Terms of Service

1. Agreement to these terms

These Terms of Service (the “Terms”) are a binding agreement between you, or the business you represent (“you”), and Faxter Ltd (RC 1677701) (“Clerk”, “we”, “us”). By creating an account or using the service you agree to these Terms. If you are agreeing on behalf of a business, you confirm you are authorised to bind it.

2. What Clerk is

Clerk provides bookkeeping, monthly close, management reporting and tax-filing support for your business, combining automated software with review and sign-off by an ICAN-qualified controller. The accountant’s sign-off is a professional review of the records prepared from the information available to us; it is not a statutory audit and is not legal, investment or tax advice beyond the services described.

3. Eligibility and your account

You must be at least 18 and use Clerk for a business purpose. You are responsible for keeping your login credentials secure and for all activity under your account. Tell us promptly at clerk@faxter.com if you suspect unauthorised use.

4. Your responsibilities

The quality of the work depends on the information you give us. You agree to:

• provide complete and accurate information, documents and access in good time;
• keep your bank connections and source documents current;
• review the work we deliver and raise questions or corrections promptly; and
• use Clerk lawfully and not for any fraudulent or prohibited purpose.

You remain responsible for your business’s legal and tax obligations. We will prepare and, where you instruct us, file returns based on the records and information available to us.

5. Fees and billing

Clerk is priced per business. Books is the base subscription — the monthly close and tax filings included — with Payroll and a Controller available as add-ons. Fees, billing cycle and any applicable taxes are shown at sign-up and on your invoices. Unless stated otherwise, fees are billed in advance and are non-refundable except where required by law. We may change pricing on reasonable notice; changes take effect at your next billing cycle.

6. Free month

We may offer a free first month. Unless you cancel before it ends, your subscription continues at the then-current price. No card is required to start, and you can cancel at any time.

7. Bank connections and third-party services

Clerk integrates with third parties such as banks, financial-data providers and messaging platforms. Your use of those services is also subject to their terms, and we are not responsible for their availability or actions. Bank connections are, where supported, read-only and used to retrieve transactions for your books.

8. Scope and reliance

Our work, including the controller’s sign-off, is based on the records and information provided to or accessible by us. We are not liable for outcomes caused by incomplete, inaccurate or late information, or by matters outside the agreed scope of service.

9. Intellectual property

We own the Clerk software, brand and all related intellectual property. You own your data and the financial records we produce for you. You grant us the rights needed to process your data to provide the service. We grant you a non-exclusive, non-transferable right to use Clerk for your business while these Terms are in force.

10. Confidentiality

We treat your business and financial information as confidential and use it only to provide and improve the service, as described in our Privacy Policy.

11. Data protection

Our handling of personal data is governed by our Privacy Policy, which forms part of these Terms. How we secure your data is described on our Security page.

12. Term and termination

These Terms apply while you use Clerk. You may cancel at any time; access continues until the end of your paid period. We may suspend or terminate your account for material breach, non- payment, or unlawful use. On termination you can request an export of your data, which we will provide subject to our retention obligations.

13. Disclaimers

Except as expressly stated and to the extent permitted by law, the service is provided “as is”. We do not warrant that it will be uninterrupted or error-free. Nothing in these Terms excludes liability that cannot lawfully be excluded.

14. Limitation of liability

To the maximum extent permitted by law, we are not liable for indirect or consequential loss, or for loss of profits, revenue or data. Our total liability arising out of or in connection with the service is limited to the fees you paid us in the twelve months before the event giving rise to the claim.

15. Indemnity

You agree to indemnify us against claims arising from your unlawful use of the service or your breach of these Terms.

16. Changes to the service or these Terms

We may update the service and these Terms from time to time. When changes are material we will update the effective date above and, where appropriate, notify you. Continued use after a change takes effect means you accept the updated Terms.

17. Governing law and disputes

These Terms are governed by the laws of the Federal Republic of Nigeria. We will try to resolve any dispute with you informally first; failing that, the dispute is subject to the jurisdiction of the Nigerian courts.

18. Contact us

Faxter Ltd
Suite 73 Dumec Plaza, Area 1, Abuja
clerk@faxter.com