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TFSF VENTURES / CORPORATE RECORDTERMS 03

TERMS & CONDITIONS

These Terms consolidate the company’s service terms, contractor relationship, AI governance standards and technology-use conditions in one governing document.

Translations are provided for accessibility. To the extent permitted by applicable law, the English version controls if a translated version conflicts with it. A signed Statement of Work or other written agreement controls where it expressly differs from these website Terms.

DOCUMENT INDEX +
  1. 011. AGREEMENT & ACCEPTANCE
  2. 022. SCOPE OF SERVICES
  3. 033. INDEPENDENT CONTRACTOR RELATIONSHIP
  4. 044. CLIENT OWNERSHIP & HANDOVER
  5. 055. CLIENT RESPONSIBILITIES & REGULATED ACTIVITIES
  6. 066. AI GOVERNANCE & ETHICAL USE
  7. 077. AI SYSTEMS & HUMAN REVIEW
  8. 088. DATA GOVERNANCE FOR AI
  9. 099. INTELLECTUAL PROPERTY
  10. 1010. FEES, PAYMENT & TAXES
  11. 1111. CONFIDENTIALITY
  12. 1212. PRIVACY & COOKIES
  13. 1313. WARRANTIES & AI OUTPUT DISCLAIMER
  14. 1414. LIMITATION OF LIABILITY
  15. 1515. INDEMNIFICATION
  16. 1616. TERM, TERMINATION & TRANSITION
  17. 1717. COMPLIANCE, SANCTIONS & EXPORT CONTROLS
  18. 1818. ELECTRONIC TRANSACTIONS & NOTICES
  19. 1919. GOVERNING LAW & DISPUTE RESOLUTION
  20. 2020. LANGUAGE & TRANSLATIONS
  21. 2121. AMENDMENTS, SEVERABILITY & ENTIRE AGREEMENT
  22. 2222. CONTACT & LICENSE VERIFICATION

1. AGREEMENT & ACCEPTANCE

These Terms & Conditions (“Terms”) govern access to websites, software, artificial-intelligence systems and professional services supplied by TFSF Ventures FZ-LLC (“TFSF”, “we”, “us”). They apply together with the applicable Statement of Work (“SOW”), order form, service agreement and Privacy Policy.

By accessing a service or entering into an engagement with TFSF, you confirm that you have authority to bind the person or organization you represent and agree to the documents that apply to that engagement. If you do not agree, do not use the service.

2. SCOPE OF SERVICES

TFSF designs and builds intelligence systems, software, integrations and infrastructure. The exact deliverables, acceptance criteria, dependencies, fees and schedule are defined in the applicable SOW.

Unless a signed agreement expressly states otherwise, TFSF does not provide legal, tax, investment, brokerage, custody, fund-management or regulated financial advice. General observations, technical analysis and AI-generated materials are informational and require independent professional review.

3. INDEPENDENT CONTRACTOR RELATIONSHIP

TFSF performs services as an independent contractor. Nothing in an engagement creates a partnership, joint venture, agency, fiduciary relationship, employment relationship, franchise or shared ownership arrangement unless a separate written instrument expressly creates it.

Neither party may bind the other, make representations on the other’s behalf or incur obligations for the other without prior written authority. TFSF is responsible for the technical work identified in the SOW; the client remains responsible for its business, customers, regulated activities and operating decisions.

4. CLIENT OWNERSHIP & HANDOVER

Ownership and license rights are determined by the applicable SOW. Where the SOW provides for client ownership, the agreed source code, deployment artifacts, documentation and project-specific deliverables transfer after the stated payment and acceptance conditions are satisfied.

TFSF retains its pre-existing technology, reusable tools, know-how, frameworks, methods, generic components and intellectual property. No hidden remote-control right or artificial dependency is created in client-owned deliverables.

After handover, the client controls deployment, operation, access, security and continued use unless ongoing services are separately contracted.

5. CLIENT RESPONSIBILITIES & REGULATED ACTIVITIES

The client is responsible for the legality of its business model, content, data, instructions, end-user relationships and use of deliverables. The client must obtain all licenses, approvals, consents and professional advice required for its operations.

TFSF does not raise capital, solicit investments, broker securities, manage funds, issue financial promotions or guarantee commercial outcomes. A discovery, matching or communications tool supplied by TFSF does not make TFSF a party to any transaction between users.

The client must not use TFSF systems for unlawful activity, fraud, money laundering, sanctions evasion, unauthorized surveillance, rights infringement, harmful automated decisions or attempts to compromise systems or extract protected technology.

6. AI GOVERNANCE & ETHICAL USE

TFSF applies risk-based governance to AI systems. Controls are proportionate to the system’s purpose, the sensitivity of the data and the possible effect on people or organizations.

  • Human authority: material decisions remain subject to appropriate human review and override.
  • Purpose limitation: data and models are used for defined, legitimate purposes.
  • Transparency: users are informed when they are interacting with AI where appropriate.
  • Fairness: systems are designed and evaluated to reduce unjustified bias and discriminatory outcomes.
  • Security: access controls, testing and monitoring are applied according to risk.
  • Accountability: material systems have identifiable owners, escalation paths and review records.

7. AI SYSTEMS & HUMAN REVIEW

AI outputs are probabilistic and can be incomplete, inaccurate or unsuitable for a particular purpose. They are not a substitute for qualified professional judgment.

Users must independently verify outputs before using them for financial, legal, regulatory, employment, health, safety or other consequential decisions. TFSF may restrict, suspend or require additional review for uses that create elevated risk.

