Terms of Service

Provider details

Intentrun is a product and service brand operated by Intentrun Technologies Limited, a company organized under the laws of the Federal Republic of Nigeria, with its address for notices at 28 Joseph Avenue, Lagos, Nigeria ("Intentrun," "we,", "us," or "our").

1. Agreement and service orders

These Terms of Service apply when you access or use Intentrun's website, software, and related services. If you use the Services for a company or other organization, you confirm that you have authority to bind that organization; in that case, "you" means that organization and its authorized users. If you do not have that authority or do not agree to these terms, you must not use the Services.

An order form, statement of work, or other document signed by both parties ("Order") may identify the selected services, modules, user or employee quantities, implementation work, fees, service dates, support, or other commercial terms. These Terms and each applicable Order together form the agreement. If an Order expressly conflicts with these Terms, the Order controls only for that conflict. A request for information or a contact-form submission is not an Order and does not by itself create a paid subscription.

2. The Intentrun Services

Depending on your Order, the Services may include the Intentrun business platform and its enabled modules, including accounting and ledger functions, inventory and operational records, reporting, data analysis services, payroll processing support, onboarding, and related assistance. Features, limits, and availability may differ based on the modules and configuration agreed for your organization.

The Services are designed to support business operations. They do not replace your own professional judgment, internal controls, or review of transactions and outputs. We may provide documentation, help materials, or support, but unless an Order specifically says otherwise, we do not provide legal, tax, investment, audit, employment, or other regulated professional advice.

3. Accounts, administrators, and users

You are responsible for keeping account credentials confidential, using strong and unique passwords, and promptly notifying us if you suspect unauthorized access. You are responsible for activity performed through your accounts, except to the extent caused by our breach of this agreement or applicable law.

Your administrators manage access, roles, permissions, and organization settings. You must assign access only to people who need it, keep user details accurate, remove access when it is no longer appropriate, and ensure that users follow these terms. You are responsible for reviewing the permissions and approval workflows configured for your organization.

4. Your data and privacy

"Customer Data" means information, files, records, and materials that you or your users submit to or create in the Services, including accounting entries, business records, employee details, and payroll information. As between you and us, you retain your rights in Customer Data. You grant us and our service providers a limited, non-exclusive right to host, copy, transmit, display, and otherwise process Customer Data as needed to provide, secure, support, and maintain the Services and meet our legal obligations.

You are responsible for the accuracy and lawfulness of Customer Data, for providing any required notices and obtaining any permissions or consents needed to submit it, and for giving us lawful instructions to process personal information. You must not submit information that you are not authorized to use or disclose.

Our Privacy Policy explains our general privacy practices. If we process personal information on your behalf and applicable law or an Order requires additional terms, the parties will enter into an appropriate data-processing agreement. That agreement will govern the relevant processing if it conflicts with these Terms.

5. Customer responsibilities and financial records

You must review data entered into or generated by the Services, reconcile records, verify calculations and reports, maintain appropriate approvals and segregation of duties, and retain any records you are legally required to keep. You are responsible for deciding whether the Services and their configuration are appropriate for your business and jurisdiction.

You remain responsible for your accounting policies, books and records, financial statements, tax filings, statutory reports, employee classifications, payroll decisions, and payment of wages, taxes, and other amounts. Unless a signed Order expressly assigns a specific task to us, you must review and approve submissions, payments, payroll runs, journal entries, and filings before they are finalized. Outputs can be affected by the information and settings you provide and should not be treated as a substitute for review by your qualified advisers.

6. Payroll and employee information

If your Order includes payroll features or services, you authorize us to process the employee and payroll information you provide as needed to perform those services. You are responsible for verifying employee details, pay rates, hours, deductions, leave, tax settings, bank details, and payment instructions; obtaining required employee permissions; and approving each payroll run and related payment or filing.

Payroll rules and deadlines vary by location and change over time. You are responsible for identifying the jurisdictions where you employ people and ensuring that payroll outputs are reviewed and submitted on time. We are not responsible for penalties, interest, or other consequences arising from incorrect or late information, decisions, approvals, or instructions supplied by you, except where caused by our failure to perform a task expressly assigned to us in an Order.

7. Data analysis and reports

Data analysis, dashboards, forecasts, summaries, and reports are provided to help you understand business information. They may depend on the completeness, quality, categorization, and timing of your data and on assumptions or configurations you select. You are responsible for validating results before relying on them for operational, financial, employment, tax, or other decisions.

8. Fees, billing, and taxes

Fees, billing frequency, payment terms, and any implementation charges will be set out in the applicable Order. Because services and module selections may be tailored to each customer, no website description or contact-form response changes the fees in a signed Order. Unless the Order states otherwise, fees are payable in the currency and by the method specified on the invoice, without set-off, and are non-refundable except where required by law or expressly agreed in writing.

You are responsible for applicable sales, use, value-added, withholding, and similar taxes, excluding taxes based on our net income. If an undisputed invoice is overdue, we may provide notice and a reasonable opportunity to pay before suspending the affected Services. Any permitted late charges or collection costs must be stated in the Order or allowed by law.

9. Acceptable use

You must use the Services only for lawful business purposes and according to these Terms, applicable documentation, and your Order. You must not, and must not help anyone else to:

• use the Services unlawfully, deceptively, or to infringe another person's rights;
• upload malware or attempt to disrupt, damage, probe, or gain unauthorized access to systems or data;
• circumvent access controls, interfere with security measures, or exceed the access or usage limits in your Order;
• reverse engineer or attempt to discover source code, except where applicable law does not allow that restriction;
• resell, sublicense, or make the Services available to third parties outside your organization without our written permission; or
• use the Services to build or benchmark a competing product, or to misrepresent generated reports as independently verified advice.

10. Third-party services and integrations

The Services may connect to third-party products, payment providers, banks, or other systems that are not operated by Intentrun. Your use of those services is governed by their own terms and privacy practices. We are not responsible for third-party services, their availability, or changes they make, and you authorize the data exchanges needed for any integration you enable. You should review and reconcile imported or exported information after an integration runs.

11. Ownership and feedback

We and our licensors own the Services, software, interfaces, documentation, designs, and related intellectual property. We grant you a limited, non-exclusive, non-transferable right during the applicable subscription term to access and use the Services for your internal business purposes, subject to your Order and these Terms. No other rights are transferred to you.

If you provide suggestions or feedback, we may use them without restriction or payment to you, provided we do not identify you publicly as the source without your permission.

12. Confidentiality

A party receiving non-public information from the other party that is identified as confidential or reasonably should be understood to be confidential must use it only to perform or receive the Services, protect it with reasonable care, and disclose it only to personnel and service providers who need it for that purpose and are subject to confidentiality obligations. These duties do not apply to information the recipient can show is public without breach, already lawfully known, independently developed, or received lawfully from another source. A party may disclose confidential information when legally required, to the extent permitted after giving notice where lawful.

13. Security, availability, and support

We use reasonable administrative, technical, and organizational measures designed to protect the Services and Customer Data. No system can be guaranteed completely secure. You are responsible for securing your devices, credentials, networks, and user access.

We may perform maintenance, update the Services, and change or discontinue features. We will use reasonable efforts to avoid unnecessary disruption, but continuous or error-free operation is not guaranteed. Support hours, response targets, uptime commitments, recovery objectives, and other service levels apply only if expressly included in a signed Order or separate service-level agreement.

14. Subscription term, suspension, and termination

The subscription term, renewal, and any notice period will be stated in the Order. If the Order does not specify renewal terms, the subscription ends at the end of its stated term. Either party may terminate an Order for a material breach if the breach is not remedied within 30 days after written notice, or immediately if the breach cannot reasonably be remedied.

We may suspend access to the affected Services if reasonably necessary to address a security risk, legal requirement, material threat to the Services or another customer, or your material breach. Except in an emergency or where notice is prohibited, we will provide notice and an opportunity to address the issue before suspending access.

When an Order ends, your right to use the Services under that Order ends. During the period stated in the Order, or otherwise for a reasonable period after termination, you may request an export of Customer Data using the available export functions or by contacting us. We may then delete or de-identify Customer Data in accordance with our retention practices and legal obligations, subject to any applicable data-processing agreement. You are responsible for exporting records you need before access ends.

15. Warranties and disclaimers

Each party represents that it has authority to enter into these Terms. We will provide the Services in a professional manner consistent with any express commitments in the applicable Order.

Except for express commitments in these Terms or an Order, and to the maximum extent permitted by law, the Services are provided on an "as available" basis without implied warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted, error-free, meet every business requirement, or produce results that do not require your review.

16. Indemnification

You will defend Intentrun against a third-party claim that Customer Data or your use of the Services in breach of these Terms violates that third party's rights or applicable law, and will pay damages and reasonable costs finally awarded or agreed in a settlement you approve. We will give you prompt notice, reasonable cooperation at your expense, and control of the defense and settlement, provided that you may not settle a claim in a way that imposes liability or an admission on us without our written consent.

If a claim alleges that the Services, as provided by us and used as permitted, infringe a third party's intellectual property rights, we may procure the right for continued use, modify or replace the affected part, or terminate the affected Service and refund prepaid fees for its unused term. This paragraph states our responsibility for those claims, except where applicable law does not permit that limitation.

17. Limitation of liability

To the maximum extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or anticipated savings, arising from these Terms or the Services, even if advised that such damages were possible.

To the maximum extent permitted by law, each party's total liability arising out of or related to an Order and these Terms will not exceed the fees paid or payable for the affected Services during the 12 months before the event giving rise to the claim. This limit does not apply to liability that cannot lawfully be limited, or to your payment obligations. The parties may agree different limits or additional exceptions in a signed Order. Nothing in these Terms limits any non-waivable consumer or statutory rights.

18. Events outside reasonable control

Neither party is responsible for a delay or failure caused by events beyond its reasonable control, such as natural disasters, widespread network or utility failures, labor disputes, war, civil unrest, or government action. The affected party will use reasonable efforts to reduce the impact and resume performance. This section does not excuse payment obligations for Services already provided.

19. Changes to these Terms

We may update these Terms to reflect changes to the Services, business practices, or applicable law. We will post the revised terms and update the effective date. If a change materially reduces your rights during an active paid subscription, it will take effect for that subscription at renewal unless the change is required sooner by law or to address a security, integrity, or misuse issue. Your continued use after an update takes effect means you accept the revised Terms. If you do not agree, you must stop using the affected Services and may terminate the affected Order at the end of its then-current term, subject to that Order.

20. Governing law and general terms

These Terms and any non-contractual dispute arising from them are governed by the laws of the Federal Republic of Nigeria, without regard to its conflict-of-law rules. The courts located in Lagos, Nigeria will have exclusive jurisdiction, subject to any mandatory rights or procedures that cannot be waived.

These Terms and applicable Orders are the entire agreement about the Services and replace prior discussions on that subject. If a provision is unenforceable, it will be limited only as much as necessary and the remaining provisions will continue. You may not assign these Terms without our written consent, except as part of a merger or sale of substantially all your business assets where the successor agrees to these Terms; we may assign them to an affiliate or successor to our business. A failure to enforce a provision is not a waiver. No person other than the parties has rights under these Terms, and these Terms do not create a partnership, agency, or employment relationship.

21. Contact and notices

For questions about these Terms, contact us through the Intentrun contact page. Formal legal notices must be sent to Intentrun Technologies Limited, 28 Joseph Avenue, Lagos, Nigeria and will be effective when received.