NPONTU - TERMS AND CONDITIONS
TERMS AND CONDITIONS
Effective Date: 30th June 2025
Last Updated: 31st May 2024
1. INTRODUCTION AND ACCEPTANCE
These Terms and Conditions ("Terms") constitute a legally binding agreement between Npontu Technologies Limited ("Company", "we", "our", or "us"), the provider of the Deywuro platform and associated services, and you ("User", "Client", or "you") as the user of our services. By accessing, registering for, or using any part of the Deywuro platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms that may apply to specific services.
NB: If you do not agree to these Terms, you must not access or use our services.
2. DEFINITIONS AND INTERPRETATION
For the purposes of these Terms:
- "API" means Application Programming Interface provided by the Company for programmatic access to Services
- "Bulk Messaging" includes SMS, email, WhatsApp, and other mass communication services
- "Company Data" means all data, analytics, insights, and intelligence generated from the use of Services
- "Content" means any data, text, messages, images, or other materials submitted through the Services
- "Deywuro" means the comprehensive communication and analytics platform operated by Npontu Technologies, including but not limited to bulk messaging, automated alerts, social media management, sentiment analysis, and USSD services
- "End Users" means the recipients of messages or services delivered through the platform
- "Network Operators" means telecommunications companies licensed to operate cellular networks
- "Personal Data" has the meaning ascribed to it under applicable data protection laws
- "Services" means all services provided through the Deywuro platform including messaging, analytics, USSD, social media management, and related functionalities
- "User Data" means all data, content, and materials provided by User to the platform
- "USSD" means Unstructured Supplementary Service Data interactive sessions
- "VAS" means Value Added Services delivered through telecommunications networks
3. SERVICES DESCRIPTION
3.1 Platform Capabilities
The Deywuro platform provides:
- Bulk messaging services (SMS, email, push notifications, WhatsApp Business API)
- Automated alert and notification systems
- Social media posting and management tools
- Sentiment analysis and social listening capabilities
- USSD application development and hosting
- Analytics and reporting dashboards
- API access for integration purposes
- Campaign management and scheduling tools
3.2 Service Availability and Performance
While the Company endeavors to provide continuous service availability, we do not guarantee:
- Uninterrupted access to Services
- Error-free operation of the platform
- Successful delivery of all messages
- Real-time processing of all requests
- Compatibility with all third-party systems or devices
3.3 Message Delivery
Message delivery depends on factors beyond our control, including Network Operator performance, recipient device compatibility, network coverage, and regulatory restrictions. Messages are deemed delivered when successfully transmitted to the relevant Network Operator or third-party service provider and delivery confirmation is received.
4. USER RESPONSIBILITIES AND COMPLIANCE
4.1 Data Validation and Accuracy
User is solely responsible for:
- Ensuring accuracy, completeness, and legality of all User Data
- Validating recipient contact information before message transmission
- Maintaining up-to-date contact databases
- Removing invalid, bounced, or opt-out contacts promptly
- Implementing data quality control measures
4.2 Consent and Regulatory Compliance
User warrants and undertakes to:
- Obtain all necessary consents from End Users before sending messages
- Comply with all applicable laws including but not limited to data protection, telecommunications, consumer protection, and marketing regulations
- Obtain all required regulatory approvals and licenses for their specific use cases
- Maintain comprehensive records of consents and opt-ins
- Honor all opt-out requests within legally required timeframes
- Include mandatory identification and opt-out mechanisms in all communications
4.3 Content Standards
User shall not use the Services to:
- Send spam, unsolicited communications, or messages to non-consenting recipients
- Transmit illegal, harmful, threatening, abusive, defamatory, or offensive content
- Engage in phishing, fraud, or any deceptive practices
- Violate intellectual property rights
- Distribute malware, viruses, or other harmful code
- Interfere with or disrupt the platform or third-party services
- Bypass security measures or access controls
4.4 Indemnification
User agrees to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, and agents from and against all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:
- User's breach of these Terms
- User's violation of applicable laws or regulations
- User's infringement of third-party rights
- Fines, penalties, or sanctions imposed by regulatory authorities
- Claims by End Users regarding unauthorized communications
5. ACCOUNT MANAGEMENT AND BILLING
5.1 Account Types and Migration
The Company offers both prepaid and postpaid account options. The Company reserves the absolute right to:
- Migrate postpaid accounts to prepaid billing without prior notice
- Implement such migration regardless of outstanding balances or contractual commitments
- Require immediate payment of outstanding amounts upon migration
- Suspend services until account conversion is complete
5.2 Payment Terms and Risk Management
- All fees are due and payable according to the agreed billing cycle
- The Company may modify pricing, credit limits, and payment terms with 15 days' notice
- Accounts deemed high-risk may be immediately converted to prepaid billing
- No refunds will be provided for unused credits following account suspension or termination
- Interest on overdue amounts shall accrue at prevailing commercial bank rates plus 5% per annum
5.3 Credit and Risk Assessment
The Company may:
- Conduct ongoing credit and risk assessments
- Require additional security deposits or guarantees
- Impose usage limits or restrictions based on risk profile
- Terminate or suspend accounts exhibiting high-risk behavior
6. DATA RIGHTS AND USAGE
6.1 Company Data Rights
The Company reserves comprehensive rights to:
- Access, collect, analyze, and utilize all data generated through platform usage
- Create derivative works, analytics, and insights from aggregated usage patterns
- Use Company Data for product development, service improvement, and research purposes
- Share anonymized and aggregated data with third parties for commercial purposes
- Retain data for operational, legal, and analytical purposes beyond account termination
6.2 Data Access and Review
The Company may access User Data and Content for:
- Service delivery and technical support
- Platform monitoring and security purposes
- Compliance with legal obligations and regulatory requirements
- Quality assurance and service improvement
- Fraud detection and prevention
- Analytics and business intelligence generation
6.3 Intellectual Property in Generated Data
All analytics, insights, patterns, and intelligence derived from platform usage constitute proprietary Company intellectual property, regardless of the source data provider.
