Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and e86 Limited ("Company," "we," "our," or "us") regarding your use of the Instant e-Bill service (the "Service"). By accessing or using our Service, you agree to be bound by these Terms.

If you are using the Service on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms, and "you" refers to such entity.

2. Description of Service

Instant e-Bill is a Software-as-a-Service (SaaS) platform that provides API integration for FIRS (Federal Inland Revenue Service) e-invoicing compliance in Nigeria. Our Service includes:

• API endpoints for invoice creation, validation, and submission to FIRS
• Real-time tax calculations and compliance checking
• Dashboard and analytics for invoice management
• Integration support and documentation
• Customer support and technical assistance

3. Account Registration and Security

3.1 Account Creation

To use our Service, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials.

3.2 Eligibility

• You must be at least 18 years old or the age of majority in your jurisdiction
• You must be authorized to enter into binding contracts
• Your use must comply with Nigerian law and FIRS regulations
• You must not be prohibited from using the Service under any applicable laws

3.3 Account Security

You are responsible for all activities that occur under your account. You must immediately notify us of any unauthorized use of your account or any other breach of security.

4. Acceptable Use

4.1 Permitted Uses

You may use our Service only for:

• Legitimate business purposes in compliance with Nigerian tax laws
• Processing invoices for actual business transactions
• Integration with your business systems and applications
• Testing in our designated sandbox environment

4.2 Prohibited Uses

You may not use our Service to:

• Submit false, fraudulent, or misleading invoice information
• Circumvent or attempt to circumvent FIRS regulations
• Engage in any unlawful or prohibited activities
• Interfere with or disrupt the Service or servers
• Attempt to gain unauthorized access to our systems
• Use the Service for money laundering or terrorist financing
• Violate any applicable laws or regulations

5. Subscription and Payment

5.1 Subscription Plans

Our Service is offered under various subscription plans as described on our pricing page. You may upgrade or downgrade your plan at any time, subject to these Terms.

5.2 Payment Terms

• Subscription fees are charged in advance on a monthly or annual basis
• Payment is due immediately upon subscription or renewal
• All fees are non-refundable except as expressly stated in these Terms
• We reserve the right to change our pricing with 30 days' notice

5.3 Usage-Based Charges

Some features may incur additional charges based on usage beyond plan limits. You will be notified before any overage charges are applied.

5.4 Taxes

You are responsible for all applicable taxes, duties, and governmental charges. Our fees are exclusive of taxes unless explicitly stated otherwise.

6. Data and Privacy

6.1 Customer Data

You retain ownership of all data you submit to our Service ("Customer Data"). You grant us the right to use Customer Data solely to provide the Service to you.

6.2 Data Security

We implement industry-standard security measures to protect your data. However, no system is completely secure, and you acknowledge the inherent risks of data transmission.

6.3 FIRS Compliance

By using our Service, you authorize us to submit your invoice data to FIRS as required for e-invoicing compliance. This includes sharing Customer Data with FIRS systems.

6.4 Data Retention

We retain Customer Data for the duration of your subscription and as required by Nigerian law (typically 7 years for tax records).

7. Service Level Agreement

7.1 Availability

We strive to maintain 99.9% uptime for our Service, excluding scheduled maintenance. We will provide advance notice of planned maintenance activities.

7.2 Support

Support is provided according to your subscription plan. Response times and support channels vary by plan level.

7.3 Performance

We aim to process API requests within industry-standard response times. Performance may vary based on system load and external factors.

8. Intellectual Property

8.1 Our Rights

We retain all rights, title, and interest in the Service, including all intellectual property rights. The Service is protected by copyright, trademark, and other laws.

8.2 Limited License

We grant you a limited, non-exclusive, non-transferable license to use the Service in accordance with these Terms during your subscription period.

8.3 Feedback

Any feedback, suggestions, or improvements you provide regarding the Service may be used by us without restriction or compensation.

9. Limitation of Liability

9.1 Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9.2 Limitation

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICE IN THE 12 MONTHS PRECEDING THE CLAIM.

9.3 Exclusions

WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES.

10. Indemnification

You agree to indemnify, defend, and hold harmless e86 Limited and its officers, directors, employees, and agents from any claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your violation of any applicable laws or regulations
• Any false or inaccurate information you provide
• Any claim that your use of the Service infringes third-party rights

11. Termination

11.1 Termination by You

You may terminate your account at any time by canceling your subscription through your account dashboard or by contacting our support team.

11.2 Termination by Us

We may terminate or suspend your account immediately if you violate these Terms, fail to pay fees, or engage in prohibited activities.

11.3 Effect of Termination

Upon termination, your right to use the Service ceases immediately. We may delete your data after a reasonable period, subject to legal retention requirements.

12. Governing Law and Disputes

12.1 Governing Law

These Terms are governed by the laws of the Federal Republic of Nigeria. Any disputes will be resolved in the courts of Lagos State, Nigeria.

12.2 Dispute Resolution

Before initiating legal proceedings, the parties agree to attempt resolution through good faith negotiations. If unsuccessful, disputes may be resolved through binding arbitration.

13. Changes to Terms

We may modify these Terms at any time by posting the updated version on our website. Continued use of the Service after changes constitutes acceptance of the new Terms. For material changes, we will provide at least 30 days' notice.

14. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect. The unenforceable provision will be replaced with an enforceable provision that most closely reflects the original intent.

15. Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and e86 Limited regarding the Service and supersede all prior agreements and understandings.

16. Contact Information

If you have any questions about these Terms, please contact us: