Terms of Service

Effective Date: April 14, 2026

Data Protection

Enterprise-grade encryption and compliance with applicable data protection laws

Transparent Pricing

Free platform with simple transaction-based pricing and no hidden charges

Messaging Compliance

Full adherence to WhatsApp Business, Meta, and messaging channel policies

Legal Compliance

Comprehensive terms governing platform use, payments, and business obligations

1. Acceptance of Terms

1.1. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "Business," or "you") and Cimplify ("Company," "we," "us," or "our") governing your access to and use of the Cimplify platform, including all related services, features, applications, and APIs (collectively, the "Platform").

1.2. By creating an account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional policies referenced herein.

1.3. If you are using the Platform on behalf of a business, organization, or other entity, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" refers to both you individually and the entity you represent.

1.4. If you do not agree to these Terms, you must not access or use the Platform. Continued use of the Platform after any modification to these Terms constitutes acceptance of the modified Terms.

1.5. You must be at least 18 years of age or the legal age of majority in your jurisdiction, whichever is greater, to create an account and use the Platform.

2. Platform Description

2.1. Cimplify is an economy platform that provides businesses with integrated tools for payments processing, order management, customer support messaging, AI-powered customer service, business analytics, and operational management.

2.2. The Platform integrates with multiple communication channels, including but not limited to WhatsApp Business API, Instagram, Telegram, email, and SMS, to enable businesses to receive and respond to customer inquiries, process orders, and manage customer relationships.

2.3. Cimplify operates as a Business Solution Provider (BSP) for the WhatsApp Business API, enabling businesses on the Platform to connect their WhatsApp Business accounts to send and receive messages with their customers.

2.4. The Platform includes AI-powered features for automated customer support, order processing, inventory management, and business insights. AI features are provided as tools to assist businesses and do not replace human judgment or accountability.

2.5. Feature availability, supported payment methods, and supported communication channels may vary by region and are subject to change.

2.6. We continuously develop and improve the Platform. We may add, modify, or remove features at any time with reasonable notice to affected users.

3. Account Terms

3.1. To access the Platform, you must create an account by providing accurate, current, and complete information as prompted during the registration process. You agree to update your account information promptly to keep it accurate, current, and complete at all times.

3.2. You are solely responsible for maintaining the confidentiality of your account credentials, including your password and any API keys. You must not share your credentials with any third party.

3.3. You are responsible for all activities that occur under your account, whether or not authorized by you. You must immediately notify Cimplify at [email protected] if you become aware of any unauthorized access to or use of your account.

3.4. You must not create more than one account per business entity without prior written consent from Cimplify. We reserve the right to merge, suspend, or terminate duplicate accounts.

3.5. You must not use another person's or entity's account without their express permission and without notifying Cimplify.

3.6. Business accounts must maintain accurate and up-to-date business profile information, including legal business name, contact information, business category, and description of goods or services offered. Inaccurate or misleading business profiles are grounds for suspension.

4. Pricing and Fees

4.1. The Cimplify platform is provided free of charge. There are no subscription fees, setup fees, or monthly charges to access and use the Platform.

4.2. Cimplify charges a percentage-based transaction fee on each transaction processed through the Platform. The applicable rate depends on your region, payment method, and transaction type. Current rates are displayed in your account dashboard and on the Cimplify pricing page. The transaction fee is the sole fee charged by Cimplify for use of the Platform.

4.3. Transaction fees are calculated on the total transaction amount at the time of processing. Transaction fees are non-refundable once the underlying transaction has been completed, except where required by applicable law or where the corresponding customer transaction is fully refunded.

4.4. Transaction fees are deducted automatically from settlement amounts before funds are disbursed to your designated account. You will receive detailed transaction reports through the Platform showing gross transaction amounts, fees deducted, and net settlement amounts.

4.5. Third-party payment processors, banks, mobile money providers, or other financial institutions may impose their own fees in addition to Cimplify's transaction fee. These third-party fees are separate from and not controlled by Cimplify.

4.6. Cimplify reserves the right to modify transaction fees upon no less than thirty (30) days' prior written notice. Continued use of the Platform after the effective date of a fee change constitutes acceptance of the new fees.

4.7. You are responsible for all taxes, duties, and levies applicable to your use of the Platform and your business activities, including but not limited to value-added tax (VAT), goods and services tax (GST), and income tax. Cimplify does not provide tax advice.

5. Messaging and Communication Services

5.1. OVERVIEW. Cimplify provides integrated messaging services that allow businesses to communicate with their customers across multiple channels, including WhatsApp, Instagram, Telegram, email, and SMS. Use of these messaging services is subject to the terms of this section in addition to the policies of each respective channel provider.

5.2. WHATSAPP BUSINESS API TERMS. As a WhatsApp Business Solution Provider, Cimplify facilitates your access to the WhatsApp Business API. Your use of WhatsApp messaging through the Platform is subject to WhatsApp's Business Policy, Commerce Policy, and Meta's Terms of Service, in addition to these Terms. In the event of a conflict between these Terms and WhatsApp's policies regarding WhatsApp messaging, WhatsApp's policies shall prevail.

5.3. OPT-IN AND CONSENT REQUIREMENTS. You must obtain valid, explicit opt-in consent from each customer before sending them promotional or marketing messages through any messaging channel on the Platform. Transactional messages (such as order confirmations, shipping updates, and payment receipts) may be sent without separate marketing opt-in, provided the customer initiated the underlying transaction. For WhatsApp specifically, Meta requires opt-in consent for all business-initiated conversations outside the 24-hour customer service window. The following requirements apply:

(a) You must clearly inform customers of what types of messages they will receive (e.g., order updates, promotional offers, support messages).

(b) You must obtain consent through a clear affirmative action by the customer, such as checking an unchecked box, sending a keyword, or verbally confirming during a recorded call.

(c) You must clearly display your business name so the customer knows who they are consenting to receive messages from.

(d) You must comply with all applicable data protection and privacy laws regarding consent, including but not limited to the Ghana Data Protection Act, Nigeria Data Protection Regulation, GDPR (where applicable), and any other relevant local laws.

(e) You must maintain records of consent for each customer and be able to produce evidence of consent upon request by Cimplify, WhatsApp, Meta, or any applicable regulatory authority.

(f) You must provide a clear, simple, and accessible mechanism for customers to opt out of receiving messages at any time, and you must honor opt-out requests promptly.

5.4. MESSAGE TEMPLATES. When sending messages to customers outside the 24-hour customer service window on WhatsApp, you must use pre-approved message templates. Message templates are subject to review and approval by WhatsApp and Meta. Cimplify and WhatsApp reserve the right to review, pause, reject, or revoke any message template at any time for any reason, including but not limited to policy violations, low quality ratings, or excessive negative feedback from recipients.

5.5. MESSAGE CONTENT STANDARDS. All messages sent through the Platform must:

(a) Be truthful, accurate, and not misleading.

(b) Clearly identify your business as the sender.

(c) Be relevant to the purpose for which the customer provided consent.

(d) Not contain spam, excessive promotional content, or unsolicited bulk messaging.

(e) Comply with all applicable laws and the content policies of the respective messaging channel.

(f) Not attempt to circumvent rate limits, template approval processes, or other platform controls.

5.6. HUMAN ESCALATION REQUIREMENT. You must provide clear and accessible escalation paths for customers to reach a human agent when automated or AI-powered responses are insufficient. At a minimum, you must:

(a) Clearly inform customers how to request assistance from a human agent within any automated messaging flow.

(b) Maintain at least one alternative contact method (such as phone number, email address, or in-person service) and communicate it to customers upon request.

(c) Respond to human escalation requests within a reasonable timeframe during your stated business hours.

(d) Not use automated messaging in a way that prevents or unreasonably delays customers from reaching a human agent.

5.7. MESSAGING QUALITY AND COMPLIANCE. Cimplify monitors messaging quality metrics, including delivery rates, read rates, response times, and customer feedback signals (such as blocks and spam reports). If your messaging account receives significant negative feedback, experiences degraded quality ratings, or is flagged for policy violations by any channel provider, Cimplify may, at its sole discretion:

(a) Restrict your messaging volume or rate limits.

(b) Suspend your access to one or more messaging channels.

(c) Require you to complete remediation steps before restoring access.

(d) Terminate your access to messaging services or your account entirely.

5.8. CHANNEL-SPECIFIC TERMS. Each messaging channel may impose additional terms, policies, and technical requirements. You are responsible for reviewing and complying with the terms of each messaging channel you use through the Platform, including but not limited to:

(a) WhatsApp Business Policy and Commerce Policy (Meta).

(b) Instagram Platform Policy and Messaging API Terms (Meta).

(c) Telegram Bot API Terms of Service.

(d) Applicable carrier and regulatory requirements for SMS messaging.

5.9. MESSAGING DATA. Messages sent and received through the Platform are stored and processed by Cimplify to provide the messaging service, power AI-assisted features (such as suggested replies and automated responses) within the context of your conversations, and ensure compliance with these Terms and applicable channel policies. Message content is not used to train machine-learning models. Aggregated and anonymized usage data (such as response times and resolution rates) may be used to improve platform features. You are responsible for informing your customers about how their data is processed in accordance with your privacy obligations. See our Privacy Policy for full details.

6. Prohibited Content and Acceptable Use

6.1. You must not use the Platform to facilitate, promote, offer, sell, or distribute any of the following:

STRICTLY PROHIBITED:

(a) Criminal activity of any kind, including but not limited to fraud, money laundering, terrorist financing, human trafficking, and exploitation of minors.

(b) Terrorism, terrorist organizations, or content that promotes, supports, or glorifies acts of violence or terrorism.

(c) Illegal products or services, including counterfeit goods, stolen property, and products that violate intellectual property rights.

(d) Fraudulent schemes, scams, deceptive business practices, pyramid schemes, or multi-level marketing schemes that are unlawful in the applicable jurisdiction.

(e) Content or conduct that promotes discrimination, hatred, or violence against any individual or group based on race, ethnicity, national origin, religion, gender, gender identity, sexual orientation, disability, or any other protected characteristic.

(f) Sexually explicit or pornographic content, including any content involving minors.

(g) Content that endangers public safety or incites violence.

(h) Malware, spyware, viruses, or any code or technology designed to disrupt, damage, or gain unauthorized access to computer systems or data.

(i) Personal data harvesting, unauthorized data collection, or sale of personal data without proper consent and legal basis.

RESTRICTED ON WHATSAPP AND INSTAGRAM: The following categories may be sold through Cimplify's POS, website, and order management tools where lawful, but are subject to additional restrictions when communicated about through WhatsApp and Instagram. These restrictions are imposed by Meta and detailed in our Acceptable Use Policy. Other channels (Telegram, email, SMS) have their own platform rules which are generally more permissive:

(j) Alcohol and tobacco products — messaging restrictions apply in certain jurisdictions per Meta policy.

(k) Over-the-counter drugs and health products — messaging restrictions apply in certain jurisdictions per Meta policy.

(l) Online gambling and gaming — messaging permitted only in select jurisdictions with prior Meta approval.

(m) Firearms and ammunition — messaging is prohibited on most platforms.

(n) Prescription medications and medical devices — messaging is prohibited on WhatsApp and Instagram.

(o) Cryptocurrencies and speculative financial instruments — messaging is restricted on most platforms.

(p) Adult products and services — messaging is restricted on WhatsApp and Instagram.

PLATFORM-WIDE RESTRICTED (require applicable licenses regardless of channel):

(q) Controlled substances, recreational drugs, and drug paraphernalia.

(r) Products requiring regulatory approval, unless you hold all required licenses.

6.2. You must not use the Platform to:

(a) Violate any applicable local, national, or international law or regulation.

(b) Infringe on the intellectual property rights of any third party.

(c) Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity.

(d) Interfere with or disrupt the Platform, its servers, or the networks connected to the Platform.

(e) Attempt to gain unauthorized access to any portion of the Platform or any systems or networks connected to the Platform.

(f) Use the Platform for any purpose other than its intended commercial use.

(g) Reverse-engineer, decompile, disassemble, or attempt to derive the source code of the Platform.

(h) Scrape, crawl, or use automated tools to extract data from the Platform without prior written consent.

(i) Resell, sublicense, or redistribute access to the Platform or its features without authorization.

6.3. Cimplify reserves the right to investigate suspected violations of this section and to take appropriate action, including removing content, suspending or terminating accounts, and reporting conduct to law enforcement authorities.

7. Business Obligations

7.1. GENERAL OBLIGATIONS. As a business using the Platform, you are responsible for:

(a) Ensuring that your use of the Platform complies with all applicable laws and regulations in every jurisdiction where you operate.

(b) Maintaining accurate and current business information on your profile, including your legal business name, physical address (if applicable), contact details, business registration information, and a clear description of the goods or services you offer.

(c) Fulfilling all orders placed through the Platform in a timely manner and in accordance with the terms communicated to your customers.

(d) Handling customer complaints, refund requests, and disputes in good faith and in compliance with applicable consumer protection laws.

(e) Maintaining adequate records of your transactions, customer communications, and business activities conducted through the Platform.

7.2. BUSINESS PROFILE ACCURACY. Your business profile on the Platform and on any connected messaging channels must be accurate, complete, and not misleading. Specifically:

(a) Your business name must be your legal or commonly known trade name and must not impersonate another business.

(b) Your business description must accurately reflect the goods or services you offer.

(c) Your contact information must be valid and monitored.

(d) Any logos, images, or branding materials must be owned by you or used with proper authorization.

(e) You must promptly update your profile whenever any information becomes inaccurate or outdated.

7.3. CUSTOMER DATA PROTECTION. You are the data controller for the personal data of your customers that you collect and process through the Platform. You must:

(a) Maintain a privacy policy that clearly describes how you collect, use, store, and share customer data.

(b) Collect and process customer data only for legitimate and disclosed purposes.

(c) Implement appropriate technical and organizational measures to protect customer data.

(d) Comply with all applicable data protection and privacy laws.

(e) Promptly notify Cimplify and affected customers of any data breach affecting customer data.

7.4. TAX AND REGULATORY COMPLIANCE. You are solely responsible for determining what, if any, taxes apply to your transactions and for collecting, reporting, and remitting the correct amounts to the appropriate tax authorities. Cimplify is not responsible for and does not provide advice on your tax obligations.

7.5. THIRD-PARTY PLATFORM COMPLIANCE. When using third-party integrations available through the Platform (including WhatsApp, Instagram, Telegram, and payment processors), you must comply with the terms of service and policies of those third parties. Violations of third-party terms that affect your Cimplify account or the Platform's standing with those third parties may result in suspension or termination of your account.

8. Payments and Settlements

8.1. Cimplify facilitates payment processing between you and your customers through integrated payment providers. Cimplify is not a bank, licensed money transmitter, or payment institution, except where it holds such licenses.

8.2. Settlement of funds to your designated account will occur according to the settlement schedule applicable to your region and payment method. Settlement schedules are communicated through the Platform and may vary by jurisdiction and payment provider.

8.3. Cimplify reserves the right to hold, delay, or reverse settlements in the following circumstances:

(a) Suspected fraudulent or unauthorized transactions.

(b) Customer disputes, chargebacks, or refund claims.

(c) Violations or suspected violations of these Terms.

(d) Requests or orders from law enforcement or regulatory authorities.

(e) Technical errors or system malfunctions that result in incorrect payment processing.

8.4. You are responsible for maintaining valid and accurate payment settlement details. Cimplify is not liable for delays or losses resulting from incorrect settlement information provided by you.

8.5. Chargebacks, payment disputes, and refund requests initiated by your customers are your responsibility. Cimplify may deduct disputed amounts from future settlements pending resolution. Excessive chargebacks or disputes may result in additional holds, reserves, or account termination.

9. Intellectual Property

9.1. The Platform, including all software, designs, text, graphics, interfaces, code, algorithms, AI models, and documentation, is owned by Cimplify or its licensors and is protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

9.2. Cimplify grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your internal business purposes in accordance with these Terms. This license does not include any right to:

(a) Modify, copy, distribute, or create derivative works based on the Platform.

(b) Reverse-engineer, decompile, or disassemble any aspect of the Platform.

(c) Use the Platform to build a competing product or service.

(d) Remove, alter, or obscure any copyright, trademark, or other proprietary notices.

9.3. You retain ownership of all content, data, trademarks, and other materials that you upload to or create through the Platform ("Your Content"). By uploading Your Content to the Platform, you grant Cimplify a worldwide, non-exclusive, royalty-free license to use, store, process, display, and transmit Your Content solely as necessary to provide and improve the Platform and its services.

9.4. You represent and warrant that you own or have the necessary rights and permissions to use and share all content you upload to or transmit through the Platform, and that such content does not infringe on the intellectual property rights of any third party.

9.5. Feedback, suggestions, and ideas you provide to Cimplify about the Platform may be used by Cimplify without any obligation of compensation or attribution to you.

10. AI-Powered Features

10.1. The Platform includes AI-powered features for customer support automation, order processing, business analytics, and other functions. These features are designed to assist your business operations and enhance customer experience.

10.2. AI-generated responses, recommendations, and outputs are provided on an "as-is" basis. While we strive for accuracy, AI features may produce errors, inaccuracies, or inappropriate responses. You are responsible for reviewing and overseeing AI-powered interactions with your customers.

10.3. You must not rely solely on AI-powered features for critical business decisions, legal compliance, or health and safety matters. AI features are tools to assist, not replace, human judgment and oversight.

10.4. Cimplify may use aggregated and anonymized usage data (such as feature usage patterns, response time distributions, and resolution rates) to improve AI models and platform features. Message content is not used for model training. All data processing is conducted in accordance with our Privacy Policy.

10.5. You must inform your customers when they are interacting with an AI-powered system and provide the ability to escalate to a human agent as described in Section 5.6.

11. Limitation of Liability

11.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CIMPLIFY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM.

11.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CIMPLIFY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO CIMPLIFY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11.3. THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

11.4. CIMPLIFY DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU USE THE PLATFORM AT YOUR OWN RISK.

11.5. Cimplify shall not be liable for any losses arising from:

(a) Actions taken by third-party payment processors, banks, or financial institutions.

(b) Decisions made by WhatsApp, Meta, or other messaging channel providers regarding your account, messaging templates, or messaging access.

(c) Your failure to comply with applicable laws, these Terms, or the policies of third-party platform providers.

(d) Unauthorized access to your account resulting from your failure to maintain the security of your credentials.

(e) Force majeure events, including but not limited to natural disasters, pandemics, government actions, wars, and infrastructure failures.

11.6. Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, Cimplify's liability shall be limited to the maximum extent permitted by applicable law.

12. Indemnification

12.1. You agree to indemnify, defend, and hold harmless Cimplify, its directors, officers, employees, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

(a) Your use of the Platform or any activity under your account.

(b) Your violation of these Terms or any applicable law or regulation.

(c) Your violation of any third-party rights, including intellectual property rights, privacy rights, or consumer protection rights.

(d) Your content, products, services, or business practices.

(e) Your messaging activities, including violations of opt-in requirements, messaging channel policies, or applicable communications laws.

(f) Any dispute between you and your customers.

12.2. Cimplify reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

13. Suspension and Termination

13.1. TERMINATION BY YOU. You may terminate your account at any time by contacting Cimplify at [email protected] or through the account settings in the Platform. Termination does not relieve you of obligations incurred prior to termination, including pending transactions, outstanding fees, and unresolved customer disputes.

13.2. SUSPENSION BY CIMPLIFY. Cimplify may suspend your access to the Platform, in whole or in part, immediately and without prior notice if:

(a) You violate or are suspected of violating these Terms, including the prohibited content and acceptable use provisions.

(b) Your account receives significant negative feedback, excessive customer complaints, or high chargeback rates.

(c) A messaging channel provider (such as WhatsApp or Meta) flags, restricts, or disables your messaging account due to policy violations or quality issues.

(d) We receive a valid legal order, regulatory directive, or law enforcement request relating to your account.

(e) We reasonably believe your account has been compromised or is being used for unauthorized purposes.

(f) Your activities pose a risk to the Platform, other users, or Cimplify's relationships with third-party service providers.

13.3. TERMINATION BY CIMPLIFY. Cimplify may terminate your account with thirty (30) days' notice for any reason, or immediately without notice for:

(a) Material or repeated violations of these Terms.

(b) Engagement in any strictly prohibited activity listed in Section 6.1.

(c) Repeated violations of messaging channel policies that result in Cimplify's standing with channel providers being adversely affected.

