Terms of Service

1. Parties & Definitions

These Terms of Service ("Terms" or "Agreement") constitute a legally binding electronic agreement entered into by and between:

• Collekt Technologies Ltd ("Collekt", "we", "us", or "our"), an incorporated technology marketplace operator registered in the Federal Republic of Nigeria; and
• You ("User", "you", or "your"), whether acting individually as a specialized engineering professional ("Professional") or on behalf of a corporate enterprise, energy operator, or engineering contractor ("Corporate Client").

Defined Terms:

• "Platform": The digital website, applications, APIs, serverless gateways, and mobile interfaces hosted at collektng.com, collekt.xyz, and affiliated subdomains.
• "Project / Tender / RFP": Any scope of work, technical engagement, consulting contract, or EPC procurement posted on the Platform.
• "Escrow Account": The secured custody arrangement powered by Paystack Payments Limited and licensed Nigerian commercial/settlement banking partners (including Wema Bank, Sterling Bank, and Nova Bank) wherein project funds are safeguarded until verified milestone sign-off.
• "Kolly AI": The proprietary generative AI mascot, matching copilot, and tender drafting engine operating on the Platform, powered by large language models including Google Gemini.
• "Shield Verification": The verification trust credential awarded to accounts whose corporate credentials (CAC, TIN) or professional identity (NIN, COREN registration) have undergone validation.

2. Eligibility & Corporate Capacity

By registering or using the Platform, you represent and warrant that:

1. Individual Capacity: You are at least eighteen (18) years of age, mentally competent, and fully capable of entering into legally enforceable contracts under Nigerian law.
2. Corporate Capacity: If registering on behalf of a corporate entity, you are a duly registered business under the Companies and Allied Matters Act (CAMA) 2020, and you hold legitimate legal authority to bind that entity to financial, legal, and operational commitments.
3. Sanctions & Disqualifications: You are not listed on any Nigerian economic sanctions list (including the Nigerian Financial Intelligence Unit – NFIU list), EFCC debarment lists, or international anti-money laundering (AML/CFT) blacklists.

3. Marketplace Intermediary Safe Harbor

Users expressly acknowledge and agree to the following operational boundaries:

• Independent Contracting Status: Professionals are independent freelance contractors. No employment, agency, joint venture, or partnership relationship is created between Collekt and any Professional or Client by virtue of using the Platform.
• Direct Contractual Relationship: When a Corporate Client awards a tender or milestone engagement to a Professional, the contractual engagement for technical services is executed directly between the Corporate Client and the Professional. Collekt is not a party to the underlying project contract.
• No Quality Guarantee by Intermediary: While Collekt implements Shield Verification, background audits, and AI matching, Collekt does not personally supervise field execution, verify structural engineering math, inspect physical worksites, or guarantee the perfection of deliverables.
• Tax Responsibilities: Each User is exclusively responsible for declaring and remitting their statutory taxes, including Withholding Tax (WHT), Value Added Tax (VAT), Pay-As-You-Earn (PAYE), and Company Income Tax (CIT) to the Federal Inland Revenue Service (FIRS) and respective State Internal Revenue Services (SIRS).

4. Professional Licensure & Regulatory Compliance (COREN & NOGICD)

Given Collekt's specialized focus on oil & gas, energy, infrastructure, and engineering:

• COREN Act Adherence: Pursuant to the Engineers (Registration, etc.) Act (Amended 2018), any Professional offering certified engineering designs, structural approvals, HAZOP verifications, or sign-offs must hold active licensure with the Council for the Regulation of Engineering in Nigeria (COREN). You warrant that any COREN, NSE, or NUPRC registration details provided on your profile are authentic, current, and valid.
• Nigerian Oil & Gas Industry Content Development (NOGICD) Act 2010: Corporate Clients and Professionals engaging in upstream, midstream, or downstream petroleum tenders warrant adherence to the local content requirements established under the NOGICD Act 2010.
• Misrepresentation of Licensure: Uploading falsified engineering stamps, revoked licenses, or fraudulent corporate incorporation credentials constitutes criminal misrepresentation and fraud, resulting in immediate account freezing and referral to the Nigerian Police Force and EFCC.

5. Identity, CAC & Shield Verification

Collekt maintains the highest standard of corporate and identity integrity across Nigeria:

• Submission of Sensitive KYC Records: In accordance with the Nigeria Data Protection Act (NDPA) 2023, when you submit your National Identification Number (NIN), Tax Identification Number (TIN), CAC Registration Certificate, or Director identification, you provide explicit, informed consent for Collekt Technologies Ltd and its certified verification partners to confirm these records against official databases (NIMC, CAC, FIRS, and NIBSS).
• Shield Verification Marks: The Shield Verification Badge (🛡️) signifies that administrative identity matching has occurred. It is not an absolute warranty of character, performance, or financial solvency.
• Credential Security: You are solely responsible for maintaining the confidentiality of your credentials, OTPs, and API tokens. You must immediately notify collektng@gmail.com if you suspect unauthorized access.

6. Project Postings, Tenders & Bidding Standards

1. Accurate Project Scopes: Corporate Clients agree that all posted tenders, RFPs, and short-term engineering opportunities represent bona fide commercial requirements with allocated budgets. Posting fake tenders or speculative listings to harvest market intelligence is strictly prohibited.
2. Professional Bidding: Specialists agree that technical proposals, cover letters, and fee schedules submitted represent genuine commitments to execute work within the proposed timelines.
3. Non-Circumvention Rule: For any relationship initiated on Collekt, Users agree not to take payments, negotiate contracts, or conduct project disbursements off-platform for a minimum period of twenty-four (24) months from initial contact, unless an explicit buy-out fee is authorized in writing by Collekt Technologies Ltd.

7. Escrow Payments, Milestone Approvals & Platform Fees

Collekt provides guaranteed milestone escrow protection to ensure fair execution for both parties:

• Milestone Funding: Prior to work initiation, Corporate Clients deposit the agreed milestone funds into escrow via Paystack rails or dedicated virtual NUBAN settlement accounts. Funds remain in escrow custody until work is reviewed.
• Milestone Sign-Off: Once the Professional completes deliverables, the Corporate Client has seven (7) business days to review and either approve release or request technical revisions based on the agreed project scope. Failure to respond within fourteen (14) days without raising a formal dispute authorizes Collekt to release escrowed milestone funds to the Professional.
• Platform Fee Schedule (PRD Standard):
  • Professional Plus Membership: $15 (or NGN equivalent) per month.
  • Company Enterprise Membership: $50 (or NGN equivalent) per month.
  • Platform Commission: Collekt deducts a 10% platform service commission on completed contract disbursements to maintain marketplace security, escrow custody, and AI matching infrastructure.
• Chargebacks & Payment Disputes: Attempting fraudulent bank reversals or unauthorized chargebacks on funded escrow milestones constitutes a material breach of this Agreement and may lead to debt recovery actions, credit bureau reporting, and legal proceedings under the Dishonoured Cheques (Offences) Act and relevant commercial statutes.

8. Kolly AI Mascot & Generative Intelligence Safe Harbor

Regarding all AI-assisted features on Collekt:

• No Engineering Warranty: AI-generated scopes, tender specs, or deliverables drafted by Kolly AI are preliminary starting templates. The Corporate Client and Professional bear absolute responsibility for reviewing, modifying, and ensuring all engineering formulas, P&ID schematics, and safety specifications comply with applicable statutory codes.
• Algorithmic Compatibility Scores: Compatibility percentages (e.g. 96% Match) are generated via heuristic keyword analysis, skill matching, and profile factors. Collekt does not guarantee that a high AI match score guarantees project success.
• AI Input Privacy: Collekt does not sell your private engineering schematics or confidential project bids to third parties for external model training without your explicit consent.

9. Workplace Health, Safety & Environment (HSE) Disclaimers

Industrial, oilfield, and construction projects carry inherent physical hazards:

• Zero Operational Control: Collekt exercises no physical control, direction, or oversight over job sites, fabrication yards, offshore rigs, pipelines, subsea vessels, or manufacturing facilities.
• HSE Compliance: Corporate Clients must provide safe working conditions compliant with Nigerian Factories Act, NUPRC HSE directives, and Federal Ministry of Labour standards. Professionals must hold valid safety certifications (e.g. BOSIET, HUET, OSP) for hazardous deployments.
• Disclaimer of Physical Injury: Collekt disclaims all liability for physical injuries, fatalities, occupational diseases, rig blowouts, hydrocarbon explosions, marine spills, or environmental contamination occurring during project execution. Users must maintain adequate commercial general liability and workers' compensation insurance policies.

10. Strict Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY THE LAWS OF THE FEDERAL REPUBLIC OF NIGERIA:

1. IN NO EVENT SHALL COLLEKT TECHNOLOGIES LTD, ITS DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF COMMERCIAL REPUTATION, WORK STOPPAGE, OR EQUIPMENT DAMAGE.
2. COLLEKT'S MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE PLATFORM, OR ANY TRANSACTION CONDUCTED HEREIN SHALL BE STRICTLY LIMITED TO THE LESSER OF:
   • THE TOTAL PLATFORM SERVICE COMMISSION ACTUALLY RECEIVED BY COLLEKT FROM YOUR COMPLETED ENGAGEMENTS IN THE SIX (6) MONTHS PRECEDING THE CLAIM; OR
   • FIFTY THOUSAND NIGERIAN NAIRA (NGN 50,000.00) OR ITS US DOLLAR EQUIVALENT.

