Terms of Use for REMOT by Innovex

Last Updated: 4 September 2025

These Terms of Use (the “Terms”) are a legally binding agreement between Innovex Uganda Limited (“Innovex“, “we“, “us“, or “our“) and any person or entity that accesses or uses the REMOT platform, including our web application, mobile apps, dashboards, firmware, APIs, and related services (collectively, the “Service“). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Definitions

  • Account: A unique profile registered to access the Service (e.g., business, OEM, or personal account).
  • Admin: A user with permissions to manage an Account (e.g., add users, set roles, configure devices).
  • Customer: An individual or entity managed by an Account (e.g., end‑user of a device).
  • Device: Any hardware connected to REMOT (e.g., charge controllers, meters, solar pumps, freezers) that transmits telemetry to the Service.
  • Device Data: Operational and technical data originating from a Device (e.g., voltage, current, GPS, temperature, status, logs, error codes).
  • End User: An individual who uses a Device or interacts with the Service (e.g., through USSD or app) but is not necessarily the Account owner.
  • OEM: An original equipment manufacturer that licenses REMOT features for its branded Devices.
  • Order Form: Any ordering document, online checkout, quote, or invoice referencing these Terms, including plan tier, quantities, prices, and term.
  • Personal Data: Information relating to an identified or identifiable individual.
  • Subscription: Access to platform features on a time‑bound basis for an Account, billed periodically (e.g., Basic, Pro, Enterprise).
  • OEM License: Feature access bundled with/licensed to a specific Device model per an OEM agreement, for a defined period (e.g., 12–24 months).

2. The Service

REMOT (Remote Energy Management and Monitoring Technology) enables device connectivity, monitoring, analytics, alerts, CRM capabilities, and financial features such as Pay‑As‑You‑Go (“PayGo“). Service modules may include (non‑exhaustive):

  • Connectivity & Telemetry (DMC): device onboarding, status, health, portfolio insights, site reports.
  • Analytics & Forecasting: dashboards, KPIs, downtime predictions, CO₂ avoidance estimates, exports.
  • Operations & O&M: alarms, work orders, ticketing, maintenance history.
  • Financial Tools: invoicing, collections, mobile‑money/bank integrations, PayGo token/activation.
  • CRM: customer profiles, device assignment, contracts, documents.
  • APIs: programmatic access, webhooks, and integrations.

We may introduce Beta or Preview features from time to time (see §12).

3. Eligibility & Account Registration

You must be at least 18 years old (or the age of legal majority where you live) to use the Service. You agree to provide accurate information, keep credentials confidential, and promptly notify us of any security incident. You are responsible for actions taken using your credentials.

For business use, you represent that you have authority to bind the organization to these Terms.

4. Access to Features

4.1 Access Plans. Your account may include different access levels as shown at checkout or in your agreement. These access levels determine which features are available to your team.

4.2 Product‑Linked Access. Some products include their own feature access for a set period. The duration and included features are communicated at the point of sale or in your agreement. Product‑linked access stays with the product.

4.3 Using Multiple Forms of Access. If you have more than one form of access, the features you can use reflect the active access associated with your account and products.

4.4 Accuracy of Records. You are responsible for keeping your account and product information accurate and up to date.

4.5 Changes. We may update access options or features from time to time. For material changes, we will provide reasonable advance notice as described in §19 (Changes to the Service or These Terms).

5. Payments, Billing & Taxes

5.1 Fees. Fees for Subscriptions, OEM Licenses, add‑ons, and usage are as stated in your Order Form or in‑product checkout. Unless stated otherwise, fees are quoted exclusively of taxes, levies, and duties.

5.2 Billing & Renewals. Subscriptions auto‑renew for successive terms unless cancelled before the renewal date. OEM Licenses expire at the end of the stated term unless renewed. You authorize us (and our payment processors) to charge the payment method on file.

5.3 Mobile Money & Gateways. Payments may be processed by third‑party gateways (e.g., mobile money, card processors, banks). We do not control and are not responsible for their systems, fees, or limits.

