TELKO TERMS AND CONDITIONS
These Terms and Conditions are a contract between you and Telko Managed Services (referred to in these Terms and Conditions as 'Telko', 'us', 'we' or 'our'), the provider of the Telko website and the services accessible from the Telko website (which are collectively referred to in these Terms and Conditions as the 'Telko Service'). You are agreeing to be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, please do not use the Telko’s Service. In these Terms and Conditions, 'you' refers both to you as an individual and to the entity you represent. If you violate any of these Terms and Conditions, we reserve the right to cancel your account or block access to your account without notice.
1. Definitions
1.1 - "Telko" shall refer to Telko Managed Services Ltd, a private company registered in Nigeria.
1.2 - "User", “You”, “Your” shall refer to the party using the Products and/or Services and/or Software as provided by Telko.
1.3 - "Service" shall mean the activity and obligation of Telko to provide the services and/or deliverables.
1.4 - "Effective Date" means the date on which you complete your registration in order to access the Services provided via this website.
1.5 – “Account” shall mean the User’s platform for interacting with Telko’s services.
1.6 - Unless inconsistent with the context, or otherwise indicated in this agreement, reference to a "person" shall include a juristic or artificial person, including without limitation, a firm, company voluntary association, or partnership.
1.7 - In this agreement, unless inconsistent with the context, or otherwise indicated, the singular shall include the plural, and the plural shall include the singular.
1.8 - In this agreement, unless inconsistent with the context, or otherwise indicated, reference to the male form shall include the female form as well, and vice-versa.
2. Entire Agreement
2.1. The terms and conditions of this Agreement:
2.1.1 Are the only terms and conditions upon which we are prepared to make the Service;
2.1.2 Shall govern your use of any Service made available to you as a Customer; and
2.1.3 Shall govern your access to, and use of, the Service to the exclusion of all other terms and conditions.
2.2 This Agreement constitute(s) the final, complete, and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement. This Agreement may not be contradicted by evidence of any prior or contemporaneous statements or agreements. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation, understanding, agreement, commitment or warranty outside those expressly set forth in this Agreement.
2.3 Telko may, from time to time:
2.3.1 make a change to any terms of the Agreement to take account of a change in the law, in which case we will, wherever possible, notify you in advance of any such change;
2.3.2 make a change to any material term of the Agreement to take account of any commercial or financial grounds outside of Our control (for example a change in the terms of the network providers or the provision of services by such network provides) provide that we shall notify you of any change to any material term of the Agreement and You shall within 14 days of the date of our notice be entitled to terminate the Agreement; and
2.3.3 make a change to any term of the Agreement, which does not materially affect the Services by publishing notice of the change on our website at www.kudisms.net and making the revised terms and conditions available on Our website.
3. The Service
3.1 The Service enables you to do one or more of the following:
3.1.1 Send and receive SMS, voice and / or other format messages;
3.1.2 Any service that we make available to you during the term of the Agreement, as more particularly defined as part of your online registration.
4. Your Account
4.1 Eligibility: Your account must be registered by a human. Accounts registered by 'bots' or other automated methods are not permitted. Additionally, you must be 18 years of age or older.
4.2 Registration Information: You must provide a valid permanent email address, along with any other information required by Telko during the registration process. One person or legal entity may not maintain more than one free account.
4.3 Password: You are responsible for maintaining the security of your account and password. We will not be liable for any loss or damage from your failure to comply with this security obligation.
4.4 Restrictions: You agree not to use the Telko service in or for any illegal, unauthorized or improper manner or purpose and agree that the Telko Service will only be used in a manner that complies with all applicable laws, rules and regulations including all applicable state, federal and international internet, data, telecommunications, telemarketing, “spam”, and import/export laws and regulations. Without limitation, you agree that you will not breach these restrictions by:
a. Distributing any virus, trap door, or other harmful or disruptive computer code, mechanism or program;
b. Covering or obscuring any notice, legend, warning or banner contained on the Telko Service;
c. Interfering with or circumventing any security feature of the Telko Service or any feature that restricts or enforces limitations on use of or access to the Telko Service;
d. Infringing or violating the rights of any other party, including without limitation any intellectual property rights, including copyright laws, or rights of privacy or publicity
e. Distributing obscene, offensive, pornographic, fraudulent, deceptive, defamatory, threatening, harassing, abusive, slanderous, hateful, or causing embarrassment to any other person as determined by Telko in its sole discretion; or
f. Deliberately misleading anyone as to your identity, impersonating another, or falsely identifying the source of any information.
g. Disseminate any material that would expose us, or any related third party to Liability.
