Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the Novnine ESG Solutions platform ("Platform"), operated by Novnine Solutions Global Limited (RC 8907860), a company incorporated in Nigeria ("Novnine ESG," "we," "us"). By creating an account or using the Platform, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organisation, you represent that you have authority to bind that organisation.

2. The Service

Novnine ESG provides a technology platform for ESG (Environmental, Social, and Governance) data collection, compliance tracking, and sustainability report generation, calibrated for Nigerian regulatory frameworks including FRCN, PENCOM, CBN, NAICOM, NGX, and other applicable regulators.

3. Accounts and User Roles

You must provide accurate registration information and maintain the confidentiality of your login credentials. The Platform supports 7 role-based access levels (Super Admin, Compliance Officer, Environmental Manager, HR Manager, Finance Manager, Read-Only Viewer, and Branch Manager). Your organisation's Super Admin is responsible for managing user access and permissions within your account.

You are responsible for all activity that occurs under your account credentials. Notify us immediately at [email protected] of any unauthorised access.

4. Subscription Plans and Billing

Starter and Professional subscriptions are offered on annual or monthly billing, with annual pricing presented as the primary option and savings of up to 18% compared with monthly billing. Enterprise pricing is provided on request and is based on organisational complexity, entities, users, integrations, reporting scope and implementation requirements. All fees are non-refundable except where required by applicable Nigerian law.

We reserve the right to modify subscription pricing with 30 days' notice to active subscribers. Continued use of the Platform after a price change takes effect constitutes acceptance of the new pricing.

FRCN Readiness is a separate ₦500,000 one-off assessment covering all 3 stages and all 17 readiness guidelines. XBRL Digital Reporting, PCAF Financed Emissions, Additional Locations and other optional services or modules may be priced separately as shown on the Pricing page or applicable proposal.

5. Data Responsibility and Accuracy

You retain ownership of all ESG data your organisation submits to the Platform. You are solely responsible for:

• The accuracy, completeness, and legality of data entered into the Platform
• Ensuring appropriate personnel review and approve generated reports before submission to any regulator
• Compliance with applicable regulatory deadlines and requirements
• Obtaining review and sign-off from an appropriately qualified, FRC-registered signatory before regulatory submission where required

Novnine ESG's calculations (emission factors, GHG intensity, PCAF financed emissions, and similar figures) are generated using methodologies described in the Platform and disclosed in generated reports. Where a calculation depends on a client-provided input (such as a spend-based emission intensity factor), you are responsible for sourcing that input from a verifiable, cited source.

6. Intellectual Property

The Platform, including its software, design, and underlying technology, is the property of Novnine Solutions Global Limited and is protected by applicable intellectual property laws. You are granted a limited, non-exclusive, non-transferable licence to use the Platform in accordance with these Terms for the duration of your subscription.

Reports and documents generated by the Platform using your organisation's data belong to your organisation. Novnine ESG retains ownership of the underlying templates, calculation methodologies, and platform architecture.

7. Limitation of Liability

The Platform is provided "as is." To the maximum extent permitted by Nigerian law, Novnine ESG shall not be liable for indirect, incidental, or consequential damages arising from use of the Platform, including but not limited to regulatory penalties resulting from inaccurate data entered by your organisation or delayed regulatory submission.

Nothing in these Terms limits liability for gross negligence, wilful misconduct, or matters that cannot be excluded under applicable Nigerian law.

8. Termination

You may cancel your subscription at any time through your account settings or by contacting [email protected]. Upon cancellation, data handling follows our Privacy Policy and applicable legal requirements. Professional plan audit trail retention is 2 years; Enterprise retention is governed by the applicable Enterprise proposal or agreement.

We reserve the right to suspend or terminate accounts that violate these Terms, engage in fraudulent activity, or fail to make payment after reasonable notice.

9. Governing Law

These Terms are governed by the laws of the Federal Republic of Nigeria. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of Lagos State, Nigeria.

10. Changes to These Terms

We may update these Terms periodically. Material changes will be communicated via email or Platform notification at least 30 days before taking effect. Continued use of the Platform after changes take effect constitutes acceptance of the revised Terms.