Terms & Conditions
1. DEFINITIONS AND INTERPRETATIONS
(i) “Agreement” means the Agreement between DUQE and Client and/or the Company of which these Terms and Conditions shall form an integral part thereof.
(ii) “AED” means the currency of the United Arab Emirates.
(iii) “Affiliate”: in relation to DUQE, any entity that directly or indirectly controls, is controlled by, or is under common control with DUQE.
(iv) “Applicant” means any individual, corporation, firm, joint venture or any other entity duly organised.
(v) “Authority” means any government, semi-governmental, judicial, legislative, executive, administrative, or regulatory authority of the UAE.
(vi) “Client” means anyone who accesses or uses our Website and Services whether a person, Company, firm or corporate body together with any subsidiary or entity.
(vii) “Company” means any one or more companies in respect of which DUQE provides Services at Client and/or at the Comp any’s request.
(viii) “De–registration” means license cancellation and all stipulations necessary to de-register and/or termination of services when applicable.
(ix) “DUQE” means DUQE Square Business Center L.L.C and any of its member and/or associated entities and Affiliates.
(x) “Fee” or “Fees” mean any sum charged by DUQE together with disbursements and any and all fees levied by the Authorities.
(xi) “Special Zone License” means a license issued in United Arab Emirates Free Zone rules.
(xii) “Invoice” means any bill or statement issued by DUQE for any Fees stated therein in respect of any Service.
(xiii) “Service” or “Services” mean any company formation, corporate services or ancillary services whatsoever provided to a client or Applicant.
(xiv) “Terms & Conditions” or “T&C’s” mean these Terms & Conditions as they may be amended from time to time at DUQE’s sole discretion.
(xv) “VAT” means Value Added Tax.
(xvi) “Website” means www.duqe.ae.
2. SERVICES & PAYMENT
(i) DUQE hereby agrees to provide its Services to the Client and/or the Company in accordance with these Terms and Conditions and in consideration of the Fees.
(ii) The Services shall commence only upon receipt of payment by DUQE. Payment can be made by:
a. Cash payment in AED;
b. Wire transfer payment can be made into the bank account referenced in invoices sent by DUQE.
c. Payments made in cheques will only be accepted if (i) the cheque is drawn on a bank licensed to operate in the UAE, (ii) payable in AED and issued in favour of DUQE Square Business Centre L.L.C subject to approval.
d. Payments can be made with Master, Visa and Amex credit or debit cards for which Point of Sales (POS) Fee will apply.
(iii) DUQE reserves the right to amend the Fee structure. Every endeavour shall be employed to provide all such notices in writing to the Client and/or the Company’s registered email.
(iv) Should the Client and/or the Company fail to settle any Invoice by the due date, the Client and/or the Company authorises DUQE to set off any outstanding fees against any account, monies or property under the control of DUQE in which the Client and/or the Company possess a legal or beneficial interest and whilst such Fees remain outstanding, DUQE shall have a lien on any papers, books or records and any/or all assets of the Client and/or the Company which are in the possession or under the control of DUQE. Additionally, services extended to the Client and/or the Company with an outstanding balance shall be suspended until such time that all outstanding payments have been cleared. If a security cheque is provided, then DUQE reserves the right to encash such a security cheque. DUQE reserves the right to take appropriate actions to recover any dues owed by the Client and/or the Company.
(v) Furthermore, in such an event where the Fees and costs incurred as a consequence of defaulted payment by the Client and/or the Company are unrecoverable by the encashed security cheque or otherwise, DUQE reserves the right to escalate such defaulted payment cases to the Government and/or the Authorities that may result in Company De-registration including a formal complaint against the Client and/or the Company by involving the relevant authorities which may include a travel ban against the Client and/or the Company or other legal actions to the extent permitted by law.
(vi) The Client and/or the Company authorises DUQE to disclose all material information relevant to the Client and/or the Company to external government authorities (i.e., Dubai Police, Dubai Courts or any relevant authority) within the United Arab Emirates.
(vii) The Client and/or the Company shall remain liable to pay to DUQE all fees which DUQE would have incurred. Such fees include but are not limited to Government Fees and other disbursements payable to third parties. DUQE will not be required to refund any amount paid by the Client and/or the Company unless the Service for which such amount is paid was not completed due to DUQE’s inability to process the Client`s requirements.
