These General Terms and Conditions govern all legal transactions between the client (the “Principal”) and 1Stop Connect LLC-FZ (the “Agent”). By engaging our services or submitting an enquiry form on this website, you acknowledge and accept these terms in full.
1. General Terms and Conditions
1.1 All legal transactions between the Principal and the Agent (1Stop Connect LLC-FZ — hereinafter referred to as “Agent”) shall be exclusively subject to these General Terms and Conditions. The version valid at the time the Contract is executed shall be applicable.
1.2 These General Terms and Conditions shall also apply to any future contractual relationships even if these General Terms and Conditions are not expressly referred to in collateral contracts.
1.3 Any conflicting General Terms and Conditions on the part of the Principal shall be invalid unless they have been explicitly accepted in writing by the Agent.
1.4 If any provision of these General Terms and Conditions is or becomes invalid, the other provisions and any contracts executed pursuant to these provisions shall not be affected thereby. The invalid provision shall be replaced by a provision that best corresponds to the intention and economic purpose of the invalid provision.
2. Scope of Consulting Assignments / Representation
2.1 The scope of each particular consulting assignment shall be individually agreed by contract.
2.2 The Agent shall be entitled to subcontract, in whole or in part, the services for which the Agent is responsible to third parties. Payment of said third parties shall be effected exclusively by the Agent. No contractual relationship of any kind shall exist between the Principal and said third party.
2.3 During the validity of this Contract and for a period of three years after termination thereof, the Principal shall agree not to enter into any kind of business transactions with persons or organisations the Agent employs to perform the Agent’s contractual duties. In particular, the Principal shall not employ said persons or organisations to render consulting services the same or similar to those offered by the Agent.
3. Principal’s Obligation to Provide Information / Declaration of Completeness
3.1 The Principal shall ensure that during the performance of the consulting assignment, organisational conditions in the Principal’s place of business allow the consulting process to proceed in a timely and undisturbed manner.
3.2 The Principal shall also inform the Agent in detail about previously conducted and/or currently active consulting projects, including those in other areas of competency.
3.3 The Principal shall, in a timely manner and without special request on the part of the Agent, provide the Agent with all documents necessary to fulfil and perform the consulting assignment and shall inform the Agent of all activities and conditions pertinent to the performance of the consulting assignment. This includes all documents, activities, and conditions that become known or available during the performance of the consulting assignment.
3.4 The Principal shall ensure that all employees as well as any employee representation (works council) provided by law, if established, are informed of the Agent’s consulting activities prior to the commencement of the assignment.
3.5 The Principal warrants that all information, documents, and representations provided to the Agent are accurate, complete, and not misleading. In the event that incorrect, incomplete, or fraudulent information provided by the Principal results in delays, rejection of applications, additional costs, or failure to achieve the intended outcome, the Agent shall bear no liability whatsoever and shall remain entitled to full remuneration as agreed.
3.6 Where the Agent’s services are dependent on approvals, decisions, or actions by UAE government authorities, free zone regulators, banks, or other third parties, the Agent shall not be liable for delays, refusals, or adverse outcomes attributable to such third parties. Processing timelines communicated by the Agent are estimates only and do not constitute a guarantee of outcome or timing.
4. Maintenance of Independence
4.1 The Contracting Parties shall be committed to mutual loyalty.
4.2 The Contracting Parties shall be obligated to take all necessary measures to ensure that the independence of all persons working for the Agent and/or of any third parties employed by the Agent is not jeopardised. This applies particularly to any employment offers made by the Principal or the acceptance of assignments on their own account.
5. Reporting / Obligation to Report
5.1 The Agent shall be obligated to report to the Principal on the progress of services performed by persons working for the Agent and/or any third parties employed by the Agent.
5.2 The Agent shall deliver the final report in a timely manner — depending on the type of assignment, two to four weeks after completion of the assignment.
5.3 The Agent shall not be bound by directives while performing the agreed service and shall be free to act at the Agent’s discretion and under the Agent’s own responsibility. The Agent shall not be required to work in a particular place or to keep particular working hours.
6. Protection of Intellectual Property
6.1 The Agent shall retain all copyrights to any work done by the Agent and/or by persons working for the Agent and/or by third parties employed by the Agent (including but not limited to tenders, reports, analyses, expert opinions, organisation charts, programs, performance descriptions, drafts, calculations, drawings, data media, etc.). During the contract period and after termination thereof, the Principal may use these materials exclusively for the purposes described under the Contract. Therefore, the Principal shall not be entitled to copy or distribute these materials without the explicit consent of the Agent. Under no circumstances shall the Agent be liable to third parties, in particular for the accuracy of the material, in the event of unauthorised copying or distribution of the material.
