Master Terms of Service and User Agreement

Zexus Services Limited

Effective date: August 7, 2026
Last updated: August 13, 2026

These Master Terms of Service and User Agreement govern your access to and use of websites, applications, products, marketplaces, tools, and services operated by Zexus Services Limited, including ZexusPro and ZexusAuto.

Please read these Terms carefully before creating an account or using any Zexus service.

By creating an account, accessing a Zexus platform, listing a service or asset, making a booking, sending or accepting an offer, making or receiving a payment, or using any Zexus feature, you agree to be legally bound by these Terms and all policies incorporated into them.

If you do not agree to these Terms, you must not access or use the Zexus services.

1. About Zexus

Zexus Services Limited is a company registered and operating in Nigeria.

Our principal business address is:

Suite 202, 45 Orominike Street, D/Line, Port Harcourt, Rivers State, Nigeria.

Zexus provides technology platforms that connect users and support transactions between them.

Our current products include:

• ZexusPro: a marketplace connecting clients with professionals and service providers.
• ZexusAuto: a marketplace connecting buyers with verified Dealers offering vehicles and other approved assets.
• Other products, tools, services, or marketplaces that Zexus may introduce in the future.

The term "Zexus," "we," "us," or "our" refers to Zexus Services Limited.

The terms "you," "your," or "user" refer to any person or entity accessing or using a Zexus service.

2. Documents that form part of these Terms

The following documents form part of these Terms where they apply to your use of a particular Zexus service:

• Zexus Privacy Policy.
• ZexusPro Marketplace Rules.
• ZexusAuto Marketplace Rules.
• Payments, Refunds, and Dispute Resolution Policy.
• Community Standards and Prohibited Activities Policy.
• ZexusAuto Dealer Verification and Asset Listing Standards.
• Cookie Policy.
• Commission and Pricing Schedule.
• Any transaction-specific terms displayed before payment or acceptance.

If a product-specific rule conflicts with these Terms, the product-specific rule will apply to the relevant transaction to the extent of the conflict.

If a transaction-specific term conflicts with a general marketplace rule, the transaction-specific term will apply to that transaction.

3. Eligibility

You may use Zexus only if:

• You are at least 18 years old.
• You have legal capacity to enter into binding agreements.
• You provide accurate and complete information.
• You are not prohibited from using the service under applicable law.
• You comply with these Terms and applicable policies.

If you use Zexus on behalf of a company, organisation, partnership, or other entity, you confirm that you have authority to bind that entity. In that situation, "you" includes both you and the entity you represent.

Zexus may request evidence of age, identity, authority, business registration, ownership, qualifications, or other information before allowing access to particular features.

4. Account registration

Some Zexus services require an account.

When creating an account, you agree to:

• Use accurate and current information.
• Use your legal name or an authorised business name.
• Provide requested verification information.
• Maintain only one account unless Zexus authorises additional accounts.
• Keep your login credentials confidential.
• Notify Zexus promptly of unauthorised access.
• Not sell, transfer, or share your account.
• Not impersonate another person or entity.
• Not use another person's identity, documents, bank account, or payment information without authorisation.

You are responsible for activity conducted through your account unless the activity resulted from Zexus's failure to apply reasonable security measures after receiving appropriate notice.

Zexus may require additional authentication, identity verification, business verification, or account confirmation.

5. Verification and screening

Zexus may conduct or arrange:

• Identity verification.
• Business verification.
• Beneficial-owner checks.
• Director and representative checks.
• Bank-account verification.
• Fraud-prevention checks.
• Sanctions and restricted-party screening.
• Professional qualification checks.
• Dealer verification.
• Asset-document checks.
• Inspection or title-related checks.

Zexus may use approved third-party providers for these purposes.

Verification does not guarantee that a user is honest, solvent, qualified, safe, authorised, or suitable for every transaction. It confirms only that information supplied by the user has passed the relevant checks at the applicable time.

You must not submit false, altered, stolen, misleading, or incomplete information.

Zexus may suspend access or cancel a transaction where verification fails or information becomes unreliable.

6. Zexus's role

Zexus operates technology marketplaces and transaction-support tools.

Depending on the product, Zexus may provide:

• Profiles and listings.
• Search and discovery tools.
• Messaging.
• Quotes and offers.
• Bookings.
• Milestones.
• Payment processing through approved providers.
• Conditional payment-release features.
• Identity and business verification.
• Inspection or document-support tools.
• Reviews and ratings.
• Customer support.
• Dispute-management procedures.
• Payout and settlement coordination.

Unless expressly stated otherwise:

• Zexus is not the employer of any Pro.
• Zexus is not the agent, partner, or representative of any Pro or Dealer.
• Zexus does not directly provide services listed by Pros.
• Zexus does not own assets listed by Dealers.
• Zexus is not the manufacturer, importer, transporter, mechanic, valuer, inspector, insurer, or seller of assets listed on ZexusAuto.
• Zexus does not guarantee the quality, qualifications, availability, legality, ownership, title, safety, condition, value, or performance of every service or asset.
• Zexus does not supervise every service, delivery, inspection, or transaction.
• Zexus does not provide legal, medical, financial, investment, engineering, insurance, valuation, or other regulated professional advice.

Pros, Dealers, clients, and buyers remain responsible for their own decisions, conduct, representations, legal obligations, and transaction risks.

7. Marketplace relationships

Zexus platforms may include different categories of users.

ZexusPro users

• Clients seek and purchase services.
• Pros offer professional, technical, intellectual, creative, trade, artisan, and handyman services.

ZexusAuto users

• Buyers seek to purchase assets.
• Dealers list and offer approved vehicles, equipment, machinery, plants, tools, and other assets.

A user may have more than one role where the platform permits it.

Users are responsible for reviewing the identity, profile, listing, qualifications, documents, terms, price, and other information relevant to a transaction.

8. Listings and user content

Users may submit or publish:

• Service descriptions.
• Asset listings.
• Photographs.
• Videos.
• Portfolio materials.
• Reviews.
• Business information.
• Inspection reports.
• Ownership or title documents.
• Messages.
• Quotes.
• Transaction records.
• Other materials permitted by the relevant platform.

You must ensure that all content you submit is:

• Accurate.
• Current.
• Lawful.
• Relevant.
• Not misleading.
• Not defamatory.
• Not infringing another person's rights.
• Free from malware or harmful code.
• Appropriate for the platform.

You must not upload content that:

• You do not own or have permission to use.
• Contains another person's confidential information without authorisation.
• Falsifies identity, ownership, qualifications, title, condition, or transaction status.
• Promotes unlawful, harmful, fraudulent, or prohibited conduct.
• Manipulates reviews, ratings, or search results.
• Infringes copyright, trademark, privacy, publicity, or other rights.

Zexus may review, moderate, edit, restrict, remove, or preserve content where reasonably necessary to operate, secure, improve, or protect the platform.

9. Licence to user content

You retain ownership of content that you lawfully own.

By submitting content to Zexus, you grant Zexus a worldwide, non-exclusive, royalty-free, transferable, and sublicensable licence to host, store, reproduce, format, display, communicate, distribute, moderate, analyse, and otherwise use that content as reasonably necessary to:

• Operate the Zexus services.
• Display listings and profiles.
• Process transactions.
• Provide customer support.
• Investigate disputes and fraud.
• Improve and secure the platforms.
• Create backups and records.
• Promote the relevant Zexus service.

This licence ends within a reasonable period after the content is removed, except where the content must be retained for legal, security, accounting, dispute, fraud-prevention, or transaction-record purposes.

You confirm that you have the rights necessary to grant this licence.

10. Communications

By using Zexus, you agree to receive service-related communications, including:

• Account notices.
• Verification requests.
• Booking confirmations.
• Payment and payout updates.
• Transaction alerts.
• Dispute notices.
• Security alerts.
• Policy changes.
• Customer-support messages.

These communications may be sent through email, SMS, telephone, push notification, in-platform message, WhatsApp, or another contact method you provide or approve.

You may opt out of promotional communications, but you may not opt out of essential service, security, legal, payment, or transaction communications.

11. Transactions

A transaction may be created through:

• A published service package.
• A custom quote.
• A booking.
• A milestone agreement.
• An accepted offer.
• An asset purchase arrangement.
• Another transaction process displayed on the relevant platform.

Before confirming a transaction, users should review:

• The service or asset description.
• Price.
• Commission and other charges.
• Deliverables or specifications.
• Timelines.
• Inspection requirements.
• Delivery arrangements.
• Acceptance period.
• Cancellation and refund terms.
• Payment-release conditions.
• Any transaction-specific terms.

A transaction becomes binding when the applicable parties accept the relevant terms and the platform confirms the booking, offer, deposit, or payment, unless the transaction terms state otherwise.

Users must not knowingly enter into a transaction they cannot complete.

12. Payments and payment providers

Payments may be processed through Paystack, FirstBank, or another approved payment provider or financial institution, depending on the product and transaction structure.

Payment providers may impose their own:

• Terms.
• Verification requirements.
• Transaction limits.
• Settlement timelines.
• Refund procedures.
• Chargeback procedures.
• Fraud controls.
• Account restrictions.
• Fees.

You agree to comply with the applicable payment-provider terms.

Zexus does not independently operate a customer wallet, deposit account, or stored-value product unless expressly stated and lawfully authorised.

Where a transaction includes conditional payment release, the relevant funds may be processed, held, released, refunded, or settled through the approved payment or escrow structure applicable to that transaction.

Zexus does not guarantee that every transaction will use the same payment or release structure.

13. Payment release and payouts

Payment may be released after an applicable condition is satisfied, including:

• Completion of a service.
• Submission of a deliverable.
• Client acceptance.
• Completion of a milestone.
• Asset inspection.
• Delivery or handover.
• Title or document verification.
• Expiry of a review period.
• Resolution of a dispute.

A payment may remain pending or be delayed because of:

• A dispute.
• Fraud or compliance review.
• A refund request.
• A chargeback.
• Payment reversal.
• Incorrect information.
• Failed verification.
• Technical or banking issues.
• Legal or regulatory requirements.
• Payment-provider procedures.

Payout timing is subject to the applicable provider's settlement timeline.

A displayed transaction amount is not necessarily a bank deposit, wallet balance, or withdrawable amount. A user may receive settlement only after the relevant amount has been released and the payment provider confirms that it is available.

14. Fees and commissions

Zexus may charge:

• Marketplace commissions.
• Listing fees.
• Service fees.
• Subscription fees.
• Advertising fees.
• Inspection fees.
• Verification fees.
• Delivery or logistics charges.
• Payment-related charges.
• Taxes or government charges.

Applicable charges should be disclosed before a transaction is confirmed.

Unless otherwise stated:

• Clients and buyers may use Zexus without a marketplace fee during the introductory period.
• Pros and Dealers may pay commissions on completed transactions.
• Zexus may deduct its commission at source before the Pro or Dealer receives settlement.

Pricing and commission structures may change as the platforms develop.

Updated pricing terms may apply to future transactions and may not affect transactions already confirmed unless required by law or expressly accepted.

15. Refunds, reversals, and chargebacks

Refunds may be available under the relevant marketplace rules, transaction terms, payment-provider procedures, or applicable law.

A refund may be full or partial depending on:

• The transaction terms.
• Work properly completed.
• Materials or expenses approved.
• Delivery or inspection costs.
• The cause of cancellation.
• Evidence available.
• Applicable law.

Payment providers may control the timing and method of refunds.

A chargeback, payment reversal, failed transfer, or other recovery event may result in:

• A transaction being paused.
• Funds being recovered from a relevant account.
• Future settlement being reduced where permitted.
• A user being required to repay an amount.
• Account restrictions.
• Additional verification.

Users must not initiate dishonest chargebacks or payment reversals to avoid paying for a service or asset properly supplied.

16. Disputes and complaints

Users should first raise a transaction dispute or complaint through the relevant Zexus platform.

A complaint should include:

• Account or transaction reference.
• Description of the issue.
• Relevant listing or agreement.
• Messages and documents.
• Photographs, videos, or reports where applicable.
• Remedy requested.

Zexus may request additional information and may review:

• Platform records.
• Messages.
• Payment records.
• Listings and accepted offers.
• Deliverables.
• Inspection reports.
• Delivery evidence.
• Ownership documents.
• Relevant user statements.

Zexus may pause payment or transaction activity while a dispute is reviewed.

Possible remedies may include:

• Correction.
• Re-performance.
• Replacement Pro.
• Partial release.
• Full release.
• Full refund.
• Partial refund.
• Return of an asset.
• Dealer correction.
• Cancellation.
• Account restriction.
• Another reasonable remedy.

Zexus's internal dispute process does not prevent a user from exercising rights available through a court, regulator, mediator, arbitrator, payment provider, or other lawful channel.

17. Prohibited conduct

You must not:

• Commit fraud or financial crime.
• Impersonate another person or entity.
• Use false, stolen, altered, or misleading documents.
• Misrepresent qualifications, identity, ownership, title, condition, price, or availability.
• List stolen, counterfeit, cloned, or unlawfully obtained assets.
• Request or provide unlawful services.
• Conduct prohibited or dangerous transactions.
• Infringe another person's rights.
• Harass, threaten, exploit, or discriminate against another user.
• Manipulate ratings, reviews, rankings, or search results.
• Use another user's payment details or account.
• Circumvent payment or commission requirements.
• Arrange off-platform transactions with users introduced through Zexus.
• Upload malware or attempt unauthorised access.
• Create multiple accounts to evade restrictions.
• Misuse personal or confidential information.
• Falsely claim that a service, milestone, delivery, inspection, or transaction has been completed.
• Use Zexus for money laundering, sanctions evasion, terrorist financing, or other unlawful conduct.

18. Off-platform transactions

Users must not use information, introductions, communications, or contacts obtained through Zexus to bypass the platform.

This includes:

• Moving an introduced transaction to another platform.
• Paying directly to avoid Zexus fees.
• Asking another user to cancel and transact privately.
• Exchanging contact details for the purpose of avoiding platform protections.
• Using Zexus to obtain a lead and completing the transaction elsewhere.

Zexus may recover applicable fees, restrict the account, suspend transactions, or terminate access where a user deliberately circumvents the platform.

This restriction does not prevent users from maintaining legitimate pre-existing relationships that were not created through Zexus.

19. Intellectual property

The Zexus name, logos, software, designs, interfaces, databases, text, graphics, features, and other platform materials belong to Zexus or its licensors.

Except as expressly permitted, you must not:

• Copy or reproduce Zexus materials.
• Modify or create derivative works.
• Reverse-engineer the platform.
• Scrape or harvest data.
• Use Zexus branding without permission.
• Sell, lease, sublicense, or commercially exploit the platform.
• Interfere with platform operation or security.

Zexus grants you a limited, non-exclusive, non-transferable, revocable licence to use the services for their intended purpose while your account remains active.

20. Third-party services

Zexus may rely on third-party providers for:

• Payment processing.
• Escrow or conditional settlement.
• Identity verification.
• Business verification.
• Hosting.
• Cloud storage.
• Communications.
• Analytics.
• Fraud prevention.
• Inspections.
• Delivery and logistics.
• Customer support.

Third-party services may have separate terms and privacy policies.

Zexus is not responsible for a third party's independent failure, delay, unavailability, decision, processing, or policy, except to the extent responsibility cannot legally be excluded.

21. Privacy

Zexus processes personal information in accordance with the Zexus Privacy Policy.

By using the services, you acknowledge that Zexus may collect and process information necessary to:

• Create and manage accounts.
• Verify identity and businesses.
• Facilitate transactions.
• Process payments and payouts.
• Prevent fraud.
• Manage disputes.
• Provide customer support.
• Comply with legal and regulatory obligations.
• Improve and secure the services.

You must not submit another person's personal information unless you have lawful authority to do so.

22. Suspension and termination

Zexus may suspend, restrict, or terminate an account where it reasonably suspects:

• Fraud.
• Misrepresentation.
• Payment abuse.
• Safety risks.
• Prohibited conduct.
• Harassment or discrimination.
• Circumvention of the platform.
• Breach of these Terms or applicable policies.
• Regulatory, legal, or payment-provider concerns.

Zexus may also remove listings, pause transactions, delay payouts where permitted, or require additional verification.

Where reasonably practicable, Zexus may provide notice and an explanation. Immediate action may be taken where necessary to protect users, funds, data, the platform, or legal and regulatory interests.

Termination does not automatically cancel obligations that arose before termination.

23. Disclaimers

To the maximum extent permitted by law:

• Zexus provides the platform on an "as available" basis.
• Zexus does not guarantee uninterrupted, secure, or error-free operation.
• Zexus does not guarantee that a user, Pro, Dealer, service, asset, listing, inspection, document, or transaction is genuine, suitable, available, safe, lawful, or successful.
• Zexus does not guarantee that a Pro will complete work or that a Dealer will transfer an asset.
• Zexus does not guarantee that a buyer or client will pay, accept, inspect, or cooperate.
• Zexus does not guarantee the accuracy of user-generated content.
• Zexus does not provide warranties for assets or services unless expressly stated in writing.
• Zexus is not responsible for a user's independent decision to proceed with a transaction.

Users should conduct appropriate verification, inspection, due diligence, and professional review before relying on a service, asset, listing, document, or transaction.

