Terms of Service

These Terms of Service (“Terms”) govern access to and use of the Innvois platform (the “Platform”) operated by Innvois Solutions Limited (“Innvois”, “we”, “us”, or “our”). By accessing or using the Platform, you (“Merchant”, “User”, or “you”) agree to be legally bound by these Terms.

If you do not agree, you must not access or use the Platform. If you use the Platform on behalf of a business entity, you represent that you have authority to bind that entity.

1. Description of Services

Innvois provides a compliance-focused financial infrastructure platform that enables merchants to:

• Generate and manage invoices
• Integrate with licensed third-party Payment Service Providers (“PSPs”)
• Track subscription billing
• Maintain tax-ready financial records
• Access analytics, reporting, and audit trails

Innvois is a software provider only. Innvois does not:

• Hold, custody, or store customer funds
• Operate as a bank or financial institution
• Provide tax filing services
• Provide legal or accounting advice

2. Independent Relationship

Nothing in these Terms creates a partnership, joint venture, agency, fiduciary relationship, or employment relationship between Innvois and the Merchant.

Merchant is solely responsible for its business activities, regulatory compliance, tax obligations, and customer relationships.

3. Account Registration & Security

3.1 Eligibility

• You must be legally capable of entering into binding contracts.
• You must use the Platform for lawful commercial purposes.
• You must provide accurate registration information.

3.2 Account Security

You are responsible for safeguarding account credentials and for all activity conducted under your account.

Innvois is not liable for losses resulting from compromised credentials where such compromise arises from Merchant negligence.

4. Acceptable Use & Prohibited Conduct

You agree not to:

• Use the Platform for unlawful, fraudulent, or deceptive activity
• Invoice prohibited goods or services
• Attempt to bypass payment verification systems
• Access or attempt to access another merchant’s data
• Reverse engineer or exploit Platform infrastructure
• Disrupt system integrity or security controls

Innvois reserves the right to suspend or terminate accounts where violations or risk exposure is identified.

5. Payment Processing & Financial Disclaimer

5.1 Third-Party PSPs

All payments are processed through licensed third-party PSPs. Innvois does not receive, hold, or control funds.

Settlement timing, authorization decisions, chargebacks, and payment reversals are governed by the PSP and applicable banking regulations.

5.2 Payment Confirmation

Payment status is determined exclusively by verified PSP confirmation. Screenshots or informal confirmation are not authoritative.

5.3 Chargebacks & Disputes

Merchant is solely responsible for responding to chargebacks and resolving customer disputes. Innvois does not arbitrate payment disputes.

6. Subscription & Billing

Certain features require an active subscription. Plans may include recurring billing, usage components, or trial access.

Subscriptions renew automatically unless cancelled prior to renewal. Fees are non-refundable except where required by law.

Innvois may suspend access for failed payments.

7. Data Ownership & License

7.1 Merchant Data

Merchant retains ownership of business data uploaded or generated through the Platform.

7.2 License to Innvois

Merchant grants Innvois a limited, non-exclusive license to host, process, store, and transmit Merchant data for the purpose of providing the Platform.

7.3 Platform Intellectual Property

All software, branding, and proprietary systems remain the exclusive property of Innvois.

8. Data Protection

Use of the Platform is subject to the Innvois Privacy Policy and applicable data protection laws including the Nigeria Data Protection Act (NDPA 2023).

Merchant remains responsible for lawful collection and processing of customer data.

9. Suspension & Termination

Innvois may suspend or terminate access immediately where:

• Terms are violated
• Fraud or suspicious activity is detected
• Legal obligations require restriction
• Fees remain unpaid

Upon termination, Platform access ceases and data retention policies apply.

10. Limitation of Liability

To the maximum extent permitted by law, Innvois shall not be liable for:

• Indirect or consequential damages
• Loss of revenue or profits
• Business interruption
• Third-party service failures

Innvois’ total aggregate liability shall not exceed the fees paid by Merchant in the twelve (12) months preceding the claim.

11. Indemnification

Merchant agrees to indemnify and hold harmless Innvois from claims arising from:

• Merchant’s business activities
• Violation of applicable laws
• Customer disputes
• Misuse of the Platform

12. Governing Law & Dispute Resolution

These Terms are governed by the laws of the Federal Republic of Nigeria.

Parties agree to attempt good-faith resolution prior to litigation. Disputes shall be resolved by arbitration or courts of competent jurisdiction in Nigeria.

13. Amendments

Innvois may update these Terms periodically. Continued use constitutes acceptance of the updated Terms.

14. Contact

Legal inquiries: legal@innvois.com