(viii) The Client and/or the Company undertake that DUQE may assign part or all the Services to third parties on behalf of the Client and/or the Company without any liability on the part of DUQE. If there is a rejection from the immigration authorities, DUQE reserves the right to charge an administration fee of up to 35% unless otherwise stipulated and agreed in writing between the Parties.
Should the Client and/or the Company withhold, intentionally or unintentionally, information on previous local or international court, police, absconding, or other cases which cause the rejection and also, should the Client and/or the Company fail to provide the required documents in order to obtain the license and/or residence visa, or fail to proceed with the license setup for any reason upon receipt of payment acknowledged by DUQE no refund shall be applicable.
(ix) All refundable deposits paid to DUQE must be claimed within three (3) months and Fees paid to DUQE must be claimed within twelve (12) months post availability date otherwise the funds will be forfeited, including UAE residence visas.
(x) The Client and/or the Company acknowledge that DUQE shall not, without prior written agreement, be required to refund any Fees. This includes cases in which the Client and/or the Company have paid Fees for annual Services and decide to de-register the Company prior to the end of the relevant annual period;
(xi) The Client and/or the Company hereby appoints and duly authorizes DUQE as its sole point of contact for license incorporation, submitting visa applications, renewals, amendments and other related transactions and de-registration services. Tenure of the Services is on an annual basis and Services shall be renewed annually. Should the Client and/or the Company wish to terminate the services and/or cancel the license and all associated visas, the Client and/or the Company shall give a written notice to DUQE no later than three (3) months prior to the date of expiry of a Trade License. Failing to do so, the Client and/or the Company shall be deemed to have accepted the renewal of the annual Services and shall be liable for the payment of such Services in full at the latest applicable listed price.
(xii) DUQE reserves the right to refuse to accept instructions from the Client and/or the Company, and/or to discontinue the provision of Services and/or to terminate the Agreement by written notice without giving any reasons in the event that:
a. the Client and/or the Company fail to comply with the Agreement, or fail to pay any due amount, or the information given is found to be incomplete, inaccurate, false, untrue or misleading;
b. the Client and/or the Company’s businesses are associated with money laundering, terrorist activities and/or transactions with jurisdictions with UN embargos or activities on any other watch lists for illegal activities;
c. The Client and/or the Company are suspected to be involved in any criminal or other illegal activity, whether fiscal or otherwise, in any jurisdiction, or convicted of a criminal offence (except minor offences/infractions);
d. The Client and/or the Company are declared bankrupt or becomes insolvent or an order is made or a resolution passed for the administration winding-up, or dissolution or administrative or other receivers, manager, liquidator, administrator, trustee, or similar officer is appointed over all or any substantial part of the assets of the Client and/or the Company or enters into or proposes any composition or arrangement with its creditors generally or anything analogous to the foregoing occurs in any applicable jurisdiction is the subject of an investigation by the government, professional, a regulatory or statutory body in any jurisdiction;
e. The Client and/or the Company have transferred funds to a Company which is not properly declared for tax purposes and the full amount of such funds or parts of it represent the proceeds of fiscal crime or evasion;
f. DUQE is required to do so by the Authorities, and professional or other regulatory or statutory body.
(xiii) The Client and/or the Company hereby legally appoints and duly authorizes DUQE exclusively as the Client’s and/or the Company’s sole point of contact for the purposes of transacting services on Client’s and/or the Company’s behalf.
(xiv) Should DUQE wish to discontinue the provision of Services and terminate the Agreement by written notice, the Client and/or the Company acknowledge that the Client and/or the Company shall remain liable for payment of all outstanding Fees until the date on which the Company has been transferred to a third party acceptable to DUQE or has been de-registered.
(xv) Without a prior written agreement, DUQE shall not pay interest on any amount held by or on behalf of the Client and/or the Company.
(xvi) Unless otherwise stipulated in writing, all prices referred to in the Agreement, DUQE’s associated price list, Fees, charges, rates, and quotations are indicated as exclusive of VAT. Accordingly, DUQE shall be entitled to add VAT and any other applicable tax, at the applicable rate.
3. THE CORRECTNESS OF THE INFORMATION
(i) It is The Client’s and/or the Company’s responsibility to ensure that information or documentation provided to DUQE is correct, accurate, complete, up-to-date, and not misleading in any respect and that the Client and/or the Company have to notify DUQE of any information which could be relevant to the performance of DUQE ’s duties under this Agreement. The Client and/or the Company shall indemnify DUQE and hold DUQE harmless from any liability arising out of any failure to provide DUQE with any information or documents that are requested by DUQE, as well as for any error, omission, inadequacy, or inaccuracy in any information and/or documents that The Client and/or the Company provide to DUQE.
