will we be liable for any direct, indirect or consequential damages in Contract or tort (including but not limited to negligence or breach of statutory duty), misrepresentation, restitution or otherwise for any economic loss or other damage of any kind (including but not limited to loss of profit, business, contracts, revenue or anticipated savings, any damage to the Client’s reputation or depletion of goodwill or otherwise), arising in connection with claims made by third parties.

15.17 We shall not be liable for any failure in the performance of any of our obligations under the Contract caused by factors beyond our reasonable control.

15.18 Without prejudice of any other provision of the Agreement, the Client shall be fully liable to CLOUTECH INNOVATIONS FZ-LLC in connection with on time deliverance of all information, documents, any relevant fee, any error, omission, defect, or failure of the Client under the Agreement.

15.19 Nothing in this Agreement shall exclude or seek to limit in any way either Parties liability for (a) fraud; (b) wilful misconduct; or (c) for death or personal injury cause by its own negligence.

16. CONFIDENTIALITY

16.1 The Client agrees and undertake that they will hold in complete confidence any Confidential Information disclosed to them and will not disclose any Confidential Information or the Information stated in the Contract in whole or in part at any time to any third party; this is not limited and includes client’s spouse, business partners, or any other direct or indirect relations, ‘CLOUTECH INNOVATIONS FZ-LLC’s staff or its partners’ staff, other ‘CLOUTECH INNOVATIONS FZ-LLC’ directors, other than the director or representative the Agreement / Contract has been signed between ‘CLOUTECH INNOVATIONS FZ-LLC’ and the Client. Nor use any Information of the Agreement / Contract signed for any purpose and under any circumstances.

16.2 This provision shall survive the termination of the Contract for any reason commencing immediately on the date of such termination.

16.3 The obligations set out in this clause shall not apply to any Confidential Information which:

1. at or prior to the time of disclosure was known to the receiving party as evidenced in writing, except to the extent that such information was unlawfully appropriated;
2. at or after the time of disclosure becomes generally available to the public other than through any act or omission on the part of the receiving party;
3. is received from a third party free to make such disclosure without breaching any legal obligation;
4. is independently developed by the receiving party; or
5. is required to be disclosed by law, court order or request by any government or regulatory authority.

16.4 ’CLOUTECH INNOVATIONS FZ-LLC’ may share Information with Credit Reference Agencies (CRAs) to verify your identity for an account/contract with ‘CLOUTECH INNOVATIONS FZ-LLC’.

16.5 If you give us false or inaccurate information and fraud is identified, details may be passed to fraud prevention agencies to prevent fraud.

16.6 All written, oral and digital Information and materials disclosed or provided by the ‘CLOUTECH INNOVATIONS FZ-LLC’ to the Client under any Agreement/ contract signed between the Client and ‘CLOUTECH INNOVATIONS FZ-LLC’ constitute Confidential Information regardless of whether such Information was provided before or after the date of the Agreement/contract signed or how it was provided to the Recipient/ Client.

16.7 ’Confidential Information means all data and Information relating to the CLOUTECH INNOVATIONS FZ-LLC, including but not limited to the following:

1. ‘Business Operations’ which includes internal personnel and financial Information of the ‘CLOUTECH INNOVATIONS FZ-LLC’ and its partners, Client names and other Client information (including Client characteristics, services, and agreements), purchasing/ agreeing and internal cost information, internal services and operational manuals, external business contacts including those stored on social media accounts or other similar platforms or databases operated by the ‘CLOUTECH INNOVATIONS FZ-LLC’, and the manner and methods of conducting the ‘CLOUTECH INNOVATIONS FZ-LLC’ business.
2. ‘Customer/ Clients Information’ which includes names of clients of ‘CLOUTECH INNOVATIONS FZ-LLC’, their representatives, all customer contact information, contracts, and their contents and parties, customer services, data provided by Client/s, and the type, quantity, and specifications of products and services purchased, leased, licensed or received by Client/s of the ‘CLOUTECH INNOVATIONS FZ-LLC’.
3. ‘Service Information’ which includes all data and Information relating to the services provided by ‘CLOUTECH INNOVATIONS FZ-LLC’, including but not limited to plans, schedules, human resources, inspection, management & consultancy, business consultancy and advice.
4. ‘Accounting Information’ which includes, without limitation, all financial statements, annual reports, balance sheets, company asset information, company liability information, revenue and expense reporting, profit and loss reporting, cash flow reporting, accounts receivable, accounts payable, inventory reporting, purchasing Information and payroll information of the ‘CLOUTECH INNOVATIONS FZ-LLC’.
5. ‘Marketing and Development Information’, which includes marketing and development plans of the ‘CLOUTECH INNOVATIONS FZ-LLC’, price and cost data, price and fee amounts, pricing and billing policies, quoting procedures, marketing techniques and methods of obtaining business, forecasts and forecast assumptions and volumes, and future plans and potential strategies of the ‘CLOUTECH INNOVATIONS FZ-LLC’ which have been or are being discussed.
6. ‘Computer Technology’, which includes all scientific and technical Information or material of the ‘CLOUTECH INNOVATIONS FZ-LLC’, pertaining to any machine, appliance or process, including but not limited to specifications, proposals, models, designs, formulas, test results and reports, analyses, simulation results, tables of operating conditions, materials, components, industrial skills, operating and testing procedures, shop practices, know-how and show-how.
7. Confidential Information will also include any information that has been disclosed by a client to the ‘CLOUTECH INNOVATIONS FZ-LLC’ and is protected by a non-disclosure agreement or otherwise entered into between the Client and the ‘CLOUTECH INNOVATIONS FZ-LLC’.
8. Return of Confidential Information: ’CLOUTECH INNOVATIONS FZ-LLC’ may at any time request the return of all Confidential Information from the Client. Upon the request of the ‘CLOUTECH INNOVATIONS FZ-LLC’, or in the event that the Client ceases to require the use of the Confidential Information, or upon the expiration or termination of this Agreement, the Client will:
   1. return all Confidential Information to the ‘CLOUTECH INNOVATIONS FZ-LLC’.
9. provide a certificate to the ‘CLOUTECH INNOVATIONS FZ-LLC’ to the effect that the Client has returned all Confidential Information to the ‘CLOUTECH INNOVATIONS FZ-LLC’.

• confirm that all information and business terms regarding ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be disclosed to anyone under any circumstances without ‘CLOUTECH INNOVATIONS FZ-LLC’ written consent. The written consent must be agreed upon, authorised and signed by the prominent shareholder/director of the ‘CLOUTECH INNOVATIONS FZ-LLC’.

 

Termination: ‘CLOUTECH INNOVATIONS FZ-LLC’ (“non-breaching party”) shall have the right to terminate any Agreement/ contract on an immediate basis in the event the other Client (“breaching party”) is in breach of any of its material/ data obligations under these Terms and conditions. The non-breaching party can/ shall provide written notice to the breaching party.

17. COPYRIGHT

17.1 If you supply us with text, photography, artwork, files, leaflets, brochures, Information or material of any kind, we will not at any time be responsible whatsoever in regard to copyright, errors or omissions, faults or subsequent damages.

17.2 If you cease to use our Service(s) for any reason, and until payment has been received by us in full for the part of the Services we have provided to you, you must not use any part of the intellectual property that we have created on your behalf (except that provided by you or by a third party) on any other website.

18 THIRD-PARTY CONTENTS

18.1 Our Website may contain Information, Content and links to services provided by third parties. We accept no liability for any damages or losses incurred by you from the use or non-availability of such Content.

19. COOKIES

19.1 All the websites owned and operated by us use cookies, and we will comply with our Cookie Policy at all times.

20. PRIVACY

20.1 We are committed to protecting your privacy. To this end, we conform to the requirements of the Data Protection Legislation.

20.2 When you or any other users submit sensitive information via our websites owned and operated by us, the Information is protected both online and offline. In order to prevent unauthorised access or disclosure, we operate suitable physical, electronic and managerial procedures in the storage and disclosure of Information to safeguard and secure the Information collected online.

20.3 Sensitive Customer Information (such as credit card or bank account details) is encrypted using SSL encryption software.

20.4 We may collect Information from you, including names, contact information including, email addresses, postal addresses and other Information relevant to customer surveys and/or offers, including your preferences and interests.

20.5 If your personally identifiable information changes (such as postcode), or if a user no longer requires Service from us, we will endeavour to correct, update or remove that user’s personal data provided to us.

20.6 From time to time, we may request Information from you via surveys or contests. Participation in these surveys or contests is completely voluntary, and you have a choice whether or not to disclose any Information requested. Information requested may include contact Information (such as name and delivery address) and Demographic Information (such as postcode and age level). Contact Information and Survey Information will be used for purposes of monitoring or improving the functionality of our websites owned and operated by us.