6.2 In the event of any violation of these provisions by the Principal, the Agent shall be entitled to immediate termination of the contractual relationship and to assert any other statutory claims, in particular claims for omission and/or damages.
7. Warranty
7.1 The Agent shall be entitled and obligated, regardless of fault, to correct any errors and/or inaccuracies in the Agent’s work that have become known subsequently. The Agent will immediately inform the Principal thereof.
7.2 This right of the Principal expires six months after completion of the respective service.
8. Liability / Damages
8.1 With the exception of personal injuries, the Agent shall be liable to the Principal for damages only to the extent that these are the result of serious fault (intention or gross negligence). Correspondingly, this also applies to damages resulting from third parties employed by the Agent.
8.2 Any claim for damages on the part of the Principal may only be enforced by law within six months after they have gained knowledge of the damage and the liable party, but no later than three years after the incident upon which the claim is based.
8.3 The Principal shall furnish evidence of the Agent’s fault.
8.4 If the Agent performs the required services with the help of third parties, any warranty claims and claims for damages that arise against the third party shall be passed on to the Principal. In this case, the Principal shall primarily refer to the third party.
8.5 The total aggregate liability of the Agent to the Principal under or in connection with this Contract, whether arising in contract, tort, negligence, breach of statutory duty, or otherwise, shall in no circumstances exceed the total fees actually paid by the Principal to the Agent under the relevant engagement in the twelve (12) months preceding the event giving rise to the claim.
8.6 The Agent shall not be liable for any indirect, consequential, special, or punitive damages, loss of profits, loss of business, loss of anticipated savings, or any other economic loss, even if the Agent has been advised of the possibility of such damages.
8.7 The Agent shall not be liable for any failure to perform, or delay in performance of, any obligations under this Contract that is caused by circumstances beyond the Agent’s reasonable control, including but not limited to acts of God, changes in UAE law or government regulation, acts or decisions of UAE government authorities or free zone bodies, bank refusals, strikes, or pandemics (“Force Majeure”). In such circumstances the Agent shall be entitled to full remuneration for services performed to date.
9. Confidentiality / Data Protection
9.1 The Agent shall be obligated to maintain complete confidentiality concerning all business matters made known to the Agent in the course of services performed, especially trade and company secrets and any other information concerning the type and/or scope of business and/or practical activities of the Principal.
9.2 Furthermore, the Agent shall be obligated to maintain complete confidentiality towards third parties concerning the content of the work completed, as well as any information and conditions that contributed to the completion of the work, particularly concerning data on the Principal’s clients.
9.3 The Agent shall not be obligated to maintain confidentiality towards any person working for the Agent or representatives of the Agent. However, the Agent is required to obligate such persons to maintain complete confidentiality and shall be liable for any violation of confidentiality on their part in the same way as if the Agent had breached confidentiality.
9.4 The obligation to maintain confidentiality shall persist indefinitely even after termination of this Contract. This shall not apply in case the Agent is legally required to disclose information.
9.5 The Agent shall be entitled to use any personal data entrusted to the Agent for the purposes of the services performed. The Agent shall guarantee the Principal that all necessary measures will be taken, especially those regarding applicable UAE data protection law and the UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data (PDPL), e.g. that declarations of consent are obtained from the persons involved. For full details of how personal data is processed, please refer to our Privacy Policy.
10. Remuneration
10.1 After completion of the services agreed upon, the Agent shall receive remuneration agreed upon in advance between the Agent and the Principal. The Agent shall be entitled to render intermediate accounts and to demand payment on account as required by the progress of the work. Remuneration shall be due and payable immediately after rendering accounts by the Agent.
10.2 The Agent shall render accounts which entitle the deduction of input tax and contain all elements required by law.
10.3 Any cash expenditures, expenses, travel expenses, etc. shall be reimbursed to the Agent by the Principal separately, upon submission of the appropriate receipts.
10.4 In the event that the work agreed upon is not completed due to reasons on the part of the Principal, or due to premature termination of the contract by the Agent for cause, the Agent shall be entitled to claim payment in full of the remuneration agreed upon in advance, fewer expenses not incurred. In the event that an hourly fee had been agreed upon, the Principal shall pay for the number of hours expected to be required for the entire contracted assignment, with fewer expenses not incurred. Expenses not incurred shall be calculated as a lump sum consisting of 30% of the fee required for those services that the Agent did not perform by the date of termination of the agreement.
10.5 In the event that intermediate invoices are not paid, the Agent shall be released from the Agent’s commitment to providing further services. This shall be without prejudice to any further claims resulting from default of payment.
10.6 All invoices are due and payable within fourteen (14) calendar days of the invoice date unless otherwise agreed in writing. In the event of late payment, the Agent reserves the right to charge interest on the outstanding amount at a rate of 1.5% per month (or the maximum rate permitted under UAE law, whichever is lower), calculated from the due date until the date of actual payment.
