Fladov Terms and Conditions

Last updated: 28th July 2026

These Terms and Conditions (the “Terms”) form a legally binding agreement between you and Fladov Innovations Nigeria Ltd (“Fladov,” “we,” “us,” or “our”).

They govern your access to and use of the Fladov website, platform, applications, public business profiles, business-management tools, Bica, order and booking features, and any related services we make available (collectively, the “Services”).

Please read these Terms carefully. By creating an account, joining a business workspace, purchasing a subscription, using Bica, submitting an order or booking through Fladov, or otherwise accessing or using the Services, you agree to these Terms.

If you do not agree to these Terms, you must not use the Services.

1. About Fladov and Bica

Fladov is an AI-first business-management platform for micro and small businesses.

Fladov helps businesses organise records, manage operations, maintain public business information, and understand what is happening in their business.

Bica is the AI business assistant available within Fladov. Bica helps users manage and understand their business through conversation and may assist with tasks such as recording sales and expenses, managing products and inventory, managing customers and contacts, handling orders and bookings, creating business documents, retrieving information, and generating summaries, reports, or insights.

Fladov is the platform. Bica is the AI assistant operating within the platform.

The Services may include both free and paid features. The availability of a particular feature may depend on your account, business, subscription plan, usage allowance, location, device, or technical configuration.

2. Definitions

In these Terms:

“Account” means a user account created to access Fladov.
“Business” means a business, organisation, venture, or commercial operation created or managed through Fladov.
“Business Owner” means the person designated as the primary owner or controller of a Business on Fladov.
“Business User” means a Business Owner, administrator, staff member, or other authorised person who accesses a Business workspace.
“Bica Credits” or “Credits” means usage allowances applied to eligible Bica features.
“Customer” means a person who interacts with a Business through Fladov, including by viewing a public profile or submitting an order or booking.
“User Content” means information, records, text, files, media, prompts, instructions, profile content, and other materials submitted to or created through the Services by or for a user or Business.
“Subscription” means a paid plan that provides access to eligible Bica or other paid features.

References to “including” mean “including without limitation.” Section headings are included for convenience and do not limit the meaning of these Terms.

3. Eligibility and Authority

3.1 Adults and legal capacity

You must be at least 18 years old and have the legal capacity to enter into these Terms, create or own a Fladov Business account, purchase or manage a Subscription, or act as the primary owner or administrator of a Business.

3.2 Users under 18

Fladov is not directed to children and users must not create accounts or use the service without the legal capacity and authority required by applicable law. Businesses are responsible for ensuring that anyone they authorise to use their workspace is legally permitted and appropriately supervised.

3.3 Acting for a Business

If you use Fladov for or on behalf of a Business or other organisation, you represent that you have authority to bind that Business or organisation to these Terms.

If you do not have that authority, you must not create, administer, purchase a Subscription for, or otherwise act on behalf of that Business.

3.4 Verification

We may request information or documents to verify your identity, age, authority, Business, contact details, or eligibility to use particular features.

We may restrict or suspend features where required information is not provided or cannot reasonably be verified.

4. Accounts and Account Security

4.1 Accurate information

You must provide accurate, current, and complete information when creating or using an Account or Business.

You must update information when it materially changes.

4.2 Login credentials

You are responsible for keeping your password, authentication credentials, devices, and access links secure.

You must not knowingly allow an unauthorised person to use your Account.

You must notify Fladov promptly if you suspect that your Account, Business, credentials, or data have been accessed or used without authorisation.

4.3 Activity through your Account

You are responsible for activity carried out through your Account or by persons you authorise, except to the extent that the activity results directly from Fladov’s breach of these Terms or failure to apply reasonable security controls.

4.4 Accurate identity and representation

You must not create an Account using a false identity, impersonate another person or Business, or misrepresent your relationship with a Business.

4.5 Account recovery

We may require reasonable verification before restoring access, changing ownership, resetting credentials, or responding to sensitive Account requests.

We may delay or refuse an instruction where reasonably necessary to verify authority, prevent fraud or unauthorised access, comply with law, protect the security of an Account or Business, or protect another person’s rights. We may request additional information and will explain the next available step where it is safe and lawful to do so.

5. Business Ownership, Staff, Roles, and Permissions

5.1 Business control

The Business Owner is responsible for deciding who may access the Business workspace and what each Business User may do.

5.2 Invited users

Business Owners and authorised administrators may invite staff or other users where the relevant feature is available.

The Business is responsible for:

assigning appropriate roles and permissions;
ensuring invited users are authorised;
supervising access where appropriate;
removing access promptly when it is no longer required;
reviewing sensitive actions performed by Business Users.

