Terms & Conditions
- Parties and acceptance
- Definitions
- Scope of Services
- Fees and payment
- Non-payment and suspension
- Term and termination
- Client obligations
- Acceptable use
- Intellectual property
- Data protection and confidentiality
- Regulatory compliance
- Service levels and support
- Warranties
- Limitation of liability
- General
- Contact
1. Parties and acceptance
1.1 Service Provider: Osmena Information Technology L.L.C., trading as Aiverix, a company incorporated in Dubai, United Arab Emirates ("Aiverix", "we", "us").
1.2 Client: the legal entity named in the Quotation or registered on the Platform ("Client", "you"). The person accepting these Terms confirms that they are authorised to bind the Client.
1.3 These Terms become binding on the earliest of: signing a Quotation or agreement that refers to them; accepting a Quotation in writing (including by email); creating an account on the Platform; or paying an Aiverix invoice. Electronic acceptance has the same effect as a handwritten signature under UAE Federal Decree-Law No. 46 of 2021 on Electronic Transactions and Trust Services.
1.4 The Services are provided only to businesses for their commercial activity. They are not offered to consumers.
2. Definitions
- Platform
- The Aiverix e-invoicing software, web portal, APIs, connectors and Peppol connectivity.
- Services
- Activation, onboarding, web portal access, ERP integration, Licence Subscription, Document Credits and support, as described in the Quotation and these Terms.
- Quotation
- The commercial offer, order form or invoice issued by Aiverix that sets out the Services, volumes and fees for the Client.
- Document (Transaction)
- A single e-invoice, credit note or debit note sent or received through the Platform. Outgoing and incoming Documents both count towards the Client's volume. On our website and in price lists a Document is referred to as a "transaction".
- Licence Subscription
- A licence to use the Platform for one TRN, through the web portal or an ERP integration, including one (1) TIN and two (2) named users for that TRN, billed for the period selected in the Quotation. Each additional TIN under the same TRN and each additional user are charged as set out in the Quotation; connecting an additional TIN is included in its price.
- Document Credit
- A prepaid right to process one Document, bought as part of a document (transaction) pack.
- Effective Date
- The date these Terms become binding under Section 1.3.
- TRN
- A UAE VAT Tax Registration Number of the Client. Each Licence Subscription covers one TRN.
- TIN
- A Tax Identification Number registered under a subscribed TRN and used as an e-invoicing (Peppol) identifier.
- Business Location
- A single branch, outlet or establishment of the Client onboarded on the Platform.
- Peppol
- The international network for electronic document exchange adopted for UAE e-invoicing.
- FTA
- The UAE Federal Tax Authority, including the EmaraTax system.
- Business Day
- Monday to Friday, excluding UAE public holidays.
- Client Data
- Invoice, master and business data submitted to the Platform by or for the Client.
- Confidential Information
- Non-public business, technical or financial information disclosed by either party.
3. Scope of Services
3.1 Depending on the Quotation, the Services may include:
- Activation: Peppol ID registration and Platform activation.
- Web portal: sending, receiving, accepting and rejecting e-invoices, Excel upload, dashboards, compliance monitoring and standard reports with PDF and Excel export.
- Compliance engine: transformation and validation of invoice data to the UAE PINT AE standard and transmission for FTA reporting.
- Peppol connectivity: Peppol Access Point connectivity for B2B and B2G e-delivery.
- Onboarding (on request): training for the Client's employees.
- ERP integration (on request): connection of the Client's ERP to the Platform through an Aiverix connector or API, as a one-off project under its own Quotation.
- Support: Standard Support, and Priority Care / Premium Support where ordered (Section 12).
3.2 Document Credits are used only for successfully processed Documents. Drafts and submissions rejected by validation before transmission use no credit. Where UAE law requires a number of Documents to be provided free of charge, Aiverix provides them within the Client's Document Credits.
3.3 Unless expressly included in a Quotation, the Services do not include: custom connector development, work performed by the Client's ERP vendor or IT contractors, data clean-up or migration, 24×7 support, on-site work, physical archiving, or tax, legal or accounting advice.
3.4 Aiverix may improve, update or change the Platform, its features and its user interface, provided this does not materially reduce the core functionality the Client has paid for during the current term.