10.7 The Agent reserves the right to suspend all services immediately and without notice if any payment remains outstanding for more than fourteen (14) days beyond the due date. The Agent shall not be liable for any consequences, losses, or damages arising from such suspension. Suspension shall not release the Principal from any payment obligations.
10.8 All fees quoted by the Agent are exclusive of Value Added Tax (VAT) unless expressly stated otherwise. VAT shall be applied at the prevailing UAE rate and shall be payable by the Principal in addition to the agreed fees.
11. Electronic Invoicing
11.1 The Agent shall be entitled to transmit invoices electronically in accordance with UAE tax law. The Principal explicitly agrees to accept invoices transmitted electronically by the Agent.
12. Duration of the Contract
12.1 This Contract shall terminate upon the completion of the project and the corresponding invoice.
12.2 Apart from this, this Contract may be terminated for good cause by either Party at any time without notice. Grounds for premature termination include the following:
- A Party breaches major provisions of the Contract; or
- A Party is in default of payment after insolvency proceedings have been opened; or
- A Party has substantiated concerns regarding the other Party’s creditworthiness, without any insolvency proceedings, and such other Party does not make any advance payments upon request of the Agent or provide any suitable guarantee in advance upon request of the Principal, and such negative financial circumstances have not been known to the other Party at the time of execution of the contract.
13. Non-Solicitation & Non-Circumvention
13.1 During the term of this Contract and for a period of two (2) years following its termination, the Principal shall not, directly or indirectly, solicit, recruit, or engage any employee, consultant, or contractor of the Agent who was involved in the performance of services under this Contract, without the prior written consent of the Agent.
13.2 The Principal shall not attempt to circumvent, avoid, bypass, or obviate the Agent’s role in any transaction, introduction, or opportunity that originated through or in connection with the Agent’s services. This obligation survives termination of this Contract for a period of three (3) years.
13.3 In the event of a breach of this clause, the Agent shall be entitled to claim liquidated damages equivalent to the total fees that would have been payable had the Agent been engaged in the relevant transaction, in addition to any other remedies available under UAE law.
14. Representations & Regulatory Disclaimer
14.1 The Agent provides consulting, facilitation, and advisory services only. Nothing in these Terms or in any engagement constitutes legal advice, tax advice, or financial advice unless expressly agreed in a separate written engagement letter with a qualified licensed professional.
14.2 The Agent makes no guarantee or representation regarding the outcome of any application, regulatory process, bank account opening, visa application, or government approval. All outcomes are subject to the sole discretion of the relevant UAE or international authority.
14.3 The Principal acknowledges that laws, regulations, free zone policies, and government procedures in the UAE are subject to change without notice. The Agent shall not be liable for any impact on the services or outcomes resulting from changes in applicable laws or government policies occurring after the date of engagement.
14.4 By engaging the Agent’s services, the Principal confirms that they are acting lawfully, that the purpose of the engagement is legitimate, and that all funds used in connection with the engagement are from legitimate sources. The Agent reserves the right to immediately terminate any engagement and report to relevant authorities if it has reasonable grounds to suspect money laundering, fraud, or any other illegal activity in connection with the Principal’s instructions.
15. Third-Party Fulfilment Partners & Government Bodies
15.1 Definition of Fulfilment Partners. The Agent engages, on behalf of the Principal, various third-party fulfilment partners across multiple jurisdictions to deliver elements of the agreed services. These include, without limitation: in the UAE — government authorities, free zone regulators, the Federal Authority for Identity, Citizenship, Customs and Port Security (ICP), the General Directorate of Residency and Foreigners Affairs (GDRFA), the Department of Economic Development (DED), the UAE Central Bank, and licensed banks and financial institutions; internationally — government ministries, citizenship and immigration authorities, company registries, offshore registrars (including but not limited to RAK ICC, RAKIA, Ajman Free Zone, JAFZA, and Seychelles FSA), Caribbean citizenship-by-investment units (including the St. Kitts & Nevis CIU), African regulatory bodies, international banks and payment institutions, notaries, apostille authorities, translation services, courts, and any other sovereign, regulatory, or quasi-governmental body in any jurisdiction involved in the processing of applications or approvals (“Fulfilment Partners”).
15.2 No Back-to-Back Guarantee. The Agent is unable to enter into back-to-back service agreements with Fulfilment Partners, as such bodies operate under their own sovereign authority, internal policies, and discretionary powers. Accordingly, the Agent cannot and does not guarantee any specific outcome, approval, timeline, or result dependent on the decision or action of a Fulfilment Partner. The Agent’s obligation is limited to the diligent preparation, submission, and facilitation of the Principal’s application or request in accordance with the requirements communicated by the relevant Fulfilment Partner at the time of engagement.