5.4 Late Payments. We may suspend the Service (including Device activations) for non‑payment after notice and a reasonable cure period.

5.5 Refunds & Disputes. Except as required by law or expressly stated in an Order Form, fees are non‑refundable. Raise billing disputes within 30 days of the charge; we will investigate in good faith.

5.6 Taxes & Withholding. You are responsible for all applicable taxes. If withholding is required by law, you will gross up payments so we receive the amounts invoiced.

6. Acceptable Use

You agree not to (and not to permit others to): (a) use the Service for unlawful, harmful, fraudulent, or infringing purposes; (b) bypass or compromise security; (c) copy, modify, reverse engineer, or create derivative works of the Service except to the extent such restriction is prohibited by law; (d) resell, sublicense, or provide the Service to third parties except as permitted in an Order Form; (e) overload the Service or misuse APIs; (f) harvest data other than as permitted by these Terms and applicable law; (g) interfere with Device safety or disable mandated protections.

We may suspend or restrict access to protect the Service, our users, or third parties.

7. Intellectual Property; Licenses

7.1 Our IP. The Service, including software, firmware, designs, UI, trademarks, and content, is owned by Innovex or its licensors and is protected by law. Except for the limited rights expressly granted, we reserve all rights.

7.2 Your Content. You retain ownership of content you upload (e.g., CRM records, documents). You grant us a non‑exclusive, worldwide, royalty‑free license to host, process, and display such content solely to provide and improve the Service.

7.3 Device Data. As between you and Innovex, Device Data is controlled by the Account that manages the Device. You grant us a non‑exclusive license to process Device Data to operate, maintain, secure, and improve the Service; develop analytics; and generate aggregated and/or anonymized insights. 

7.4 Feedback. If you provide feedback or suggestions, you grant us a perpetual, irrevocable, royalty‑free license to use them without restriction.

7.5 Open Source. The Service may incorporate open‑source components subject to their licenses. We will provide notices upon request.

8. Privacy, Data Protection & Security

8.1 Privacy Policy. Our collection and use of Personal Data is described in our Privacy Policy, incorporated by reference. Where required by law, we will enter into a Data Processing Addendum (DPA) with business customers.

8.2 Data Minimization & Retention. We apply data‑minimization practices. Unless otherwise agreed or required by law, we retain Account content and Device Data for the active term and for up to 12 months after termination to support audits, compliance, and dispute resolution, after which we will delete or anonymize it.

8.3 Security. We implement reasonable technical and organizational measures to protect the Service and data we process. No system is perfectly secure; you are responsible for securing your networks, endpoints, and credentials.

8.4 Sub‑processors & Transfers. We may engage vetted sub‑processors (e.g., cloud providers, payment gateways) under written obligations. Data may be processed outside your country; where applicable, we use appropriate safeguards (e.g., contractual clauses).

8.5 Access Requests. We will support lawful data‑subject requests (access, correction, deletion, portability) as set out in the Privacy Policy.

9. Third‑Party Services & Integrations

The Service may integrate with third‑party products (e.g., mobile money operators, analytics tools). Your use of third‑party services is governed by their terms and privacy policies, not ours. We are not responsible for third‑party services, and we may enable/disable integrations at our discretion.

10. Device Activation, PayGo & Safety

10.1 Activation. Device activation (including PayGo token issuance) occurs after payment confirmation or as specified in an Order Form. Activation may be delayed by third‑party processing times or network outages.

10.2 Deactivation. For non‑payment or expired OEM Licenses, we may suspend feature access or deactivate Devices after notice, subject to applicable law and safety considerations. You are responsible for ensuring that any deactivation will not create hazards (e.g., to health, livestock, or crops). We may implement grace periods and emergency overrides where mandated or reasonably necessary for safety.

10.3 USSD & Reliability. USSD or mobile‑network features depend on carriers and are not guaranteed to be available at all times.

11. APIs & Developer Terms

Use of REMOT APIs and webhooks is subject to rate limits, security requirements, and fair‑use policies. You must not expose credentials, and you must comply with all documentation. We may revoke keys for abuse, security risk, or breach. You are solely responsible for your applications and for any data you access via the APIs.

12. Trials, Beta & Preview Features

We may offer free trials or Beta/Preview features. These are provided AS IS without any commitments or SLAs and may be changed or discontinued at any time. Usage may be limited, and data generated in Beta may be deleted on short notice.

13. Service Levels, Maintenance & Support

Unless otherwise agreed in writing, we do not guarantee any specific uptime. We schedule maintenance windows and will use reasonable efforts to notify you of material downtime events. Standard support is available during posted support hours via official channels. Enhanced SLAs may be available on Enterprise plans.

14. Warranties & Disclaimers

To the fullest extent permitted by law, the Service is provided AS IS and AS AVAILABLE. We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non‑infringement. Analytics, forecasts, and alerts are estimates; you are responsible for operational decisions.

The Service is not designed for life‑support or other high‑risk uses where failure could lead to death, personal injury, or severe environmental damage.

15. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, goodwill, or data, even if advised of the possibility.

Aggregate Cap. Except for (a) your payment obligations; (b) your breach of §6 (Acceptable Use) or IP infringement; or (c) your indemnity obligations, each party’s total liability arising out of or related to these Terms will not exceed the amounts paid or payable by you to Innovex for the Service giving rise to the claim in the 12 months preceding the event.

Some jurisdictions do not allow certain limitations; in such cases, the limitations apply to the fullest extent permitted.

16. Indemnification

You will defend and indemnify Innovex and its affiliates against third‑party claims, liabilities, damages, and costs (including reasonable legal fees) arising from: (a) your misuse of the Service; (b) your breach of these Terms; (c) your content or Devices; or (d) your violation of law or third‑party rights.

We will notify you promptly of any claim and cooperate at your expense. You may not settle a claim without our prior written consent if it imposes obligations on us or admits fault.

17. Compliance; Export; Anti‑Corruption & Sanctions

You will comply with all applicable laws, including anti‑bribery/anti‑corruption laws and trade sanctions. You represent that you are not subject to sanctions and will not use the Service in restricted jurisdictions or for prohibited end‑uses. You will not export, re‑export, or transfer the Service or related technology in violation of export laws.

18. Term, Suspension & Termination

These Terms remain in effect while you access the Service. We may suspend the Service for security risks, legal compliance, or non‑payment. Either party may terminate for material breach after written notice and a 30‑day cure period. Upon termination, you may request a data export within 30 days; fees may apply for bespoke exports. Sections that by their nature should survive (e.g., §§7–9, 14–21) will survive.

19. Changes to the Service or These Terms

We may update these Terms or the Service. For material changes (e.g., fee changes, removal of core features, material privacy changes), we will provide at least 30 days’ notice via the Service or email. Your continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Service before the changes take effect.

20. Dispute Resolution; Governing Law

These Terms are governed by the laws of Uganda, without regard to conflict‑of‑law rules. Any dispute will be resolved by binding arbitration in Kampala, Uganda, in English, under applicable Ugandan arbitration rules and law. Class actions and jury trials are waived to the extent permitted by law.

Nothing prevents either party from seeking urgent injunctive or equitable relief in competent courts to protect IP or confidential information.

21. Miscellaneous

  • Notices. We may send notices to the email associated with your Account or via in‑product messages. You may send legal notices to [email protected] with a copy to [email protected].
  • Assignment. You may not assign these Terms without our consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
  • Force Majeure. Neither party is liable for delays or failure caused by events beyond reasonable control (e.g., network outages, natural disasters, strikes).
  • Severability; Waiver. If a provision is unenforceable, it will be modified to reflect the parties’ intent or severed if necessary; the rest remains in effect. Failure to enforce is not a waiver.
  • Entire Agreement; Order of Precedence. These Terms, the Privacy Policy, any DPA, and any Order Form constitute the entire agreement and supersede prior agreements. If there is a conflict, the Order Form controls, then the DPA, then these Terms, then the Privacy Policy.
  • Headings. Headings are for convenience only and do not affect interpretation.

22. Contact

Questions? [email protected]