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Terms of service

These Terms of Service (“Terms”) govern your access to and use of the Innovage Ltd website and, where applicable, our software solutions, platforms, applications, demonstrations, support services, and related services.

1. Introduction

By accessing our website, requesting a demo, using our services, or engaging with Innovage Ltd (“Innovage”, “we”, “our”, or “us”), you agree to these Terms.

Where a separate written agreement, proposal, order form, quotation, service agreement, subscription agreement, or statement of work has been agreed with a customer, that separate agreement will apply in addition to these Terms. In case of conflict, the separate written agreement will prevail for the relevant services.

2. About Innovage

Innovage Ltd provides technology services and software solutions, including business software, e-invoicing, ERP, inventory, accounting, fleet management, GPS-related solutions, mobile applications, web applications, and related development, implementation, support, and consulting services.

Information on our website is provided for general business and informational purposes only. It does not constitute legal, tax, accounting, financial, or professional advice.

3. Use of our website

You may use our website only for lawful purposes.

You agree not to:

  • Misuse, damage, disrupt, or interfere with the website
  • Attempt to gain unauthorised access to our systems
  • Use automated scraping, bots, or similar tools without permission
  • Upload or transmit malicious code
  • Use the website in a way that violates applicable law or third-party rights
  • Misrepresent your identity or business relationship with us

We may restrict, suspend, or block access to our website where we reasonably believe there is misuse, security risk, or unlawful activity.

4. Use of our software services

Where you are given access to an Innovage software platform, you agree to use it responsibly and only for lawful business purposes.

You are responsible for:

  • Ensuring that information entered into the system is accurate and lawful
  • Managing access rights for your authorised users
  • Keeping login credentials confidential
  • Ensuring that your users comply with applicable terms and policies
  • Maintaining appropriate internal controls and reviews
  • Verifying outputs, reports, invoices, accounting entries, tax information, or business records before relying on them

Our software may assist with business, invoicing, accounting, stock, reporting, fleet, or compliance-related workflows. However, you remain responsible for your business decisions, legal obligations, tax submissions, accounting treatment, regulatory filings, and review of generated documents or reports.

5. Account access and security

If you are provided with user access, you must keep your login credentials secure.

You must notify us promptly if you suspect unauthorised access, compromised credentials, or misuse of your account.

We are not responsible for losses caused by unauthorised access resulting from weak passwords, shared credentials, compromised email accounts, failure to manage user permissions, or customer-side security weaknesses.

6. Customer data

Customer data remains the responsibility of the customer.

You retain ownership of the business data you enter into our software, subject to our right to process it for the purpose of providing, securing, supporting, maintaining, and improving the services.

You must ensure that you have the necessary rights, permissions, and lawful basis to upload, store, or process any data through our systems.

We do not claim ownership of customer business data.

7. Service availability

We aim to provide reliable and professional services. However, we do not guarantee that the website or services will always be uninterrupted, error-free, fully secure, or available at all times.

Services may be affected by maintenance, updates, internet connectivity, hosting providers, third-party services, device issues, customer-side configurations, force majeure events, cyber incidents, or other factors outside our reasonable control.

Where practical, we may provide notice of planned maintenance or service-impacting changes, but we are not obliged to do so in every case.

Any specific service level commitment applies only if expressly stated in a separate written agreement.

8. Changes to services

We may update, improve, modify, suspend, replace, or discontinue parts of our website or services from time to time.

Where changes materially affect a paid customer service, we will aim to manage such changes professionally and reasonably, taking into account operational, technical, legal, and commercial requirements.

9. Fees and payment

Fees, billing cycles, payment terms, setup costs, subscription charges, implementation charges, custom development fees, and support arrangements will be set out in the applicable quotation, proposal, invoice, order form, or written agreement.

Unless otherwise agreed in writing:

  • Fees are payable according to the invoice or agreed payment terms
  • Late payments may result in suspension of services
  • Setup, implementation, customisation, migration, training, and support work may be charged separately
  • Taxes, duties, bank charges, or regulatory fees may be added where applicable

10. Trials, demos, and pilot use

We may offer demos, trials, pilots, testing environments, or evaluation access at our discretion.

Trial or demo access may be limited in functionality, duration, support, availability, or data retention.

Unless otherwise agreed in writing, trial or demo access is provided for evaluation purposes and may be modified, suspended, or terminated at any time.

11. Implementation, migration, and configuration

Implementation, onboarding, configuration, data migration, template setup, integrations, training, or customisation services depend on the quality, completeness, and timely provision of information by the customer.

You are responsible for reviewing and validating migrated data, opening balances, tax settings, invoice templates, user permissions, product lists, customer/supplier records, and configuration before using the system in production.

We may assist with implementation and migration, but we do not guarantee that all historical data, third-party system data, or legacy records can be perfectly migrated or replicated unless expressly agreed in writing.

12. Third-party services

Our services may integrate with or depend on third-party platforms, APIs, hosting providers, payment providers, telecom providers, government portals, email services, authentication providers, mapping services, or other external systems.