5.3 Reliance on authorised instructions

Fladov may rely on instructions given by a verified Business Owner or authorised administrator regarding the Business workspace.

Activity performed by a Business User within permissions granted by the Business may be treated as authorised activity of the Business.

5.4 Internal disputes

Fladov is not responsible for disputes between owners, administrators, employees, contractors, or other persons connected with a Business.

We may temporarily restrict sensitive changes while an ownership or authority dispute is being investigated. We may request corporate, identity, contractual, or other evidence before recognising a change of Business control.

6. Free and Paid Services

6.1 Free features

Fladov may make certain features available without a paid Subscription. These may include dashboard access, public Business profiles, and other tools identified as free from time to time.

Free features are not guaranteed to remain free permanently. We may change their availability, limits, or functionality upon reasonable notice where appropriate.

6.2 Paid features

An active Subscription is required to use Bica and any other features designated as paid.

The features, usage limits, and benefits included in each plan are described on Fladov’s current pricing or Subscription pages.

6.3 Feature availability

Some features may be introduced gradually, tested with selected users, modified, paused, or withdrawn.

A reference to a feature in these Terms does not guarantee that the feature is available to every user at all times.

7. Bica and Artificial Intelligence

7.1 Nature of Bica

Bica uses artificial intelligence and other automated systems to understand requests, retrieve relevant Business information, generate responses, and prepare or carry out eligible Business actions.

Bica is designed to assist users. It is not infallible, fully autonomous, or a substitute for responsible Business oversight.

Bica may carry out an action only where the feature supports it, the requesting user has the required Business permissions, and any required confirmation has been provided.

7.2 Possible errors

Bica may:

misunderstand an instruction;
rely on incomplete or inaccurate records;
select an incorrect record;
generate inaccurate, incomplete, outdated, or unsuitable information;
fail to complete an action;
require clarification;
produce different results from similar requests.

7.3 User review obligations

You must review important Bica outputs and actions before relying on them, particularly where they concern:

money, sales, expenses, balances, or debts;
inventory or stock availability;
customer commitments;
orders or bookings;
receipts, invoices, quotations, delivery notes, or other documents;
taxes, accounting, or regulatory records;
staff actions or permissions;
high-value transactions or Business decisions.

You remain responsible for confirming that Business records, calculations, documents, and actions are accurate and appropriate.

You remain responsible for reviewing important changes made through Bica. Fladov does not intentionally perform an action that changes a Business record unless the action is supported by the feature, the requesting user has the required permission, and any required confirmation has been provided.

7.4 Information available to Bica

Bica can only work with information available to it, including information entered into Fladov or supplied during a conversation.

If information is missing, inaccurate, outdated, ambiguous, or incorrectly recorded, Bica’s response or action may also be inaccurate or incomplete.

7.5 No professional advice

Bica does not provide professional legal, tax, accounting, investment, medical, or regulated financial advice.

You should obtain appropriate professional advice where required.

7.6 No guaranteed Business outcome

Fladov and Bica do not guarantee:

increased sales or profit;
recovery of unpaid amounts;
successful customer follow-up;
prevention of every error or loss;
correct Business decisions;
compliance with every law or industry rule;
any specific commercial result.

7.7 Human review

As further explained in our Privacy Policy, specifically authorised Fladov personnel may review a limited number of Bica conversations and related records where reasonably necessary for support, investigating errors, security, fraud prevention, quality assurance, safety, or improving Bica’s reliability. Access is role-based, limited to the information needed for the approved purpose, logged, and periodically reviewed.

8. User Content and Business Data

8.1 Ownership

As between you and Fladov, you or the relevant Business retain ownership of User Content submitted to Fladov, subject to the rights of other persons and these Terms.

8.2 Licence to operate the Services

You grant Fladov a non-exclusive, worldwide, royalty-free licence to host, store, reproduce, process, transmit, display, format, back up, and otherwise use User Content only as reasonably necessary to:

provide and operate the Services;
respond to requests made through Bica;
display public Business profiles;
provide support and investigate service errors;
maintain security and prevent abuse;
improve the reliability, safety, and functionality of the Services;
comply with law and enforce these Terms.

We process personal information in accordance with the Privacy Policy. We do not use User Content for unrelated purposes without providing additional notice or obtaining consent where required.

This licence continues for as long as the relevant content is retained in accordance with these Terms and our Privacy Policy.

8.3 Rights and permissions

You must have all rights, permissions, notices, and lawful grounds required to submit and process User Content through Fladov.

This includes customer information, staff information, supplier information, logos, photographs, videos, audio, documents, product images, and other third-party material.