(ii) The Client and/or the Company acknowledge that DUQE will be relying on the information or documents provided by The Client and/or the Company to DUQE. The Client and/or the Company will promptly advise DUQE of any material change in The Client and/or the Company’s financial circumstances that would affect the suitability of The Client and/or the Company’s circumstances. Until such time that DUQE is advised of these changes, The Client and/or the Company acknowledge that DUQE shall rely on the existing information.
(iii) The Client and/or the Company will be responsible for all tax filings, and reports on any transactions undertaken pursuant to this Agreement and for the payment of all unpaid capital, taxes, fees, or other liability arising out of, or in connection with, the service provided to The Client and/or the Company Account.
(iv) The Client and/or the Company will provide to DUQE any documents and/or information that DUQE may require to comply with the requirements of relevant anti-money laundering laws.
4. REFUND AND CANCELLATION
(i) DUQE reserves the right to suspend all services and licenses to the Client and/or the Company if there are any overdue invoices.
(ii) The Client and/or the Company shall settle all invoices raised by DUQE without any setoff or deduction and free and clear of all taxes and in any manner so that DUQE shall receive full value in cleared funds.
(iii) DUQE reserves the right to reject any refund application.
(iv) DUQE reserves the right to enforce an administrative fee of AED 2,000 before issuing any refunds to the Client and/or the Company.
(v) DUQE reserves the right to reject any refund applications if the Immigration Card of the Client and/or the Company has been rejected by the General Directorate of Residency and Foreign Affairs due to any pending criminal or civil cases any Employees, agents, directors, proxies, consultants, or contractors, of the Client and/ or the Company.
(vi) DUQE reserves the right to reject any refund applications if the Client and/or the Company fails to provide any attested original documents requested that of the Employee, contractor, agent, proxy, consultant, or director for a period that exceeds 60 days of issuing the license.
(vii) Any refund and/or Cancellations and/or changes requests made to the service must be submitted in writing to (email@example.com). No oral changes will be valid. Any request must be supported with the original invoice, proof of payment and receipt, and copy of the license, and the attested authorization from the company or the client to his representative to authorize the request.
5. OTHER PROVISIONS
(i) The Client and/or the Company hereby commit to maintain its contractual relationship with DUQE which has the full exclusivity for the provision of the Services until the accomplishment, whether prior or after renewal of the Trade License, of all the Services agreed upon with the Client and/or the Company.
Unless requested in writing by the Client and/or the Company and the request is approved in writing by DUQE following the change of its location (outside of DUQE jurisdiction) or its liquidation or any reason whatsoever, the Client and/or the Company shall refrain from seeking or entering into an agreement for the provision of the Services by any entity other than DUQE whether governmental or privately owned.
(ii) Communication in relation to the administration of the Company, including annual invoices, may be sent by email. The provision of this clause survives the termination of the Agreement or de-registration.
(iii) In accordance with the Data Privacy Regulations, the Client and/or the Company authorise DUQE to provide any information or data relating to the Client and/or the Company or beneficial owners to the Authorities or other regulatory bodies if/when required by any local, federal or international law.
6. WEBSITE TERMS & CONDITIONS
(i) This section sets the terms and conditions (“T&C”) governing the Client’s use of our website; by using our website, The Client accepts Website’s T&C in full. If the Client disagrees with the Website’s T&C or any part of the Website’s T&C, the Client must cease using our website.
(ii) Subject to the Website’s T&C, DUQE grants the Client a non-exclusive, non-transferable, limited right to access, use, display the Website and the materials thereon. The Client agrees not to interrupt or attempt to interrupt the operation of the Website in any way. The Client agrees not to use the Website in any way that causes, or may cause damage to the Website or impairment of the availability or accessibility of the Website. Including in any way which is unlawful, illegal, fraudulent, harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.
(iii) Unless otherwise stated, DUQE owns the intellectual property rights of the Website and materials on the Website. All materials, contents, and logos within DUQE Website are reserved. The Client may not publish, license, sell, use for commercial purposes, modify, edit, copy, duplicate, reproduce, or otherwise exploit any contents (whether in part or in whole) without explicit written approval from DUQE.
(iv) DUQE reserves the right to restrict access to other areas of our Website at DUQE’s discretion. Upon obtaining a user ID and password to access areas of our website or other content or services, the Client must ensure that the user ID and password are kept confidential and not shared unless otherwise explicitly permitted in writing by DUQE.
