Terms of Service

Terms of Service

Mont AM Information Technology Consultants – FZCO T/A Arcalba

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the website located at https://www.arcalba.com (the "Website") and any services provided by Mont AM Information Technology Consultants – FZCO trading as Arcalba (Licence number 73952) ("Arcalba", "we", "us" or "our").

By accessing or using the Website, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Website.

Registered Address:
Building A1, Dubai Digital Park
Dubai Silicon Oasis
Dubai, United Arab Emirates

Contact: hello@arcalba.com

2. Definitions

"Services" means the AI automation consulting, software development, system integration, and related technology services provided by Arcalba.

"Client" means any individual or entity that engages Arcalba for Services.

"Deliverables" means any software, documentation, analysis, reports, or other work product created by Arcalba for a Client.

"Intellectual Property" means all patents, rights to inventions, copyright and related rights, trademarks, business names, domain names, rights in designs, database rights, rights in confidential information, and all other intellectual property rights, whether registered or unregistered.

3. Use of Website

3.1 Permitted Use

You may access and use the Website for lawful purposes only and in accordance with these Terms. You agree not to use the Website:

  • In any way that violates any applicable local, national, or international law or regulation

  • To transmit any unsolicited or unauthorised advertising or promotional material

  • To impersonate or attempt to impersonate Arcalba, an Arcalba employee, another user, or any other person or entity

  • In any way that could disable, overburden, damage, or impair the Website

3.2 Account Security

If you create an account on the Website, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorised use of your account.

4. Services and Engagement

4.1 Service Agreements

Services provided by Arcalba are governed by separate written agreements ("Service Agreements") entered into between Arcalba and the Client. These Terms supplement but do not replace any Service Agreement.

4.2 Scope of Services

All Services are provided on a bespoke basis according to specifications agreed in the relevant Service Agreement. No Services are provided until a Service Agreement has been executed by both parties.

4.3 Client Obligations

Clients agree to:

  • Provide accurate and complete information necessary for Arcalba to perform the Services

  • Provide timely access to systems, data, and personnel as required

  • Respond to requests for information or decisions within agreed timeframes

  • Comply with all applicable laws and regulations in connection with the Services

5. Fees and Payment

5.1 Pricing

Fees for Services are set out in the relevant Service Agreement. All fees are quoted in the currency specified in the Service Agreement and are exclusive of applicable taxes unless otherwise stated.

5.2 Payment Terms

Payment terms are as specified in the Service Agreement. Unless otherwise agreed, invoices are payable within 30 days of the invoice date.

5.3 Late Payment

Late payments may incur interest charges at a rate of 2% per month or the maximum rate permitted by law, whichever is lower.

5.4 Expenses

Unless otherwise agreed, Clients are responsible for reimbursing reasonable expenses incurred by Arcalba in connection with the Services, including travel, accommodation, and third-party costs.

6. Intellectual Property Rights

6.1 Pre-Existing IP

Each party retains all rights in its pre-existing Intellectual Property. Nothing in these Terms transfers ownership of pre-existing Intellectual Property from one party to the other.

6.2 Deliverables

Ownership of Intellectual Property in Deliverables is governed by the relevant Service Agreement. Unless otherwise specified in a Service Agreement:

  • Custom-developed Deliverables created specifically for a Client shall be owned by the Client upon full payment of all fees

  • Arcalba retains ownership of all methodologies, frameworks, tools, and other materials of general application

  • Arcalba retains the right to use knowledge and experience gained during the provision of Services

6.3 Third-Party Components

Deliverables may incorporate third-party software or components subject to separate licence terms. Clients must comply with all applicable third-party licences.

6.4 Licence to Use

Arcalba grants Clients a non-exclusive, non-transferable licence to use any Arcalba-owned components included in Deliverables for the Client's internal business purposes.

7. Confidentiality

7.1 Confidential Information

Each party agrees to keep confidential all non-public information disclosed by the other party in connection with the Services ("Confidential Information") and to use such information only for purposes of performing or receiving the Services.

7.2 Exceptions

Confidential Information does not include information that:

  • Is or becomes publicly available through no breach of these Terms

  • Was rightfully in the receiving party's possession prior to disclosure

  • Is independently developed by the receiving party

  • Is required to be disclosed by law or regulatory authority

7.3 Duration

Confidentiality obligations survive termination of these Terms and any Service Agreement for a period of five (5) years.

8. Data Protection and Privacy

8.1 Privacy Policy

Our collection and use of personal information is governed by our Privacy Policy, which forms part of these Terms.

8.2 Data Processing

Where Arcalba processes personal data on behalf of a Client, the parties shall enter into appropriate data processing terms in accordance with UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data.

8.3 Data Security

Arcalba implements appropriate technical and organisational measures to protect data against unauthorised access, loss, or destruction.