8.4 Accuracy and legality

You are responsible for the accuracy, legality, and appropriateness of User Content you provide.

You must not upload or publish content that is unlawful, fraudulent, misleading, defamatory, abusive, infringing, dangerous, or submitted without appropriate authority.

8.5 Removal and restriction

We may remove, restrict, unpublish, or disable access to User Content where we reasonably believe it:

violates these Terms;
infringes another person’s rights;
creates a material legal, security, safety, or compliance risk for Fladov or another person;
is fraudulent or materially misleading;
is harmful to users or the platform;
must be restricted by law or a lawful authority.

Where reasonable and lawful, we will notify the affected user of a restriction and provide an opportunity to respond or correct the issue. We may withhold notice where doing so could increase a security risk, prejudice an investigation, violate law, or expose another person to harm.

9. Public Business Profiles

9.1 Public nature

A Business may create a public or shareable profile containing information such as its name, description, category, location, contact information, opening hours, products, services, prices, links, accepted payment methods, and media.

Information published on a public profile may be visible to Customers, website visitors, search engines, social media platforms, messaging platforms, and anyone with access to the profile link.

9.2 Business responsibility

The Business is responsible for ensuring that public profile information is accurate, lawful, current, and suitable for public display.

The Business must have the right to use all names, trademarks, logos, photographs, videos, descriptions, and other public materials it publishes.

9.3 No guaranteed discovery

Fladov does not guarantee that a public profile will:

appear in search-engine results;
receive a particular level of traffic;
produce enquiries, orders, bookings, or sales;
remain indexed after it is edited or removed;
be compatible with every external platform.

9.4 Independent of Subscription

Public Business profiles are currently available independently of a paid Bica Subscription.

The expiry or cancellation of a Bica Subscription does not, by itself, unpublish a Business profile.

We may change the availability, limits, or features of free public profiles in the future upon reasonable notice where appropriate.

9.5 Moderation

We may suspend or unpublish a profile where reasonably necessary to address fraud, impersonation, illegal activity, materially misleading information, infringement, security threats, a serious breach of these Terms, or deletion or anonymisation under section 21. We will provide notice where reasonable and lawful.

10. Orders and Bookings

10.1 Platform role

Fladov may provide tools through which Customers submit orders or bookings to a Business and through which the Business manages those requests.

Fladov provides the technology supporting this interaction. Unless expressly stated otherwise, Fladov is not the seller, supplier, service provider, delivery provider, agent, employer, or representative of the Business.

10.2 Contract between Customer and Business

The Business, not Fladov, is responsible for:

product and service descriptions;
pricing;
availability;
accepting or rejecting an order or booking;
fulfilment and delivery;
quality and safety;
warranties;
cancellations;
returns and refunds;
customer communication;
taxes, licences, and legal compliance;
resolving disputes concerning the underlying product or service.

Any contract for the underlying product or service is between the Customer and the Business.

10.3 No endorsement or guarantee

Fladov provides the technology connecting Customers and Businesses and does not independently verify every Business or product claim. The Business remains responsible for its products, services, fulfilment, customer communications, and legal obligations. Fladov may provide technical assistance but is not a party to the underlying transaction unless expressly stated otherwise.

10.4 Order accuracy

Customers are responsible for reviewing the information they submit. Businesses are responsible for reviewing and confirming the information received.

Fladov is not responsible for errors caused by inaccurate contact details, delivery information, product selection, quantities, instructions, or Business records supplied by users.

10.5 Manually recorded payment status

Businesses may manually record or mark an order as paid.

A manually entered payment status reflects information entered by the Business and is not necessarily an independent confirmation by Fladov that payment occurred, cleared, or settled.

Businesses and Customers should retain independent evidence of material payments and transactions.

10.6 Customer complaints

A Customer should first contact the relevant Business concerning fulfilment, quality, cancellation, return, or refund issues relating to an order or booking.

Fladov may provide reasonable technical assistance with the Services, but the Customer and Business remain responsible for resolving disputes about the underlying order or booking.

11. Subscriptions and Automatic Renewal

11.1 Subscription plans

Available plans, prices, billing periods, features, and usage allowances are displayed on Fladov’s current pricing or checkout pages.

Prices may be stated exclusive or inclusive of applicable taxes or third-party charges as indicated at checkout.

11.2 Automatic renewal

Subscriptions automatically renew at the end of each billing period unless cancelled before the renewal date or unless automatic renewal is unavailable for the selected payment method.

By purchasing a recurring Subscription, you authorise Fladov and the payment provider identified at checkout to charge the applicable renewal amount using the selected payment method.

11.3 Renewal price

A Subscription renews at the price applicable to that plan at the time of renewal, subject to any discount, promotion, or notice provided to you.

We will provide reasonable advance notice of a material price change affecting an existing recurring Subscription where required or appropriate.

11.4 Failed payments

If a renewal payment fails, we may retry the charge, request another payment method, send reminders, or provide a grace period.

We may provide a grace period after a failed renewal. The length of any grace period may depend on the payment method, the reason for failure, and the applicable plan. We will communicate any restriction or suspension of paid access where reasonably practicable.

11.5 Third-party payment provider

Subscription payments are processed by the payment provider identified at checkout, which may include Paystack. Payment-provider terms, privacy notices, technical requirements, and charges may apply separately.

Fladov does not ordinarily receive or store complete card credentials where those credentials are collected directly by the payment provider.

11.6 Taxes and charges

You are responsible for applicable taxes, duties, bank charges, foreign-exchange charges, and third-party processing fees associated with your purchase, except where Fladov expressly agrees otherwise.

12. Cancellation, Expiry, and Reactivation

12.1 Cancelling automatic renewal

You may cancel automatic renewal at any time through available Account settings or by contacting Fladov support.

Cancellation normally stops the next renewal. It does not immediately end access already paid for.

12.2 End of paid access

Unless the Account is closed earlier at your request or suspended for a breach, paid features remain available until the end of the current paid billing period.

12.3 Access after Subscription expiry

When a Subscription expires or becomes inactive:

the user may continue to access available free dashboard features;
the public Business profile may remain available;
existing Business records remain accessible subject to applicable feature rules;
previous Bica conversations may remain available in read-only form;
the user may not send new Bica messages, continue conversations, upload new chat files, request new AI work, or trigger other paid Bica actions until the Subscription is reactivated.

12.4 Reactivation

Paid Bica access may be restored after successful payment for an eligible Subscription, subject to the current plan, pricing, usage allowances, and these Terms.

12.5 Voluntary Account closure

You may request closure of your Account or Business before the end of a paid billing period.

Voluntary early closure does not ordinarily create a right to a refund for unused time, except where required by law or expressly approved by Fladov.

13. Refunds and Billing Corrections

13.1 General policy

Subscription fees are generally non-refundable once the relevant billing period begins, including where a user changes their mind, stops using the Services, or fails to cancel before renewal.

This does not affect rights that cannot lawfully be excluded.

13.2 Exceptional refunds or credits

Fladov may issue a refund, reversal, or Account credit where appropriate for:

a confirmed duplicate charge;
a billing error caused by Fladov;
a verified unauthorised charge;
payment taken after a properly completed cancellation;
a substantial Service failure that prevented meaningful use of the paid Service;
another circumstance where a refund, reversal, or credit is required by law or is approved by Fladov under its then-current refund process.

13.3 Reporting billing issues

You should report a billing issue promptly after the relevant charge or discovery of the issue. We may request information needed to investigate the issue, but a reporting delay does not remove any right or remedy that cannot lawfully be limited.

13.4 Partial use

We do not ordinarily provide a prorated refund merely because a user did not use all paid features, time, or Bica Credits during a billing period.

13.5 Termination by Fladov without user fault

If Fladov permanently terminates a paid Service for operational reasons unrelated to your breach, we may provide reasonable notice and, where appropriate, refund the unused prepaid portion.

13.6 Termination for serious breach

No automatic refund is owed where access is terminated because of fraud, illegal activity, abuse, security attacks, or another serious breach of these Terms.

14. Bica Credits

14.1 Nature of Credits

Bica Credits are usage allowances used to measure or limit eligible Bica activity.

Credits are not money, stored value, a deposit, a bank balance, or a financial instrument. They cannot be redeemed for cash.

14.2 Credit use

Different Bica actions may consume different amounts of Credits depending on factors such as complexity, processing requirements, voice or media use, document generation, or analysis.

Applicable allowances and usage rules may be shown in the platform or plan description.

14.3 Rollover

Unused monthly Credits roll over while the Business maintains an uninterrupted active Subscription.

Rolled-over Credits remain usable together with future allocations, subject to the continued availability of the relevant plan and Bica features.

14.4 Subscription required

Credits can only be used while the Business has an active Subscription that permits Bica use.

Possessing unused Credits does not independently entitle a Business to use Bica without an active Subscription.

14.5 Failed renewal and preservation

A failed payment does not immediately erase accumulated Credits. Credits remain associated with the Business during the seven-day payment grace period.

Unless Fladov states otherwise, accumulated Credits may remain restorable for up to 90 days after a Subscription becomes inactive. If the Business reactivates within that period, the remaining eligible balance may be restored.

After 90 continuous days without an active Subscription, unused Credits may expire.

14.6 No transfer or refund

Credits are allocated to the relevant Business and may not be transferred, sold, exchanged, or assigned to another user or Business unless Fladov expressly provides an official transfer feature.

Unused Subscription Credits are not separately refundable.

14.7 Changes to Credits

We may change Credit calculations, allocations, consumption rules, or display where reasonably necessary because of changes to the Services, provider costs, model capability, security, sustainability, or plan design. We will provide reasonable notice of a material change affecting already allocated Credits and will not retroactively remove Credits already used or consumed. Promotional Credits may be subject to separate terms.

Material changes affecting an existing paid Subscription will be communicated reasonably where appropriate.

14.8 Promotions

Promotional unlimited usage, bonus Credits, or special allocations may be subject to separate limits, eligibility requirements, and expiry dates.

Promotional benefits do not create a permanent entitlement unless expressly stated.

15. Upgrades and Downgrades

15.1 Upgrades

An upgrade may take effect immediately after successful payment or confirmation of the applicable price adjustment.

The amount due and effective date should be shown before confirmation where technically available.

15.2 Downgrades

A downgrade normally takes effect at the beginning of the next billing period so that the Business retains the benefits already paid for during the current period.

15.3 Existing data above plan limits

If a downgrade leaves the Business above a limit of the lower plan, Fladov may preserve existing records while restricting new additions, premium actions, staff invitations, usage, or other affected functionality until the Business reduces usage or upgrades.

Fladov will not ordinarily delete existing Business records solely because of a plan downgrade without reasonable notice.

16. Acceptable Use

You must use Fladov lawfully, responsibly, and in accordance with these Terms.

You must not use, attempt to use, or assist another person to use the Services to:

commit or facilitate fraud, scams, theft, money laundering, or deception;
impersonate another person or Business;
sell, advertise, organise, or facilitate unlawful products or services;
harass, threaten, exploit, or harm another person;
upload malware or harmful code;
attack, disrupt, overload, or interfere with the Services;
access another Account, Business, or record without authority;
bypass authentication, permissions, rate limits, plan restrictions, or security controls;
scrape, crawl, extract, or reproduce platform data through unauthorised automated means;
send spam or unauthorised communications;
infringe intellectual-property, privacy, confidentiality, publicity, or other rights;
submit false or materially misleading public Business information;
process personal information without appropriate authority or lawful grounds;
use Bica to plan or facilitate unlawful or harmful conduct;
probe the platform for vulnerabilities without prior written authorisation;
reverse-engineer, decompile, or attempt to discover protected source code, models, prompts, systems, or architecture except where applicable law expressly permits it;
resell or commercially exploit the Services except under a separate written agreement with Fladov;
use the Services in a way that creates a material and reasonably foreseeable legal, security, safety, or compliance risk for Fladov, another user, or a third party;

We may investigate suspected misuse and take proportionate action, including restricting content, limiting functionality, suspending access, preserving relevant records, or reporting unlawful conduct to competent authorities.

17. Intellectual Property

17.1 Fladov property

Fladov and its licensors retain all rights, title, and interest in and to:

the Fladov platform;
Bica;
software and source code;
models, prompts, workflows, protocols, and system architecture;
interfaces and designs;
trademarks, logos, and branding;
documentation and templates;
platform-generated structures and materials;
improvements, updates, and derivative technology.

These Terms do not transfer ownership of Fladov’s intellectual property to you.

17.2 Limited right to use

Subject to these Terms, Fladov grants you a limited, revocable, non-exclusive, non-transferable right to access and use the Services for your lawful personal or Business purposes.

17.3 Business documents and outputs

Subject to your rights in the underlying Business data and the rights of third parties, you may use receipts, invoices, quotations, delivery notes, summaries, reports, and other outputs generated for your Business through Fladov.

Fladov retains ownership of the underlying software, templates, designs, systems, and technology used to generate those outputs.

17.4 Feedback

If you voluntarily provide suggestions, ideas, or feedback about Fladov, you permit us to use that feedback to improve or develop the Services without payment or restriction, provided we do not publicly identify you without permission.

18. Third-Party Services

Fladov may depend on or integrate with third-party services, including payment processors, artificial-intelligence providers, hosting providers, storage providers, email providers, security tools, analytics services, monitoring tools, and external websites.

Third-party terms and privacy policies may apply to their services.