15.3 Denial, Rejection or Cancellation by Fulfilment Partners. In the event that a Fulfilment Partner in any jurisdiction denies, rejects, suspends, revokes, or cancels any application, licence, permit, visa, passport, citizenship, approval, registration, or account — whether before, during, or after the Agent’s submission — the Agent shall bear no liability whatsoever for such outcome. This includes but is not limited to: rejection of trade licence or company registration applications in any jurisdiction; denial of visa, residence permit, or citizenship-by-investment applications; refusal of bank account or payment account opening requests; cancellation or revocation of previously issued licences, passports, citizenships, or permits; rejection by offshore registrars or free zone authorities; and any adverse regulatory decision by any sovereign body worldwide. The Agent’s fees for services rendered to the point of such denial or cancellation shall remain due and payable in full.
15.4 No Refund for Third-Party Fees. Any fees, charges, or costs paid to Fulfilment Partners in any jurisdiction — including government fees, free zone registration fees, citizenship application fees, due diligence fees, medical examination fees, bank charges, offshore registrar fees, apostille and legalisation fees, typing fees, translation and notarisation fees, and all similar disbursements — are non-refundable by the Agent in any circumstance. Such fees are paid to and retained by the relevant Fulfilment Partner once submitted and are entirely outside the Agent’s control, regardless of the outcome of the application or process.
15.5 Non-Disclosure by Principal — No Refund. Where an application, approval, or service is denied, delayed, or cancelled as a result of information, facts, legal status, criminal record, regulatory restriction, prior refusal, financial history, or any other circumstance that was known to the Principal but was not disclosed to the Agent prior to the commencement of processing, the Agent shall bear no liability and shall not be obligated to refund any fees paid, whether to the Agent or to any Fulfilment Partner on the Principal’s behalf. It is the sole responsibility of the Principal to disclose all material information relevant to the services prior to engagement. The Agent’s fees for work performed shall remain due and payable in full.
15.6 Changes in Law and Policy. Government policies, regulations, fee structures, eligibility criteria, and programme terms in any jurisdiction in which the Agent operates — including but not limited to the UAE, St. Kitts & Nevis, Seychelles, and any other country in which services are performed — are subject to change at any time without notice by the relevant sovereign authority. This includes changes to citizenship-by-investment programmes, offshore company legislation, visa and residency rules, banking regulations, and free zone policies. Where such changes occur after the date of engagement and affect the scope, cost, or viability of the services, the Agent shall not be liable for any resulting delay, additional cost, or failure to achieve the originally anticipated outcome. The Agent will notify the Principal of material changes as soon as reasonably practicable and shall agree with the Principal on how to proceed, including any adjustment to fees where additional work is required.
15.7 Agent’s Obligation Limited to Best Efforts. The Agent undertakes to perform all services with reasonable professional care and diligence and in accordance with the information available at the time of engagement. The Agent’s obligation is one of best efforts (“obligation de moyens”) and not one of guaranteed result (“obligation de résultat”). Successful delivery of any government-dependent service is contingent on the Principal’s full cooperation, timely provision of accurate documents, and the independent decisions of the relevant Fulfilment Partners.
16. Final Provisions
16.1 The contracting parties declare that all information contained herein is accurate and made in good conscience; and they shall be mutually obligated to immediately inform the other party of any changes.
16.2 Modifications of and amendments to this Contract or these General Terms and Conditions shall be made in writing; this shall also apply to a waiver of this requirement. Subsidiary agreements have not been executed.
16.3 This Contract is governed by the laws of the United Arab Emirates and, where applicable, the laws of the Emirate of Dubai. The place of fulfilment is the registered place of business of the Agent in Dubai, UAE. Any disputes shall be subject to the exclusive jurisdiction of the courts of Dubai, UAE, unless otherwise agreed by the Parties in writing.
In the event that any disputes which cannot be solved by mutual agreement arise from this Contract, the Parties agree to first attempt to resolve the matter through good-faith negotiation. Should negotiation fail, the Parties agree to refer the dispute to mediation administered by the DIFC-LCIA Arbitration Centre (Dubai International Financial Centre) or a mediator mutually agreed upon by the Parties, before initiating any formal legal proceedings. Legal measures shall not be initiated sooner than one month after mediation negotiations have formally failed.
In the event that mediation could not be held or was discontinued without resolution, any litigation or arbitration initiated shall be subject to the laws of the United Arab Emirates and conducted before the DIFC Courts, Dubai, UAE. All necessary costs incurred due to previous mediation, particularly for legal advisors consulted, may be claimed in litigation or arbitration as pre-trial costs.