9. Warranties and Representations

9.1 Arcalba Warranties

Arcalba warrants that:

  • Services will be performed with reasonable skill and care in accordance with industry standards

  • It has the right and authority to provide the Services and grant any licences specified in the Service Agreement

  • The Services will not infringe the Intellectual Property rights of any third party

9.2 Client Warranties

Clients warrant that:

  • They have the authority to enter into the Service Agreement

  • All information provided to Arcalba is accurate and complete

  • Their use of Deliverables will comply with all applicable laws

9.3 Disclaimer

EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS OR A SERVICE AGREEMENT, ALL WARRANTIES, CONDITIONS, TERMS, UNDERTAKINGS AND OBLIGATIONS, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW, CUSTOM, TRADE USAGE, COURSE OF DEALING OR OTHERWISE (INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE) ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.

10. Limitation of Liability

10.1 Exclusions

NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR:

  • Death or personal injury caused by negligence

  • Fraud or fraudulent misrepresentation

  • Any other liability that cannot be excluded or limited by applicable law

10.2 General Limitations

SUBJECT TO CLAUSE 10.1, ARCALBA'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR ANY SERVICE AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, SHALL BE LIMITED TO THE TOTAL FEES PAID BY THE CLIENT UNDER THE RELEVANT SERVICE AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10.3 Consequential Loss

SUBJECT TO CLAUSE 10.1, ARCALBA SHALL NOT BE LIABLE FOR:

  • Loss of profits, revenue, business, or anticipated savings

  • Loss of use or corruption of data

  • Loss of goodwill or reputation

  • Any indirect, special, incidental, or consequential loss or damage

10.4 Mitigation

Clients must take reasonable steps to mitigate losses for which they seek to hold Arcalba liable.

11. Indemnification

11.1 Client Indemnity

The Client agrees to indemnify, defend, and hold harmless Arcalba, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

  • The Client's breach of these Terms or any Service Agreement

  • The Client's use of Deliverables in breach of applicable law or third-party rights

  • Inaccurate or incomplete information provided by the Client

12. Term and Termination

12.1 Term

These Terms remain in effect for as long as you access or use the Website. Service Agreements specify their own duration and termination provisions.

12.2 Termination for Convenience

Either party may terminate a Service Agreement in accordance with the termination provisions specified in that agreement.

12.3 Termination for Cause

Either party may terminate a Service Agreement immediately if the other party:

  • Commits a material breach that is not remedied within 30 days of written notice

  • Becomes insolvent or enters bankruptcy proceedings

  • Ceases to carry on business

12.4 Effect of Termination

Upon termination:

  • All outstanding fees become immediately due and payable

  • Each party shall return or destroy the other party's Confidential Information

  • Clauses relating to intellectual property, confidentiality, limitation of liability, and governing law survive termination

13. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms or any Service Agreement to the extent that such failure or delay is caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, pandemic, civil unrest, labour disputes, or failure of third-party services.

14. Website Content and Availability

14.1 Content Accuracy

While we endeavour to ensure information on the Website is accurate and up-to-date, we make no representations or warranties regarding the completeness, accuracy, or reliability of any content.

14.2 Availability

We do not guarantee that the Website will be available at all times or free from errors, viruses, or other harmful components. We reserve the right to suspend or withdraw the Website without notice.

14.3 Third-Party Links

The Website may contain links to third-party websites. We are not responsible for the content, accuracy, or practices of third-party websites.

15. Modifications

15.1 Terms Updates

We reserve the right to modify these Terms at any time. Updated Terms will be posted on the Website with the revision date. Continued use of the Website after changes constitutes acceptance of the modified Terms.

15.2 Service Agreement Amendments

Service Agreements may only be amended by written agreement signed by both parties.

16. General Provisions

16.1 Entire Agreement

These Terms, together with any applicable Service Agreement and Privacy Policy, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements and understandings.

16.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

16.3 Waiver

No waiver of any provision of these Terms shall be deemed or shall constitute a waiver of any other provision, nor shall any waiver constitute a continuing waiver.

16.4 Assignment

You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms without restriction.

16.5 No Agency

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between the parties.

16.6 Notices

All notices under these Terms must be in writing and sent to the addresses specified in the relevant Service Agreement or, for Website matters, to hello@arcalba.com.

17. Governing Law and Jurisdiction

17.1 Governing Law

These Terms and any Service Agreements shall be governed by and construed in accordance with the laws of the United Arab Emirates and, where applicable, the specific regulations of the Dubai International Financial Centre (DIFC).

17.2 Jurisdiction

The parties submit to the exclusive jurisdiction of the courts of Dubai, United Arab Emirates for the resolution of any disputes arising out of or in connection with these Terms.

17.3 Dispute Resolution

Before initiating formal legal proceedings, parties agree to attempt to resolve disputes through good faith negotiation for a period of 30 days.

18. Contact Information

For questions regarding these Terms, please contact:

Email: hello@arcalba.com

Address:
Mont AM Information Technology Consultants – FZCO T/A Arcalba
Building A1, Dubai Digital Park
Dubai Silicon Oasis
Dubai, United Arab Emirates

Last Updated: 05th December 2025

Version: 1.4

By using the Arcalba website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.