Terms of Service

Effective Date: July 8th, 2025 | Last Updated: July 8th, 2025

Welcome to Nviti.ng! These Terms of Service ("Terms") govern your access to and use of the Nviti.ng platform, websites, and services (collectively, the "Service") provided by NVITI NG LTD ("NVITI NG LTD," "we," "us," or "our").

By accessing or using our Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, please do not access or use the Service. If you are using the Service on behalf of an organization or entity ("Organization"), you are agreeing to these Terms on behalf of that Organization, and you represent and warrant that you have the authority to bind the Organization to these Terms.

1. The Service

Nviti.ng is a software-as-a-service (SaaS) platform that enables businesses ("Clients," "you") to manage customer interactions across various messaging channels using configurable AI assistants, a centralized chat interface, and a knowledge management system. The Service includes all related software, applications, APIs, and documentation.

2. Account Registration and Responsibilities

2.1. Registration

To use the Service, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to keep such information updated. We reserve the right to suspend or terminate your account if any information provided is inaccurate, outdated, or incomplete.

2.2. Account Security

You are responsible for safeguarding your account password and any other credentials used to access the Service. You are responsible for all activities that occur under your account, whether or not you authorized them. You must notify us immediately of any unauthorized use of your account.

3. Your Data and Content

3.1. Ownership of Your Data

You retain all right, title, and interest in and to the data and content you or your End-Users submit to the Service, including conversation data, knowledge base documents, e-commerce data, and company information ("Client Data"). We do not claim any ownership rights in your Client Data.

3.2. License to Us

By using the Service, you grant NVITI NG LTD a worldwide, non-exclusive, royalty-free, sublicensable license to use, reproduce, modify, adapt, and process your Client Data solely for the purpose of providing, maintaining, and improving the Service for you. This includes transmitting your data to third-party AI and messaging providers as necessary to fulfill the Service's functions.

3.3. Your Responsibilities for Your Data

You are solely responsible for:

• The accuracy, quality, integrity, legality, reliability, and appropriateness of all Client Data.
• Ensuring you have all necessary rights, consents, and permissions to collect, share, and use your Client Data in connection with the Service.
• Complying with all applicable laws and regulations, including data protection and privacy laws (e.g., GDPR, NDPR), in relation to your Client Data and your use of the Service to communicate with your End-Users.
• Adhering to the terms of service and policies of any third-party messaging platform (e.g., WhatsApp, Instagram) you integrate with the Service.

4. Acceptable Use Policy

You agree not to misuse the Service or help anyone else to do so. You agree not to, and not to permit any third party to:

• Use the Service to send spam, unsolicited messages, or communications in violation of applicable laws or third-party platform policies.
• Use the Service to transmit any material that is harassing, defamatory, fraudulent, obscene, or otherwise unlawful or tortious.
• Attempt to reverse engineer, decompile, or otherwise discover the source code of the Service.
• Interfere with or disrupt the integrity or performance of the Service or the data contained therein.
• Attempt to gain unauthorized access to the Service or its related systems or networks.
• Upload any data that contains viruses, malware, or any other harmful code.

5. Fees and Payment

5.1. Subscription Plans

The Service is offered on a subscription basis. You agree to pay all applicable fees for the subscription plan you select. All fees are non-refundable, except as required by law or as explicitly stated in these Terms.

5.2. Billing and Invoicing

We will bill you in advance on a recurring basis (monthly or annually), depending on your chosen subscription plan. You must provide us with a valid payment method. By providing a payment method, you authorize us to charge all subscription fees to that payment method.

5.3. Price Changes

We reserve the right to modify our subscription fees at any time. We will provide you with reasonable prior notice of any fee changes. Your continued use of the Service after the fee change becomes effective constitutes your agreement to pay the modified fee amount.

6. Third-Party Services

The Service relies on and integrates with various third-party services, including but not limited to AI model providers (e.g., Google Gemini) and messaging platforms (e.g., Meta for WhatsApp). Your use of these third-party services is subject to their respective terms of service and privacy policies.

7. Intellectual Property

Except for the rights granted to you to use the Service, NVITI NG LTD owns all right, title, and interest in and to the Service itself, including all underlying software, technology, branding, and documentation. These Terms do not grant you any rights to our trademarks or other brand features.

8. Term and Termination

8.1. Term

These Terms will remain in full force and effect while you use the Service.

8.2. Termination by You

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

8.3. Termination by Us

We may suspend or terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. We reserve the right to terminate your account for any breach of these Terms, including failure to pay subscription fees.

8.4. Effect of Termination

Upon termination, all licenses and rights granted to you will immediately cease. We will handle the deletion of your Client Data as described in our Privacy Policy.

9. Disclaimers and Limitation of Liability

9.1. "As Is" Service

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NVITI NG LTD EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY INFORMATION OBTAINED THROUGH THE SERVICE (INCLUDING FROM AI ASSISTANTS) WILL BE ACCURATE OR RELIABLE.

9.2. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NVITI NG LTD, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE.

OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE SHALL IN NO EVENT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE AMOUNT PAID BY YOU TO NVITI NG LTD FOR THE 12 MONTHS PRECEDING THE APPLICABLE CLAIM.

10. Indemnification

You agree to defend, indemnify, and hold harmless NVITI NG LTD and its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Client Data caused damage to a third party.

11. General Provisions

11.1. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Nigeria, without regard to its conflict of law provisions.

11.2. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms.

11.3. Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and NVITI NG LTD concerning the Service and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written.

11.4. Contact Us

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

NVITI NG LTD
Email: legal@nviti.ng
Lagos, Nigeria