TERMS & CONDITIONS / TERMS OF BUSINESS

CITI VETURE GROUP- FZCO
Registration No. DSC-FZCO-22428
License No. 24152
Legal Status: Freezone Company
Issuing Authority: Dubai Integrated Economic Zones Authority
Office Address: Building A1, Dubai Digital Park, Dubai Silicon Oasis, Dubai, United Arab Emirates.
Please read these Terms and Conditions / Terms of Business (“Terms”) carefully before instructing CITI VETURE GROUP- FZCO (License No. 24152).

1. INTRODUCTION

1.1These Terms and Conditions (“Terms” or “Terms of Business”) apply to all services provided by CITI VETURE GROUP- FZCO (“CVG”, “CVG UAE”, “we”, “us”, “our”) to any individual or entity (“Client”, “you”, “your”), unless expressly varied in writing.
1.2 By signing any agreement, contract, engagement letter, memorandum, or similar document or by paying any part of our fees, you confirm that you have read, understood and agreed to be bound by these Terms.
1.3 These Terms govern all instructions, agreements, addenda, variations, declarations, renewals and business dealings between CVG UAE and the Client. Unless expressly stated otherwise, these Terms apply to existing, continuing and future instructions and operate retrospectively to all ongoing/current instruction matters.
1.4 Your formal engagement of our services, whether by
(i) signing an agreement or engagement document,
(ii) issuing written or electronic confirmation of instruction, or
(iii) making any payment towards our fees constitutes full acceptance of and agreement to be bound by these Terms.
1.5 These Terms operate together with our Privacy Policy, Cookies Policy and Website Terms of Use published on our official website www.citiventuregroup.com or on any official CVG UAE social media platform. These may be updated without notice, and continued use of our services constitutes acceptance of the updated terms.

2. Scope of Services

2.1 CVG UAE provides non-regulated consultancy, coordination and administrative support services strictly within the permitted activities of its UAE Free Zone licence. These services are advisory and facilitative in nature and do not constitute regulated professional services. The principal service areas include the following:
Activities:
• Corporate Services Support (CSP)
• Project Management Services
• Immigration Services

A. Corporate Services Support (CSP)
Provision of non-regulated business support, consultancy and coordination services, including:
2.1.1 Business setup advisory, facilitation and administrative support in the GCC (including the United Arab Emirates, Saudi Arabia, Qatar, Kuwait, Bahrain and Oman) and internationally, including but not limited to offshore and international jurisdictions such as Singapore, Hong Kong, Switzerland, Cyprus, Malta, Estonia, Mauritius, the British Virgin Islands, the Cayman Islands, Seychelles, Panama, United States, and worldwide subject to applicable laws, third-party requirements and regulatory approvals.
2.1.2 UK business setup advisory and facilitation, delivered where required through independently licensed partners, including HMRC-registered agents.
2.1.3 Market research and strategic intelligence.
2.1.4 Business consultancy and business management consultancy.
2.1.5 Business analysis and operational strategy development.
2.1.6 Coordination of specialist legal services through independent licensed partners, where appropriate.

Note: CVG UAE does not provide legal advice, regulated corporate structuring, fiduciary services or any activity requiring professional authorisation. Such services are undertaken solely by independent licensed providers.

B. Project Management Services
Administrative and operational project management support, including:
2.1.7 Planning, coordination and oversight of project workflows.
2.1.8 Stakeholder and vendor coordination.
2.1.9 Progress tracking, documentation and reporting.
2.1.10 General implementation support.

Note: These services are administrative in nature and do not constitute regulated project consultancy, engineering, or technical services.

C. Immigration Services (Global Migration Consultancy)
Provision of non-regulated procedural and administrative assistance relating to immigration pathways in various jurisdictions, including but not limited to:
• The United Kingdom,
• European/Schengen states,
• Canada,
• United States,
• Australia,
• New Zealand,
• The GCC (including the United Arab Emirates, Saudi Arabia, Qatar, Kuwait, Bahrain and Oman) and other international destinations.
2.1.11 Document preparation assistance and collation.
2.1.12 Scheduling, submission coordination and communication support.
2.1.13 General procedural guidance relating to immigration processes.
2.1.14 Immigration Assistance & Governmental Decision-Making
• CVG UAE does not provide regulated immigration advice or representation in any jurisdiction.
• CVG UAE does not claim, imply or suggest that it provides, facilitates, supervises or delivers regulated UK immigration advice or services within or outside the United Kingdom.
• CVG UAE may assist Clients with global immigration matters through non-regulated administrative support and, where required, through its international partner network.
• Where a business plan or similar document is required for immigration, licensing, visa, or other governmental or regulatory purposes, the underlying business concept, commercial rationale, assumptions, and innovative elements must originate from the Client. CVG UAE does not devise, validate, or guarantee the viability, originality, or approval of any business idea. CVG UAE’s role is limited to compiling, structuring, and presenting information provided by the Client in a format suitable for submission, without providing regulated immigration, legal, or financial advice.
• CVG UAE and its partners prepare and submit applications in accordance with the Client’s instructions and in good faith; however, CVG UAE cannot influence, control, or guarantee any endorsement bodies, third-party, or governmental decisions.
• CVG UAE is not part of any government, embassy, consulate or immigration authority.
• CVG UAE is a private entity and does not have the authority to grant, issue, approve or guarantee the approval of any visa, immigration status, permit or governmental authorisation. All decisions relating to visas, permits and immigration applications rest exclusively with the relevant governmental or immigration authority.
2.1.15 Changes in Foreign or UK Immigration Laws, Policies or Visa Categories
• Services are provided based on legislation, policies, and procedural guidance that are publicly available at the time the Services are performed. CVG UAE is not responsible for any inaccuracy, impact, or consequence arising from subsequent or non-public changes to such laws or policies.
• If, before submission of the Client’s application, any relevant immigration authority (including UKVI or the Home Office) amends, suspends, restricts, or withdraws the applicable visa category, that route shall no longer be available. CVG UAE will notify the Client of such changes only once it becomes aware of them and may, where feasible, suggest alternative options consistent with the updated requirements.
• No delay in preparation or submission of an application, whether caused by the Client, CVG UAE, third parties, or circumstances beyond either party’s control, shall give rise to liability on the part of CVG UAE where, during such delay, the relevant visa route is amended, suspended, or withdrawn. The Client remains solely responsible for monitoring all applicable immigration updates, eligibility criteria, and procedural requirements.

D. Pakistan Law & Foreign Legal Support
Facilitative and administrative support relating to legal matters governed by Pakistan law, including:
2.1.16 Coordination of instructions, documentation and communication through Pakistan-based legal professionals.
All legal advice, representation, drafting or advocacy is performed strictly by licensed Advocates and law firms in Pakistan. CVG UAE does not provide foreign legal advice.
• Any assistance provided by CVG UAE in relation to Pakistan or any other foreign law is limited to liaison, coordination, or administrative support and does not constitute UAE or foreign legal services. All legal representation, filings, and formal legal work are carried out exclusively by duly licensed lawyers and authorised law firms in the relevant jurisdiction.
• CVG UAE may introduce or refer Clients to CHISTY LAW CHAMBERS LLP (Pakistan) or other foreign legal professionals. Each such entity operates as a separate and independent legal entity, acts entirely in its own capacity, and is not a subsidiary, branch, agent, or representative of CVG UAE.

E. Education Advisory Support
Provision of non-regulated educational guidance and coordination services, including:
2.1.17 Introductions to educational consultants, institutions and service providers.
2.1.18 Advisory support relating to educational pathways, programmes or institutional engagement.
CVG UAE does not issue academic qualifications, conduct assessments, or provide regulated educational services.

2.2 Service descriptions on the CVG UAE website or marketing materials are for general information purposes only. In the event of any inconsistency, these Terms and Conditions shall prevail.

2.3 Any bespoke or additional services must be expressly agreed in writing and documented in a Service Proposal, Engagement Letter, Memorandum of Understanding, or Contract. Such documents shall operate in conjunction with, and be governed by, these Terms and Conditions.

F. Non-Regulated Property Consultancy, Introductions & Jurisdictional Carve-Out

• CVG UAE may provide non-regulated consultancy, introductory, referral and administrative support services in relation to property and real estate investment opportunities outside the United Arab Emirates, including in other GCC countries and the United Kingdom, and internationally. Such services may include the provision of market information, high-level project overviews, introductions to developers or counterparties, referral arrangements, and general strategic or administrative support.
• In respect of property and real estate opportunities located within the United Arab Emirates, CVG UAE does not act as a licensed real estate broker or estate agent and is not registered with the Real Estate Regulatory Agency (RERA). Accordingly, CVG UAE does not undertake any activities in the UAE that require RERA registration. Where appropriate, CVG UAE may introduce or direct Clients to independent, RERA-licensed developers, brokers or associated partners for UAE-based property opportunities. Any regulated brokerage, marketing, negotiation or transactional activities in the UAE shall be carried out solely by such licensed third parties and not by CVG UAE.
Outside the United Arab Emirates, including in other GCC jurisdictions, the United Kingdom and internationally, CVG UAE may provide property-related consultancy, introductions or facilitation services to the extent permitted under applicable local laws and regulatory frameworks, and subject at all times to jurisdiction-specific requirements.
• CVG UAE acts solely as a non-regulated consultant, introducer or referral party, as applicable, and does not provide regulated financial advice, investment advice, legal advice, tax advice, estate agency services or fiduciary services under UAE law, RERA regulations, the UK Financial Services and Markets Act 2000, FCA rules, or any equivalent regulatory regime in any jurisdiction.
• CVG UAE does not guarantee the performance, value, return, completion, suitability or profitability of any property or investment opportunity and does not control, manage, market or underwrite any development or real estate project. Any agreement for purchase, lease, investment or participation is entered into directly between the Client and the relevant developer, broker or third party, and CVG UAE shall not be a party to such agreements unless expressly agreed in writing.
• All decisions are made entirely at the Client’s own discretion and risk. Clients are strongly advised to obtain independent, appropriately licensed legal, financial, tax and real estate advice prior to proceeding with any transaction.

3. Regulatory Status

3.1 CVG UAE operates exclusively as a non-regulated consultancy, administrative and advisory services provider under its UAE Free Zone licence.

3.2 CVG UAE is not a law firm, accounting or audit practice, immigration law practice, academic or educational institution, financial institution, nor a real estate broker licensed by the Real Estate Regulatory Agency (RERA) in the United Arab Emirates. CVG UAE does not provide any services that require licensing, authorisation, registration, or accreditation from the UAE Central Bank, the UAE Securities and Commodities Authority (SCA), the UAE Ministry of Justice, the UAE Ministry of Education, the UK Financial Conduct Authority (FCA), UK HM Revenue & Customs (HMRC), the UK Immigration Advice Authority (IAA), or any equivalent regulatory authority in any jurisdiction.

3.3 Any specialist legal, tax, accounting, immigration or regulated education-related services (including university admissions, visa processing or accredited training) are provided exclusively by independent third-party partners licensed in their respective jurisdictions.
These partners include, but are not limited to:
• Vertex-UK Ltd – UK Company No. 12085483
• Citi Venture Group Ltd – UK Company No. 11039098
• The Education Group (Oxford) Ltd – UK Company No. 10770525
• Chisty Law Chambers LLP (Pakistan) – Incorporation No. 0269333

3.4 CVG UAE acts solely as a facilitator or introducer when referring Clients to independent partners. CVG UAE does not supervise, manage, verify or assume responsibility for the quality, accuracy, outcomes or advice delivered by such partners.

4. Affiliates, Associated Entities & No Group or Cross-Liability Disclaimer

• CVG UAE may work in coordination or association with other legal entities in the United Arab Emirates, the United Kingdom, Pakistan, or other jurisdictions, including entities under common ownership, management, branding, name, logo, or operating from shared or coordinated premises. Each such entity is a separate and independent legal entity, solely responsible for its own operations, staff, officers, services, contracts, regulatory compliance, representations, advice, obligations, and liabilities.
• Any shared use of addresses, VOIP numbers, WhatsApp numbers, or other contact details by associated or affiliated entities is for communication or administrative convenience only. It shall not be construed as indicating shared offices, service provision, representation, agency, or any legal or operational connection, nor as implying that such entities provide services whether regulated or unregulated in each other’s jurisdictions.
• CVG UAE does not assume, accept, or incur any liability for any act, omission, statement, assurance, advice, service, contract, negligence, or outcome of any partner, affiliate, associated entity, or any entity described as part of a “group” solely for branding or marketing purposes, or their respective personnel.
• No such entity has any authority to bind or represent CVG UAE. Likewise, no other entity assumes any liability for the acts or services of CVG UAE.
• Any similarity of name, branding, ownership, management, address, personnel, referrals, introductions, or operational cooperation shall not create any partnership, agency, joint venture, corporate group responsibility, joint and several liability, cross-liability, or shared legal or financial obligation. Clients contract solely with the specific legal entity expressly named in their agreement, engagement letter, proposal, or invoice, and no contractual relationship, right of claim, or transfer of liability arises against any other entity under any circumstances.