20.7 We require this Information for internal record keeping and to understand your needs and requirements in order to enhance our Service to you.

20.8 From time to time, we may send promotional emails using the email address provided by you about new products, special offers, or other information which we consider may be relevant to you.

20.9 From time to time, we may use the Information provided by you to contact you for market research purposes. We may contact you by email, phone, fax or mail. We may use the Information to customise our websites, owned and operated by us according to your interests.

20.10 We will not sell, trade, rent or distribute the names or email addresses of our customers to any third party.

20.11 All links to external websites made available are provided as a convenience to you. We do not have control, exercise no responsibility and make no representations regarding the accuracy or any other aspect of the content/Information found or used on visiting any third-party website. The provision of a link to a third-party website should not be considered an express or an implied endorsement of any content or Information, products or services that may be available to you through the third party.

20.12 Where links are provided to external websites, it should be noted that these links are not and cannot be governed by our Privacy Policy. We cannot guarantee your privacy when accessing external websites through any link provided on our websites owned and operated by us.

20.13 If we decide to change our Privacy Policy, we will post those changes within these Terms and Conditions so that you are always aware of the Information which we collect and how we use such Information.

20.14 If at any point we decide to use personally identifiable Information in a manner different from that stated at the time it was collected, we will notify you by email. You will have a choice whether or not we use your Information in this different manner. We will use the Information in accordance with the Privacy Policy under which the Information was collected.

20.15 If you register as a user of our websites owned and operated by us, you will be asked to provide some basic Information. It is important to note that registration is not required for all sections of our websites owned and operated by us.

20.16 We have put in place technological and operational security systems which provide protection against the loss or misuse of personally identifiable Information.

20.17 Any questions relating to the security of our websites owned and operated by us should be sent to info@cloutechinnovations.com.

20.18 ‘CLOUTECH INNOVATIONS FZ-LLC’ and their staff are subjected to and will only use the Client’s data in accordance with the Client’s instructions. The Client’s Information will be protected based on strict secrecy and security. However, ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be liable for any inappropriate use of the Client’s data or Information by any member of staff or third party which has been obtained without ‘CLOUTECH INNOVATIONS FZ-LLC’ instruction. ‘CLOUTECH INNOVATIONS FZ-LLC’ ensures compliance with the Data Protection law of the country.

21. TERM AND TERMINATION

21.1 The Company has the right to terminate the agreement if the client does not pay the professional fees within the period of 15 days after signing it.

21.2 The Company may terminate the agreement if the due payments are delayed for a period of 15 days or if the client violates any of his obligations under these terms. Upon termination, the company shall be entitled to remunerate against the completed stages of work up to the date of termination in addition to a reasonable compensation for the commenced but uncompleted stages.

21.3 The company shall not be liable for any change of policies or programs by a third party / Educational Institution/ Immigration Authority/ Endorsement Body/ Free Zone Authority etc.

21.4 If the client terminates the agreement, the client shall be liable to pay the full professional fee as set out in the agreement. If any appointment made with a third party is cancelled by the client or if the client asks to reschedule its appointment, the client shall be liable for all the applicable costs.

21.5 In case of any dispute or conflict arising between the company and the client, the company shall not be liable for any loss and the client shall lose all the paid fees.

22. ASSIGNMENT AND SUB-CONTRACTING

22.1 None of your rights or obligations under the Contract may be assigned or transferred in whole or in part without our prior written consent.

22.2 Our Website shall be for your sole use and shall not be capable of assignment to a third party by you.

22.3 We shall be entitled to sub-contract any work relating to the Contract without obtaining the consent of or giving notice to you.

22.4 Once you accept the ‘CLOUTECH INNOVATIONS FZ-LLC’ consultancy offered, you will not have the right to change your mind and withdraw from the Agreement. However, you can pay our full-service charges and withdraw from the Agreement. You may terminate your instructions to us at any time by notifying us of your wishes in writing. We must give you reasonable notice that we will stop acting for you. In either case, we will be entitled to send you a bill to cover any charges and expenses (as set out earlier) not previously billed and, where appropriate, any costs incurred in transferring the matter to another firm. We also are entitled to keep all your papers and documents if you still owe money to us for our charges and expenses.

23. NOTICES

23.1 Any notice or other communication to be given under these Terms and Conditions must be in writing and may be delivered or sent by prepaid first-class letter post or email to info@cloutechinnovations.com.

23.2 Any notice or document shall be deemed served: if delivered, at the time of delivery, if posted, 48 hours after posting, and if sent by email at the time of transmission.