4. Fees and payment
4.1 Fees are as set out in the Quotation or, where there is none, in the Aiverix price list in force at the time of the order. Fees are in UAE dirhams (AED) and exclude VAT; Aiverix adds VAT at the applicable rate.
4.2 The Licence Subscription, document packs, additional users, additional TINs and Priority Care are billed in advance for the period selected. Onboarding fees are invoiced on order, and work starts once they are received.
4.3 Unless the Quotation says otherwise, invoices are payable within fourteen (14) calendar days of issue.
4.4 Document packs run for twelve (12) months and renew automatically together with the Licence Subscription. Credits are shared by all TINs and Business Locations under the same TRN and are used by every Document, sent or received. Each TRN is a separate Licence Subscription: packs bought for different TRNs are not combined. Unused credits expire at the end of the pack period and are not refunded or carried over. Top-up packs are available once the main pack is used up.
4.5 If the Client's credit balance reaches zero, further Documents continue to be processed so that the Client is not left unable to invoice, and are charged monthly in arrears at the per-Document overage rate in the Quotation or price list.
4.6 ERP integration fees are set in the integration Quotation and are non-refundable once work has started. An integration is deemed accepted if the Client does not report a reproducible defect in writing within ten (10) Business Days of delivery, or when the Client starts using it to send live Documents, whichever is earlier. Rework caused by Client Data, ERP changes or changed requirements is charged separately.
4.7 Prices in an accepted Quotation are fixed for twelve (12) months from the Effective Date. After that Aiverix may revise them by giving at least sixty (60) days' written notice; the new prices apply from the next renewal. Amounts already paid are not affected.
4.8 All payments are made in full, without set-off, counterclaim or deduction. Bank and transfer charges are borne by the Client.
4.9 The Client must raise any dispute about an invoice in writing within fourteen (14) days of receiving it, giving reasons. Undisputed amounts remain payable on the due date.
5. Non-payment and suspension
5.1 If any amount remains unpaid three (3) calendar days after its due date, Aiverix may, after notice by email, suspend all or part of the Services, including sending and receiving Documents through Peppol and access to the web portal.
5.2 Fees continue to accrue during suspension. Aiverix restores the Services within one (1) Business Day after receiving all overdue amounts.
5.3 The Client bears all consequences of a suspension for non-payment, including any inability to issue or receive e-invoices, FTA penalties and claims from its customers or suppliers.
5.4 If any amount remains unpaid thirty (30) days after its due date, Aiverix may terminate the agreement by notice. All fees for the remainder of the current term then become immediately due.
5.5 The Client reimburses Aiverix's reasonable costs of recovering overdue amounts, including collection and legal costs.
5.6 Aiverix may also suspend the Services, in whole or in part and without liability, where required by law, a court or the FTA; to protect the security or integrity of the Platform; or where the Client breaches Section 8. Aiverix will give notice where reasonably possible and will limit the suspension to what is necessary.
6. Term and termination
6.1 The Licence Subscription runs for the period selected (three, six or twelve months) from activation and renews automatically for the same period, unless the Client gives written notice of non-renewal before the renewal date: at least thirty (30) days for quarterly subscriptions and sixty (60) days for half-yearly and annual subscriptions.
6.2 Either party may terminate for material breach by the other party if the breach is not remedied within thirty (30) days of written notice describing it.
6.3 Aiverix may terminate immediately by notice if the Client becomes insolvent, enters liquidation or ceases business, or if continuing the Services would breach applicable law or sanctions.
6.4 The Client may not terminate for convenience during a term. Fees paid or due are non-refundable, except where the Client terminates for Aiverix's uncured material breach, in which case Aiverix refunds prepaid fees for the unused part of the term.
6.5 On expiry or termination, the Client's access ends. Within thirty (30) days the Client may request an export of its Document data in a standard format, provided all fees are paid. After that period Aiverix may delete Client Data, except data it must retain under UAE law.
6.6 Sections 4, 5, 6.4–6.6, 7.7, 9, 10, 14 and 15 survive expiry or termination.
7. Client obligations
7.1 The Client provides accurate, complete and lawful invoice and master data, including TRN, TINs, customer identifiers and all fields required by PINT AE, and gives timely access and cooperation for onboarding and any integration.