4.5 The User acknowledges and agrees that Telko may monitor the communication performance of the system associated with the use of the services.
5. Payment, Refunds, Upgrading and Downgrading
5.1 A valid credit card is required for automated payments. Payment may also be made via cheque, bank transfer or other payment methods that may be enabled from time to time. Free accounts are not required to provide a credit card number.
5.2 Telko does not guarantee refunds for non-delivery of SMS to end-users as we are charged based on the volume of messages that we submit to the Mobile Network Operators ('MNO'). Delivery may be unsuccessful if the status of the phone number provided has Do Not Disturb ('DND') activated, barred, or otherwise unavailable.
5.3 Refunds, when made, shall be in accordance with our Refund Policy.
5.4 All fees are exclusive of all taxes, levies, or duties imposed by applicable taxing authorities and you will be responsible for payment of any applicable taxes, levies, or duties. You agree to pay for any taxes that might be applicable to your use of the Telko service or payments made by you in connection with your use of the Telko Service.
6. Improper Use
6.1 The User will not nor will the User authorize or permit any other person or party to use the Service:
6.1.1 To send or knowingly receive or conduct any communication which is in violation of any law, regulation, regulatory authority or which is defamatory, offensive, abusive, indecent, obscene or menacing, or in breach of confidentiality, privacy, trade secrets, or in breach of any third-party intellectual property rights, or in breach of any other rights;
6.1.2 To cause any annoyance or inconvenience.
6.1.3 To defraud or attempt to defraud
6.2 The User unconditionally accepts and that it will abide by this Agreement which may be amended from time to time
6.3 Without derogating from any other right of recourse available to Telko in this Agreement, any breach of this clause by the User shall be deemed to be a material breach of this agreement and shall entitle Telko to suspend and/or terminate the Service Agreement and, for this purpose, it shall be irrelevant whether the User is aware of the content of any material so transmitted.
6.4 - Telko shall be entitled to suspend and/ or terminate the Services to the User in the event of, Telko or third party network being or is potentially jeopardised, harmed and/ or impeded, by the User's use of the Services.
6.5 - The User acknowledges and agrees that Telko may monitor the communication performance of the system associated with the use of the services.
6.6 - The User shall indemnify and keep Telko indemnified from any claim howsoever arising lawful or otherwise, brought by any third party resulting from the User's use of the Telko system and/or communication networks connected to the system. The User will pay all costs, damages, awards, fees (legal fees on an attorney and own User scale whether incurred prior to or during the institution of legal proceedings or if judgment has been granted, in connection with the satisfaction of such judgment) and judgments finally awarded against Telko arising from such claims, and will provide Telko with notice of such claims, full authority to defend, compromise or settle such claims and all reasonable assistance necessary to defend such claims, at the User's sole expense. Telko agrees that any actions taken by Telko in respect of such claims will be taken in reasonable consultation with the User.
6.7 - The User may use the system to link into other networks and the User agrees to conform to the acceptable use policies of such networks. If communications by the User do not conform to these standards, or if the User makes profligate use of the system and/or the Service to the detriment of Telko or other Telko’s customers, Telko reserves the right to restrict the passage of the User communications until the User negotiates with Telko an acceptable undertaking as to its use.
7. Our Liability to You
7.1 Nothing in the Agreement will in any way exclude or limit either party’s liability personal injury caused by its negligence, for fraudulent misrepresentation or concealment or for breach of data protection obligations herein or for any other liability that cannot be excluded or limited at law.
7.2 We will not be in any way liable to you for any liabilities, losses, damages, costs and / or expenses incurred or suffered by you as either a Customer and / or a Non-billable Customer as a result of your use of the Service, except to the extent that such liabilities, losses, damages, costs and / or expenses directly result from breach of this agreement, our negligence or wilful misconduct.
7.3 We will not be in any way liable for the content of any messages and / or voice calls (as applicable) sent or transmitted using the Service, nor will we be in any way liable for any failure to make the Service available to you to the extent that such failure results from a technical or other failure on the part of any Network Operator or any other event which is beyond Our reasonable control.
7.4 Each of us acknowledges that neither you (as a Customer) nor we have entered into the Agreement on the basis of or in reliance upon any representation (save for any representation made fraudulently), warranty or other term except as otherwise expressly provided in the Agreement and, as such, all conditions, warranties and other terms implied by statute, common law or otherwise are hereby excluded to the greatest extent permitted by law.
7.5 We shall at all times in respect of the subject matter of this Agreement comply with all applicable laws, regulations and rules having equivalent effect.
8. Modifications to the Telko Site and Prices
8.1 We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Telko service (or any part thereof), systems, structures, or mode of operation such as its billing options, features, or messaging channels. However, we will make our very best efforts to promptly notify customers of any upcoming changes, system maintenance, and /or service disruptions.
8.2 Prices of all Telko Service plans are subject to change. If Telko does for any reason have to remove the plan you are on or require an upgrade to a current plan, we will provide you with at least forty-eight (48) hours’ notice via email.
8.3 We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Telko Service.
8.4 We reserve the right, in our sole discretion, to change, modify, add to, supplement, or delete any portion of these Terms and Conditions at any time, effective with or without prior notice; provided, however, that we will use reasonable efforts to provide you with notification of any material changes (as determined in our sole discretion) by email. Any queries about the changes or other requests may be directed to our support at
8.5 If any future changes to these Terms and Conditions are unacceptable to you or cause you to no longer comply, you must immediately stop using the Telko Service. Your continued use of the Telko Service following any revision to this Agreement constitutes your complete acceptance of any such changes. Any new features that augment or enhance the current Telko Service, including the release of new tools and resources, will be subject to these Terms and Conditions.
9. Disclaimer of Warranties
9.1 Notwithstanding anything to the contrary herein, you expressly acknowledge and agree that:
9.1.1 Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis. We and our licensors expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement;
9.1.2 We and our licensors make no warranty that (i) the Service will meet your requirements, (ii) the Service will be uninterrupted, timely, secure, or error-free, (iii) your recipient will purchase your product or respond to your message, (iv) the quality of any information or other material obtained by you through the Service will meet your expectations, or (v) that any errors in the software associated with the Service will be corrected;
9.1.3 any material downloaded or otherwise obtained through the Service is done at Your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material; and
9.1.4 no advice or information, whether oral or written, obtained by you from us or through or from the Service shall create any warranty not expressly stated in this agreement.
10. Violation of these Terms and Conditions
We reserve the right to investigate and institute action for violations of any of these Terms and Conditions to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting Users who violate the Terms and Conditions. You acknowledge that Telko has no obligation to prescreen or monitor your access to or use of the Telko Service or any information, materials, or other content provided or made available through the Telko Service, but has the right to do so. You hereby agree that Telko may, in the exercise of our sole discretion, remove or delete any data, accounts, or other content that violates these Terms and Conditions or that is otherwise objectionable.
11. Intellectual Property and Content Ownership
11.1 We claim no ownership rights over the content submitted or created exclusively by you in your use of the Telko service account. Any content that is yours remains yours. These Terms and Conditions do not grant us any licenses or rights to your content except for the limited rights needed for us to provide the Telko Service to you.
11.2 Similarly, any reporting data we collect from your use of the Telko service remains yours. By using the Telko service you agree that we can use this data solely to provide the Telko service, and you also agree that as long as the data is anonymized and does not identify you or products or services, we can combine this anonymized data with the anonymized data of other companies solely to provide benchmarking, public reports or to otherwise use it to provide the Telko service and nothing else. Telko shall ensure compliance with the provisions of the Nigerian Data Protection Regulations 2019 as amended from time to time in respect of data security and privacy, collection, and use of data.
11.3 Subject to clause 6.1, Telko shall only be allowed to include your trade name, marks, or logo (“marks”) on its website or other promotional documents for the sole purpose of publicity or marketing of the service provided under this Agreement.
11.4 The contents of the Telko service are copyrighted under the Nigerian copyright laws. Telko logos, are trademarks of Telko and may not be used without our express written permission. You may not duplicate, copy, or re-use any portion of the HTML/CSS or visual design elements without express written permission. You do not acquire any ownership rights by using the Telko Service.