7. PRIVACY AND DATA PROTECTION
7.1 Data Processing
The Company processes Personal Data in accordance with applicable data protection laws and our Privacy Policy. User consents to such processing as necessary for service delivery.
7.2 Data Disclosure
The Company may disclose User Data:
- With User's explicit consent
- As required by law, court order, or regulatory authority
- To comply with legal processes, subpoenas, or investigations
- To protect Company rights, property, or safety
- To enforce these Terms or investigate violations
- In connection with business transfers or acquisitions
7.3 Third-Party Integrations
Services may involve data sharing with third-party vendors, APIs, and service providers. User consents to such data transfers as necessary for service functionality.
7.4 Data Retention and Archival
In accordance with our data retention policy:
- Personal Data processing aligns with the retention periods specified in Section 6.3
- Archived data remains subject to the same privacy protections as active data
- Users may request information about their data retention status subject to technical feasibility
- Data archival processes are implemented transparently and in compliance with applicable data protection laws
- The Company maintains appropriate security measures for both active and archived data
8. SERVICE MODIFICATIONS AND TERMINATION
8.1 Service Changes
The Company reserves the right to:
- Modify, enhance, or discontinue any Services with reasonable notice where material impact may be detrimental to Users
- Make immediate changes for security, legal compliance, or operational reasons
- Implement new features, pricing models, or usage restrictions
- Update APIs, integrations, and technical specifications
8.2 Account Suspension and Termination
The Company may immediately suspend or terminate User accounts for:
- Breach of these Terms or applicable laws
- Non-payment of fees or charges
- High-risk behavior or suspicious activity
- Violation of third-party rights or terms
- Regulatory non-compliance
- Technical security concerns
8.3 Notice Requirements
- Material changes with potential detrimental impact: 30 days' notice
- Pricing changes: 15 days' notice
- Account migrations: No prior notice required
- Service discontinuation due to debt: no notice
- Immediate changes for legal, security, or operational reasons: No notice required
9. LIMITATION OF LIABILITY
9.1 Disclaimer of Warranties
Services are provided "as is" and "as available" without warranties of any kind, express or implied. The Company disclaims all warranties including merchantability, fitness for particular purpose, and non-infringement.
9.2 Limitation of Damages
To the maximum extent permitted by law, the Company's total liability shall not exceed the amounts paid by User in the 12 months preceding the claim. The Company shall not be liable for indirect, incidental, consequential, or punitive damages.
9.3 Force Majeure
The Company shall not be liable for delays or failures due to circumstances beyond reasonable control, including Network Operator issues, regulatory changes, natural disasters, or technical failures.
10. REGULATORY COMPLIANCE
10.1 User Obligations
User warrants compliance with all applicable laws including:
- Data Protection Act and GDPR requirements
- Telecommunications regulations
- Consumer protection laws
- Anti-spam legislation
- Financial services regulations (if applicable)
- Industry-specific compliance requirements
10.2 Regulatory Cooperation
User agrees to cooperate fully with regulatory investigations and provide necessary documentation upon request.
11. INTELLECTUAL PROPERTY
All intellectual property rights in the platform, Services, and Company Data remain the exclusive property of the Company. User receives only a limited, non-exclusive license to use Services in accordance with these Terms.
12. DISPUTE RESOLUTION
12.1 Governing Law
These Terms are governed by the laws of Ghana, and disputes shall be subject to the exclusive jurisdiction of Ghanaian courts.
12.2 Alternative Dispute Resolution
The parties may agree to resolve disputes through arbitration under the rules of the Ghana Arbitration Centre.
13. GENERAL PROVISIONS
13.1 Entire Agreement
These Terms constitute the entire agreement between the parties and supersede all prior agreements and understandings.
13.2 Severability
If any provision is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect.
13.3 Assignment
The Company may assign these Terms without consent. User may not assign their rights without written Company approval.
13.4 Amendments
The Company may modify these Terms at any time by posting updated versions on the platform. Continued use constitutes acceptance of modifications.
14. CONTACT INFORMATION
For questions, concerns, or notices regarding these Terms:
- Email: legal@npontu.com
- Privacy Matters: privacy@npontu.com
- Technical Support: support@npontu.com
- Address: Tse Addo Roundabout, Accra, Ghana
By using the Deywuro platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.