These organisations, associate partners are:
(a) United Kingdom
i. Citi Venture Group Ltd – Company No. 11039098
ii. Vertex-UK Ltd – Company No. 12085483
iii. Shape & Space Ltd – Company No. 10769732
iv. Cloutech Innovations Ltd – Company No. 11222677
v. Chisty Law Chambers Ltd – Company No.10768907
vi. The Education Group (Oxford) Ltd – Company No. 10770525
Registered office: 1 Grace House, Bessborough Road, Harrow, England, HA1 3EX
(b) United Arab Emirates
i. Cloutech Innovations FZ-LLC – Licence No. 47009624
Office: T2-10-M, Amenity Centre – RAKEZ, Al Jazeera Al Hamra, RAK, UAE
(c) Pakistan
i. Chisty Law Chambers LLP – SECP Incorporation No. 0269333
Office: 2nd Floor, Almas Tower, MM Alam Road, Gulberg II, Lahore, Pakistan
4.1 Clarification of Entity Names, VOIP Numbers & Client Assumptions
4.1.1 CITI VENTURE GROUP – FZCO (Licence No. 24152) is a separate and independent legal entity from CITI VENTURE GROUP Ltd (UK Company No. 11039098) and from all other overseas partners or affiliates.
4.1.2 CITI VENTURE GROUP – FZCO provides UK immigration–related administrative support solely outside the United Kingdom and does not provide UK immigration advice or services within the UK, whether directly or in association with any other entity. It is not authorised or regulated by the UK Immigration Advice Authority (IAA) to provide regulated UK immigration advice.
4.1.3 Any similarity in entity names shall not be interpreted as implying that CITI VENTURE GROUP Ltd (UK Company No. 11039098) provides UK immigration advice or services.
The use of UK telephone numbers, VOIP numbers, WhatsApp numbers, UK address formats, or similar communication tools by overseas partners does not imply or evidence authorisation to provide regulated UK immigration advice.

5. Instructions, Contract Formation & Updates

5.1 A binding contract between the Client and CVG UAE is formed when any of the following occur, whichever happens first:
5.1.1 CVG UAE issues written confirmation accepting the Client’s instructions;
5.1.2 the Client signs an Engagement Letter, Service Agreement, MoU or Contract; or
5.1.3 the Client confirms acceptance of a Service Proposal and makes any required initial payment.

5.2 Each engagement is governed by:
5.2.1 these Terms and Conditions;
5.2.2 any Service Proposal, Engagement Letter or Contract issued to the Client; and
5.2.3 the relevant parts of CVG UAE’s Disclaimer and Website & Social Media Terms, where applicable to the subject matter.

5.3 CVG UAE may update these Terms from time to time. The version in force at the time of entering into a new engagement will apply to that engagement. For ongoing or long-term engagements, CVG UAE may notify the Client of any material changes; where permitted by law, the Client’s continued use of CVG UAE’s services following such notice shall constitute acceptance of the updated Terms.

5.4 In the event of any inconsistency:
5.4.1 these Terms and Conditions take priority over any marketing materials, website content or brochures; and
5.4.2 a signed Service Proposal, Engagement Letter or Contract will prevail over these Terms, but only to the extent of the conflict and only where expressly stated in writing.

6. Client Responsibilities

6.1 Information, Accuracy & Updates
The Client shall provide CVG UAE with all information, documents, records, evidence, and payments required to perform the Services. All information must be complete, accurate, truthful, authentic, and up to date, and the Client must promptly notify CVG UAE of any material change in circumstances, documents, personal details, or contact information.

6.2 Use and Disclosure of Information
The Client authorises CVG UAE to use, process, and disclose Client information for the purpose of delivering the Services, including disclosure to third parties such as immigration authorities, educational institutions, endorsement bodies, free zone authorities, government departments, overseas partners, and other service providers where reasonably required.

6.3 Third-Party Documentation
The Client is solely responsible, at their own cost, for obtaining any licence, permit, certificate, qualification, letter, or other documentation required by CVG UAE, any authority, partner, or third party.

6.4 Scope Changes & Additional Fees
Any change to the agreed scope of work or variation requiring additional work shall be subject to additional professional fees and third-party charges. CVG UAE is under no obligation to undertake additional or amended work until such fees are agreed in writing.

6.5 Reliance on Client Information
CVG UAE may rely on all information, documents, and declarations provided by or on behalf of the Client without independent verification and shall not be liable for any loss, delay, refusal, rejection, or consequence arising from inaccurate, incomplete, misleading, falsified, or forged information.

6.6 Client Warranties
The Client warrants, represents and undertakes that:
6.6.1 to the best of their knowledge, they have a clean criminal and personal record; and
6.6.2 all documents and information provided to CVG UAE are accurate, authentic and complete.

6.7 Failure to Comply
If the Client fails to provide required information, documents, or payments within specified or notified timeframes, CVG UAE may treat the Contract as null and void, all fees paid shall remain non-refundable, and CVG UAE shall have no further obligation to act.

6.8 Conduct
Abusive, threatening, intimidating, harassing, or unreasonable behaviour toward CVG UAE or its directors, staff, contractors, partners, or representatives may result in immediate suspension or termination of Services without refund and without prejudice to any legal rights.

6.9 Independent Advice
The Client is responsible for obtaining independent legal, tax, financial, or specialist advice where required. CVG UAE does not provide UK legal advice or any regulated professional advice unless expressly agreed in writing.

7. Liability for Third-Party Handling of Documents

7.1 CVG UAE is not liable for documents lost, damaged or misdirected by:
• courier companies,
• postal services,
• consular offices,
• immigration authorities, or
• any other third-party organisation.

8. Fees, Invoices, Contract Formation & Payments

8.1 Contract Formation & Fee Validity
Any quoted fee is indicative only and does not constitute a contractual offer. A binding contract arises when the earliest of the following occurs:
(a) CVG UAE issues written acceptance (including by email);
(b) the parties sign or countersign an agreement, engagement letter, or MoU; or
(c) the Client accepts a service proposal and makes the required initial payment.
Unless stated otherwise, quotations are valid for fourteen (14) days and may thereafter be amended or withdrawn at CVG UAE’s discretion.

8.2 Commencement of Services
Services will commence only upon receipt of cleared funds for the required fee or agreed initial stage payment, or in accordance with an agreed staged payment structure. Payment of the initial fee constitutes confirmation that the agreement is final, binding, and irrevocable.

8.3 Fees, Currency & Taxes
Fees are set out in the relevant quotation, proposal, or contract and may be fixed, staged, time-based, or hybrid. Unless stated otherwise, fees are quoted in AED and are exclusive of UAE VAT and other applicable taxes, which will be added where required by law. Fees quoted in other currencies are subject to Clause 8.14.

8.4 Invoicing & Payment Terms
Invoices are payable within seven (7) days of issue unless agreed otherwise. Late payment may result in suspension or termination of services, and CVG UAE may charge interest and reasonable recovery costs in accordance with applicable law.

8.5 Methods of Payment
Payments must be made in full, without set-off or deduction, by any method approved by CVG UAE, including bank transfer, card, standing order, cash (where permitted), approved payment gateways, or where expressly authorised digital assets in compliance with applicable UAE regulations.

8.6 Standing Orders & Recurring Payments
Cancellation of a standing order or recurring payment arrangement other than following lawful termination may incur a reinstatement fee of AED 1,000, together with any overdue sums.

8.7 No-Refund Policy
Unless expressly agreed in writing, all fees are strictly non-refundable in all circumstances, including withdrawal of instructions, refusal or delay by any authority, loss of eligibility, events beyond CVG UAE’s control, or breach by the Client. Where permitted by law, CVG UAE may remain entitled to the full contractual fee upon termination.

8.8 Client Withdrawal & Outstanding Charges
If the Client terminates instructions, CVG UAE may invoice for all work performed, non-cancellable third-party costs, and reasonable administrative charges. CVG UAE may retain Client documents until all outstanding sums are settled, to the extent permitted by law.

8.9 Disbursements & Third-Party Costs
The Client is responsible for all third-party costs and disbursements, including government fees, translations, professional partner fees, courier charges, and foreign authority costs. Such costs may fluctuate and will be charged at the actual amount incurred.

8.10 Variations & Ongoing Services
Material changes to scope or additional tasks may result in revised fees, notified in advance where practicable. For ongoing services, CVG UAE may apply periodic fee increases with not less than seven (7) days’ written notice.

8.11 Suspension for Non-Payment
CVG UAE may suspend or withhold services where payment is overdue, disputed, partially made, or reduced by bank or intermediary charges, without prejudice to its right to recover all sums due.

8.12 Acceptance & Binding Effect
Execution of any agreement or MoU renders these Terms binding. The Client may decline services before substantive work begins; however, any fees paid remain non-refundable in accordance with Clause 8.7.

8.13 Payment Accounts
Payments may be directed, where expressly stated, to accounts held by CVG UAE, its directors, or associated entities, as identified in the relevant invoice or agreement, and shall constitute valid discharge of the Client’s payment obligation.

8.14 Currency, Exchange & Foreign Charges
Unless stated otherwise, all fees are payable in AED. CVG UAE may invoice in other currencies, with exchange rates determined by its bank on the invoice date. The Client bears all bank charges, conversion costs, exchange losses, foreign taxes, and withholding taxes and shall gross up payments where required by law. Payments received after the due date or in a different currency may be adjusted for exchange-rate variations. Proof of payment must be provided on request, and services may be paused until funds are verified. No-refund provisions apply to all payments, including cash or digital asset payments.

9. Changes to Scope, Suspension, Termination & Assignment

9.1 Variations to Scope
Any change or addition to the agreed scope of work may result in revised or additional fees. CVG UAE is under no obligation to commence any varied or additional work until such fees are agreed in writing.

9.2 Commencement
These Terms and the Agreement commence on the date of execution by the Client, unless otherwise agreed in writing.

9.3 Suspension & Termination for Breach, Non-Payment or Misconduct
CVG UAE may suspend or terminate the Agreement immediately by written notice if the Client:
(a) commits a material breach of the Agreement or these Terms and, where capable of remedy, fails to rectify such breach within fifteen (15) days of notice;
(b) fails to pay any fee or invoice within fifteen (15) days of the due date or execution of the Agreement; or
(c) engages in conduct that is abusive, aggressive, unreasonable, unlawful, or reasonably likely to harm CVG UAE’s reputation, goodwill, or legitimate interests.
Suspension may occur without prior notice where payment is delayed, disputed, or overdue.

9.4 Termination for Convenience
Either party may terminate the Agreement for convenience by giving not less than thirty (30) days’ written notice, subject to all outstanding sums being paid in full.

9.5 Client Withdrawal
The Client may terminate instructions at any time by written notice; however:
• all fees paid are strictly non-refundable;
• the Client remains liable for the full contractual fee (to the extent permitted by law); and
• all non-cancellable third-party costs remain payable.
9.6 Consequences of Termination
Upon suspension or termination for any reason:
• all outstanding fees, expenses and disbursements become immediately due and payable;
• CVG UAE is entitled to fees for completed work and reasonable compensation for work in progress;
• no refunds shall be issued; and
• CVG UAE shall not be liable for any loss or consequence arising from the Client’s decision to terminate, dispute, or discontinue the Agreement.

9.7 Dispute-Related Suspension
In the event of any dispute, CVG UAE may suspend or terminate Services immediately, without prejudice to its rights to recover all sums due.

9.8 Retention of Documents
CVG UAE may retain the Client’s documents, data and work product until all outstanding fees and costs are settled, after which records will be retained or securely destroyed in accordance with CVG UAE’s data-retention policies and applicable law.

9.9 Assignment
The Client may not assign, transfer or subcontract any rights or obligations under the Agreement without CVG UAE’s prior written consent. CVG UAE may assign or subcontract its obligations, remaining responsible for its subcontractors’ acts and omissions.