We are not responsible for failures, downtime, pricing changes, policy changes, data issues, or service interruptions caused by third-party providers.

Use of third-party services may be subject to their own terms and policies.

13. Compliance-related features

Some Innovage solutions may support compliance-related workflows, including e-invoicing, tax, accounting, reporting, audit trails, or regulatory submissions.

We aim to design our systems responsibly and in line with applicable requirements known to us. However, laws, regulations, technical specifications, government systems, and administrative practices may change.

Customers remain responsible for:

  • Verifying legal, tax, accounting, and regulatory obligations
  • Ensuring correct configuration of their account
  • Reviewing invoices, returns, reports, and submissions
  • Seeking professional advice where needed
  • Maintaining legally required records

Our services do not replace the advice of qualified accountants, tax advisers, lawyers, or other professionals.

14. Intellectual property

All intellectual property rights in our website, software, designs, source code, databases, interfaces, workflows, documentation, logos, branding, templates, and related materials belong to Innovage Ltd or our licensors, unless otherwise agreed in writing.

You may not copy, reproduce, reverse engineer, modify, distribute, resell, sublicense, or create derivative works from our website or software without our prior written permission.

Customer data remains subject to the “Customer data” section above.

15. Confidentiality

Each party may receive confidential information from the other party during discussions, onboarding, implementation, support, or service delivery.

Confidential information must be treated with reasonable care and must not be disclosed to unauthorised third parties, except where required by law, regulation, professional advisers, or service providers involved in delivering the services.

16. Acceptable use

You must not use our services to:

  • Violate any law or regulation
  • Process unlawful, fraudulent, misleading, or harmful content
  • Infringe third-party rights
  • Send spam or abusive communications
  • Upload malware or harmful code
  • Attempt unauthorised access to systems or data
  • Interfere with the security, performance, or integrity of our systems
  • Use the services for activities that may damage our reputation, infrastructure, or other customers

We may suspend or restrict access where we reasonably believe there is a breach of acceptable use, security risk, legal risk, or misuse.

17. Support

Support arrangements may vary depending on the customer’s plan, agreement, service scope, and support package.

Support may be provided by email, phone, remote session, messaging, ticketing system, or other agreed channels.

Unless expressly agreed in writing, support does not include unlimited custom development, business process redesign, accounting advice, tax advice, legal advice, third-party troubleshooting, or correction of customer-side errors.

18. Limitation of liability

To the maximum extent permitted by law, Innovage Ltd shall not be liable for indirect, incidental, special, consequential, punitive, or exemplary losses, including loss of profits, loss of revenue, loss of business opportunity, loss of goodwill, loss of data, business interruption, or regulatory penalties, whether arising from contract, tort, negligence, or otherwise.

Our total liability for any claim relating to the website or services shall be limited to the amount paid by the customer to Innovage for the relevant service giving rise to the claim during the period agreed in the applicable contract, or, where no such agreement exists, during the three months preceding the event giving rise to the claim.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

19. No warranties beyond express commitments

Our website and services are provided on a professional and reasonable-efforts basis.

Except where expressly agreed in writing, we do not make warranties that:

  • The services will be uninterrupted or error-free
  • All defects will be corrected immediately
  • The services will meet every specific business requirement
  • Outputs will always be complete, accurate, or suitable without customer review
  • Third-party integrations will remain available or unchanged
  • The website or services will be immune from all security threats

20. Suspension and termination

We may suspend or terminate access to services where:

  • Fees remain unpaid
  • There is misuse or suspected misuse
  • There is a security or legal risk
  • The customer breaches these Terms or an applicable agreement
  • Continued service provision becomes unlawful, impractical, or commercially unreasonable
  • A third-party dependency materially affects service delivery

Termination rights, notice periods, data export, and post-termination obligations may be further defined in the applicable written agreement.

21. Data export and deletion

Where technically available and subject to payment status, legal obligations, and contractual terms, customers may request export of their business data.

After termination, data may be retained for a limited period for backup, legal, accounting, security, dispute resolution, or operational purposes. We may delete or anonymise data after the applicable retention period, unless otherwise required by law or agreed in writing.

22. Force majeure

We are not liable for delay, failure, or interruption caused by events beyond our reasonable control, including natural disasters, internet failures, hosting failures, cyberattacks, strikes, war, civil unrest, government action, regulatory changes, power failures, telecom failures, third-party provider issues, or other force majeure events.

23. Governing law

These Terms are governed by the laws of Mauritius, unless otherwise agreed in writing.

Any dispute arising from these Terms or our services shall be subject to the competent courts of Mauritius, unless a separate written agreement provides otherwise.

24. Changes to these Terms

We may update these Terms from time to time. The latest version will be posted on our website with the revised “Last updated” date.

Continued use of our website or services after updates means you accept the updated Terms.

25. Contact

For questions about these Terms, please contact:

Innovage Ltd

Mauritius