Fladov does not control every action, policy, outage, fee, or decision of an independent third party. We remain responsible for managing providers with reasonable care and for our own acts and omissions. To the extent permitted by law, we are not responsible for loss caused solely by an independent third-party service that was outside Fladov’s reasonable control and could not reasonably have been prevented or mitigated.

Our current principal service providers are described in the Fladov Service Provider List.

A link to or integration with a third party does not necessarily constitute endorsement.

19. Service Availability, Maintenance, and Changes

19.1 No absolute uptime guarantee

We aim to keep the Services available and reliable, but we do not guarantee uninterrupted, error-free, or permanent availability.

The Services may be affected by maintenance, bugs, cyberattacks, provider outages, internet failures, device compatibility, force-majeure events, or other technical and operational conditions.

19.2 Maintenance and updates

We may maintain, repair, update, replace, or modify the Services.

We may temporarily restrict access where reasonably necessary for security, maintenance, legal compliance, or system integrity.

19.3 Feature changes

We may add, modify, limit, replace, or discontinue features.

Where a material change substantially reduces a paid Service during an active billing period, we will provide reasonable notice or an appropriate remedy where required or fair in the circumstances.

19.4 Beta and experimental features

Features identified as beta, preview, experimental, early access, or testing features may be less reliable, may change without notice, and may be withdrawn.

You should not rely on an experimental feature for critical Business operations without appropriate independent safeguards.

20. Suspension and Termination

20.1 Suspension by Fladov

We may suspend or restrict an Account, Business, profile, content, or feature where reasonably necessary because of:

failed payment;
breach of these Terms;
suspected fraud or illegal activity;
security risk or unauthorised access;
attacks or abuse affecting the Services;
risk to another user or third party;
unlawful or misleading public content;
a lawful request from an authority;
a serious operational or technical risk;
failure to provide required verification information.

We may suspend, restrict, or terminate an Account, Business, profile, feature, or Service at any time, with or without notice, where we reasonably consider it necessary for security, legal compliance, fraud prevention, abuse prevention, protection of users, operational reasons, or discontinuation or modification of the Services.

20.2 Notice and correction period

Where the issue is not urgent, we may provide notice and a reasonable period to correct it.

Unless a different period is stated, we may provide a correction period of up to seven days from the date notice is given.

Notice is effective when sent to the Account’s registered email address, displayed through the platform, or delivered through another contact method provided by the user. For urgent security or legal matters, we may take action before the user reads the notice. Where termination is not urgent, we may provide a correction or notice period where we consider it appropriate.

20.3 Immediate action

We may act immediately and without advance notice where reasonably necessary to address fraud, illegal activity, active security threats, cyberattacks, serious abuse, risk of data exposure, imminent harm, or legal requirements.

20.4 Termination by user

You may stop using the Services and request Account closure, subject to outstanding obligations and applicable retention requirements.

20.5 Termination by Fladov

We may terminate an Account or Business for a serious or repeated breach, prolonged total inactivity under section 21, legal or security requirements, discontinuation of the relevant Service, or where we reasonably consider termination necessary for operational reasons or modification of the Services.

Where termination is unrelated to user fault and affects prepaid Service time, we may, but are not required to, provide notice or a refund for unused prepaid time unless required by applicable law or expressly agreed otherwise.

20.6 Effect of termination

Upon termination:

the right to use the affected Services ends;
public profiles may be unpublished;
Bica and paid functionality may become unavailable;
Fladov may retain information as permitted by the Privacy Policy and applicable law;
obligations intended to survive termination remain effective.

21. Inactive Accounts and Data Retention

21.1 Subscription inactivity is not Account inactivity

A Business is not considered inactive merely because its paid Subscription expires.

A Business may continue to use available free dashboard and public-profile features without an active Subscription.

21.2 Total inactivity

An Account or Business may be considered inactive after at least 180 consecutive days without login or meaningful platform activity.

21.3 Possible deletion or anonymisation

After at least 180 consecutive days of total inactivity, Fladov may begin the process of deleting, archiving, or anonymising eligible Account and Business data, subject to the Privacy Policy and applicable legal, security, backup, fraud-prevention, dispute, and operational requirements. We will provide reasonable advance notice and an opportunity to reactivate or request eligible data before permanent deletion where reasonably practicable.

21.4 Advance notice

Before permanently deleting eligible data because of inactivity, we will provide reasonable advance notice through the contact information associated with the Account, unless a different action is required by law, security needs, or an urgent operational condition.

We will use the contact information associated with the Account and may provide more than one notice where reasonably practicable.

21.5 Data requests and export

Where an automated export feature is unavailable, a user may contact support to request access to eligible Business data.

The form, scope, and timing of an export or copy may depend on technical availability, identity and authority verification, the rights of other persons, and applicable legal obligations.

Fladov does not guarantee that every type of platform data can be exported in every requested format.

22. Backups and Important Records

Fladov maintains backups and recovery systems designed to support service continuity, but no system can guarantee that data will never be lost, corrupted, delayed, or unavailable.

Businesses should maintain independent copies of information that is critical to their legal, financial, regulatory, or operational obligations.

23. Privacy and Cookies

Our collection and use of personal information are governed by the Fladov Privacy Policy.

Our use of cookies and similar technologies is further explained in the Fladov Cookie Policy.

By using the Services, you acknowledge that personal information may be processed as described in those policies and as permitted by applicable law.

Where a Business enters information about customers, staff, suppliers, or other persons into Fladov, that Business remains responsible for its own privacy notices, lawful grounds, permissions, and compliance obligations.

24. Disclaimers

To the maximum extent permitted by applicable law:

the Services are provided on an “as available” basis;
Fladov does not guarantee that every feature will be uninterrupted, error-free, secure, or suitable for every Business purpose;
Fladov does not guarantee the accuracy of information entered by users;
Fladov does not guarantee that Bica will understand every instruction or produce a correct result;
Fladov does not guarantee sales, profit, customer activity, debt recovery, stock accuracy, regulatory compliance, or any other Business outcome;
Fladov does not guarantee the conduct, identity, quality, legality, safety, or performance of Businesses or Customers using the platform;
Fladov is not responsible for the underlying fulfilment of orders or bookings between Businesses and Customers;
Fladov does not warrant that the Services will be compatible with every device, browser, network, or third-party system.

Nothing in these Terms excludes any warranty, right, or remedy that cannot lawfully be excluded.

25. Limitation of Liability

25.1 User responsibility and causation

Fladov is not responsible for a loss to the extent that it results from:

inaccurate, incomplete, or outdated information supplied by a user;
failure to review an important Bica output or action;
reliance on Bica as professional advice;
unauthorised or inappropriate staff permissions granted by the Business;
a user’s unlawful or negligent conduct;
failure to maintain reasonable independent evidence of a critical transaction;
a Business’s products, services, fulfilment, customer communication, or commercial dispute;
an event outside Fladov’s reasonable control.

25.2 Excluded categories of loss

To the maximum extent permitted by law, Fladov will not be liable for indirect, incidental, special, punitive, exemplary, or consequential loss, or for loss of:

profit;
revenue;
anticipated savings;
Business opportunity;
customers or goodwill;
reputation;
use of data or systems;
Business continuity;

whether arising in contract, tort, negligence, misrepresentation, statute, or otherwise, where such loss was not a direct and reasonably foreseeable result of Fladov’s breach.

25.3 Financial cap

To the maximum extent permitted by law, Fladov’s total aggregate liability arising from or relating to the Services, these Terms, or the affected Business relationship will not exceed the total Subscription fees actually paid to Fladov by the affected Business during the 12 months immediately preceding the event giving rise to the claim.

The cap applies collectively to all related claims arising from the same or connected events.

25.4 Exceptions

Nothing in these Terms excludes or limits liability where exclusion or limitation is prohibited by law, including liability arising from fraud or deliberate misconduct by Fladov.

Nothing in these Terms limits a mandatory consumer right or regulatory remedy that cannot lawfully be waived.

25.5 Fair application

The limitations in this section are intended to allocate risk reasonably in light of the nature and price of the Services. They do not excuse Fladov from applying reasonable care, maintaining appropriate safeguards, or responding fairly to a proven Service failure.

26. Indemnity

To the extent permitted by law, you and the relevant Business agree to indemnify and hold Fladov, its officers, employees, and contractors harmless from third-party claims, losses, liabilities, and reasonable costs arising from:

unlawful products or services offered by the Business;
false, misleading, infringing, or unauthorised User Content;
a breach of these Terms by you or the Business;
misuse of the Services;
violation of another person’s privacy, intellectual-property, contractual, or other rights;
failure by the Business to fulfil an order or booking;
unlawful processing of customer, staff, supplier, or other third-party data;
taxes, licences, refunds, warranties, or legal obligations belonging to the Business.

This indemnity does not require you to compensate Fladov for loss caused by Fladov’s own fraud, deliberate misconduct, or liability that cannot lawfully be transferred.

Fladov will provide reasonable notice of an indemnified claim where practicable and will not settle a claim in a manner that imposes a direct admission or non-monetary obligation on you without reasonable consultation.

27. Complaints and Dispute Resolution

27.1 Contact us first

If a dispute arises, the affected party should first send a written notice explaining the issue and requested resolution.

Notices to Fladov should be sent to support@fladov.com. Privacy-related notices may also be sent to privacy@fladov.com.

27.2 Informal resolution period

The parties agree to make reasonable efforts to resolve the dispute informally for at least 30 days after written notice is given before commencing formal proceedings, unless urgent interim relief is reasonably necessary.

27.3 Optional mediation or arbitration

Fladov and the affected user may agree in writing, after a dispute arises, to resolve it through mediation or arbitration on mutually agreed terms.

These Terms do not require ordinary users to submit disputes to mandatory arbitration.

27.4 Governing law

These Terms and any dispute arising from them are governed by the laws of the Federal Republic of Nigeria.

27.5 Courts

If a dispute cannot be resolved informally and the parties do not mutually agree to another process, either party may bring the dispute before a court of competent jurisdiction in Nigeria.

Nothing in this section prevents a party from contacting an appropriate regulator or consumer-protection authority or seeking urgent relief where permitted by law.

28. Changes to Prices, Plans, and These Terms

28.1 Changes to plans and pricing

We may change Subscription prices, plan features, usage limits, and Credit rules.

Where a material change affects an existing recurring Subscription, we will provide reasonable advance notice where required or appropriate.

A price change normally applies from a future renewal rather than retrospectively to time already paid for.

28.2 Changes to these Terms

We may update these Terms to reflect changes to:

the Services;
Business or commercial practices;
legal or regulatory requirements;
security or risk controls;
third-party providers;
pricing, plans, or usage rules.

The updated Terms will display a revised “Last updated” date.

28.3 Notice of material changes

We may notify users of material changes through email, the platform, a website notice, or another reasonable communication method.

Where required by law, we will request consent rather than treating continued use as acceptance.

For other changes, continued use after the effective date means the updated Terms apply to subsequent use.

29. Electronic Communications and Notices

You agree that Fladov may communicate with you electronically through email, in-app notifications, dashboard notices, or other contact details you provide.

Service, security, billing, legal, and Account notices may be sent electronically.

Unless applicable law requires otherwise, a notice is considered delivered when it is sent to the Account’s registered email address, displayed through the platform, or sent through another agreed contact channel.

You are responsible for maintaining accurate contact information and checking communications associated with your Account.

30. General Provisions

30.1 Entire agreement

These Terms, together with the Privacy Policy, Cookie Policy, current plan or checkout terms, and any additional terms expressly applicable to a feature, form the agreement between you and Fladov concerning the Services.

A separately signed agreement with Fladov may modify or replace these Terms for the subject matter of that agreement.

30.2 Order of priority

If these Terms conflict with a separately signed agreement, the signed agreement controls for the relevant subject matter.

Feature-specific or promotional terms control only for the feature or promotion they address.

30.3 Severability

If any provision of these Terms is found invalid, unlawful, or unenforceable, it will be interpreted or limited to the minimum extent necessary, and the remaining provisions will continue in effect.

30.4 No waiver

A failure or delay by Fladov to enforce a provision does not waive the right to enforce it later.

30.5 Assignment

You may not assign or transfer your rights or obligations under these Terms without Fladov’s prior written consent.

Fladov may assign or transfer these Terms as part of a merger, acquisition, restructuring, financing, sale of assets, or transfer of the relevant Service, subject to applicable law and reasonable protection of user rights.

30.6 Force majeure

Fladov is not liable for delay or failure caused by events beyond its reasonable control, including widespread internet or power failures, telecommunications failures, cyberattacks, natural disasters, civil unrest, government action, labour disruption, war, epidemic, provider outage, or failure of essential infrastructure.

Fladov will make reasonable efforts to reduce the effect of such events where practical.

30.7 No partnership or agency

These Terms do not create a partnership, joint venture, employment, franchise, fiduciary, or agency relationship between Fladov and a user or Business.

A Business is not authorised to make commitments on behalf of Fladov.

30.8 Third-party beneficiaries

Except where expressly stated, these Terms do not grant enforceable rights to a person who is not a party to them.

30.9 Survival

Provisions concerning intellectual property, payment obligations, User Content licences, liability, indemnity, dispute resolution, data retention, and any other provision that should reasonably survive will remain effective after suspension, closure, or termination.

31. Contact Information

Questions, complaints, notices, and support requests may be directed to:

Fladov Innovations Nigeria Ltd

Website: https://fladov.com

Support email: support@fladov.com

Privacy email: privacy@fladov.com

Business address: 12, Itesiwaju Street, Yaba, Lagos State, Nigeria

Telephone: +234 90 7540 2019