Terms of Service
1. Definitions
- Services: IT support, software development, and technical solutions provided by Clustraq.
- Deliverables: Specific work products (code, reports, setups) defined in a Statement of Work (SOW).
- Account: Any digital portal or credentials provided to the Client for service access.
2. Client Responsibility
The Client is solely responsible for all activity under their account. Any security breach caused by Client negligence (e.g., credential sharing) is the Client’s sole liability. Clustraq reserves the right to suspend accounts immediately to mitigate cyber risks.
The Client is solely responsible for all activity under their account. Any security breach caused by Client negligence (e.g., credential sharing) is the Client’s sole liability. Clustraq reserves the right to suspend accounts immediately to mitigate cyber risks.
3. Payment & Taxes
Fees are payable as per the invoice date. The Client is responsible for all bank transfer/intermediary fees to ensure Clustraq receives the full net amount. Late payments (>14 days) result in immediate service suspension.
Fees are payable as per the invoice date. The Client is responsible for all bank transfer/intermediary fees to ensure Clustraq receives the full net amount. Late payments (>14 days) result in immediate service suspension.
4. Merit-Based Refunds
All Services are generally non-refundable. Clustraq may, at its sole discretion, consider a partial refund only if a material defect is reported and Clustraq fails to "cure" it within 14 business days. Approved refunds are subject to the deduction of any non-recoverable third-party costs (licenses, domains).
All Services are generally non-refundable. Clustraq may, at its sole discretion, consider a partial refund only if a material defect is reported and Clustraq fails to "cure" it within 14 business days. Approved refunds are subject to the deduction of any non-recoverable third-party costs (licenses, domains).
5. Intellectual Property
Clustraq retains all rights to its background technology and proprietary tools. Ownership of custom Deliverables transfers to the Client only upon receipt of full and final payment.
Clustraq retains all rights to its background technology and proprietary tools. Ownership of custom Deliverables transfers to the Client only upon receipt of full and final payment.
6. Limitation of Liability
To the maximum extent permitted by UAE Law, Clustraq’s total aggregate liability for any claim shall not exceed the total fees paid by the Client in the three (3) months preceding the claim. Clustraq is not liable for indirect losses, loss of profit, or third-party infrastructure failures.
To the maximum extent permitted by UAE Law, Clustraq’s total aggregate liability for any claim shall not exceed the total fees paid by the Client in the three (3) months preceding the claim. Clustraq is not liable for indirect losses, loss of profit, or third-party infrastructure failures.
7. Client Indemnity
The Client shall defend and hold Clustraq harmless against any third-party claims, damages, or legal costs arising from the Client's use of the Services or any data provided by the Client.
The Client shall defend and hold Clustraq harmless against any third-party claims, damages, or legal costs arising from the Client's use of the Services or any data provided by the Client.
8. Deemed Acceptance
Deliverables are considered 100% accepted unless a written objection is received within five (5) working days of delivery. Requests outside the original SOW are subject to additional fees.
Deliverables are considered 100% accepted unless a written objection is received within five (5) working days of delivery. Requests outside the original SOW are subject to additional fees.
9. Governing Law & Jurisdiction
This Agreement is governed by DIFC Law.
This Agreement is governed by DIFC Law.
10. Termination
Either party may terminate with 30 days’ written notice. The Client remains liable for all work completed and expenses incurred up to the termination date.
Either party may terminate with 30 days’ written notice. The Client remains liable for all work completed and expenses incurred up to the termination date.
11. Non-Exclusivity
Nothing in this Agreement prevents Clustraq from marketing, developing, using, or performing similar services or products for other potential clients. Clustraq reserves the right to provide identical or similar technical solutions to competitors of the Client.
Nothing in this Agreement prevents Clustraq from marketing, developing, using, or performing similar services or products for other potential clients. Clustraq reserves the right to provide identical or similar technical solutions to competitors of the Client.
12. Publicity & Marketing
Clustraq may identify the Client as a customer and use the Client’s name, logo, and a general description of the solution provided in Clustraq’s marketing materials and website. Clustraq shall not disclose any sensitive, proprietary, or confidential technical data without the Client’s prior written consent.