8. DATA GOVERNANCE FOR AI

Client data is processed according to the applicable agreement, the Privacy Policy and documented client instructions. Client-specific confidential data is not used to train a shared third-party model unless the client expressly authorizes that use.

TFSF may use aggregated or de-identified operational information to secure, evaluate and improve services where permitted by law and contract. Access to production data is limited to authorized purposes and personnel.

9. INTELLECTUAL PROPERTY

TFSF and its licensors retain all rights in pre-existing and independently developed technology, brands, models, orchestration methods, templates and platform components. Third-party components remain subject to their own licenses.

The client must not reverse engineer, extract, reproduce, sublicense or use protected TFSF technology to build a competing system except where a signed agreement or mandatory law expressly permits it.

10. FEES, PAYMENT & TAXES

Fees, currency, invoicing milestones and payment dates are stated in the applicable SOW. The client is responsible for taxes, duties and bank charges allocated to it by the agreement or applicable law.

TFSF may pause work or access after written notice when an undisputed amount remains overdue. Deposits and completed milestones are non-refundable except where the agreement or mandatory law provides otherwise.

11. CONFIDENTIALITY

Each party must protect the other party’s non-public business, technical and commercial information using reasonable safeguards and may use it only to perform or receive the contracted services.

Confidentiality does not cover information that is public without breach, already lawfully known, independently developed or lawfully received without restriction. Legally compelled disclosure is permitted after notice where notice is lawful.

12. PRIVACY & COOKIES

Personal data is handled under the Privacy Policy. Website preferences and cookie controls are described in Cookies & Settings.

Clients must have a lawful basis for personal data they provide and must give required notices to affected individuals.

13. WARRANTIES & AI OUTPUT DISCLAIMER

TFSF will perform contracted services with reasonable skill and care and will address material non-conformities under the acceptance and remedy process in the SOW.

Except for express written commitments and rights that cannot lawfully be excluded, services and AI outputs are provided without implied guarantees of uninterrupted operation, commercial success, regulatory approval, completeness or fitness for an unstated purpose.

14. LIMITATION OF LIABILITY

Liability is allocated by the applicable SOW and mandatory law. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special or consequential loss, or for lost profit, revenue, opportunity or goodwill.

Nothing in these Terms excludes liability that cannot lawfully be excluded, including liability arising from fraud, wilful misconduct or another non-excludable obligation.

15. INDEMNIFICATION

Each party is responsible for third-party claims caused by its breach of law, infringement, misconduct or material breach of the agreement, subject to the procedure and limits stated in the applicable SOW.

The party seeking indemnification must give prompt notice and reasonable cooperation and must not settle a claim in a way that admits liability or imposes obligations on the other party without consent.

16. TERM, TERMINATION & TRANSITION

Termination rights and notice periods are stated in the applicable SOW. Either party may terminate for an uncured material breach after any required cure period, or immediately where continued performance would be unlawful.

On termination, accrued payment obligations remain due. Each party must return or securely delete protected information as required by contract and law. Agreed transition or handover work may be charged at the applicable rate.

17. COMPLIANCE, SANCTIONS & EXPORT CONTROLS

Each party must comply with applicable anti-bribery, anti-money-laundering, sanctions and export-control requirements. Neither party is required to perform an act that would violate applicable law.

TFSF may perform reasonable compliance checks and may suspend or decline an engagement when required by law or when credible compliance concerns cannot be resolved.

18. ELECTRONIC TRANSACTIONS & NOTICES

Electronic records, acceptances and signatures may be used in accordance with UAE Federal Decree-Law No. 46 of 2021 on Electronic Transactions and Trust Services and other applicable law.

Formal notices must be sent using the contact method stated in the applicable agreement. Routine service communications may be delivered electronically to the account or address supplied by the recipient.

19. GOVERNING LAW & DISPUTE RESOLUTION

Unless a signed agreement states otherwise, these Terms are governed by the applicable federal laws of the United Arab Emirates and the regulations applicable to TFSF as a RAKEZ free-zone company.

The parties will first attempt in good faith to resolve a dispute through executive negotiation. If arbitration is agreed, it will be administered by the Dubai International Arbitration Centre (“DIAC”) under the DIAC Rules in force when proceedings commence, with the seat, language and number of arbitrators stated in the applicable agreement. Courts with mandatory or supervisory jurisdiction retain the powers granted to them by law.

20. LANGUAGE & TRANSLATIONS

These Terms are maintained in English and may be made available in Portuguese, Arabic and Farsi for accessibility. To the extent permitted by applicable law, the English version prevails if meanings differ.

A court, regulator or signed agreement may require another language to govern a particular proceeding or transaction.

21. AMENDMENTS, SEVERABILITY & ENTIRE AGREEMENT

Material changes to an active engagement require the process stated in the applicable agreement. Website updates do not rewrite a signed SOW unless the SOW expressly permits that mechanism.

If a provision is unenforceable, it will be limited or replaced to the minimum extent required while the remaining provisions continue. These Terms, the Privacy Policy and the applicable signed documents form the agreement for the relevant services.

22. CONTACT & LICENSE VERIFICATION

TFSF Ventures FZ-LLC
RAKEZ License No. 47013955

Registered address:
FDCW2299, Compass Building, Al Shohada Road, Al Hamra Industrial Zone-FZ, Ras Al Khaimah, United Arab Emirates

Corporate address:
Iris Bay Tower, 145 Al Mustaqbal Street, 17th Floor, Office 11, Business Bay, Za’abeel, Dubai, United Arab Emirates

Legal and compliance: [email protected]

License information may be verified through the RAKEZ verification portal.