Introduction and Acceptance of Terms
These Terms of Use "Terms" constitute a legally binding agreement between you "User", "you", or "your" and Tal Tech Nova Limited, a company registered under the laws of Nigeria, operating the Complier compliance technology platform "Complier", "the Platform", "we", "us", or "our".
Our registered office and principal place of business details are available upon request at hello@usecomplier.com.
By accessing, registering on, subscribing to, or using the Complier platform in any capacity, you acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety. If you do not agree to these Terms, you must immediately discontinue your use of the Platform
These Terms apply to all users of the Platform, including free trial users, individual subscribers, and corporate account holders.
Nature of the Platform and Services
Complier is a technology platform owned and operated by Tal Tech Nova Limited. The Platform provides compliance management tools, task tracking, document management, regulatory checklists, and access to qualified compliance professionals "Admin Professionals" or "Admins". Complier is NOT any of the following:
- A law firm or legal services provider;
- A professional services firm or accountancy practice;
- A regulatory body or government agency;
- A guarantor of regulatory compliance outcomes.
Complier operates as a technology intermediary that facilitates the delivery of compliance-related services by recruiting, onboarding, and deploying qualified professionals to carry out compliance tasks on behalf of users through the Platform. The professional relationship in respect of any task is between the user and the assigned Admin Professional, facilitated through our Platform infrastructure.
Nothing on the Platform constitutes legal advice, regulatory advice, financial advice, or any other form of professional advice unless expressly delivered by a verified qualified professional engaged through the Platform under their own professional obligations.
Account Registration and User Obligations
To access the full features of the Platform, you must create an account and provide accurate, current, and complete information. You agree to:
- Provide truthful and accurate registration details at all times;
- Promptly update your information if any details change;
- Keep your login credentials confidential and not share them with third parties;
- Notify us immediately at hello@usecomplier.com if you suspect unauthorised access to your account;
- Accept full responsibility for all activity that occurs under your account.
Tal Tech Nova Limited reserves the right to suspend or terminate any account where we reasonably suspect that registration information is false, incomplete, or misleading, or where account activity violates these Terms.
Subscriptions, Fees, and Payment
Subscription Fees and Auto-Renewal
Access to the Platform is offered on a subscription basis. Subscription fees are due and payable in advance in accordance with the pricing plan selected at the time of registration or renewal.
By subscribing, you authorise Tal Tech Nova Limited and our authorised payment processors to charge the applicable fees to your designated payment method. Payments are processed securely through our authorised third-party payment processors.
Unless cancelled before the applicable renewal date, subscriptions may automatically renew for successive subscription periods, and the applicable renewal fees will be charged to your designated payment method.
Non-Refundability of Subscription Fees
All subscription fees paid to Tal Tech Nova Limited are non-refundable, except as expressly provided in these Terms or as required by applicable consumer protection law.
By subscribing to the Platform, you acknowledge and agree that subscription fees are charged in consideration of access to the Platform, its infrastructure and ongoing compliance management features, and that value is provided from the commencement of the subscription period.
Refund Policy for Specific Compliance Tasks
Notwithstanding Clause on non-refundability of subscription fees, Tal Tech Nova Limited may, subject to these terms, consider a refund of fees paid in respect of a specific compliance task, subject to all of the following conditions being satisfied:
No action whatsoever has been taken by any Admin Professional assigned to the task, including but not limited to review, preparation, correspondence, filing, or any preliminary work;
The refund request is submitted in writing to hello@usecomplier.com within fourteen (14) calendar days of payment confirmation;
The request is accompanied by the relevant transaction reference and the basis of the refund request; The task has not been marked as "In Progress" or "Completed" on your platform.
Refund requests submitted after the 14-day window, or in respect of tasks where any action has been taken, shall not be entertained. Tal Tech Nova Limited's determination on all refund requests shall me made in accordance with these Terms.
Price Changes
Tal Tech Nova Limited reserves the right to modify subscription pricing at any time. Where we intend to increase fees applicable to an existing subscription, we will provide no less than thirty (30) days' written notice to the email address associated with your account. Continued use of the Platform after the effective date of a price change constitutes acceptance of the revised fees.
Taxes
All fees are exclusive of applicable taxes, levies, or duties imposed by taxing authorities. You are solely responsible for the payment of all such taxes arising from your subscription or use of the Platform.
Processing Times and Regulatory Timelines
All processing times communicated on the Platform, in any correspondence, or through any Admin Professional are estimates only and do not constitute guarantees or representations of time of completion.
Compliance tasks are often subject to the processing timelines, procedures, and discretion of relevant regulatory authorities, government agencies, and third-party bodies. Tal Tech Nova Limited and its Admin Professionals have no control over the timelines of such external bodies. Accordingly:
- Estimated timelines may be extended due to regulatory backlog, changes in government policy, requests for additional information, or other factors outside our control;
- Tal Tech Nova Limited shall not be liable for any loss, damage, cost, or consequence arising from delays attributable to a regulator or external authority;
- Users are advised to plan ahead and not rely on estimated timelines for critical business deadlines without appropriate contingency.
Where a regulatory authority returns a compliance task for correction, supplementary information, or re-submission, additional fees may apply.
Admin Professionals and Professional Vetting
Tal Tech Nova Limited recruits and onboards qualified professionals to serve as Admin Professionals on the Platform. These individuals carry out compliance tasks assigned by users through the Platform.
Users who wish to verify the credentials, qualifications, or profile of an assigned Admin Professional may submit a vetting request by emailing hello@usecomplier.com. Vetting requests will be responded to within a reasonable time. Availability of profile information may be subject to privacy and data protection obligations.
Tal Tech Nova Limited reserves the right to reassign Admin Professionals to tasks at its discretion, including in cases of unavailability, or quality concerns.
Compliance Dashboard, Checklist Limitations, and Professional Advice
The compliance checklist and dashboard items presented to users on the Platform are generated based on information provided by the user, the nature of their business, applicable regulations, and the knowledge base maintained by Tal Tech Nova Limited. While we endeavour to provide as comprehensive and detailed a compliance checklist as possible, you expressly acknowledge and agree that:
- The compliance items displayed on your dashboard do not constitute an exhaustive or definitive list of all regulatory or legal obligations applicable to your business;
- Regulations change frequently and may not be immediately reflected on the Platform;
- The Platform's checklist is a facilitative tool and not a substitute for bespoke professional or legal advice tailored to your specific circumstances;
- Industry-specific, jurisdictional, or niche compliance requirements may not be fully captured by the Platform.
Tal Tech Nova Limited strongly encourages all users to engage a qualified legal or compliance professional as a secondary check for any compliance requirements applicable to their business beyond those shown on the Platform.
To assist with this, users may access the "Speak to a Lawyer" function available on the dashboard, which facilitates a connection with an independent legal professional. Advice provided through this channel is subject to separate terms and conditions applicable to that engagement.
Tal Tech Nova Limited accepts no liability for compliance failures arising from items not captured on a user's dashboard, regardless of whether such items would reasonably have been expected to appear.
Limitation of Liability and Indemnity
No Indemnity by Tal Tech Nova Limited
Tal Tech Nova Limited does not assume responsibility for and shall not be liable for any user for any loss, damage, penalty, fine, regulatory sanction, or adverse consequence of any nature, whether direct, indirect, consequential, or otherwise, arising from:
- A user's failure or refusal to take action as recommended, communicated, or facilitated by the Platform or an Admin Professional;
- A compliance item or obligation that is not captured on, or is omitted from, the user's compliance dashboard;
- Regulatory changes or updates that are not yet reflected on the Platform;
- Decisions made or not made by the user in reliance on, or in disregard of, information provided on the Platform;
- Business losses arising from compliance failures, regulatory enforcement, or third-party claims.
General Limitation of Liability
To the fullest extent permitted by applicable law, Tal Tech Nova Limited's total aggregate liability to any user in respect of any claim arising out of or in connection with these Terms or the use of the Platform shall not exceed the total subscription fees paid by the affected user in the twelve (12) months immediately preceding the event giving rise to the claim.
Tal Tech Nova Limited shall not be liable for any indirect, incidental, special, punitive, exemplary or consequential damages, including loss of profits, loss of revenue, loss of business opportunities, loss of data, business interruption, reputational damage, or any regulatory penalties, regardless of whether such damages were foreseeable or Tal Tech Nova Limited was advised of the possibility of such damages.
User Indemnity
You agree to indemnify, defend, and hold harmless Tal Tech Nova Limited, its directors, officers, employees, Admin Professionals, agents, contractors, and successors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from:
- Your breach of these Terms;
- Your unlawful use or misuse of the Platform;
- Any content or information you submit to the Platform that is false, inaccurate, misleading or unlawful;
- Any third-party claim arising from your business operations, regulatory non-compliance or violation of applicable laws.
Disclaimer of Warranties
The Platform and all services provided through it are offered on an "as is" and "as available" basis without any express or implied warranties of any kind, including but not limited to warranties of merchantability, fitness for a particular purpose, accuracy, completeness, reliability, availability, title, or non-infringement. Tal Tech Nova Limited does not warrant that:
- The Platform will operate uninterrupted, error-free, or free from viruses or other harmful components;
- Any compliance checklist or dashboard output will be accurate, complete, or up to date at the time of access;
- The Platform will meet your specific compliance, regulatory, legal or business requirements;
- Any particular regulatory approval, filing outcome, legal compliance status or other specific result will be achieved through use of the Platform.
Data Retention, Document Storage, and Privacy
Document Retention Period
Documents, records, correspondence, and other materials uploaded to or generated on the Platform in connection with a compliance task are stored on the Platform for a period of one (1) year from the date the relevant action or task is completed or closed on the Platform.
Upon expiry of this one year retention window, all associated documents and materials are permanently and irreversibly deleted from our systems in accordance with Tal Tech Nova Limited's Data Retention Policy. Users are strongly advised to download and retain copies of all documents and records prior to the expiry of this period. Tal Tech Nova Limited shall not be held responsible for any loss arising from the deletion of documents in accordance with this policy.
Privacy
Tal Tech Nova Limited processes personal data in accordance with its Privacy Policy, which is incorporated into these Terms by reference and available on the Platform and at hello@usecomplier.com. By using the Platform, you consent to the collection, processing, and storage of your personal data as described in the Privacy Policy.
We implement industry-standard security measures to protect your data; however, no electronic system is entirely secure, and Tal Tech Nova Limited cannot guarantee absolute security of data transmitted to or from the Platform.
Confidentiality of Platform Communications
All communications, documents, and information shared on the Platform in connection with a compliance task are treated as confidential by Tal Tech Nova Limited and its Admin Professionals. Such information will not be disclosed to third parties except where required by law, regulatory obligation, or with your express consent.
Intellectual Property Rights
All content on the Platform, including but not limited to the Complier brand, logo, name, trade marks, software, databases, compliance frameworks, templates, checklists, user interface design, and all underlying technology, are the exclusive intellectual property of Tal Tech Nova Limited and are protected under applicable intellectual property laws.
Users are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the
Platform solely for their internal compliance management purposes in accordance with these Terms. No user may:
- Copy, reproduce, reverse-engineer, decompile, or create derivative works from any part of the Platform;
- Use the Complier brand, name, logos, or trade marks without prior written consent from Tal Tech Nova Limited;
- Redistribute, sell, sublicence, or commercially exploit any content or functionality of the Platform;
- Remove, alter, or obscure any proprietary notices or intellectual property markings on the Platform.
- Use any automated means, bots, scrapers or similar technology to acces or extract data from the Platform.
Any content submitted by users to the Platform ("User Content") remains the intellectual property of the user; however, by submitting such content, you grant Tal Tech Nova Limited a non-exclusive, royalty-free licence to use such content to the extent necessary to deliver the services under these Terms.
Acceptable Use Policy
You agree to use the Platform only for lawful purposes and in accordance with these Terms. You must not use the Platform to:
- Submit false, misleading, or fraudulent information in connection with any compliance task;
- Engage in any activity that is unlawful, harmful, threatening, abusive, defamatory, or otherwise objectionable;
- Attempt to gain unauthorised access to any part of the Platform, its systems, or the accounts of other users;
- Interfere with or disrupt the integrity, performance, or security of the Platform;
- Engage in any conduct that could bring Tal Tech Nova Limited or the Complier brand into disrepute.
Tal Tech Nova Limited reserves the right to suspend or permanently terminate access to the Platform for any user who breaches this Acceptable Use Policy, without notice and without refund of any subscription fees.
Suspension, Termination, and Account Closure
Tal Tech Nova Limited reserves the right, at its sole discretion, to suspend, restrict, or terminate any user account or access to the Platform, with or without notice, in the following circumstances:
- Breach of any provision of these Terms;
- Non-payment of subscription fees;
- Fraudulent, abusive, or unlawful use of the Platform;
- Provision of false or misleading information during registration or in connection with a compliance task;
- Any conduct that Tal Tech Nova Limited reasonably determines to be harmful to the Platform, other users, or third parties.
- suspension or termination is necessary to comply with applicable law, regulatory obligations, or lawful governmental requests .
Upon termination or expiry of a subscription, your access and use of the Platform will cease immediately. You are advised to download all documents and records prior to account closure. Tal Tech Nova Limited is not obligated to retain any user data following account termination beyond what is required by law.
Users who wish to voluntarily close their account may do so by contacting hello@usecomplier.com. Voluntary account closure does not entitle the user to a refund of any subscription fees already paid.
Third-Party Services and Links
The Platform may contain links to third-party websites, services, or resources, including the "Speak to a Lawyer" feature which connects users with independent legal practitioners. Tal Tech Nova Limited has no control over such third-party services and is not responsible for their content, accuracy, availability, or compliance with applicable law.
Any engagement with a third-party service provider through or in connection with the Platform, including any legal professional accessed via the dashboard, is governed by the terms and conditions of that third party. Tal Tech Nova Limited makes no representations or warranties in relation to any third-party service and shall not be liable for any loss or damage arising from your use of such services.
Modifications to the Platform and These Terms
Tal Tech Nova Limited reserves the right to modify, update, suspend or discontinue any feature, functionality, or part of the Platform from time to time for operational, security, legal, technical or business reasons. Where reasonably practicable, we will endeavour to provide prior notice of material changes that may significantly affect the availability or functionality of the Platform. We will endeavour to minimise disruption to users; however, we accept no liability for any impact arising from such changes.
These Terms of Use may be updated from time to time at Tal Tech Nova Limited's sole discretion. Where changes are material, we will provide reasonable notice to users by email to the address associated with your account or by a prominent notice on the Platform. Continued use of the Platform following the effective date of any amendment constitutes your acceptance of the revised Terms. Users are to review these Terms periodically to remain informed of any updates.
Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law provisions.
In the event of any dispute arising out of or in connection with these Terms or the use of the Platform, the parties shall first attempt to resolve the matter amicably through good-faith negotiation. If the dispute cannot be resolved within thirty (30) days of written notice, he dispute shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Mediation Act 2023. The seat of arbitration shall be Lagos, Nigeria.
The arbitration shall be conducted by a sole arbitrator appointed by agreement of the parties or, failing such agreement, in accordance with the Arbitration and Mediation Act 2023. The language of the arbitration shall be English. The arbitral award shall be final and binding on the parties.
Nothing in this clause shall prevent either party from approaching a court of competent jurisdiction in Nigeria for the following purposes:
- either party may refer the matter to the courts of competent jurisdiction in Tal Tech Nova Limited's jurisdiction of incorporation.
Nothing in this clause prevents either party from seeking urgent or interim injunctive relief from a court of competent jurisdiction.
Force Majeure
Tal Tech Nova Limited shall not be liable for any failure or delay in the performance of its obligations under these Terms to the extent such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, governmental action, regulatory changes, power outages, internet service disruptions, or cyberattacks.
Severability and Entire Agreement
If any provision of these Terms is found to be invalid, unenforceable, or contrary to applicable law by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions of these Terms shall continue in full force and effect.
These Terms, together with the Privacy Policy and any applicable Order Form or Subscription Agreement, constitute the entire agreement between you and Tal Tech Nova Limited with respect to the Platform and supersede all prior agreements, representations, and understandings.
Contact Us
For all enquiries, complaints, refund requests, vetting requests, or notices under these Terms, please
contact:
Tal Tech Nova Limited
Operating as: Complier
Email:hello@usecomplier.com
Website:www.usecomplier.com
Tal Tech Nova Limited aims to respond to all written enquiries within five (5) business days.