12. Account Access
In some cases, Telko employees must access your account and content to diagnose a problem. When you contact our support team, it is implied that you are allowing Telko employees to access your account, if necessary, to be helpful. If you wish to receive assistance without granting permission to your account, please specify as much in your communication with our support team and those requests will be honored to the extent possible.
13. Limitation of Liability
13.1 Except for breach of confidentiality and intellectual property violation, Telko will not be liable for any indirect, incidental, special, exemplary, or consequential damages, lost profits, lost data, or business interruption, in any way whatsoever arising out of the use of, or inability to use, the Telko Service, whether or not Telko is advised of the possibility of such damages. You acknowledge and agree that Telko’s maximum liability to you will not exceed the amount you have paid Telko in the one hundred and eighty (180) days immediately preceding the date on which you first assert a claim.
13.2 As may be permissible under the applicable laws of the Federal Republic of Nigeria, these disclaimers and limitations of liability apply to any damages or injury whatsoever caused by or related to the use of, or inability to use, the Telko service under any cause of action whatsoever, including, without limitation, actions for breach of warranty, breach of contract or tort (including negligence).
13.3 In the event of a clash between this clause and the ones provided in our service level agreement and or postpaid agreement, the provisions of this clause will prevail.
14. Warranties
14.1 - Save as expressly set out in this agreement, Telko does not make any representations nor gives any warranties or guarantees of any nature whatsoever in respect of the System and all warranties which are implied or residual at common law are hereby expressly excluded.
14.2 - Without limitation to the generality of clause 7.1 Telko does not warrant or guarantee that the information transmitted by or available to the User by the way of the system or any Telko Equipment:
14.2.1 - will be preserved or sustained in its entirety;
14.2.2 - will be suitable for any purposes,
14.2.3 - will be free of inaccuracies, defects, bugs or viruses of any kind; and Telko assumes no liability, responsibility or obligations in regard to any of the exclusions set forth in this clause 14.1, and 14.2 above.
15 Exclusion of Liability
15.1 - Except for any deliberate act or gross negligence on the part of Telko, its associates, servants or agents, and except as otherwise expressly provided herein to the contrary, Telko shall not be liable to the User or any third party for any loss or damage of whatsoever nature and/or arising (including consequential or incidental loss or damage which shall include but shall not be limited to loss of property or of profit, business, goodwill, revenue or anticipated savings) or for any costs, claims or demands of any nature whether asserted against Telko or against the User by any party arising directly or indirectly out of the System or Services, their use, access, withdrawal or suspension or out of any information or materials provided or not provided, as the case may be, by or from their use and the User hereby indemnifies and holds Telko harmless in respect thereof, such indemnity specifically includes, but is not limited to:
15.1.1 - the incorrectness and/or loss of any service delivered or undelivered by the Telko System or the delay in delivery thereof;
15.1.2 - the non-availability of the System or access to the System for any reason whatsoever;
15.2 - Telko, its affiliated companies, suppliers, or any of their employees assumes no liability or responsibility for the accuracy, timeliness or completeness of any services offered by the User. The User accordingly indemnifies Telko and holds it harmless against all and any loss, liability, actions, suits, proceedings, costs, demands and damages of all and every kind, (including direct, indirect, special or consequential damages), and whether in an action based on contract, negligence or any other action, arising out of or in connection with the services.
15.3 - Subject to clause 15.1 and clause 15.2 above, the entire liability of Telko, and the User's exclusive remedy for damages from any cause related to or arising out of this agreement, regardless of the form of action, whether in contract or in delicti, will not exceed the average aggregate of the Services fees and Charges paid by the User to Telko under this agreement over any continuous period of 3 (three) months reckoned from the date the claim is made against Telko.
15.4 - Due to the need to conduct maintenance, repair and/or improvement work from time to time on the technical infrastructure by means of which the Services are provided, the provision of the Services may be suspended by Telko from time to time, with the giving of at least, 24 (twenty four) hours' notice, and all liability on the part of Telko for any loss or damage whether directly or consequential thereby incurred or for any costs, claims, or demands of any nature arising there from, is excluded and the provision of clause 15.1 above shall apply mutatis mutandis to such exclusion.
16. Duration/Termination
16.1 The duration of this agreement shall continue indefinitely, unless terminated by either party 16.2 Telko in its reasonable discretion has the right to suspend your account if you materially breach these Terms and Conditions. Any eventual termination of your account will result in the deactivation or deletion of your account, denial of access to your account, and the removal of all content in your account. Unused funds in your account will be refunded within seven (7) days from termination.
16.3 Either party may otherwise terminate this agreement by giving the other party 14 (fourteen) days prior written notice.
16.4 User may terminate this agreement by discontinuing the Service.
16.5 In the event of a party being placed in liquidation or under judicial management whether provisionally or finally; and/ or
16.6 In the event of there being a legal dispute between the parties, of whatever nature, the User will be obliged to continue with the punctual payment of all and/ or any amounts due in terms of this Agreement.
17. Free SMS
17.1 The Free SMS Service provided by Telko is provided as is.
17.2 Telko reserves the right to monitor, append and/or modify the content of message(s) sent through this service.
17.3 You are bound by all Telko "Terms and Conditions" by your use of this service.
18. General Terms
Waiver: Any failure by either party to enforce any of the terms or conditions of the Agreement at any time will not be a waiver of those terms or conditions or of the right to subsequently enforce those or any other terms and conditions of the Agreement at any time.
Severability: In the event that any of the terms or conditions of the Agreement are held to be invalid or unenforceable, this will not affect the validity or enforceability of all remaining terms and conditions.
Force Majeure: Neither of the parties shall be held liable for failure to perform any of its obligations under any circumstance where the failure or default is caused by or arises as a result of force majeure including, but not limited to, fire, flood, lightning, civil unrest and acts of governmental, regulatory or military authorities. In the event of a force majeure circumstance, both parties shall use all reasonable endeavors to minimize the effects to the affected party.
Governing Law: These Terms and Conditions and any Contracts based upon them shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria and both parties irrevocably submit to the exclusive jurisdiction of the courts of Nigeria.
19. Privacy Policy
We process your personal data in accordance to the requirement of the law. The use of this services provided by this website indicates that you have read, reviewed and understand the information outlined in our privacy policy.
20. Support
We will provide on-line technical support in respect of our Services and same is available to you 24/7 at the following e-mail address: bulksms@telko-ms.com
REFUND POLICY
By using our service, you understand and agree that all sales are final and no refunds will be provided for any reason.
1. Telko shall only refund the Purchaser the purchase price in the event that:
1.1. A buyer credits our account in error in which case such funds will be converted to SMS credit and will be available to the buyer whenever he/she decides to use them.
1.2. The Telko proprietary business system fails to make available for delivery or deliver the SMS purchased by the Purchaser within 14 (fourteen) days of Telko having been given written notice by the Purchaser of such or any Telko proprietary business system failure in accordance with the Terms and Conditions of Sale accepted by the Purchaser upon purchasing SMS.
1.3. The Telko proprietary business system fail to credit the Purchaser SMS account with the number of SMS purchased in the proprietary Telko business system within 14 (fourteen) days of Telko having been given written notice by the Purchaser of such or any Telko proprietary business system failure in accordance with the Terms and Conditions of Sale accepted by the Purchaser upon purchasing SMS.
2. Failure of cellular networks, satellites and satellite functions and cellular network servers, systems or apparatus ("the cellular networks") outside the management and control of Telko, causing SMS delivered by Telko to the cellular networks against possession by Telko of proof of such delivery, to be lost and not delivered to the Purchaser intended SMS recipient SHALL NOT constitute a ground for refund by Telko to the Purchaser. In such event Telko shall assist the Purchaser in any claim that he, she or it may have as a result of the cellular networks receiving but not delivering such SMS.
3. In the event that Telko refunds a Purchaser, Telko shall only refund the Purchaser to the equivalent in Naira of the SMS in credit in the Purchaser SMS account or alternatively the amount Purchased, depending on case.
4. In applicable circumstances, to be determined by Telko, administrative cost for such refund shall be deducted.
For more enquiries, please contact us at bulksms@telko-ms.com with the necessary details or visit us at 3, Murphy Atsepoyi Street, Ramat Crescent, Ogudu GRA, Ogudu,