1. Introduction

Welcome to Paynex NG ("Platform"), operated by PayNex.Org ("PayNex", "we", "us", or "our"). By accessing or using our Platform, you agree to be bound by these Terms of Service ("Terms"). If you do not agree with any part of these Terms, you must not use the Platform.

These Terms constitute a legally binding agreement between you ("User", "you", or "your") and PayNex governing your use of the Platform, including all related services, features, and applications.

2. Eligibility

To use the Platform, you must:

• Be at least 18 years of age or the legal age of majority in your jurisdiction;
• Have the legal capacity to enter into a binding agreement;
• Not be prohibited from using the Platform under the laws of the Federal Republic of Nigeria or any applicable jurisdiction;
• Provide accurate, current, and complete information during registration.

3. Account Registration

To access the Platform's services, you must create an account by providing your full name, email address, and password. You agree to:

• Provide truthful, accurate, and complete registration information;
• Maintain the confidentiality of your account credentials, including your password and transaction PIN;
• Accept full responsibility for all activities that occur under your account;
• Notify us immediately of any unauthorised access to or use of your account.

We reserve the right to suspend or terminate accounts that contain false or misleading information, or that violate these Terms.

4. Services Provided

The Platform provides the following services ("Services"):

• Bulk SMS: Send SMS messages to individual or multiple recipients using custom Sender IDs, with support for scheduled campaigns and delivery reports;
• Sender ID Management: Register and manage alphanumeric Sender IDs subject to approval;
• Contact Management: Create contact groups, manage address books, and import contacts via file upload;
• Phone Number Extraction: Extract and validate phone numbers from uploaded files or text input;
• Developer API: RESTful API access for programmatic SMS sending, contact management, and balance enquiries;
• Wallet System: Prepaid wallet for funding and managing service credits;
• Sub-Account Management: Create and manage sub-accounts for team members or clients (Business accounts).

We may modify, suspend, or discontinue any Service at any time with reasonable notice where practicable.

5. Wallet, Payments, and Pricing

5.1 Prepaid Model: All Services operate on a prepaid wallet-based model. You must fund your wallet before using any paid Service.

5.2 Wallet Funding: Wallets may be funded via supported payment gateways, bank transfers, or virtual account deposits. All payments are processed through PCI-DSS compliant third-party payment processors.

5.3 Pricing: Service pricing is displayed on the Platform and may vary based on your account plan, message volume, and SMS route selected. We reserve the right to adjust pricing at any time, with changes taking effect upon publication on the Platform.

5.4 Non-Refundable Credits: Wallet credits are generally non-refundable. Refund requests will be considered on a case-by-case basis at our sole discretion. Unused credits do not expire.

5.5 Transaction Fees: Payment gateway fees, stamp duty, and other applicable charges may apply to wallet funding transactions.

6. Acceptable Use Policy

You agree to use the Platform only for lawful purposes and in compliance with all applicable Nigerian laws and regulations, including the Nigerian Communications Commission (NCC) regulations. You must not:

• Send unsolicited commercial messages (spam) or messages to recipients who have not consented to receive them;
• Send messages that contain fraudulent, deceptive, misleading, or phishing content;
• Send messages promoting illegal activities, violence, hate speech, or discrimination;
• Send messages containing adult, obscene, or sexually explicit content;
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity;
• Use the Platform to transmit malware, viruses, or harmful code;
• Attempt to circumvent rate limits, security measures, or access controls;
• Use the Platform in any manner that could damage, disable, or impair the Platform's operation;
• Resell or redistribute access to the Platform without our prior written consent;
• Use Sender IDs that impersonate government agencies, financial institutions, or other entities without authorisation.

7. Sender ID Approval

All Sender IDs are subject to review and approval. We reserve the right to reject, revoke, or suspend any Sender ID that:

• Violates NCC regulations or Do-Not-Disturb (DND) policies;
• Impersonates another organisation or individual;
• Contains offensive, misleading, or inappropriate content;
• Is associated with fraudulent or abusive messaging.

8. SMS Delivery

While we strive for high delivery rates, we do not guarantee delivery of every SMS message. Delivery may be affected by:

• Network congestion or outages by mobile carriers;
• DND (Do-Not-Disturb) registrations by recipients;
• Invalid or inactive phone numbers;
• Carrier-level content filtering;
• Technical issues beyond our control.

Credits are deducted at the time of message submission. Failed messages may be retried at no additional cost where technically feasible.

9. API Usage

Access to the Developer API is subject to the following terms:

• API tokens must be kept confidential and must not be shared with unauthorised parties;
• API usage is subject to rate limits as determined by your account plan;
• We reserve the right to revoke API access for abuse, excessive usage, or violation of these Terms;
• You are responsible for all activities conducted through your API tokens.

10. Identity Verification (KYC)

We may require identity verification (Know Your Customer) to comply with Nigerian regulations and to prevent fraud. This may include submission of your Bank Verification Number (BVN), National Identification Number (NIN), or other identity documents. Failure to complete required verification may result in restricted access to certain features.

11. Sub-Account Management

Business account holders who create sub-accounts acknowledge and agree that:

• They are responsible for the activities conducted by their sub-accounts;
• Sub-account permissions, wallet allocations, and access levels are managed at their discretion;
• PayNex is not liable for disputes between account holders and their sub-account users.

12. Intellectual Property

All content, trademarks, logos, software, and materials on the Platform are the property of PayNex or its licensors. You may not copy, reproduce, distribute, or create derivative works from any Platform content without our prior written consent.

You retain ownership of any content (including SMS message content) that you submit through the Platform.

13. Account Suspension and Termination

We reserve the right to suspend or terminate your account, without prior notice, if:

• You violate these Terms or the Acceptable Use Policy;
• Your account is involved in fraudulent or illegal activities;
• You fail to complete required identity verification;
• Your account has been inactive for an extended period;
• We are required to do so by law or regulatory order.

Upon termination, your access to the Platform will be revoked. Any remaining wallet balance may be forfeited if termination is due to a violation of these Terms.

14. Limitation of Liability

To the maximum extent permitted by law:

• The Platform is provided on an "as is" and "as available" basis without warranties of any kind;
• PayNex shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your use of the Platform;
• Our total liability for any claim arising from or related to the Platform shall not exceed the amount you paid to us in the 3 months preceding the claim;
• We are not responsible for delays, failures, or errors caused by third-party service providers, including mobile carriers and payment processors.

15. Indemnification

You agree to indemnify and hold PayNex, its officers, directors, employees, and agents harmless from any claims, losses, liabilities, damages, costs, and expenses (including legal fees) arising from:

• Your use of the Platform;
• Your violation of these Terms;
• Your violation of any applicable law or the rights of any third party;
• Any content transmitted through the Platform using your account.

16. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria. Any disputes arising out of or relating to these Terms shall first be resolved through good-faith negotiation. If negotiation fails, disputes shall be referred to arbitration in accordance with the Arbitration and Conciliation Act (Cap A18, Laws of the Federation of Nigeria 2004), with the arbitration taking place in Lagos, Nigeria.

17. Modifications to Terms

We may update these Terms from time to time. Changes will be effective upon publication on the Platform. Continued use of the Platform after changes are published constitutes acceptance of the revised Terms. We will make reasonable efforts to notify users of material changes via email or Platform notification.

18. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

19. Contact Us

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

• PayNex.Org (PayNex)
• Email: support@paynex.org