7.2 The Client remains solely responsible for the content, amounts, VAT treatment and timing of its invoices. Aiverix processes and transmits the data as submitted and does not verify its commercial or tax correctness.
7.3 The Client keeps its FTA VAT registration current and promptly informs Aiverix of any change to its TRN, TINs, legal name, licence or group structure.
7.4 The Client keeps user credentials and API keys secure, is responsible for all activity under its accounts, and notifies Aiverix promptly of any unauthorised use.
7.5 The Client monitors validation results, rejections and delivery statuses in the Platform, and corrects and resubmits Documents in time. Aiverix is not responsible for Documents the Client does not correct or resubmit.
7.6 The Client appoints Aiverix as its service provider in EmaraTax for the term. Appointing another provider during a paid term does not reduce the fees due.
7.7 The Client indemnifies Aiverix against third-party claims, fines and costs arising from Client Data, the Client's invoices, its breach of these Terms or its unlawful use of the Platform.
8. Acceptable use
The Client uses the Platform only for its own lawful business and will not, and will not allow anyone to:
- resell, sublicense or share access with third parties, or use the Platform to provide services to others, without Aiverix's written consent;
- copy, modify, reverse engineer or attempt to access the source code of the Platform;
- interfere with the security or performance of the Platform, run load or penetration tests without consent, or exceed reasonable API usage;
- submit false, fraudulent or unlawful invoices, malicious code or data it has no right to process;
- use the Platform in breach of applicable law, including tax, anti-money-laundering and sanctions laws.
9. Intellectual property
9.1 Aiverix and its licensors keep all rights, title and interest in the Platform, including software, connectors, algorithms, documentation and Peppol infrastructure, and in any improvements, including those developed during an integration project. The Client receives a non-exclusive, non-transferable right to use the Platform during the term, for the scope paid for.
9.2 The Client keeps ownership of Client Data. The Client grants Aiverix a limited licence to process Client Data to provide the Services and meet FTA and regulatory obligations.
9.3 Aiverix may use anonymised and aggregated data that does not identify the Client or any individual to operate, secure and improve the Platform and to produce statistics.
9.4 Suggestions and feedback the Client gives about the Platform may be used by Aiverix freely and without obligation.
9.5 Aiverix may name the Client and use its logo as a reference customer unless the Client objects in writing; Aiverix stops such use within a reasonable time after the objection.
10. Data protection and confidentiality
10.1 Each party complies with UAE Federal Decree-Law No. 45 of 2021 on Personal Data Protection and other applicable data protection laws. For personal data in Client Data, the Client acts as controller and Aiverix as processor on the Client's behalf.
10.2 The Client confirms it has the right to submit Client Data to the Platform and to have it transmitted to its customers, suppliers and the FTA through Peppol.
10.3 Aiverix applies appropriate technical and organisational measures, including encryption in transit and at rest, access controls and security monitoring, and hosts the Platform with recognised cloud infrastructure providers. Aiverix notifies the Client without undue delay after becoming aware of a security incident affecting Client Data.
10.4 Aiverix retains Client Data for the term and afterwards for as long as required by UAE tax and e-invoicing law.
10.5 Each party keeps the other's Confidential Information confidential and uses it only for the agreement, except where disclosure is required by law, a court or a regulator. This obligation survives for three (3) years after termination.
11. Regulatory compliance
11.1 Aiverix transmits Documents in accordance with the UAE e-invoicing framework (PINT AE) and maintains its accreditation as a Peppol Access Point / Accredited Service Provider. Updates the Platform needs because of FTA or Peppol changes are included in the Licence Subscription. Changes needed in the Client's ERP or processes are the Client's responsibility.
11.2 The Client remains responsible for its own compliance with UAE VAT and e-invoicing obligations, including deadlines that apply to it under the FTA's phased rollout.
11.3 Aiverix does not provide legal, tax or accounting advice. Information on the website, in webinars or from support staff is general information only. The Client should obtain independent professional advice.
12. Service levels and support
12.1 Standard Support is provided by email; Aiverix responds within two (2) Business Days.
12.2 Priority Care / Premium Support, where ordered, adds a dedicated WhatsApp channel, a named account manager and phone support, with a first response target of thirty (30) minutes during the coverage hours stated in the Quotation (by default Monday to Friday, 09:00–18:00 GST).
12.3 Aiverix targets 99% monthly Platform availability, excluding scheduled maintenance, emergency maintenance and the events listed in Section 14.4.
12.4 Response times and availability are targets, not guarantees of resolution. Average response times or other performance figures published on the website or in marketing materials describe past performance and are not contractual commitments. Unless a Quotation expressly provides for service credits, failure to meet a target does not give rise to a refund, credit or damages.
13. Warranties
13.1 Aiverix warrants that the Platform will perform materially in accordance with its documentation and that the Services will be provided with reasonable skill and care.
13.2 If the Platform does not conform to Section 13.1, the Client's remedy is that Aiverix will, at its choice, correct the non-conformity within a reasonable time or, if it cannot, refund the fees paid for the affected Service for the period of non-conformity.
13.3 Aiverix does not warrant that the Platform will be uninterrupted or error-free, or that Documents will be accepted by recipients or the FTA where the data submitted is incorrect. All other warranties, express or implied, are excluded to the extent permitted by law.
14. Limitation of liability
14.1 Aiverix's total aggregate liability arising out of or in connection with the agreement, whether in contract, tort or otherwise, is limited to the fees actually paid by the Client for the Services in the twelve (12) months before the event giving rise to the claim.
14.2 Neither party is liable for indirect or consequential loss, loss of profit, revenue, business, goodwill or data, or business interruption.
14.3 Aiverix is not liable for FTA penalties, fines or other losses arising from inaccurate, incomplete or late Client Data; the Client's failure to act on rejected Documents or notices; a suspension under Section 5; or the Client's breach of these Terms.
14.4 Aiverix is not liable for unavailability or delays caused by FTA systems, the Peppol network, other Access Points or service providers, internet or telecom providers, the Client's ERP, IT environment or contractors, or force majeure.
14.5 Nothing in these Terms limits liability that cannot be limited under UAE law, including liability for fraud or wilful misconduct, or the Client's obligation to pay fees.
15. General
15.1 Governing law and jurisdiction: these Terms are governed by the laws of the Emirate of Dubai and the federal laws of the UAE. The courts of Dubai have exclusive jurisdiction. Before going to court, the parties will try in good faith to settle any dispute through their senior management within thirty (30) days.
15.2 Order of precedence: a signed agreement between the parties prevails over these Terms. Otherwise these Terms and the accepted Quotation form the entire agreement; if they conflict, the Quotation prevails for fees, volumes and service scope and these Terms prevail for all other matters. Any purchase order or general terms of the Client do not apply, even if referenced or accepted by payment. Website content, brochures and presentations are for information and do not form part of the agreement.
15.3 Changes to these Terms: Aiverix may update these Terms by publishing a new version on this page. Changes apply to an existing Client from its next renewal, or earlier if required by law or the FTA, provided Aiverix has notified the Client by email at least thirty (30) days in advance. The version in force on the Effective Date applies until then.
15.4 Subcontractors: Aiverix may use subcontractors and technology partners, including hosting, Peppol and compliance-engine providers, and remains responsible for the Services.
15.5 Assignment: the Client may not assign or transfer the agreement without Aiverix's written consent. Aiverix may assign it to an affiliate or a successor of its business by notice to the Client.
15.6 Amendments: any change to an agreement with a specific Client must be in writing and agreed by both parties; email confirmation from an authorised representative is sufficient.
15.7 Waiver and severability: failure to enforce a provision is not a waiver. If any provision is found unenforceable, it is applied to the maximum extent permitted and the rest remains in force.
15.8 Notices: notices are given by email to the addresses in the Quotation or account, or by courier to the registered address. An email notice is effective on the Business Day after it is sent, unless a delivery failure message is received.
15.9 Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of the FTA or Peppol systems, acts of government, cyber attacks, pandemics and natural events. This does not excuse payment obligations.
15.10 Language: these Terms are drawn up in English. If a translation is required, the English version prevails to the extent permitted by law.
15.11 Independent parties: nothing in the agreement creates a partnership, agency or employment relationship.
16. Contact
Osmena Information Technology L.L.C., trading as Aiverix
Tameem House, Office 3001-13, TECOM, Dubai, United Arab Emirates
Email: info@aiverix.ae · Website: aiverix.ae · Phone / WhatsApp: +971 58 560 3037