9.10 Survival
Clauses relating to fees, payments, limitation of liability, indemnity, confidentiality, data protection, intellectual property and records retention shall survive termination or expiry of the Agreement.

10. Confidentiality, Data Protection, Client Conduct & Compliance

A. Confidentiality
10.1 Confidential Information
Each party shall keep confidential all information disclosed by the other that is reasonably understood to be confidential, including business, financial, technical, personal, commercial, operational and strategic information, whether provided orally, electronically or in writing.
10.2 Permitted Disclosure
Confidential Information may be disclosed only where necessary to perform the Services, required by applicable law, court order, governmental or regulatory authority, free zone authority, or AML obligations, to protect or enforce CVG UAE’s legal rights, or where expressly authorised in writing.
10.3 Client Obligations
The Client shall use CVG UAE’s Confidential Information solely for the purposes of the Agreement and shall not disclose it to any third party, including family members or business associates, without CVG UAE’s prior written consent.
10.4 Return and Survival
Upon request, the Client shall return or securely destroy CVG UAE’s Confidential Information. Confidentiality obligations survive termination or expiry of the Agreement.

B. Data Protection, AML & Regulatory Compliance
10.5 Data Protection
CVG UAE complies with applicable UAE data-protection laws, including Federal Decree-Law No. 45 of 2021 (UAE PDPL) and relevant free zone regulations. Personal data is processed in accordance with CVG UAE’s Privacy Policy.
10.6 Information Sharing
CVG UAE may share Client information with authorities, overseas partners, professional advisers (for administrative purposes only), service providers, educational institutions, endorsement bodies or free zone authorities where reasonably required to deliver the Services or comply with legal obligations. CVG UAE is not responsible for the acts or omissions of such third parties.
10.7 AML, Identity Verification & Reporting
CVG UAE may conduct identity verification, sanctions screening, CDD/EDD and fraud-prevention checks and may disclose information to regulators, financial institutions or law-enforcement bodies as required by UAE law. CVG UAE shall not be liable for unlawful acts committed by the Client and the Client shall indemnify CVG UAE for losses arising from the Client’s misconduct or non-compliance.

C. Client Conduct, Restrictions & Remedies
10.8 Non-Interference & Delegation
The Client shall not subcontract, assign, delegate or interfere with the Services, CVG UAE’s processes, staff, partners or representatives without CVG UAE’s prior written consent.
10.9 Prohibited Conduct
Abusive, threatening, intimidating, defamatory, harassing, hostile, unlawful or unreasonable conduct—whether in person, online or otherwise—towards CVG UAE or its personnel constitutes a material breach.
10.10 Cyber Misuse & Online Conduct
The Client shall not publish false or harmful content about CVG UAE, engage in cyber misuse, attempt unauthorised access to systems, or undertake any activity that damages CVG UAE’s reputation, systems or personnel.
10.11 Remedies
In the event of any breach of this Section, CVG UAE may immediately suspend or terminate the Agreement without notice, retain all fees paid, restrict access, report the matter to competent authorities, and pursue injunctive relief, damages or any remedy available under UAE law. The Client shall indemnify CVG UAE for all resulting losses, costs and liabilities.

D. Accuracy of Client Information
10.12 Reliance on Client Information
CVG UAE may rely on all information and documents supplied by the Client without independent verification. The Client is solely responsible for ensuring accuracy, completeness and truthfulness.
10.13 Consequences of Inaccuracy
CVG UAE shall not be liable for any loss, delay, refusal or adverse outcome arising from inaccurate, incomplete, misleading, falsified or forged information. Where such issues prevent proper service delivery, CVG UAE may suspend or terminate the Services without refund.

11. Third-Party Professionals & Referrals

11.1 Where CVG UAE introduces, refers, or connects the Client to any third-party professional or service provider (including immigration advisers, law firms, accountants, consultants, educational institutions, or overseas providers), any engagement or contract is entered into solely between the Client and that third party.
11.2 CVG UAE does not supervise, manage, control, endorse, verify, or assume any responsibility or liability for the acts, omissions, advice, services, performance, fees, or outcomes of any third party. The Client remains solely responsible for conducting their own due diligence, including reviewing the third party’s regulatory status, qualifications, terms, fees, and scope of services.
11.3 CVG UAE may receive or pay referral fees or commissions in connection with such introductions; however, this does not constitute an endorsement, guarantee, agency, partnership, or joint venture, nor does it affect the Client’s responsibility to assess the suitability of the third-party provider, which operates independently under its own legal and regulatory obligations.

12. Internet, Technical, Security & Online Marketing Services

12.1 Technical & Platform Services
Where CVG UAE provides web-based, online, digital, technical, or platform-related services, it may update, modify, or maintain technical components from time to time to ensure functionality, compatibility, or security. Basic updates may be provided at CVG UAE’s discretion. Any major upgrades, redesigns, integrations, enhancements, or development work may incur additional fees, which will be notified in advance where practicable.
12.2 Security & Cyber Risk
Unless expressly agreed otherwise in a separate written agreement, CVG UAE accepts no responsibility or liability for any cyber incident, security breach, malware, hacking, unauthorised access, data compromise, or disruption affecting any website, system, platform, or digital asset. In all cases, CVG UAE’s liability is strictly limited to the scope expressly agreed in writing.
12.3 Online Marketing & Advertising
Where online marketing, advertising, analytics, or promotional services form part of the agreed scope, the Client acknowledges that laws, regulations, platform policies, compliance rules, and third-party requirements may change at any time and may affect existing or previously approved materials. CVG UAE shall not be liable for any restriction, removal, delay, loss, disruption, cost, or reputational impact arising from such changes.
12.4 External Platform & Regulatory Changes
While CVG UAE may use reasonable efforts to update materials when notified of relevant changes, it does not guarantee ongoing approval, visibility, performance, or compliance of online content, nor does it assume liability for outcomes resulting from factors beyond its reasonable control.

13. Delivery, Performance & Completion

13.1 Standard of Performance & Timeframes
CVG UAE shall provide the Services with reasonable skill, care, and professionalism. Any dates, milestones, timelines, or schedules provided are estimates only and are not binding unless expressly agreed in writing. Time shall not be of the essence unless explicitly stated, and delay shall not constitute a breach.
13.2 Delays & Events Beyond Control
CVG UAE shall not be liable for any delay, suspension, or failure in performance arising from circumstances beyond its reasonable control, including changes in laws, regulations, criteria, fees or procedures, force-majeure events, or the acts or decisions of third-party authorities, institutions, or partners. Any termination arising from such delays shall not entitle the Client to a refund or compensation.
13.3 Client-Caused Delays
CVG UAE is not responsible for delays caused by the Client, including failure to provide timely, accurate, or complete information, lack of cooperation, changes in circumstances, or Client negligence. Such delays do not entitle the Client to reject Services, claim refunds, or repudiate the Agreement.
13.4 Applications & Third-Party Decisions
Where Services involve applications to immigration authorities, educational institutions, endorsement bodies, free zone authorities, or other third parties, CVG UAE may assist in preparation or submission but does not guarantee or predict any outcome. All decisions remain solely at the discretion of the relevant authority, and CVG UAE shall not be liable for refusals, delays, withdrawals, or adverse outcomes, including changes to eligibility criteria, programme availability, processing times, fees, or requirements.
13.5 Conflicts & Communication
If a potential or actual conflict of interest arises, CVG UAE may seek further instructions and determine, at its discretion, whether to continue acting. Communications will be sent to the most recent contact details provided, and CVG UAE shall not be liable for consequences arising from outdated contact information or reliance on unrelated third-party information.
13.6 Completion of Services
Services are deemed completed when CVG UAE has performed the agreed work, delivered or submitted the relevant deliverables, or notified the Client that the work product is ready for review or use.
13.7 Force Majeure
Where performance becomes impossible or materially impracticable due to a force-majeure event, CVG UAE may suspend or vary the Services or treat the Agreement as discharged, without liability or refund obligation.

14. Warranties

14.1 Client Warranties
The Client warrants, represents, and undertakes that all documents and information provided are lawfully supplied, complete, accurate, genuine, and not misleading; that no materials are unlawful, fraudulent, defamatory, discriminatory, or harmful; and that such materials do not infringe the rights of any third party.
14.2 Reliance on Client Information
CVG UAE may rely on all information, statements, and documents provided by the Client without independent verification. The Client accepts full responsibility for all consequences arising from inaccurate, incomplete, outdated, misleading, falsified, or forged information.
14.3 CVG UAE Warranty & Exclusions
CVG UAE warrants only that it will perform the Services with reasonable skill, care, and professionalism appropriate to a non-regulated consultancy provider. No other warranties, express or implied, are given, and CVG UAE does not guarantee any outcome, including visas, immigration status, licences, permits, approvals, endorsements, admissions, enrolments, eligibility criteria, fees, processes, or the decisions or performance of any third party.
14.4 Remedies for Breach
If the Client breaches any warranty under this Section, CVG UAE may suspend or terminate the Agreement immediately, refuse to continue work, retain all fees paid, and recover any loss, damage, cost, or expense suffered as a result.

15. Intellectual Property

15.1 Ownership
Unless expressly agreed otherwise in writing, all Intellectual Property Rights arising from or in connection with the Services—including documents, templates, reports, methodologies, processes, systems, software, digital content, know-how, and materials—shall vest in and remain the exclusive property of CVG UAE or its licensors. No ownership rights are transferred to the Client.
15.2 Limited Licence
Subject to full payment of all fees, CVG UAE grants the Client a non-exclusive, non-transferable, non-assignable, revocable licence to use the deliverables solely for the Client’s internal use and only in relation to the specific matter for which they were created. The licence does not permit reuse, sharing, commercial exploitation, or use for any other purpose and may be withdrawn upon breach.
15.3 Prohibited Use
Without CVG UAE’s prior written consent, the Client shall not copy, modify, distribute, disclose, resell, sublicense, reverse engineer, or create derivative works from any CVG UAE materials, nor remove any proprietary notices. Any unauthorised use constitutes a material breach.
15.4 Third-Party IP
Any third-party intellectual property incorporated into the deliverables remains the property of the relevant owner and is subject to its licence terms. No additional rights are granted to the Client.
15.5 Termination of Licence
The licence terminates automatically upon expiry or termination of the Agreement, non-payment, or breach. Upon termination, the Client must immediately cease use and return or securely destroy all copies upon request. CVG UAE reserves the right to seek injunctive relief or damages.
15.6 Reservation of Rights
All rights not expressly granted are reserved by CVG UAE.

16. Force Majeure

16.1 Force Majeure Events
A Force Majeure Event includes any circumstance beyond CVG UAE’s reasonable control that prevents, delays, or renders performance impracticable, including pandemics, public-health emergencies, government or regulatory actions, changes in law or policy, travel restrictions, natural disasters, conflicts, labour disruptions, infrastructure or IT failures, and comparable events.
16.2 Effect of Force Majeure
CVG UAE shall not be liable for any delay, suspension, or failure in performance caused by a Force Majeure Event and may suspend performance, extend deadlines, vary the scope, or terminate the Agreement without liability.
16.3 Third-Party Decisions & Losses
CVG UAE is not liable for any delay, refusal, rejection, or disruption by third-party authorities or service providers arising from a Force Majeure Event, nor for any indirect, economic, financial, or consequential losses, including loss of profit, opportunity, or costs of reapplication.
16.4 Extended Force Majeure
Where a Force Majeure Event renders performance impossible or commercially impracticable for a prolonged period, CVG UAE may terminate the Agreement by written notice. All fees paid remain non-refundable, and the Client remains liable for fees accrued up to termination.
16.5 No Third-Party Rights
No third party shall have any rights to enforce this clause, except as required by UAE law.

COVID-19 Informative Note (Non-Contractual)
This note is for general information only and does not form part of the Agreement. Pandemics, including COVID-19 and comparable future outbreaks, are expressly included within the definition of a Force Majeure Event.
Pandemics, including COVID-19 and any future comparable outbreaks, are expressly included within the definition of a Force Majeure Event.

17. Limitation of Liability

17.1 Non-Excludable Liability
Nothing in these Terms shall exclude or limit liability for fraud or fraudulent misrepresentation, wilful misconduct, death or personal injury caused by negligence (where unlawful to exclude), or any liability which cannot lawfully be limited or excluded under UAE law.
17.2 Financial Cap
Subject to clause 17.1, CVG UAE’s total aggregate liability arising under or in connection with the Agreement, whether in contract, tort (including negligence), misrepresentation, breach of statutory duty or otherwise, shall not exceed the total fees actually paid by the Client for the specific engagement giving rise to the claim.
17.3 Excluded Losses
To the fullest extent permitted by UAE law, and subject to clause 17.1, CVG UAE shall not be liable for any indirect, special, punitive or consequential loss, or for any loss of profit, revenue, business, opportunity, goodwill, anticipated savings or economic advantage, nor for losses arising from:
• decisions, delays or actions of any authority, institution or third party;
• changes in law, policy, criteria, procedures or fees;
• force-majeure events, pandemics or natural disasters;
• delays or termination initiated by the Client; or
• inaccurate, incomplete, misleading, falsified or forged information supplied by the Client.
17.4 Performance & Delay
CVG UAE shall perform the Services with reasonable professional skill and care. Any timelines or delivery dates are estimates only unless expressly agreed in writing. CVG UAE shall not be liable for delays or non-performance caused by circumstances beyond its reasonable control or third-party requirements. Any termination arising from such delays shall not entitle the Client to any refund or compensation.
17.5 Force Majeure
CVG UAE shall not be liable for any failure or delay in performance to the extent caused by a Force Majeure Event.
17.6 Reasonableness
The Client acknowledges that the exclusions and limitations in this Section are reasonable and proportionate having regard to the nature of CVG UAE’s services, the fees charged, and reliance on third-party decision-makers.
17.7 No Personal Liability
To the fullest extent permitted by UAE law, no director, officer, employee, consultant, agent or representative of CVG UAE shall incur any personal liability in connection with the Services or the Agreement.

18. Indemnity

18.1 Client Indemnity
The Client shall fully indemnify and hold harmless CVG UAE, its directors, officers, employees, consultants and agents from and against all claims, losses, liabilities, damages, costs, expenses (including full legal fees), actions or proceedings arising out of or in connection with:
• any breach of these Terms or the Agreement by the Client;
• any act, omission, misconduct, negligence or default of the Client or persons acting on the Client’s behalf;
• inaccurate, incomplete, misleading, falsified or forged information or documents supplied by the Client;
• CVG UAE’s reliance on the Client’s instructions, declarations or information;
• any unlawful, improper or suspicious activity by the Client, including AML/CTF breaches;
• infringement of intellectual-property rights, breach of confidentiality, or violation of applicable laws; or
• any content, data or materials provided or published by the Client that are unlawful, defamatory, harmful or infringing.
18.2 Reliance on Client Information
CVG UAE may rely entirely on information and documents provided by the Client without verification. The Client remains solely responsible for their accuracy and for all consequences arising from their use.
18.3 Scope & Survival
The indemnities in this Section apply to claims arising in contract, tort (including negligence), breach of statutory duty or otherwise, are cumulative, and shall survive termination or expiry of the Agreement.

19. Ongoing Services, Renewal, Assignment, Termination & Client Conduct

19.1 Ongoing Services & Renewal
Where CVG UAE provides ongoing, retained or recurring services, the minimum contractual term shall be twelve (12) months from commencement unless otherwise agreed in writing. The Agreement shall automatically renew for successive twelve (12)-month periods unless the Client gives not less than one (1) month’s prior written notice of non-renewal. All fees for any renewal period become payable upon renewal.
19.2 Assignment & Subcontracting
The Client may not assign, transfer, subcontract or dispose of any rights or obligations under the Agreement without CVG UAE’s prior written consent, and any unauthorised assignment shall be void. CVG UAE may subcontract or delegate performance of the Services at its discretion and remains responsible for its subcontractors in respect of the contracted Services.
19.3 Termination
Either party may terminate the Agreement by written notice. Upon termination for any reason, all accrued fees, disbursements and expenses become immediately payable, all fees paid remain non-refundable, and CVG UAE may retain Client documents, data or materials until all outstanding sums are settled, to the extent permitted by UAE law.
19.4 Immediate Suspension or Termination for Conduct
CVG UAE may suspend or terminate the Agreement immediately and without notice where the Client engages in abusive, threatening, harassing, defamatory, aggressive or inappropriate conduct, or where the Client’s behaviour harms or is reasonably likely to harm CVG UAE’s reputation, goodwill or legitimate interests, or constitutes misconduct under these Terms. All fees paid remain non-refundable and outstanding sums remain payable.
19.5 Client Restrictions & Conduct
The Client shall not interfere with or attempt to influence CVG UAE’s performance of the Agreement, exert undue pressure on CVG UAE or its personnel, or engage any third party to act in relation to the Services without CVG UAE’s prior written consent. CVG UAE retains sole discretion to determine whether conduct is inappropriate or harmful.
19.6 Appointments, Access & Identity Verification
All visits to CVG UAE or any affiliated, associated or partner premises are strictly by prior confirmed appointment. For security, AML/CTF, regulatory and data-protection purposes, Clients and visitors must provide valid photographic identification and any requested verification before any meeting or document handover. CVG UAE may refuse access or services where identification is not provided, appointments are not confirmed, security protocols are breached, or behaviour is inappropriate, and such refusal shall not constitute a breach or give rise to any claim, liability, refund or compensation.
19.7 Remedies for Breach
If the Client breaches the Agreement or causes loss or detriment to CVG UAE, CVG UAE may, without prejudice to any other rights, suspend or terminate the Agreement, retain all fees paid, recover losses and legal costs, seek injunctive or protective relief, and pursue any remedies available under UAE law. All remedies are cumulative.