(v) Whilst every effort is made to ensure the accuracy of the content of the website, DUQE does not warrant the accuracy or completeness of the materials or the reliability of any advice, opinion, statement, or other information displayed or distributed through the Website.
(vi) DUQE Authority reserves all rights to deny or restrict access to the Site to any particular person, or to block access from a particular Internet address to the Site, at any time, without ascribing any reasons whatsoever.
(vii) The Site contains hyperlinks to websites which are not maintained by DUQE. DUQE is not responsible for the contents of those websites and shall not be liable for any damages or loss arising from access to those websites. Use of the hyperlinks and access to such websites are entirely at The Client and/or the Company own risk. hyperlinks to websites do not imply influence, recommendation, approval, endorsement, or control by DUQE of the content of these third-party resources in any way.
Hyperlinks to other websites are provided as a convenience. In no circumstances shall DUQE be considered to be associated or affiliated with any trade or service marks, logos, insignia, or other devices used or appearing on websites to which the Site is linked.
The Client acknowledges that any reliance on any such opinion, advice, statement, memorandum, or information shall be at the Client’s sole risk. DUQE accepts no liability whatsoever for any such reliance by the Client on this information. DUQE reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Website.
No failure on the part of DUQE to exercise, and no delay in exercising, any right or remedy under this Agreement will operate as a waiver thereof nor will any single or partial exercise of any right or remedy preclude any other or further exercise thereof or the exercise of any other right or remedy. DUQE rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law.
DUQE may make any other changes to the Website, the materials, the products, programs, services, or prices (if any) described on the Website at any time without notice.
The Website, the information, materials on the Website, and the software made available on the Website are provided ‘as is’ without any representation or warranty, express or implied, of any kind, including, but not limited to
– warranties of merchantability, non-infringement, fitness for any particular purpose, or non-infringement of any content published on or available throughout the Website.
– that the server that makes this Website available is free of viruses or other components that may infect, harm or cause damage to the Client’s computer/mobile equipment or any other property when The Client accesses, browses, downloads from, or otherwise use the Website.
Under no circumstances, including but not limited to DUQE’s gross negligence, shall DUQE be liable for any consequential, direct, incidental, indirect, punitive, or special damages related to the use of, the inability to use, or errors or omissions in the contents and functions of the Website.
(i) All instructions or requests shall be transmitted to DUQE by the Client and/or the Company in writing. DUQE may, at its sole discretion, agree to act on any request or instruction given otherwise than in writing but in either case DUQE shall not be liable in respect of any error or omission or delay occasioned in processing such instruction or request particularly those arising from errors of transmission or misunderstanding or non-receipt of instruction.
The Client and/or the Company shall have no claim whatsoever against DUQE in respect of anything done or omitted to be done or in respect of any exercise of any discretion unless the same shall involve manifest dishonesty.
(ii) The Client and/or the Company shall at all times hereafter indemnify and keep indemnified DUQE against all actions, suits, proceedings, claims, demands, costs, charges, expenses and consequences whatsoever which may be taken or instituted against DUQE or which may be incurred or become payable by DUQE by reason of or on account of, including but not limited to the following:
a. DUQE, being liable for breach of agreement, negligence or any other liability arising under or in relation to the Agreement, unless such liability cannot be excluded under the laws of the UAE;
b. DUQE’s failure to provide Services for a reason beyond of its control;
c. Any malfunction or delays associated with the provision of Services related to Trade Licenses and/or Residence Visas;
d. Any delays, whether or not they result in fines, business loss or any other failure, delay and/or inconsistency in providing any PRO services (Public Relations Official services) in the United Arab Emirates that are observed by any PRO, Authority and/or Government, including the event that any documents are misplaced or destroyed; and any other consequence, caused by security checks that are conducted at the sole discretion of the Authorities or the Government.
(iii) The Client and/or the Company hereby undertakes that the brochure of DUQE is solely for representation purposes and does not purport to be legal or other professional advice. The Client and/or the Company hereby acknowledge that the brochure of DUQE is not a legally binding commitment to perform any services to the Client and/or the Company.
(iv) DUQE has internal anti-bribery and anti-corruption procedures and any violation of it by the Client and/or the Company may result in termination of the Agreement by DUQE without any kind of compensation whatsoever and without prejudice to any legal or other rights or remedies which DUQE may have under law.