24. Limitation of liability

To the maximum extent permitted by applicable law, Zexus will not be liable for:

• Indirect, incidental, special, punitive, or consequential loss.
• Loss of profit, revenue, business, opportunity, goodwill, or anticipated savings.
• Loss resulting from a user-to-user transaction.
• Loss caused by inaccurate information submitted by a user.
• Loss caused by a third-party provider, bank, payment processor, inspector, or delivery provider.
• Loss resulting from unauthorised conduct by another user.
• Loss resulting from a user's failure to inspect, verify, secure, or protect an account.
• Loss caused by events outside Zexus's reasonable control.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability arising from fraud, wilful misconduct, or other non-excludable liability.

25. Indemnity

You agree to indemnify and hold harmless Zexus Services Limited, its officers, employees, contractors, affiliates, and service providers from claims, losses, liabilities, costs, and expenses arising from:

• Your breach of these Terms.
• Your unlawful conduct.
• Your content or listing.
• Your transaction with another user.
• Your infringement of another person's rights.
• Your fraud, misrepresentation, or negligence.
• Your use of a service or asset.
• Your failure to comply with applicable law.
• Your misuse of the platform.

This indemnity does not apply to the extent that a claim results from Zexus's own unlawful conduct, fraud, or liability that cannot legally be transferred.

26. Events outside our control

Zexus will not be responsible for delay or failure caused by events beyond its reasonable control, including:

• Internet or telecommunications failure.
• Cyberattack or security incident.
• Banking or payment-provider disruption.
• Government action.
• Regulatory restriction.
• Power failure.
• Natural disaster.
• Fire, flood, epidemic, or public emergency.
• Civil unrest, war, terrorism, or strike.
• Labour or supply-chain disruption.
• Failure of a third-party provider.

Zexus will take reasonable steps to restore affected services where practicable.

27. Changes to these Terms

Zexus may update these Terms to reflect:

• Product changes.
• Legal or regulatory requirements.
• Security improvements.
• New features.
• Changes to payment or marketplace arrangements.
• Operational developments.

We may notify users by email, platform notice, account notification, or publication on the relevant website.

The updated Terms will apply from the stated effective date. Continued use after that date constitutes acceptance where permitted by law.

If a material change requires renewed consent, we may require you to accept the updated Terms before continuing to use the relevant service.

28. Electronic acceptance and records

You agree that:

• Clicking "Accept," "Agree," "Create account," "Book," "Pay," "Submit," or a similar button may constitute electronic acceptance.
• Electronic records may be used as evidence of an agreement or transaction.
• Platform messages, timestamps, payment records, status changes, and uploaded documents may be retained as transaction records.
• Notices may be provided electronically.

You are responsible for maintaining access to the email address and phone number associated with your account.

29. Assignment

You may not transfer your rights or obligations under these Terms without Zexus's prior written consent.

Zexus may transfer or assign its rights and obligations in connection with a merger, acquisition, restructuring, sale of assets, corporate reorganisation, or transfer of a product or service.

30. Severability

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision will be modified or removed only to the extent necessary.

The remaining provisions will continue in effect.

31. No waiver

A failure or delay by Zexus to enforce a provision does not waive the right to enforce it later.

A waiver must be express and apply only to the specific instance for which it is given.

32. Entire agreement

These Terms, together with the policies and transaction-specific terms incorporated into them, constitute the entire agreement between you and Zexus regarding your use of the relevant services.

They replace prior discussions, representations, or agreements concerning the same subject matter, except where a separate written agreement expressly applies.

33. Governing law and dispute resolution

These Terms are governed by the laws of the Federal Republic of Nigeria.

If a dispute arises, the parties should first attempt to resolve it through Zexus's internal complaint or dispute process.

A user may contact:

Disputes: [email protected]

Where the dispute cannot be resolved internally, the parties may use mediation, arbitration, regulatory complaint procedures, or court proceedings where available and appropriate.

Subject to mandatory legal rights and any legally required alternative forum, the courts of competent jurisdiction in Rivers State, Nigeria, will have jurisdiction over disputes arising from these Terms.

34. Contact

Zexus Services Limited
Suite 202, 45 Orominike Street, D/Line,
Port Harcourt, Rivers State, Nigeria.

Parent website: zexusservices.com
ZexusPro: zexuspro.com
ZexusAuto: zexusauto.com

General support: [email protected]
ZexusPro support: [email protected]
ZexusAuto support: [email protected]
Disputes: [email protected]
Privacy: [email protected]