(d) Failure to remediate issues identified during a suspension within a reasonable timeframe.

(e) Fraudulent, deceptive, or illegal activity.

13.4. EFFECT OF TERMINATION. Upon termination:

(a) Your right to access and use the Platform ceases immediately.

(b) Cimplify will process any pending settlements for completed and undisputed transactions, subject to applicable holds and deductions.

(c) You must immediately cease using the Cimplify name, trademarks, and any Platform-related materials.

(d) Cimplify may retain your data as required by law or as necessary to resolve pending disputes, but will otherwise delete your data in accordance with our Privacy Policy.

(e) Sections of these Terms that by their nature should survive termination shall survive, including but not limited to Sections 6, 9, 11, 12, 14, and 15.

14. Dispute Resolution

14.1. INFORMAL RESOLUTION. Before initiating any formal dispute resolution proceeding, you agree to first contact Cimplify at [email protected] and attempt to resolve the dispute informally for a period of at least thirty (30) days. Most disputes can be resolved through good-faith communication.

14.2. MEDIATION. If the dispute cannot be resolved informally, either party may refer the dispute to mediation administered by a mutually agreed-upon mediator. The costs of mediation shall be shared equally between the parties unless the mediator determines otherwise.

14.3. ARBITRATION. If the dispute is not resolved through mediation within sixty (60) days of the mediation request, either party may submit the dispute to binding arbitration. The arbitration shall be conducted in English and administered under the rules of the applicable arbitration institution in the jurisdiction specified in Section 15.

14.4. CLASS ACTION WAIVER. To the maximum extent permitted by applicable law, you agree that any disputes will be resolved on an individual basis, and you waive any right to participate in a class, collective, or representative action or proceeding.

14.5. EXCEPTIONS. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information.

15. Governing Law

15.1. These Terms shall be governed by and construed in accordance with the laws of the Republic of Ghana, without regard to its conflict of laws provisions.

15.2. Any legal proceedings arising out of or in connection with these Terms that are not subject to arbitration under Section 14 shall be brought exclusively in the courts of competent jurisdiction in Accra, Ghana.

15.3. If you are located outside of Ghana, you acknowledge that you are accessing and using a platform operated from Ghana, and you consent to the jurisdiction and governing law specified herein.

15.4. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

16. Changes to These Terms

16.1. Cimplify reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on the Platform and updating the "Effective Date" at the top of this page.

16.2. For material changes that adversely affect your rights or obligations, we will provide at least thirty (30) days' advance notice through the Platform, email, or other reasonable means.

16.3. Your continued use of the Platform after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform and terminate your account.

16.4. It is your responsibility to review these Terms periodically. We recommend checking this page regularly for updates.

17. General Provisions

17.1. ENTIRE AGREEMENT. These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Cimplify regarding the Platform and supersede all prior agreements and understandings.

17.2. SEVERABILITY. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

17.3. WAIVER. The failure of Cimplify to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Cimplify.

17.4. ASSIGNMENT. You may not assign or transfer your rights or obligations under these Terms without Cimplify's prior written consent. Cimplify may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets without your consent.

17.5. NOTICES. Notices to Cimplify must be sent to [email protected]. Notices to you will be sent to the email address associated with your account. Notices are deemed received when sent to the applicable email address.

17.6. FORCE MAJEURE. Cimplify shall not be liable for any failure or delay in performing its obligations under these Terms caused by circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, wars, terrorism, riots, embargoes, strikes, power or telecommunications failures, and internet outages.

17.7. NO THIRD-PARTY BENEFICIARIES. These Terms do not create any third-party beneficiary rights, except that Cimplify's affiliates and licensors are intended third-party beneficiaries of the limitations of liability and indemnification provisions.

17.8. RELATIONSHIP OF THE PARTIES. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between you and Cimplify. You are an independent user of the Platform.

18. Contact Information

18.1. For questions, concerns, or notices regarding these Terms of Service, please contact us at:

Cimplify

Email: [email protected]

18.2. For urgent matters related to account security or suspected fraud, please contact [email protected] with "URGENT" in the subject line.

18.3. For data protection inquiries or to exercise your rights under applicable data protection laws, please contact our Data Protection Officer at [email protected].