Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Emisri Limited. ("Emisri," "we," "us," or "our"). By accessing or using the Emisri website, platform, or any services provided therein (collectively, the "Emisri Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Emisri Service.

We reserve the right to suspend or terminate your account, or restrict access to the Emisri Service, at our sole discretion and without prior notice, if you violate any provision of these Terms.

1. Account Registration and Use

1.1 Eligibility

You must be at least 18 years of age and a natural person to register for an Emisri account. Accounts created by automated systems, bots, or on behalf of minors are expressly prohibited.

1.2 Registration Information

During registration, you agree to provide accurate, current, and complete information, including a valid and permanent email address. Each individual or legal entity is permitted to maintain only one free account, unless otherwise authorized in writing by Emisri.

1.3 Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activities conducted under your account. Emisri shall not be liable for any loss, damage, or unauthorized access resulting from your failure to safeguard your account information.

1.4 Permitted Use

You agree to use the Emisri Service solely for lawful purposes and in compliance with all applicable local, national, and international laws, regulations, and industry standards. Any use of the Emisri Service for illegal, fraudulent, or unauthorized purposes is strictly prohibited.

2. Payments, Billing, and Refunds

2.1 Payment Methods

A valid payment method (e.g., credit card, bank transfer, or other approved methods) is required for automated billing and paid subscriptions. Emisri reserves the right to update accepted payment methods at any time.

2.2 Billing Terms

The Emisri Service is billed in advance according to our published pricing schedule. Fees are non-refundable for partial billing periods, unused service time, or accounts closed before the end of a billing cycle, except as expressly required by applicable law.

2.3 SMS Delivery and Refunds

Emisri does not guarantee end-to-end SMS delivery, as message routing depends on third-party Mobile Network Operators (MNOs). Fees are incurred upon submission of messages to MNOs, regardless of final delivery status.

2.4 Refund Eligibility

Refunds will be considered only in cases where non-delivery is directly attributable to a documented fault or error on Emisri's part. All refund requests are subject to review and approval at Emisri's sole discretion.

2.5 Taxes

All fees quoted are exclusive of applicable taxes, duties, levies, or governmental charges. You are responsible for paying all such amounts associated with your use of the Emisri Service.

3. Compliance and Enforcement

Emisri reserves the right to investigate suspected violations of these Terms and to take appropriate legal, administrative, or technical action, including cooperation with law enforcement authorities, to address unlawful or abusive conduct.

4. Account Termination

4.1 Inactivity Policy

Emisri may deactivate or terminate:

• Free accounts with no login activity or service usage for sixty (60) consecutive days; or

• Expired trial accounts without a valid payment method on file after thirty (30) days.

4.2 Effects of Termination

Upon termination, your account will be deactivated or deleted, access to the Emisri Service will be revoked, and associated content may be removed. Any unused, prepaid funds will be refunded within seven (7) business days, subject to applicable processing fees and legal requirements.

5. Service Modifications and Pricing Changes

5.1 Service Changes

Emisri reserves the right to modify, suspend, or discontinue any aspect of the Emisri Service, temporarily or permanently, with or without prior notice. Where feasible, we will provide reasonable advance notice of material changes.

5.2 Pricing Updates

Pricing for Emisri Service plans is subject to change. If a change affects your current plan, Emisri will provide at least forty-eight (48) hours' advance notice via your registered email address.

5.3 No Liability for Changes

Emisri shall not be liable to you or any third party for any modification, price adjustment, suspension, or discontinuation of the Emisri Service.

6. Intellectual Property and Content Rights

6.1 Your Content

You retain all ownership rights to content you create, upload, or transmit through the Emisri Service. By using the Service, you grant Emisri a limited, non-exclusive, royalty-free license to host, process, and transmit your content solely for the purpose of providing and improving the Service.

6.2 Emisri Intellectual Property

All content, software, designs, logos, trademarks, and other materials provided through the Emisri Service are the exclusive property of Emisri or its licensors and are protected under Nigerian and international intellectual property laws. Unauthorized use, reproduction, or distribution is strictly prohibited.

7. Account Access for Support

To provide technical support or resolve service issues, authorized Emisri personnel may, when necessary and with appropriate safeguards, access your account or content. By contacting Emisri Support, you consent to such access unless you explicitly state otherwise in your support request.

8. Indemnification

You agree to defend, indemnify, and hold harmless Emisri, its affiliates, officers, directors, employees, agents, and partners from and against any claims, liabilities, damages, losses, or expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Emisri Service;

• Your violation of these Terms; or

• Your infringement of any third-party rights.

9. Disclaimer of Warranties

THE EMISRI SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. EMISRI DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

10. Limitation of Liability

10.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Emisri SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE Emisri SERVICE.

10.2 Cap on Liability

EMISRI'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIM ARISING UNDER OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO EMISRI IN THE ONE HUNDRED EIGHTY (180) DAYS PRECEDING THE DATE OF THE CLAIM.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the competent courts located in Lagos State, Nigeria, and you hereby irrevocably consent to such jurisdiction.