23.3 If we decide to change our Privacy Policy, we will post those changes within these Terms and Conditions in order that you are always aware of the information which we collect and how we are using such Information.

23.4 We have put in place technological and operational security systems which provide protection against the loss or misuse of personally identifiable Information.

23.5 Storage of papers and documents (except for any of your papers/ documents you ask to be returned to you) will be for six years. We will keep the file in our archive storage / hard disk (if available) on the understanding that we have the authority to destroy it six years after the date of the final bill we send you for this matter. We will destroy the documents you ask us to or deposit them in safe custody, although we reserve the right to charge you for such long-term storage. If we retrieve papers or documents from our archive storage/ hard disk (if available) in relation to continuing or new instructions to act in connection with your affairs, we will not normally charge merely for such retrieval.

23.6 ’CLOUTECH INNOVATIONS FZ-LLC’ is confident in providing satisfactory consultancy in all respects. We aim to give all clients quality consultancy and other related services through its partner/s and director/s in a courteous and friendly manner. If you have any queries or concerns about our work, please raise them with the person acting for you first. If that does not resolve the problem or you prefer to speak to somebody else, please contact the senior management or the customer service manager. Is it important that you immediately raise the concerns you may have with us? We value your business and would not wish to think you have reason to be unhappy with us.

23.7 If you wish to register a complaint against our consultancy, please do not hesitate to address your complaint to the management. All complaints should send to CLOUTECH INNOVATIONS FZ-LLC, T1-FF-6D, RAKEZ Amenity Centre, Al Hamra Industrial Zone-FZ, RAK, United Arab Emirates, email: info@cloutechinnovations.com. Please Note: All possible complaints should be submitted in writing. ‘CLOUTECH INNOVATIONS FZ-LLC’ intends to resolve all complaints within 90 working days.

23.8 We will not address any grievances pertaining to business associates, official/ channel partners, or any other third parties.

24. INVALIDITY

The invalidity, illegality, or unenforceability of any provision of these Terms and Conditions should in no way affect the other Terms.

25. THIRD-PARTY RIGHTS

A person who is not a party to the Contract of these Terms and Conditions shall have no right under the applicable law of the country to enforce any term of the Contract or these Terms and Conditions. This does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that law.

26. EFFECT

These Terms and Conditions, even revised, edited, modified, or substituted, shall have retrospective effect always, unless specified otherwise.

27. FORCE MAJEURE

‘CLOUTECH INNOVATIONS FZ-LLC’ shall not be held responsible to the Client for any delay or failure to fulfil its obligations under the Agreement due to circumstances beyond its reasonable control. Such circumstances include, but are not limited to, acts of God, governmental actions, war, fire, flood, explosion, pandemic, publicly declared periods of mourning, or civil commotion, computer failure, failure of power supplies, earthquake, typhoon, tidal wave, riots, accidents, delays of carriers, voluntary or mandatory compliance with any government act, regulation or mandatory direction, request. For clarity, the Client’s requests shall not be considered ‘government’ requests under this provision. ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be in breach of contract because of the delay/ non-performance.

28. GOVERNING LAW

28.1 The Terms & Conditions, Client’s Agreement and any non-contractual obligations arising out of, or in connection with it, are governed by the laws of the United Arab Emirates as applied in the Emirate of Ras Al Khaimah.

28.2 The parties irrevocably agree that The Courts of Ras Al Khaimah shall have exclusive jurisdiction to settle any dispute which may arise out of, under, or in connection with these Terms & Conditions. However, all criminal proceedings and other matters falling outside the domain of the RAK Courts shall be dealt with by the Dubai Courts and/or place of incidence/ relevant jurisdiction in accordance with laws of the land.

28.3 We shall retain the right to bring proceedings as to the substance of the matter in the courts of the country of your residence or, where these Terms & Conditions are entered into in the course of your trade or profession, the country of your principal place of business.

28.4 All services provided are in-line and in Agreement with government legislation pertaining to money laundering.

29. IMMIGRATION ADVICE & SERVICES

29.1 We always lodge a visa application in the applicants’ best interest. We are a private company and we do not have the authority to grant a visa of any kind. We cannot guarantee a positive result on a visa application or any assessment or review in arriving at the outcome, which is part of the visa process. The final decision on all applications is made by the relevant authorities responsible for issuing that result. We are not responsible for conclusions made by the immigration authorities.

29.2 Immigration laws and policies are subject to change. We will not be liable for changes in immigration laws and regulations that affect your case.

29.3 We bear no responsibility for costs acquired by an applicant or their dependants while waiting for a visa to be finalised by the visa-issuing authorities. These costs may include but are not limited to the cost of travel, accommodation rent, loss of earnings or any other expenses. We are not liable for any expenses arising from any action or inaction of any immigration authority, embassy or government body associated with the visa process or indeed for the non-provision of service from any third party associated with the visa process or visa delivery, which may result in a visa application or any part in the visa application process being delayed or refused as a result.

29.4 The immigration authorities have the sole determination on the term and duration of a visa that they grant. This duration may be less than the term expected or requested by the client. Similarly, the immigration authorities have the sole determination on the activation date that they place on a granted visa. This date may be prior to the date expected or requested by the client. We are not responsible for the term or length of any visa issued or the activation date placed on a visa by an immigration authority. We have no control or authority to change this term or date.

29.5 The Client fully understand and agree that CLOUTECH INNOVATIONS FZ-LLC’s  Management & Consultancy Fee is not refundable partially or fully in any situation, including: False declaration, false documentation, misrepresentation or failure to provide adequate documentation Withdrawal/ termination from agreement on any grounds, including any financial hardship, loss of job, family emergency, medical emergency, lack of time, change of mind, no intention, change in your situation which does not allow you to proceed with process, etc and regardless if withdrawal/ termination request comes next day/ week/ month/ year of signing the agreement. Or in case of negative Education Credential assessment (ECA) by Government designated organisation or Inadequate levels of IELTS or French Testing scores, etc as required.

29.6 This is the Client’s responsibility to promptly provide any documents requested by ‘CLOUTECH INNOVATIONS FZ-LLC’ with accurate and detailed information and documentation regarding personal details, qualifications/ work experience and any other relevant information that, in its sole discretion. We cannot submit a visa application until it has complete documentation as outlined in the required documents checklist and any subsequent documentation requested by us from the main applicant and their dependants.

29.7 We cannot be held responsible for any expense and/or delay arising from incomplete application forms, inaccurate/false or incomplete information or inaccurate/false or incomplete supporting documentation provided by the client.

29.8 Certain documentation required for a visa application may be valid for a certain period and become invalid or expired thereafter (for example medicals, skills or language assessment results, police clearance reports, maintenance funds, etc). It is the client’s responsibility to ensure that the documentation provided to us at the time of submitting a visa application is valid and within the mandatory date.

29.9 The Service also considers current and publicly available migration legislation and policy of the country the Client will be applying for, ‘CLOUTECH INNOVATIONS FZ-LLC’ cannot be held responsible for any inaccuracy arising from changes to such legislation and policies which are not publicly available at the time the Service is provided, or which may occur after the Service has been provided to the Client. However, if there are changes in Immigration Law and before applying for the agreed visa services, such visa services will be removed by the authorities. ‘CLOUTECH INNOVATIONS FZ-LLC’ will be happy to offer those changes to our Client and will work with our Client according to the changes; this may include presenting the Client with a new/available or similar visa option.

29.10 ‘CLOUTECH INNOVATIONS FZ-LLC’ will not be held responsible for any loss or damage caused by a visa-issuing authority issuing an incorrect visa or incorrect details on a visa as this is out of our control. We cannot be held responsible for incorrect details on a visa as it is the client’s responsibility to check the received Visa Grant Notification letter/ Email or Visa Vignette and make sure that the personal details on the visa letter/ email or vignette appear exactly as they appear on the passport. Please note that failure to do so may result in significant delays/missed flights/additional travel expenses/not being allowed to enter the relevant country.

29.11 ‘CLOUTECH INNOVATIONS FZ-LLC’ shall not be liable for documents or Information lost or misplaced by Courier Firm, any mail service provider or by any border and immigration authorities of any country client is applying for the visa.

29.12 ‘CLOUTECH INNOVATIONS FZ-LLC’ shall not be liable for any loss or damage of any description whatsoever arising from the failure or delay in the approval of any application or arising from any third-party action.

29.13 The provision of services from ‘CLOUTECH INNOVATIONS FZ-LLC’ to a client is concluded as soon as a decision is reached by an authorised immigration officer on a visa application. No further work or services will be provided or included by our company to the client as part of the visa service provision unless already included in the original contract. ‘CLOUTECH INNOVATIONS FZ-LLC’ should not be held accountable.