(v) For internal audit and/or compliance purposes of DUQE and due diligence performed by the Freezones, the Client and/or the Company shall provide DUQE with information about the background of the Client and/or the Company and any other beneficial owners, their sources of funds and business of the Company.
The Client and/or the Company shall not change or permit any change to the beneficial ownership of the Company without giving prior notice of the proposed change to DUQE in writing.
(vi) DUQE shall be entitled to amend these Terms and Conditions and associated Fees and price lists at its sole discretion and as it deems appropriate. Every endeavour shall be employed to provide all such notices to the Client and/or the Company’s registered email.
(ix) DUQE hereby reserves the right to commence proceedings and/or to commence and/or enforce execution proceedings against the Client and/or the Company in DIFC and/or any other court/competent jurisdiction that DUQE may elect and consider appropriate.
(x) Each provision of these Terms and Conditions is severable and distinct from the others and if any provision is, or at any time becomes, to any extent or in any circumstances invalid, illegal or unenforceable for any reason that provision shall to that extent be deemed not to form part of these Terms and Conditions but the validity, legality, and enforceability of the remaining parts of these Terms and Conditions shall not be thereby affected or impaired, and every provision of these Terms and Conditions shall be and remain valid and enforceable to the fullest extent permitted by the laws of the United Arab Emirates.
(xi) DUQE shall not be liable for any failure to perform any obligation hereunder to the extent such failure is caused by a Force Majeure Event. In case of a Force Majeure Event, the Client and/or the Company shall still be liable to pay to DUQE all due fees for the Services that have been provided prior to the Force Majeure Event.
(xii) A Force Majeure Event shall operate to excuse a failure to perform an obligation hereunder only for the period of time during which the Force Majeure Event renders performance impossible or infeasible and only if the Client and/ or the Company asserting Force Majeure as an excuse for its failure to perform has provided a written notice to DUQE specifying the obligation to be excused and describing the events or conditions constituting the Force Majeure Event. As used herein, “Force Majeure Event” means the occurrence of an event or circumstance beyond the reasonable control of DUQE failing to perform, including, without limitation, (a) explosions, fires, flood, earthquakes, catastrophic weather conditions, pandemics, or diseases or other elements of nature or acts of God; (b) acts of war (declared or undeclared), acts of terrorism, insurrection, riots, civil disorders, rebellion or sabotage; (c) acts of federal, state, local or foreign governmental authorities or courts; (d) labour disputes, lockouts, strikes or other industrial action, whether direct or indirect and whether lawful or unlawful; (e) failures or fluctuations in electrical power or telecommunications service or equipment; and (f) delays caused by the other Party’s non-performance hereunder.
(xiii) The Client and/or the Company agree to indemnify, defend and hold DUQE and all of its employees and agents harmless from and against any and all liability, including attorneys’ fees and costs, incurred in connection with any claim arising out of any service provided to The Client and/or the Company of these Terms and Conditions. The Client and/or the Company shall cooperate fully in the defense of any such claim in accordance with the rules and regulations of DUQE.
The latter reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by The Client and/or the Company, and The Client and/or the Company shall not, in any event, settle any matter without the written consent of DUQE.
8. EFFECTIVE DATE
Terms and Conditions herein stated shall become effective immediately upon posting on the Website.
9. ANTI-MONEY LAUNDERING
These terms and conditions are subject to Anti Money Laundering checks pursuant to Federal Decree-law No. (20) of 2018 and its amendments. Client and/or the Company hereby agree to comply with anti-money laundering laws and regulations, including without limitation the supply of documents to DUQE upon request. Failure to provide requested documents, or failure to satisfy the required checks may result in the termination of all current and future Services by DUQE. The Client and/or the Company hereby agree and understand that DUQE can terminate its Services for this reason only with immediate effect by writing to the Client and/or the Company. In such an event, the parties cease to continue with the Agreement.
10. LIMITATION OF LIABILITY
Under no circumstances whatsoever, will DUQE be liable for any accidental, indirect, special, or punitive damages that may arise as a result of The Client and/or the Company use or inability to use the Website or it services, including but not limited to the loss of income or expected profits, loss of reputation, loss of business, loss of data, computer malfunction, or any other damages.
11. GOVERNING AND APPLICABLE LAWS
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Emirate of Dubai. The Courts of the Emirate of Dubai shall have exclusive jurisdiction over any dispute or conflict that may arise between DUQE and the Client and/or the Company hereto from the Terms and Conditions.
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