20. Fee Payments, Third-Party Accounts & Compliance

20.1 Payment Routing via Overseas Partner Accounts
CVG UAE may, at its discretion, permit the Client to remit fees payable to CVG UAE into a designated bank account of an overseas partner, affiliate, or associated entity, or accept payments intended for such entities into a CVG UAE account, strictly as an administrative convenience. Any such arrangement does not alter the contractual relationship, which remains exclusively between the Client and the relevant contracting entity, nor does it create any service obligation, contract, or legal relationship with any other entity unless expressly agreed in writing.
20.2 No Assumption of Liability or Relationship
The receipt, transfer, or facilitation of payments shall not constitute any assumption of responsibility, liability, oversight, endorsement, supervision, or control by CVG UAE in respect of any overseas partner’s services, nor vice versa. No partnership, joint venture, agency, fiduciary relationship, mutual guarantee, or shared liability is created. Each entity remains a separate and independent legal entity, solely responsible for its own services, acts, omissions, and obligations.
20.3 AML, Sanctions & Compliance Checks
All payments made to or facilitated by CVG UAE are subject to applicable UAE AML, CTF, sanctions, and financial-crime compliance requirements. CVG UAE may, at its sole discretion and in good faith, suspend, delay, decline, freeze, return, or report any payment where verification of identity, source or purpose of funds is unsatisfactory, documentation is not provided, or compliance concerns arise, including reporting to the UAE Financial Intelligence Unit where required by law.
20.4 No Liability for Compliance Actions
CVG UAE shall not be liable for any delay, refusal, suspension, return, or non-processing of funds resulting from compliance checks, verification procedures, regulatory requirements, or actions taken to comply with UAE law. No refund, compensation, or liability shall arise from such actions.
20.5 Administrative Facilitation Only
Any facilitation of payments between Clients and overseas partners is administrative only and does not impose any duty of care, monitoring, supervision, or verification obligation on CVG UAE in respect of the services or performance of any other entity.

21. Complaints

21.1 Informal Resolution
CVG UAE aims to provide services with professionalism and care. Any concerns or dissatisfaction should first be raised informally with the Client’s primary point of contact to allow prompt resolution.
21.2 Formal Complaints
If a matter is not resolved informally, the Client may submit a written complaint to CVG UAE’s management by email to admin@citiventuregrup.com or by post to CVG UAE’s office address. CVG UAE will acknowledge receipt and endeavour to provide a substantive response within a reasonable period, normally within ninety (90) working days, depending on the nature and complexity of the complaint. This procedure is internal only and does not imply any regulatory oversight or regulated complaints framework.

22. Affiliates, Associated Entities & Global Liability Disclaimer

22.1 Independent Legal Status
CITI VENTURE GROUP – FZCO (Licence No. 24152) (“CVG UAE”) may maintain commercial, administrative, branding or referral associations with independently registered entities in the United Arab Emirates, the United Kingdom, Pakistan or other jurisdictions. Such associations are commercial in nature only and do not create any partnership, joint venture, agency, parent–subsidiary relationship, group control, or shared liability. Each entity remains legally and financially independent.
22.2 Use of Contact Details & Enquiries
Where CVG UAE contact details are displayed or used by associated or affiliated entities, this does not imply common identity, control, supervision, or shared responsibility. Enquiries received by CVG UAE through such contact details may, at CVG UAE’s discretion, be addressed by providing basic or administrative information, information relating solely to CVG UAE’s licensed services, or referral back to the relevant entity. CVG UAE is not responsible for, and does not guarantee or negotiate, any services provided by other entities unless expressly agreed in writing with the Client.
22.3 No Liability & Withdrawal of Permission
CVG UAE does not assume any liability for the services, advice, representations, acts or omissions of any associated or affiliated entity. CVG UAE may withdraw permission for the use of its contact details at any time without liability.

23. Accuracy of Online Content & No Personal Liability

23.1 Informational Nature of Online Content
CVG UAE takes reasonable care to ensure that information published on its website, social-media platforms, policies, terms and marketing materials (“Online Content”) is accurate at the time of publication. All Online Content is provided for general information purposes only and does not constitute legal, professional, financial, immigration, regulatory or compliance advice.
23.2 No Warranty or Reliance
CVG UAE makes no warranty that Online Content is complete, current, error-free or free from omissions or technical inaccuracies. Laws, regulations and governmental or free-zone procedures may change without notice, and Online Content may not reflect the most recent position. Users must not rely on Online Content as a substitute for professional advice.
23.3 Limitation of Liability
To the fullest extent permitted by UAE law and applicable free-zone regulations, CVG UAE shall not be liable for any loss, damage, cost or inconvenience arising from the use of, or reliance upon, Online Content. Any errors or inaccuracies shall be deemed inadvertent and non-intentional.
23.4 No Personal Liability
Any liability arising in connection with Online Content (if any) shall attach solely to CVG UAE as a corporate entity. To the maximum extent permitted by law, no director, officer, shareholder, employee, consultant or agent of CVG UAE shall bear any personal liability or owe any personal duty of care to users of Online Content.
23.5 Statutory Rights
Nothing in this Section excludes or limits any liability which cannot lawfully be excluded or limited under applicable UAE law.

24. Governing Law, Jurisdiction & Regulatory Compliance

24.1 Governing Law
These Terms, the Agreement, and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of the United Arab Emirates, as applied in the relevant UAE Free Zone in which CVG UAE is registered.
24.2 Jurisdiction
The courts of the United Arab Emirates shall have exclusive jurisdiction to resolve any dispute arising out of or in connection with these Terms or the Agreement. CVG UAE reserves the right to bring proceedings in any other court of competent jurisdiction where necessary to protect or enforce its rights.
24.3 No Third-Party Rights
No third party shall have any right to enforce, rely upon, or benefit from any provision of these Terms, and no third-party rights shall arise under any applicable UAE law or doctrine.
24.4 Severability
If any provision of these Terms is held to be invalid, unlawful, or unenforceable under applicable UAE law, it shall be modified to the minimum extent necessary to render it enforceable or, if not possible, severed. The remaining provisions shall continue in full force and effect.
24.5 AML, CTF & Sanctions Compliance
CVG UAE complies with applicable UAE anti–money laundering, counter-terrorist financing and sanctions laws, including Federal Decree-Law No. 20 of 2018 and its implementing regulations. CVG UAE may request verification information, suspend or refuse transactions, return payments, and report suspicious activity to the UAE Financial Intelligence Unit or other competent authority as required by law.

Final Provision: Accessibility & Electronic Execution

FP.1 Integrated Terms & Accessibility
These Terms and Conditions form an integral and binding part of this Agreement and are provided in full with this document. An identical version is also available on the CVG UAE website for reference.
FP.2 Electronic Format & Readability
This Agreement, including all incorporated Terms and Conditions, is provided in PDF format for electronic signature. The Client is responsible for ensuring readability, including enlarging or adjusting the document as required before signing.
FP.3 Client Acknowledgement
By signing this or any agreement or memorandum of understanding with CVG UAE, whether electronically or otherwise, the Client confirms that they have received the complete document in a readable format, have fully reviewed and understood its contents, and expressly accept all terms and conditions contained herein.

CITI VENTURE GROUP – FZCO (License No. 24152) © 2025. All rights reserved.