29.14 ‘CLOUTECH INNOVATIONS FZ-LLC’ will not trade with or provide any services to individuals and companies owned or controlled by or acting for or on behalf of Office Foreign Assets Control (OFAC) targeted countries AND individuals, groups, and entities, such as terrorists and narcotics traffickers designated under the OFAC programs that are not country-specific.

30. UAE COMPANY SETUP

30.1 The client appointed ‘CLOUTECH INNOVATIONS FZ-LLC’ and its Channel Partners as their Company Formation Specialist for the process of setting up their company at agreed Free Zone in the UAE.

30.2 The client has no objection in Free Zone authorities as their Company Formation Specialist to receive the concerned Free Zone Portal login Credentials to digitally complete process of setting up their company, assisting it in issuance of the process and helping it manage renewing the same services of Trade license renewal and process maintenance at Free Zone Authorities.

30.3 The lease, where applicable and licence shall commence maximum 60 days after the receipt of payment or obtaining the Immigration pre-approval, whichever is later.

30.4 The client is required to complete the registration & licensing formalities within maximum 30 days from the date of payment or obtaining the Immigration pre-approval, whichever is later. Failure to do so, the authority reserves the right to assign the cited property to other interested parties at its sole discretion and without notice; or the authority shall calculate the lease and licence fees from the 31st day. The client can still avail the facility/similar facility and licence but only for the remaining validity period and in any circumstances, the amount paid shall not be refunded.

30.5 The client should pay for a Security Deposit (if applicable) at the registration year equal to the mentioned percentage structure out of the Annual Rent Cost.

30.6 In order to register an entity in the free zone authority, the client must hold a valid Lease Contract or/and Rental Agreement. Failure to do so, the Authority shall suspend/ terminate the registration process.

30.7 Bank account opening is subject to meeting banks’ compliance requirements which are subjective to each application individual or corporate. For ease of business, the free zone authority has strategic partnership with various banks making it easier for customers to know where they can apply. However, we do not guarantee success of bank account opening.

30.8 Customers applying for bank account with general trading license may face rejection or Enhanced Due Diligence based on bank requirements.

30.9 De registration does cost as per the concerned free zone authority fees schedule.

30.10 Companies with -0-permit package may find difficulties in opening bank account if the Company’s Manager is not a UAE Resident. We shall have no liability if Company can’t open a corporate bank account and no refund will be made by us.

30.11 Personnel Sponsorship Security Deposit (applicable for employees and company’s manager) is required at the stage of applying for visa service as per details available from free zone authorities.

30.12 Environment Protection & Development Authority (EPDA) approval is mandatory for Non-Free Zone & Free Zone Industrial Licenses, and Civil Defence Approval is mandatory for Non-Free Zone & Free Zone if the leased property is a Plot of Land, Warehouse or physical facility.

30.13 These terms represent the part of any formal agreements entered between the client and the free zone authorities.

30.14 In case the Shareholder/Company’s Manager has employment visa in the UAE, he/she hereby declares that the current employing entity is well aware that he/she is applying to free zone authorities for registration of an entity to conduct business activities and/or acting as the Shareholder/Company’s Manager of the proposed entity.

30.15 Once the company is registered, the client’s Company shall be under obligation to maintain Financial Statement audited by one of free zone authority approved Auditor, within six months from the end of each financial year.

30.16 The client shall be solely liable to comply with all applicable Federal and Local laws including but not limited to: tax and anti-money laundering, countering terrorist financing and sanctions laws and regulations.

30.17 It is the client responsibility to check the free zone authorities’ website regularly for any amendments and update.

30.18 It is the policy of the free zones to fully comply with all sanctions laws and regulations of the United Arab Emirates, United Nations, United States, European Union and the United Kingdom, as well as other such laws and regulations, when applicable to its business (collectively, “Sanctions”).

30.19 The client acknowledges to the best of its knowledge, neither its Proposed Legal Entity nor any of the company’s Related Parties are a “Sanctions Target” which includes persons or entities that are:

1. Listed by the United Arab Emirates, United Nations, United States, European Union or the United Kingdom as a target of Sanctions;
2. Owned or controlled by, or operating as agents of, the Governments of Cuba, Iran, North Korea, Syria or Venezuela; or
3. Resident or domiciled in Iran, Syria, North Korea, Cuba or Crimea (collectively, the “Embargoed Countries”).

 

30.20 The client acknowledges to the best of its knowledge, neither the Proposed Legal Entity nor any of the company’s Related Parties are owned by a Sanctions Target.

 

30.21 The client acknowledges to the best of its knowledge, neither the Proposed Legal Entity nor company’s Related Parties have any presence in (i.e., registered office, branch office, subsidiary or other operations, address, principal place of business), or “Business Activity” (i.e., sales or purchases, including through agents or intermediaries, transhipments, etc) with or involving, directly or indirectly, an Embargoed Country.

 

30.22 The free zone authority may, in its sole discretion, either accept or reject the Client procured by the ‘CLOUTECH INNOVATIONS FZ-LLC’.

 

30.23 Should free zone authority decline, for any reason, to provide Services to any the Client, the free zone authority and ‘CLOUTECH INNOVATIONS FZ-LLC’ shall have no legal or moral obligation towards any such Client or the channel partner.

 

30.24 The client agrees to provide relevant information and valid documents related to its company and clients (“KYC”), as may be requested by free zone authorities or as may be required under applicable Anti-Money Laundering (“AML”), Counter-Terrorism Financing (“CTF”), Economic Substance Regulations (“ESR”) or any other relevant provisions mandated by the government of the United Arab Emirates (“UAE”) to fulfil legal and compliance requirements.

 

30.25 All information provided by the client to us and free zone authorities, whether related to KYC, client, or otherwise (“Information”), shall be regarded as factual, true, and accurate. The client hereby declares that the Information supplied shall be valid, true and accurate and shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein.

 

30.26 The client agrees and acknowledges that it may have access to certain information and reporting requirements related to AML. The client shall use its best efforts to cooperate with and provide information to free zone compliance department in the event of suspicious transactions or suspicious activities as per AML regulations.

 

30.27 In the event that the client willingly supplies misleading, untrue, or inaccurate Information, we reserve the right to terminate this Agreement immediately, without provision of a written notice, court order or any liability toward the client and any fees paid shall be non-refundable.

 

30.28 All request for Services by client shall be communicated to us in writing.

 

30.29 The client agrees that it will comply with all applicable laws, regulations, guidelines and requirements of the UAE.

 

30.30 The client agrees and acknowledges that ‘CLOUTECH INNOVATIONS FZ-LLC’ and relevant free zone authorities reserves the right to modify the fees without any prior written notice.

 

30.31 ‘CLOUTECH INNOVATIONS FZ-LLC’ and concerned free zone authorities shall not be obliged to waive the Modified Fees in the event the client paid for Services prior to issuance of the Modified Fees. Therefore, the client shall remain fully liable towards either paying any remaining amounts related to the Modified Fees.

 

31.32 The client agrees and acknowledges that the invoices to be settled in full prior to the delivery of the Services.

 

30.33 Once paid, the client agrees and acknowledges that the Fees are non-refundable whatsoever.

 

30.34 The parties agrees that, at all times following the Effective Date, they shall use their reasonable efforts, and on a good faith basis, to ensure that neither engages in any vilification of the other, and shall refrain from making any false, negative, critical or disparaging statements, whether expressed or implied. The Parties further agree to do nothing that may damage the other Party’s business or personal reputation (as applicable) or goodwill; provided, however, that nothing in this Clause shall prohibit either Party’s disclosure of information which is required to be disclosed in compliance with the applicable laws of the concerned countries or regulations or by order of a court or other regulatory body of competent jurisdiction.

 

31. DEFINITIONS AND INTERPRETATIONS

The following definitions and rules of interpretation apply in these General Terms:

Applicable Laws: means all applicable laws, statutes, regulations, and codes from time to time in force within the UAE/ RAK.

Business Day: means a day other than a Saturday, Sunday, or public holiday in UAE when banks in UAE are open for business.

Business Hours: this means the period from 9.00 am to 6.00 pm on any Business Day.

CLOUTECH INNOVATIONS FZ-LLC: means CLOUTECH INNOVATIONS FZ-LLC, a company registered in Ras Al Khaimah, bearing License number 47009624, having its registered office at T1-FF-6D, RAKEZ Amenity Centre, Al Hamra Industrial Zone-FZ, RAK, United Arab Emirates with core activities of providing corporate services, project management & immigration consultancy services.

“Terms and Conditions” also refer to “Terms of business”.

“CLOUTECH INNOVATIONS FZ-LLC” refers to “CLOUTECH INNOVATIONS FZ-LLC OUP”, company number 47009624.  Free Zone Limited Liability Company FZ-LLC A Free Zone Company formed and registered (Registration Number 0000004043918) under the Ras Al Khaimah Economic Zone Authority.