11. User Indemnification

You agree to defend, indemnify, and hold harmless Collekt Technologies Ltd, its officers, directors, employees, subsidiaries, and agents from and against all claims, liabilities, damages, judgments, losses, costs, and legal expenses (including reasonable attorneys' fees) arising out of or related to:

• Your breach of any provision of these Terms or our Privacy Policy;
• Any deliverables, engineering designs, or consulting services provided by you;
• Your violation of any third-party intellectual property, privacy, or statutory rights;
• Your failure to declare or remit required taxes to Nigerian revenue authorities;
• Any fraud, intentional misconduct, or gross negligence committed by you or your agents.

12. Intellectual Property Rights

• Collekt Platform IP: The Collekt trademark, brand logo, software code, UI design, mascot (Kolly 🦖), glassmorphism components, and matching algorithms are the exclusive intellectual property of Collekt Technologies Ltd and protected under Nigerian and international copyright treaties.
• Project Deliverables: Upon full and final release of milestone escrow payment to the Professional, all agreed intellectual property, CAD drawings, engineering reports, and custom project deliverables vest in the Corporate Client, subject to any pre-existing proprietary tools retained by the Professional.
• License to Host Content: You grant Collekt a non-exclusive, royalty-free, worldwide license to host, display, and process your uploaded portfolio items, certifications, and project descriptions for the purpose of operating the marketplace and facilitating matches.

13. Prohibited Conduct & Cybercrimes Compliance

Pursuant to the Cybercrimes (Prohibition, Prevention, etc.) Act 2015 and its 2024 Amendments, Users shall NOT:

• Use stolen identity documents, fictitious CAC company registrations, or forged NIN credentials;
• Attempt to decompile, reverse-engineer, inject SQL injections, or breach Platform security;
• Deploy unauthorized scrapers, bots, or data harvesting scripts;
• Solicit off-platform wire transfers or engage in money laundering schemes;
• Publish defamatory, fraudulent, obscene, or legally actionable statements in project reviews or public discussions.

14. Account Sanctions, Suspension & Termination

Collekt reserves the absolute right, without liability or prior notice where emergency intervention is required, to:

• Immediately freeze escrow balances pending investigation of suspected fraud;
• Revoke Shield Verification credentials where documentation fails ongoing audit;
• Suspend or terminate accounts engaged in off-platform fee circumvention or abusive behavior;
• Cooperate fully with Nigerian law enforcement authorities, including providing digital logs and transaction evidence pursuant to a lawful court order or subpoena.

15. Dispute Resolution & Binding Arbitration

To provide a swift, professional, and cost-effective forum for resolving disputes, all controversies between Users, or between any User and Collekt, shall be resolved through this mandatory three-tier framework:

1. Tier 1: Informal Good-Faith Negotiation: The aggrieved party shall deliver written notice to the other party and Collekt (collektng@gmail.com). The parties shall engage in good-faith amicable negotiation for a minimum of fourteen (14) calendar days.
2. Tier 2: Collekt Escrow Mediation: If negotiation fails, Collekt shall review submitted project briefs, chat logs, and deliverables, providing a non-binding mediator's proposal within ten (10) business days.
3. Tier 3: Final Binding Arbitration: If the dispute remains unresolved, it shall be referred to and finally determined by binding commercial arbitration in accordance with the Arbitration and Mediation Act 2023 of the Federal Republic of Nigeria:
   • Seat & Venue: Lagos State, Nigeria.
   • Tribunal: A single arbitrator agreed upon by the parties (or appointed by the Lagos Court of Arbitration in default of agreement).
   • Language: English.
   • Finality: The arbitral award shall be final, conclusive, and enforceable in any court of competent jurisdiction in Nigeria. Neither party may institute judicial proceedings without first exhausting this arbitration requirement.

16. Governing Law & General Provisions

• Governing Law: These Terms shall be governed by, interpreted, and construed in accordance with the laws of the Federal Republic of Nigeria.
• Severability: If any provision of these Terms is found to be invalid or unenforceable by an arbitral tribunal or court of competent jurisdiction, the remaining provisions shall remain in full force and effect.
• Entire Agreement: These Terms, alongside the Privacy Policy and any executed project milestone agreement, constitute the complete agreement between you and Collekt Technologies Ltd regarding platform access.
• Amendments: We may update these Terms from time to time. When updates occur, the "Last Updated" timestamp will be revised, and continued use of the platform after revision constitutes acceptance of the modified Terms.

17. Contact & Legal Notices

All legal inquiries, notices, and communications should be directed to: