01 Acceptance of these Terms

By creating an account, clicking "I agree" or otherwise using the Services, you confirm that you have read, understood and accepted these Terms together with our Privacy Policy and any other policies referenced here. Where you accept these Terms on behalf of an organisation, you represent that you are authorised to bind that organisation. We may publish additional terms for particular products — those additional terms form part of your agreement with us for the relevant Service.

02 Who can use the Services

You may use the Services only if you are at least 18 years old (or the age of majority in your jurisdiction) and have the legal capacity to enter into a contract. If you are under that age, you may not use the Services. By using the Services you confirm that you are not barred from receiving them under the laws of Nigeria or any other applicable jurisdiction.

03 Your account

To use most parts of the Services you will need to create an Acesys account. You agree to:

• Provide accurate, current and complete information when you sign up, and keep it up to date.
• Keep your password and any other authentication credentials confidential.
• Be responsible for all activity that happens under your account, whether or not you authorised it.
• Notify us promptly at [email protected] if you suspect unauthorised use of your account.

Where an administrator (for example, your employer) has assigned an account to you, that administrator may control your account and additional terms set by them may apply.

04 Acceptable use

You agree not to misuse the Services. In particular, you must not:

• Use the Services for any illegal, fraudulent, harmful or infringing purpose, or in violation of any applicable law or regulation.
• Interfere with the operation of the Services, attempt to bypass access controls, probe for vulnerabilities outside an authorised programme, or overload our infrastructure.
• Use bots, scrapers or other automated means to access the Services except where expressly permitted by a documented API.
• Upload viruses, malware or any other malicious code, or content that infringes intellectual property, privacy or other rights.
• Resell, sublicense or otherwise make the Services available to third parties outside what these Terms expressly allow.

We may investigate suspected violations and, where appropriate, suspend or terminate accounts that breach this section.

05 Plans, billing and renewals

Some Services are offered on a paid subscription. The price, billing cycle, included features and any usage limits will be shown to you at the time of purchase. Subscriptions renew automatically at the end of each billing cycle at the then-current rates unless you cancel before renewal. Fees are charged in advance and are exclusive of any applicable taxes (VAT, GST or other) which we will add where required by law. You authorise us and our payment processor to charge your chosen payment method for all amounts owed. If a payment fails we may retry, suspend access until the balance is paid, or terminate the subscription. Refunds, where available, are governed by our Refund Policy.

06 Your content

You retain ownership of any intellectual property rights in the content you upload, submit, store, send or receive through the Services ("Your Content"). You are responsible for Your Content and for ensuring you have the rights to share it. By submitting Your Content you grant Acesys a limited, worldwide, non-exclusive, royalty-free licence to host, store, reproduce, modify (such as for translation or adapting to different displays), communicate and distribute Your Content solely to the extent needed to operate, secure and improve the Services for you. This licence ends when Your Content or your account is deleted, except where retention is required by law or for a reasonable backup period.

07 Our intellectual property

The Services, including our software, websites, documentation, designs and trademarks, are owned by Acesys or our licensors and are protected by applicable intellectual property laws. We grant you a personal, worldwide, non-exclusive, non-transferable and revocable licence to use the Services as permitted by these Terms. You may not copy, modify, distribute, sell, lease, reverse-engineer or attempt to extract the source code of any part of the Services, except to the extent these restrictions are prohibited by law or we have given you written permission.

08 Third-party services and content

The Services may link to or integrate with third-party services (for example, payment processors, identity providers, mapping or analytics services). We are not responsible for those services or for any content, products or actions they provide. Your use of a third-party service is governed by that party's own terms and privacy policy, and we encourage you to review them.

09 Privacy and copyright

Our Privacy Policy explains how we collect, use and protect your personal data. By using the Services you agree we may handle your personal data in line with that policy. We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers in accordance with the Nigerian Copyright Act, 2022, and other applicable law. To submit a takedown notice, email [email protected].

10 Changes, suspension and termination

We are continually improving the Services and may add, change, suspend or discontinue features at any time. Where a change materially reduces functionality you rely on we will give reasonable advance notice and a way to export your data. You may stop using the Services at any time. We may suspend or terminate your access if you breach these Terms, fail to pay fees due, expose us or our users to legal or security risk, or where required by law. Some provisions (including ownership, fees owed, disclaimers, liability limits and dispute resolution) survive termination.

11 Warranties and disclaimers

We provide the Services using a commercially reasonable level of skill and care. To the maximum extent permitted by law, the Services are provided "as is" and "as available" without warranties of any kind, whether express, implied or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement or uninterrupted operation. We do not guarantee that the Services will always be available, error-free or fully secure, or that they will meet your particular requirements.

12 Limitation of liability

To the maximum extent permitted by law, Acesys and our suppliers, partners and personnel will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, data, goodwill or business opportunity — even if advised of the possibility of such damages. Our total aggregate liability for any claim arising out of or relating to these Terms or the Services is limited to the greater of (a) the amount you paid us for the affected Service in the twelve months preceding the event giving rise to the claim, or (b) one hundred US dollars (USD 100) or the equivalent in your local currency. Nothing in these Terms limits liability that cannot be excluded under applicable law (such as for fraud or for death or personal injury caused by negligence).

13 Indemnification

If you use the Services on behalf of a business or for commercial purposes, you agree to defend, indemnify and hold harmless Acesys and our affiliates, officers, employees and agents from and against any claim, demand, loss, liability or expense (including reasonable legal fees) arising from or related to your or your users' use of the Services, Your Content, or your breach of these Terms or applicable law.

14 Governing law and dispute resolution

These Terms, and any dispute arising out of or related to them or the Services, are governed by the laws of the Federal Republic of Nigeria, excluding its conflict-of-laws rules. You and Acesys agree to first attempt to resolve any dispute informally by writing to [email protected] and giving us 30 days to respond. If we cannot resolve the dispute informally, you and Acesys agree to the exclusive jurisdiction of the competent courts of Lagos, Nigeria. Where applicable law gives you the right to bring proceedings in the courts of your habitual residence, this clause does not affect that right.

15 Changes to these Terms

We may update these Terms from time to time to reflect changes to our Services, our business or the law. When we make material changes we will update the "Last updated" date and, where appropriate, notify you by email or with a prominent notice on our website at least 14 days before the change takes effect. Changes addressing new features or required by law may take effect immediately. Your continued use of the Services after the changes take effect means you accept the updated Terms.

16 Contact us

If you have any questions about these Terms, you can reach us at [email protected], or by post to Acesys Solutions, 1/3 Omoruyi Close, Awoyaya, Ibeju-Lekki, Lagos, Nigeria.