“Client” means you, the company, firm, body or person “Individual, Businesses, Companies, Cooperate” purchasing the Product(s) and/or hiring the Service(s) from us and vice versa.

“Agreement” means “Contract” or “MoU” and vice versa.

Charges: means the charges, also known as the professional fee, as set out between the parties (you and us) through the agreement/contract between them.

Compliance Authority: means the UAE body or bodies responsible for the regulatory aspects of management consultants or other professionals in other industry sectors.

Confidential Information: means all Information designated as such by either party in writing together with all such other Information which relates to the business, affairs, products, developments, trade secrets, know-how, personnel and customers of either party or Information which may reasonably be regarded as the confidential Information of the disclosing party.

Contract: means an agreement, subject to these Terms & Conditions, for the provision of the Product(s) and/or Service(s) between you and us.

*COVID-19: means the worldwide pandemic started on 11 March 2020 and is ongoing.

Client’s Content/ Data: means text, graphics, photographs, sounds, Information, data, music, video, film or any other copyright work publicly available on our Website or provided for publication by you or any other third party (excluding us) commissioned by you, together with all User Generated Content and Information regarding Users (such as, for example, the number of page impressions, users email addresses or other information posted by Users).

Data Protection Legislation: all legislation and regulatory requirements in force from time to time relating to the use of personal data and the privacy of electronic communications, including, without limitation, any data protection legislation from time to time in force in the UAE including the DIFC Law or any successor legislation and any other directly applicable regulation relating to data protection and privacy.

Default: means any breach of the obligations of either party (including but not limited to a fundamental breach or breach of a fundamental term).

Domain Name: means the name registered with an Internet Registration Authority used as part of the ‘CLOUTECH INNOVATIONS FZ-LLC’s’ URL.

Domains: means the website domains owned and operated by us,

General: means Terms and conditions or Terms of Business of CLOUTECH INNOVATIONS FZ-LLC, License Number 47009624, registered in Ras Al Khaimah.

Information: means Information in any form (including visual and textual) published or otherwise made available (directly or indirectly) on the Internet through our Website.

Intellectual Property Rights: means patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, Confidential Information (including know-how and trade secrets) 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.

Internet Registration Authority: means an official organisation which administers a database registry of all Domain Names based on specific geographical or other criteria.

Invoices: means invoices raised by us for the Product(s) and/or Service(s) provided pursuant to a Contract and if specifically requested, confirmed to you either by email or any other automated means.

Ongoing Service(s): means website support and maintenance, website hosting, website optimisation, or other Consultancy Service (s) offered by us which may impose either a monthly or annual payment.

Online Marketing Services: means the provision of the data processing service(s) and software for our usage as defined in the Confidentiality Section of these General Terms.

Quotation: means a quotation, either in written Form or as published on our Website, for an agreed piece of work (incorporating these General Terms).

Server: means our Internet server or servers.

Services: means our services which are the subject matter of a Contract, being the work and/or Service (s) to be performed by us for you pursuant to the Order, including, without limitation, the Ongoing Service(s) and any other service advertised or offered by us.

Specification: this means the specification for any services agreed upon between you and us by way of email or in writing and set out in the Order.

Standard Content: This means the technical Content that we supply to you for use in respect of any other Product or Service provided by us.

Standard Feature(s): means the standard range of features, facilities and services supplied to you by us, including the Standard Content in accordance with the pricing structure agreed between us and/or any other marketing literature, all of which may be changed or amended by us at our discretion and without notice.

Standard Form: this means our standard Form of Order.

Standing Order: means a regular, fixed payment from your bank account in favour of us.

User: means any member of the public accessing our Website via the Internet or by any other means.

User-Generated Content: means all such material posted by Users or visitors on our Website.

URL: means a uniform resource locator.

VAT: value-added tax chargeable under the applicable law.

NOTE: CLOUTECH INNOVATIONS FZ-LLC, license number 47009624, does not take any responsibility for any error or misprinting in these terms and conditions. CLOUTECH INNOVATIONS FZ-LLC, its directors and its employees cannot be held responsible for any error or misprinting in this Website, ‘CLOUTECH INNOVATIONS FZ-LLC’ social media platforms, printed or non-printed material, and these terms and conditions.

Disclaimer: All our offers, contracts, agreements, marketing, and social media content are subject to our above terms and conditions. ‘CLOUTECH INNOVATIONS FZ-LLC’ and its officers and staff will not be responsible for any typo, misrepresentation or human error on these terms and conditions.